Cover
Cover - USD ($) | 12 Months Ended | ||
Oct. 31, 2022 | Jan. 05, 2023 | Apr. 29, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Oct. 31, 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Current Fiscal Year End Date | --10-31 | ||
Entity File Number | 001-37492 | ||
Entity Registrant Name | ANIXA BIOSCIENCES, INC. | ||
Entity Central Index Key | 0000715446 | ||
Entity Tax Identification Number | 11-2622630 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 3150 Almaden Expressway | ||
Entity Address, Address Line Two | Suite 250 | ||
Entity Address, City or Town | San Jose | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 95118 | ||
City Area Code | (408) | ||
Local Phone Number | 708-9808 | ||
Title of 12(b) Security | Common Stock, $0.01 par value | ||
Trading Symbol | ANIX | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 93,235,194 | ||
Entity Common Stock, Shares Outstanding | 30,920,792 | ||
Documents Incorporated by Reference [Text Block] | NONE | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Firm ID | 200 | ||
Auditor Name | HASKELL & WHITE LLP | ||
Auditor Location | Irvine, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2022 | Oct. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 12,360 | $ 29,128 |
Short–term investments | 17,327 | 6,599 |
Prepaid expenses and other current assets | 513 | 276 |
Total current assets | 30,200 | 36,003 |
Operating lease right-of-use asset | 212 | 254 |
Total assets | 30,412 | 36,257 |
Current liabilities: | ||
Accounts payable | 265 | 136 |
Accrued expenses | 1,726 | 1,095 |
Operating lease liability | 46 | 39 |
Total current liabilities | 2,037 | 1,270 |
Operating lease liability, non-current | 175 | 220 |
Total liabilities | 2,212 | 1,490 |
Commitments and contingencies (Note 7) | ||
Shareholders’ equity: | ||
Preferred stock | ||
Common stock, par value $.01 per share; 100,000,000 shares authorized; 30,913,902 and 30,050,894 shares issued and outstanding as of October 31, 2022 and 2021, respectively | 309 | 301 |
Additional paid-in capital | 247,123 | 239,927 |
Accumulated deficit | (218,385) | (204,790) |
Total shareholders’ equity | 29,047 | 35,438 |
Noncontrolling interest (Note 2) | (847) | (671) |
Total equity | 28,200 | 34,767 |
Total liabilities and equity | 30,412 | 36,257 |
Series A Convertible Preferred Stock [Member] | ||
Shareholders’ equity: | ||
Preferred stock |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Oct. 31, 2022 | Oct. 31, 2021 |
Preferred stock, par value | $ 100 | $ 100 |
Preferred stock, shares authorized | 19,860 | 19,860 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 30,913,902 | 30,050,894 |
Common stock, shares outstanding | 30,913,902 | 30,050,894 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 100 | $ 100 |
Preferred stock, shares authorized | 140 | 140 |
Preferred stock, shares outstanding | 0 | 0 |
Preferred stock, shares issued | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 512 | |
Operating costs and expenses: | ||
Inventor royalties, contingent legal fees, litigation and licensing expenses | 385 | |
Research and development expenses (including non-cash share based compensation expenses of $3,635 and $4,166, respectively) | 6,703 | 6,190 |
General and administrative expenses (including non-cash share based compensation expenses of $3,020 and $3,892, respectively) | 7,172 | 7,073 |
Total operating costs and expenses | 13,875 | 13,648 |
Loss from operations | (13,875) | (13,136) |
Gain on disposal of property and equipment | 6 | |
Interest income | 104 | 2 |
Net loss | (13,771) | (13,128) |
Less: Net loss attributable to noncontrolling interest | (176) | (174) |
Net loss attributable to common stockholders | $ (13,595) | $ (12,954) |
Net loss per share: | ||
Basic and diluted | $ (0.45) | $ (0.45) |
Weighted average common shares outstanding: | ||
Basic and diluted | 30,374 | 28,579 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Research and Development Expense [Member] | ||
Share-based payment arrangement, expense | $ 3,635 | $ 4,166 |
General and Administrative Expense [Member] | ||
Share-based payment arrangement, expense | $ 3,020 | $ 3,892 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total Shareholders’ Equity [Member] | Noncontrolling Interest [Member] |
Balance, value at Oct. 31, 2020 | $ 8,264 | $ 242 | $ 200,355 | $ (191,836) | $ 8,761 | $ (497) |
Balance, shares at Oct. 31, 2020 | 24,248,695 | |||||
Stock option compensation to employees and directors | 7,503 | 7,503 | 7,503 | |||
Expired restricted stock award to employee | $ (15) | 15 | ||||
Expired restricted stock award to employee ,shares | (1,500,000) | |||||
Stock options and warrants issued to consultants | 555 | 555 | 555 | |||
Common stock issued upon exercise of stock options and warrants | $ 434 | $ 2 | 432 | 434 | ||
Common stock issued upon exercise of stock options and warrants, shares | 56,000 | 207,697 | ||||
Common stock issued pursuant to employee stock purchase plan | $ 6 | 6 | 6 | |||
Common stock issued pursuant to employee stock purchase plan, shares | 2,377 | |||||
Common stock issued in a public offering, net of offering expenses of $2,208 | 20,292 | $ 43 | 20,249 | 20,292 | ||
Common stock issued in a public offering, net of offering expenses, shares | 4,285,715 | |||||
Common stock issued in an at-the-market offering, net of offering expenses of $341 | 10,834 | $ 29 | 10,805 | 10,834 | ||
Common stock issued in at-the-market offering, net of offering expenses, shares | 2,806,410 | |||||
Proceeds received on sale of common stock held by ZQX Advisors, LLC | 7 | 7 | 7 | |||
Net loss | (13,128) | (12,954) | (12,954) | (174) | ||
Balance, value at Oct. 31, 2021 | 34,767 | $ 301 | 239,927 | (204,790) | 35,438 | (671) |
Balance, shares at Oct. 31, 2021 | 30,050,894 | |||||
Stock option compensation to employees and directors | 6,000 | 6,000 | 6,000 | |||
Stock options and warrants issued to consultants | 655 | 655 | 655 | |||
Common stock issued upon exercise of stock options and warrants | $ 439 | $ 8 | 431 | 439 | ||
Common stock issued upon exercise of stock options and warrants, shares | 1,642,000 | 827,619 | ||||
Common stock issued pursuant to employee stock purchase plan | $ 13 | 13 | 13 | |||
Common stock issued pursuant to employee stock purchase plan, shares | 4,741 | |||||
Common stock issued in an at-the-market offering, net of offering expenses of $341 | 100,000 | |||||
Net loss | (13,771) | (13,595) | (13,595) | (176) | ||
Common stock issued to consultants | 97 | 97 | 97 | |||
Common stock issued to consultants, shares | 30,648 | |||||
Balance, value at Oct. 31, 2022 | $ 28,200 | $ 309 | $ 247,123 | $ (218,385) | $ 29,047 | $ (847) |
Balance, shares at Oct. 31, 2022 | 30,913,902 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) $ in Thousands | 12 Months Ended |
Oct. 31, 2021 USD ($) | |
Statement of Cash Flows [Abstract] | |
Expenses of the public offering | $ 2,208 |
Net of offering expenses | $ 341 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Reconciliation of net loss to net cash used in operating activities: | ||
Net loss | $ (13,771) | $ (13,128) |
Stock option compensation to employees and directors | 6,000 | 7,503 |
Stock options and warrants issued to consultants | 655 | 555 |
Common stock issued to consultants | 97 | |
Gain on disposal of property and equipment | (6) | |
Amortization of operating lease right-of-use asset | 42 | 60 |
Change in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (237) | 36 |
Accounts payable | 129 | (96) |
Accrued expenses | 631 | 193 |
Operating lease liability | (38) | (55) |
Net cash used in operating activities | (6,492) | (4,938) |
Cash flows from investing activities: | ||
Disbursements to acquire short-term investments | (22,486) | (16,498) |
Proceeds from maturities of short-term investments | 11,758 | 12,539 |
Proceeds from sale of equipment | 35 | |
Proceeds received on sale of common stock by ZQX Advisors, LLC | 7 | |
Net cash used in investing activities | (10,728) | (3,917) |
Cash flows from financing activities: | ||
Proceeds from sale of common stock in a public offering, net of expenses | 20,292 | |
Proceeds from sale of common stock in an at-the-market offering, net of expenses | 10,834 | |
Proceeds from sale of common stock pursuant to employee stock purchase plan | 13 | 6 |
Proceeds from exercise of stock options and warrants | 439 | 434 |
Net cash provided by financing activities | 452 | 31,566 |
Net (decrease) increase in cash and cash equivalents | (16,768) | 22,711 |
Cash and cash equivalents at beginning of year | 29,128 | 6,417 |
Cash and cash equivalents at end of year | 12,360 | 29,128 |
Supplemental cash flow information: | ||
Cash proceeds from interest income | 23 | 2 |
Supplemental disclosure of non-cash investing activity: | ||
Operating lease right-of-use asset | (259) | |
Supplemental disclosure of non-cash financing activities: | ||
Operating lease liability | 259 | |
Fair value of warrants issued in connection with public offering | $ 1,041 |
BUSINESS AND FUNDING
BUSINESS AND FUNDING | 12 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
BUSINESS AND FUNDING | 1. BUSINESS AND FUNDING Description of Business As used herein, “we,” “us,” “our,” the “Company” or “Anixa” means Anixa Biosciences, Inc. and its consolidated subsidiaries. Anixa is a biotechnology company developing therapies and vaccines that are focused on critical unmet needs in oncology and infectious disease. Our vaccine programs include (i) the development of a preventative vaccine against triple negative breast cancer (“TNBC”), the most lethal form of breast cancer, as well other forms of breast cancer and (ii) the development of a preventative vaccine against ovarian cancer. Our therapeutics programs include (i) the development of a chimeric endocrine receptor T-cell therapy, a novel form of chimeric antigen receptor T-cell (“CAR-T”) technology, initially focused on treating ovarian cancer, which is being developed at our subsidiary, Certainty Therapeutics, Inc. (“Certainty”), and (ii) the development of anti-viral drug candidates for the treatment of COVID-19 focused on inhibiting certain protein functions of the virus. We hold an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by The Cleveland Clinic Foundation (“Cleveland Clinic”) relating to certain breast cancer vaccine technology developed at Cleveland Clinic. Utilizing this technology, we are working in collaboration with Cleveland Clinic to develop a method to vaccinate women against contracting breast cancer, focused specifically on TNBC. The focus of this vaccine is a specific protein, α-lactalbumin, that is only expressed during lactation in a healthy mother’s mammary tissue. This protein disappears when the mother is no longer lactating, but reappears in many forms of breast cancer, especially TNBC. Studies have shown that vaccinating against this protein prevents breast cancer in mice. Following the U.S. Food and Drug Administration’s (“FDA”) authorization to proceed with clinical trials in December 2020, in October 2021, we commenced dosing patients in a Phase 1 clinical trial of our breast cancer vaccine. This study, which is being funded by a U.S. Department of Defense grant, is a multiple-ascending dose Phase 1 trial to determine the maximum tolerated dose (“MTD”) of the vaccine in patients with early-stage, triple-negative breast cancer as well as monitor immune response. The study is being conducted at Cleveland Clinic and will consist of 18 to 24 patients who have completed treatment for early-stage, triple-negative breast cancer within the past three years and are currently tumor-free but at high risk for recurrence. During the course of the study, participants will receive three vaccinations, each two weeks apart, and will be closely monitored for side effects and immune response. Initial indications from preliminary analyses suggest that an immune response is being observed. In December 2022, we announced that we had reached the MTD. We are now expanding the MTD cohort and are vaccinating additional participants at that dose level. Upon completion of vaccination and follow-up tests of the expanded cohort, we will compile and analyze the data, and we anticipate presenting the complete immunological data from the trial at a scientific conference or similar setting in the second calendar quarter of 2023. In November 2020, we executed a license agreement with Cleveland Clinic pursuant to which the Company was granted an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by Cleveland Clinic relating to certain ovarian cancer vaccine technology. This technology pertains to among other things, the use of vaccines for the treatment or prevention of ovarian cancers which express the anti-Mullerian hormone receptor 2 protein containing an extracellular domain (“AMHR2-ED”). In healthy tissue, this protein regulates growth and development of egg-containing follicles in the ovary. While expression of AMHR2-ED naturally and markedly declines after menopause, this protein is expressed at high levels in the ovaries of postmenopausal women with ovarian cancer. Researchers at Cleveland Clinic believe that a vaccine targeting AMHR2-ED could prevent the occurrence of ovarian cancer. We entered into a joint development agreement with Cleveland Clinic to advance this vaccine toward human clinical testing. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In May 2021, Cleveland Clinic was granted an award for our ovarian cancer vaccine technology by the National Cancer Institute’s (“NCI”) PREVENT program. The NCI is a part of the National Institutes of Health. The PREVENT program is a peer-reviewed agent development program designed to support pre-clinical development of innovative interventions and biomarkers for cancer prevention and interception towards clinical trials. The scientific and financial resources of the PREVENT program will be used for our ovarian cancer vaccine technology to perform virtually all pre-clinical research and development, manufacturing and IND-enabling studies. This work is being performed at NCI facilities, by NCI scientific staff and with NCI financial resources and will require no material financial expenditures by the Company, nor the transfer of any rights to the Company’s assets. Our subsidiary, Certainty, is developing immuno-therapy drugs against cancer. Certainty holds an exclusive worldwide, royalty-bearing license to use certain intellectual property owned or controlled by The Wistar Institute (“Wistar”), the nation’s first independent biomedical research institute and a leading National Cancer Institute designated cancer research center, relating to Wistar’s chimeric endocrine receptor targeted therapy technology. We have initially focused on the development of a treatment for ovarian cancer, but we also may pursue applications of the technology for the development of treatments for additional solid tumors. The license agreement requires Certainty to make certain cash and equity payments to Wistar upon achievement of specific development milestones. With respect to Certainty’s equity obligations to Wistar, Certainty issued to Wistar shares of its common stock equal to five percent ( 5 Certainty, in collaboration with the H. Lee Moffitt Cancer Center and Research Institute, Inc. (“Moffitt”), is advancing toward human clinical testing of the CAR-T technology licensed by Certainty from Wistar aimed initially at treating ovarian cancer. We received authorization from the FDA in August 2021, to commence enrollment and treatment of patients in a Phase 1 clinical trial. We began patient recruitment for the trial in March 2022, and in August 2022, we treated the first patient in the trial. The treatment appears to have been well-tolerated by the patient, and we continue to monitor her condition. The process of recruiting additional patients is ongoing. This study is a dose-escalation trial with two arms based on injection method—intraperitoneal or intravenous—to determine the maximum tolerated dose in patients with recurrent epithelial ovarian cancer and to assess persistence, expansion and efficacy of the modified T-cells. The study is being conducted at Moffitt and will consist of 24 to 48 patients who have received at least two prior lines of chemotherapy. The study is estimated to be completed in two to four years depending on multiple factors including when maximum tolerated dose is reached, the rate of patient recruitment, and how long we maintain the two different injection methods. In April 2020, we entered into a collaboration with OntoChem GmbH (“OntoChem”) to discover and ultimately develop anti-viral drug candidates against COVID-19. Through this collaboration, we utilized advanced computational methods, machine learning, and molecular modeling techniques to perform in silico ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The screening process resulted in the identification of multiple compounds that could potentially disrupt critical enzymes of the virus, including the virus’ main protease, M pro in vitro In May 2021, after completion of the aforementioned animal studies, OntoChem assigned its rights and obligations related to this collaboration to MolGenie GmbH (“MolGenie”), a company spun-out from OntoChem focused on drug discovery and development. As a result of the MolGenie spin-out, there was no change in the personnel working on our project, and the assignment caused no interruptions to the program’s development. While use of preventative vaccines is widespread throughout much of the developed world, we believe that there is and will continue to be a need for effective treatments for COVID-19. We believe that there are a number of factors that have limited the effectiveness, both in the near and long term, of the vaccines currently in use, including, but not limited to, vaccine persistence, viral escape and perceptions of long-term safety resulting in vaccine resistance. Furthermore, there are currently new anti-viral treatments, such as Pfizer’s Paxlovid, which is a combination therapy consisting of the protease-inhibitor nirmatrelvir and the antiretroviral ritonavir, that have been authorized for use in the U.S. As the main component of Pfizer’s treatment is a protease-inhibitor targeting M pro pro in vitro pro Over the next several quarters, we expect the development of our breast and ovarian cancer vaccines, our COVID-19 therapeutic discovery program and Certainty’s CAR-T technology to be the primary focus of the Company. As part of our legacy operations, the Company remains engaged in limited patent licensing activities regarding its liquid biopsy platform and in the area of encrypted audio/video conference calling. We do not expect these activities to be a significant part of the Company’s ongoing operations nor do we expect these activities to require material financial resources or attention of senior management. Over the past several years, our revenue was derived from technology licensing and the sale of patented technologies, including revenue from the settlement of litigation. We have not generated any revenue to date from our therapeutics or vaccine programs. In addition, while we pursue our therapeutics and vaccine programs, we may also make investments in and form new companies to develop additional emerging technologies. We do not expect to begin generating revenue with respect to any of our current therapy or vaccine programs in the near term. Our strategy is to achieve a profitable outcome by eventually licensing our technologies to large pharmaceutical companies that have the resources and infrastructure in place to manufacture, market and sell our technologies as therapeutics or vaccines. The eventual licensing of any of our technologies may take several years, if it is to occur at all, and may depend on positive results from human clinical trials. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Funding and Management’s Plans Based on currently available information as of January 4, 2023, we believe that our existing cash, cash equivalents, short-term investments and expected cash flows will be sufficient to fund our activities for at least the next twelve months. We have implemented a business model that conserves funds by collaborating with third parties to develop our technologies. However, our projections of future cash needs and cash flows may differ from actual results. If current cash on hand, cash equivalents, short-term investments and cash that may be generated from our business operations are insufficient to continue to operate our business, or if we elect to invest in or acquire a company or companies or new technology or technologies that are synergistic with or complementary to our technologies, we may be required to obtain more working capital. Under our at-the-market equity program which is currently effective and may remain available for us to use in the future, as of October 31, 2022, we may sell up to $ 100 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated financial statements include the accounts of Anixa Biosciences, Inc. and its wholly and majority owned subsidiaries. All intercompany transactions have been eliminated. Noncontrolling Interest Noncontrolling interest represents Wistar’s 5% SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST Balance October 31, 2020 $ (497 ) Net loss attributable to noncontrolling interest (174 ) Balance October 31, 2021 (671 ) Net loss attributable to noncontrolling interest (176 ) Balance October 31, 2022 $ (847 ) Revenue Recognition Our revenue has been derived solely from technology licensing and the sale of patented technologies. Revenue is recognized upon transfer of control of intellectual property rights and satisfaction of other contractual performance obligations to licensees in an amount that reflects the consideration we expect to receive. Our revenue recognition policy requires us to make certain judgments and estimates in connection with the accounting for revenue. Such areas may include determining the existence of a contract and identifying each party’s rights and obligations to transfer goods and services, identifying the performance obligations in the contract, determining the transaction price and allocating the transaction price to separate performance obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license is distinct from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over time. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Our revenue arrangements generally provide for the payment, within 30 days of execution of the agreement, of contractually determined, one-time, paid-up license fees in settlement of litigation and in consideration for the grant of certain intellectual property rights for patented technologies owned or controlled by the Company. These arrangements typically include some combination of the following: (i) the grant of a non-exclusive, retroactive and future license to manufacture and/or sell products covered by patented technologies owned or controlled by the Company, (ii) a covenant-not-to-sue, (iii) the release of the licensee from certain claims, and (iv) the dismissal of any pending litigation. In such instances, the intellectual property rights granted have been perpetual in nature, extending until the expiration of the related patents. Pursuant to the terms of these agreements, we have no further obligations with respect to the granted intellectual property rights, including no obligation to maintain or upgrade the technology, or provide future support or services. Licensees obtained control of the intellectual property rights they have acquired upon execution of the agreement. Accordingly, the performance obligations from these agreements were satisfied and 100% Cost of Revenues Cost of revenues include the costs and expenses incurred in connection with our patent licensing and enforcement activities, including inventor royalties paid to original patent owners, contingent legal fees paid to external counsel, other patent-related legal expenses paid to external counsel, licensing and enforcement related research and consulting and other expenses paid to third-parties. These costs are included under the caption “Operating costs and expenses” in the accompanying consolidated statements of operations. Research and Development Expenses Research and development expenses, consisting primarily of employee compensation, payments to third parties for research and development activities, including expenses related to clinical trials, and other direct costs associated with developing immuno-therapy drugs against cancer, developing anti-viral drug candidates for COVID-19, developing our breast cancer vaccine and developing our ovarian cancer vaccine, are expensed in the consolidated financial statements in the year incurred. Fair Value Measurements Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value under U.S. generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. In accordance with ASC 820, we have categorized our financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. Financial assets and liabilities recorded in the accompanying consolidated balance sheets are categorized based on the inputs to the valuation techniques as follows: Level 1 – Financial instruments whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market which we have the ability to access at the measurement date. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Level 2 – Financial instruments whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. Level 3 – Financial instruments whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the instrument. The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2022 (in thousands): SCHEDULE OF HIERARCHY OF FINANCIAL ASSETS Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 11,175 $ - $ - $ 11,175 Certificates of deposit: Cash equivalents 1,000 1,000 Short term investments - 13,700 - 13,700 U. S. treasury bills: Short term investments - 3,627 - 3,627 Total financial assets $ 11,175 $ 18,327 $ - $ 29,502 The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2021 (in thousands): Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 28,949 $ - $ - $ 28,949 Certificates of deposit: Short term investments - 2,000 - 2,000 U. S. treasury bills: Short term investments - 4,599 - 4,599 Total financial assets $ 28,949 $ 6,599 $ - $ 35,548 Our non-financial assets that are measured on a non-recurring basis are property and equipment and other assets which are measured using fair value techniques whenever events or changes in circumstances indicate a condition of impairment exists. The estimated fair value of prepaid expenses and other current assets, accounts payable and accrued expenses approximates their individual carrying amounts due to the short-term nature of these measurements. Cash equivalents are stated at carrying value which approximates fair value. Cash Equivalents Cash equivalents consists of highly liquid, short-term investments with original maturities of three months or less when purchased. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Short-term Investments At October 31, 2022 and 2021, we had certificates of deposit and United States treasury bills with maturities greater than 90 days and less than 12 months when acquired of $ 17,327 6,599 Income Taxes We recognize deferred tax assets and liabilities for the estimated future tax effects of events that have been recognized in our financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Stock-Based Compensation We maintain stock equity incentive plans under which we may grant non-qualified stock options, incentive stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, non-employee directors and consultants. Stock Option Compensation Expense We account for stock options granted to employees, directors and consultants using the accounting guidance in ASC 718, Stock Compensation (“ASC 718”). We estimate the fair value of service-based stock options on the date of grant, using the Black-Scholes pricing model, and recognize compensation expense over the requisite service period of the grant. We recorded stock-based compensation expense, related to service-based stock options granted to employees and directors, of approximately $ 3,463,000 3,531,000 2,788,000 1,841,000 5,141,000 1 For stock options that vest based on market conditions, such as the trading price of the Company’s common stock exceeding certain price targets, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation expense over the implied service period (median time to vest). On May 8, 2018, we issued market condition stock options to purchase 1,500,000 5.00 8.00 May 31, 2021 three seven months 3.70 10 119.6 2.97 500,000 5.00 twenty ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS On June 1, 2021, our Chairman, then-President and Chief Executive Officer and our Chief Operating Officer and Chief Financial Officer were awarded market condition stock options for 2,000,000 100,000 5.00 8.00 4.02 10 75 1.62 500,000 25,000 We recorded stock-based compensation expense related to market condition stock options granted to employees of approximately $ 2,537,000 3,972,000 no We recorded consulting expense, related to service-based stock options granted to consultants, during the years ended October 31, 2022 and 2021 of approximately $ 434,000 460,000 434,000 103,000 466,000 1.2 Fair Value Determination We use the Black-Scholes pricing model in estimating the fair value of stock options granted to employees, directors and consultants which vest over a specific period of time. The stock options we granted during each of the years ended October 31, 2022 and 2021 consisted of awards with 5 10 12 36 The following weighted average assumptions were used in estimating the fair value of stock options granted during the years ended October 31, 2022 and 2021: SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED IN ESTIMATING FAIR VALUE OF STOCK OPTIONS For the Year 2022 2021 Weighted average fair value at grant date Valuation assumptions: $ 2.18 $ 2.93 Expected life (years) 5.76 5.66 Expected volatility 102.72 % 109.02 % Risk-free interest rate 1.99 % 0.69 % Expected dividend yield 0 % 0 % ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The expected term of stock options represents the weighted average period the stock options are expected to remain outstanding. For employees and directors, we use the simplified method, which is a weighted average of the vesting term and contractual term, to determine expected term. The simplified method was adopted since we do not believe that historical experience is representative of future performance because of the impact of the changes in our operations. For consultants we use the contract term for expected term. Under the Black-Scholes pricing model, we estimated the expected volatility of our shares of common stock based upon the historical volatility of our share price over a period of time equal to the expected term of the options. We estimated the risk-free interest rate based on the implied yield available on the applicable grant date of a U.S. Treasury note with a term equal to the expected term of the underlying grants. We made the dividend yield assumption based on our history of not paying cash dividends and our expectation not to pay dividends in the future. Under ASC 718, the amount of stock-based compensation expense recognized is based on the portion of the awards that are ultimately expected to vest. Accordingly, if deemed necessary, we reduce the fair value of the stock option awards for expected forfeitures, which are forfeitures of the unvested portion of surrendered options. Based on our historical experience and future expectations, we have not reduced the amount of stock-based compensation expenses for anticipated forfeitures. We will reconsider use of the Black-Scholes pricing model if additional information becomes available in the future that indicates another model would be more appropriate. If factors change and we employ different assumptions in the application of ASC 718 in future periods, the compensation expense that we record under ASC 718 may differ significantly from what we have recorded in the current period. Stock Award Compensation Expense We account for stock awards granted to employees, directors and consultants in accordance with ASC 718. On May 8, 2018, a restricted stock award of 1,500,000 11.00 May 31, 2021 3.70 3.06 128.8 2.66 Warrants For warrants granted to consultants for services rendered we estimate the fair value using the Black-Scholes pricing model on the date of grant. During the years ended October 31, 2022 and 2021 we recorded consulting expense, based on the fair value, of approximately $ 221,000 96,000 Net Loss Per Share of Common Stock In accordance with ASC 260, Earnings Per Share, basic net loss per common share (“Basic EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding. Diluted net loss per common share (“Diluted EPS”) is computed by dividing net loss by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding. Diluted EPS for all years presented is the same as Basic EPS, as the inclusion of the effect of common share equivalents then outstanding would be anti-dilutive. For this reason, excluded from the calculation of Diluted EPS for the years ended October 31, 2022 and 2021 were options to purchase 10,318,872 10,770,626 300,000 860,000 ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are used for, but not limited to, determining stock-based compensation, asset impairment evaluations, tax assets and liabilities, license fee revenue, the allowance for doubtful accounts, depreciation lives and other contingencies. Actual results could differ from those estimates. Effect of Recently Issued Pronouncements In January 2020, the FASB issued Accounting Standards Update 2020-01 (“ASU 2020-01”) Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815). The amendments in ASU 2020-01 clarify certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value option in accordance with Topic 825, Financial Instruments. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. The amendments in this update are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures. In August 2020, the FASB issued Accounting Standards Update 2020-06 (“ASU 2020-06”), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU 2020-06 include guidance on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and simplifies the accounting for convertible instruments which include beneficial conversion features or cash conversion features by removing certain separation models in Subtopic 470-20. Additionally, ASU 2020-06 will require entities to use the “if-converted” method when calculating diluted earnings per share for convertible instruments. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements and related disclosures. In May 2021, the FASB issued Accounting Standards Update 2021-04 (“ASU No. 2021-04”), Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The guidance in ASU 2021-04 requires the issuer to treat a modification of an equity-classified written call option (the “option”) that does not cause the option to become liability-classified as an exchange of the original option for a new option. This guidance applies whether the modification is structured as an amendment to the terms and conditions of the option or as termination of the original option and issuance of a new option. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements and related disclosures. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In October 2021, the FASB issued Accounting Standards Update 2021-08 (“ASU No. 2021-08”), Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. The amendments in this update should be applied prospectively and are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements and related disclosures. Concentration of Credit Risks Financial instruments that potentially subject us to concentrations of credit risk are cash equivalents, short-term investments and accounts receivable. Cash equivalents are primarily highly rated money market funds. Short-term investments are certificates of deposit within federally insured limits as well as U.S. treasury bills. Where applicable, management reviews our accounts receivable and other receivables for potential doubtful accounts and maintains an allowance for estimated uncollectible amounts. Our policy is to write-off uncollectable amounts at the time it is determined that collection will not occur. One licensee accounted for 100% of revenues from patent licensing activities during fiscal year 2021. |
PUBLIC OFFERING
PUBLIC OFFERING | 12 Months Ended |
Oct. 31, 2022 | |
Public Offering | |
PUBLIC OFFERING | 3. PUBLIC OFFERING On March 25, 2021, the Company completed a public offering in which we sold an aggregate of 4,285,715 15.8 5.25 20,292,000 March 22, 2026 300,000 6.5625 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Oct. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | 4. ACCRUED EXPENSES Accrued liabilities consist of the following as of: SCHEDULE OF ACCRUED EXPENSES 2022 2021 October 31, 2022 2021 Payroll and related expenses $ 1,144 $ 492 Accrued royalty and contingent legal fees 577 577 Accrued other 5 26 Accrued expenses $ 1,726 $ 1,095 |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 12 Months Ended |
Oct. 31, 2022 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | 5. SHAREHOLDERS’ EQUITY Stock Option Plans During the year ended October 31, 2022, we had two stock option plans: the Anixa Biosciences, Inc. 2010 Share Incentive Plan (the “2010 Share Plan”) and the Anixa Biosciences, Inc. 2018 Share Incentive Plan (the “2018 Share Plan”) which were adopted by our Board of Directors on July 14, 2010 and January 25, 2018, respectively. The 2018 Share Plan was approved by our shareholders on March 29, 2018. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS During the year ended October 31, 2022, stock options to purchase 793,103 1,083,517 439,000 207,697 60,691 434,000 2010 Share Plan The 2010 Share Plan provides for the grant of nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. On the first business day of each calendar year the aggregate number of shares available for future issuance is replenished such that 800,000 SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Intrinsic Value Options Outstanding at October 31, 2020 1,907,534 $ 2.82 Exercised (178,500 ) $ 2.75 Expired (10,400 ) $ 4.57 Options Outstanding at October 31, 2021 1,718,634 $ 2.82 Exercised (212,000 ) $ 2.68 Expired (5,134 ) $ 3.63 Options Outstanding and Exercisable at 1,501,500 $ 2.83 $ 4,156,000 The following table summarizes information about stock options outstanding under the 2010 Share Plan as of October 31, 2022: SCHEDULE OF OUTSTANDING AND EXERCISABLE Range of Exercise Prices Number Outstanding and Exercisable Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price $ 0.67 2.27 477,500 3.78 $ 1.46 $ 2.58 3.13 515,000 2.38 $ 2.78 $ 3.46 5.30 509,000 5.54 $ 4.17 ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 2018 Share Plan The 2018 Share Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. On the first business day of each calendar year the maximum aggregate number of shares available for future issuance is replenished such that 2,000,000 605,134 SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Intrinsic Value Options Outstanding at October 31, 2020 4,346,661 $ 3.69 Granted 4,490,000 $ 3.82 Exercised (33,888 ) $ 3.81 Expired (1,392,781 ) $ 3.70 Options Outstanding at October 31, 2021 7,409,992 $ 3.76 Granted 1,430,000 $ 2.74 Exercised (22,620 ) $ 3.15 Options Outstanding at October 31, 2022 8,817,372 $ 3.60 $ 17,644,000 Options Exercisable at October 31, 2022 5,219,039 $ 3.57 $ 10,331,000 The following table summarizes information about stock options outstanding under the 2018 Share Plan as of October 31, 2022: SCHEDULE OF OUTSTANDING AND EXERCISABLE Options Outstanding Options Exercisable Range of Number Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price $ 2.09 3.87 5,347,372 7.41 $ 3.24 3,927,095 6.85 $ 3.40 $ 3.96 5.30 3,470,000 7.98 $ 4.16 1,291,944 7.07 $ 4.09 Non-Plan Options In addition to options granted under stock option plans, during the years ended October 31, 2012 and 2013, the Board of Directors approved the grant of stock options to certain employees and directors (the “Non-Plan Options”). Information regarding the Non-Plan Options for the two years ended October 31, 2022 is as follows: SCHEDULE OF OPTION ACTIVITY Shares Weighted Options Outstanding at October 31, 2020 1,698,000 $ 2.58 Exercised (56,000 ) $ 2.58 Options Outstanding October 31, 2021 1,642,000 $ 2.58 Exercised (1,642,000 ) $ 2.58 Options Outstanding and Exercisable at October 31, 2022 - ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Employee Stock Purchase Plan The Company maintains the Anixa Biosciences, Inc. Employee Stock Purchase Plan which permits eligible employees to purchase shares at not less than 85 4,741 2,377 13,000 6,000 Common Stock Purchase Warrants On October 30, 2020 we issued a warrant, expiring on October 30, 2025 60,000 2.06 five months 96,000 25,484 On November 1, 2021 we issued a warrant, expiring on October 30, 2026 60,000 4.77 five months 221,000 As discussed in Note 3, in connection with the March 25, 2021 public offering, we issued to certain designees of the underwriter, as compensation, warrants to purchase 300,000 6.5625 March 22, 2026 Information regarding the Company’s warrants for the two years ended October 31, 2022 is as follows: SCHEDULE OF WARRANTS ACTIVITY Shares Weighted Aggregate Intrinsic Value Warrants Outstanding at October 31, 2020 560,000 $ 4.71 Issued 300,000 $ 6.56 Warrants Outstanding at October 31, 2021 860,000 $ 5.36 Issued 60,000 $ 4.77 Exercised (60,000 ) $ 2.06 Expired (560,000 ) $ 4.71 Warrants Outstanding and Exercisable at 300,000 $ 6.56 $ 0 ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table summarizes information about the Company’s outstanding and exercisable warrants as of October 31 , SCHEDULE OF OUTSTANDING AND EXERCISABLE Range of Exercise Prices Number Outstanding and Exercisable Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price $ 6.56 300,000 3.39 $ 6.56 ZQX Advisors, LLC ZQX Advisors, LLC (“ZQX”) was an inactive joint venture in which we held a 19.5 6,000 |
LEASES
LEASES | 12 Months Ended |
Oct. 31, 2022 | |
Leases | |
LEASES | 6. LEASES We lease approximately 2,000 September 30, 2021 Effective August 17, 2021, the lease was amended to extend the expiration date to September 30, 2024, with an option to extend the lease an additional two years 5,000 3 260,000 10 66,000 64,000 For operating leases, the lease liability is initially and subsequently measured at the present value of the unpaid lease payments. The remaining 47 As of October 31, 2022, the annual minimum lease payments of our operating lease liability were as follows (in thousands): SCHEDULE OF MINIMUM LEASE PAYMENTS For Years Ending October 31, Operating Leases 2023 $ 66 2024 67 2025 70 2026 65 Total future minimum lease payments, undiscounted 268 Less: Imputed interest 47 Present value of future minimum lease payments $ 221 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Oct. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES Litigation Matters Other than lawsuits we bring to enforce our patent rights, we are not involved in any litigation or other legal proceedings and management is not aware of any pending litigation or legal proceeding against us that would have a material adverse effect upon our results of operations or financial condition. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Collaborative Research and License Commitments As of October 31, 2022, our commitments under the collaborative and license agreements with Moffitt, Wistar, Cleveland Clinic and MolGenie for the year ending October 31, 2023 were approximately $ 70,000 Impact of Coronavirus Pandemic The extent to which the COVID-19 pandemic impacts our business, operations and financial results will depend on numerous evolving factors that we may not be able to accurately predict, including: the duration and scope of the pandemic; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the impact of the pandemic on economic activity and actions taken in response; our ability to continue daily operations, including as a result of travel restrictions and people working from home; the effect the pandemic may have on the ability to recruit patients to participate in our clinical trials; and any closures of our and our business partners’ offices and facilities. While the Company and its partners are not currently experiencing significant negative impact of COVID-19, there can be no assurance that the current situation will continue. Further, events such as natural disasters and public health emergencies divert our attention away from normal operations and limited resources. Our inability to timely resume normal operations following any pandemic disruption could adversely affect our business, financial condition or results of operations in a material manner. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Oct. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 8. INCOME TAXES Income tax provision (benefit) consists of the following: SCHEDULE OF INCOME TAX PROVISION (BENEFIT) 2022 2021 Year Ended October 31, 2022 2021 Federal: Current $ - $ - Deferred (1,021,000 ) 604,000 State: Current - - Deferred (350,000 ) (129,000 ) Adjustment to valuation allowance related 1,371,000 (475,000 ) Income tax provision (benefit) $ - $ - ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The tax effects of temporary differences that give rise to significant portions of the deferred tax asset, net, at October 31, 2022 and 2021, are as follows: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES 2022 2021 October 31, 2022 2021 Long-term deferred tax assets: Federal and state NOL and tax credit carryforwards $ 22,196,000 $ 20,230,000 Deferred compensation 6,851,000 7,502,000 Intangibles 274,000 330,000 Other 281,000 219,000 Subtotal 29,602,000 28,281,000 Less: valuation allowance (29,602,000 ) (28,281,000 ) Deferred tax asset, net $ - $ - As of October 31, 2022, we had Federal tax net operating loss and tax credit carryforwards of approximately $ 91,947,000 and $ 1,614,000 , respectively. At the federal level, businesses can carry forward their net operating losses indefinitely, but the deductions are limited to 80 percent of taxable income. Prior to the Tax Cuts and Jobs Act (TCJA) of 2017, businesses could carry losses forward for 20 years (without a deductibility limit). If the tax benefits relating to deductions of option holders’ income are ultimately realized, those benefits will be credited directly to additional paid-in capital. Certain changes in stock ownership can result in a limitation on the amount of net operating loss and tax credit carryovers that can be utilized each year. As of October 31, 2022, management has not determined the extent of any such limitations, if any. We had California tax net operating loss carryforwards of approximately $ 42,712,000 expiring at various dates between 2023 and 2042 We have provided a 100% 21 0 SCHEDULE OF RECONCILIATION OF INCOME TAXES Year Ended October 31, 2022 2021 Income tax benefit at U.S. Federal statutory income tax rate (2,892,000 ) (21.00 %) $ (2,757,000 ) (21.00 %) State income taxes (962,000 ) (6.98 %) (917,000 ) (6.98 %) Permanent differences 14,000 0.10 % 23,000 0.17 % Expiring net operating losses, credits and other 2,469,000 17.93 % 4,126,000 31.43 % Change in valuation allowance 1,371,000 9.95 % (475,000 ) (3.62 %) Income tax provision $ - 0.00 % $ - 0.00 % During the two fiscal years ended October 31, 2022, we incurred no Federal and no State income taxes. We have no ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Oct. 31, 2022 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 9. SEGMENT INFORMATION We follow the accounting guidance of ASC 280, Segment Reporting (“ASC 280”). Reportable operating segments are determined based on the management approach. The management approach, as defined by ASC 280, is based on the way that the chief operating decision-maker organizes the segments within an enterprise for making operating decisions and assessing performance. While our results of operations are primarily reviewed on a consolidated basis, the chief operating decision-maker manages the enterprise in four SCHEDULE OF SEGMENT INFORMATION 2022 2021 Year Ended October 31, 2022 2021 Net income (loss): CAR-T Therapeutics $ (5,776 ) $ (5,673 ) Cancer Vaccines (4,889 ) (4,559 ) Anti-Viral Therapeutics (3,075 ) (2,928 ) Other (31 ) 32 Total $ (13,771 ) $ (13,128 ) Net income (loss) $ (13,771 ) $ (13,128 ) Total operating costs and expenses $ 13,875 $ 13,648 Less non-cash share-based compensation (6,655 ) (8,058 ) Operating costs and expenses excluding non-cash share-based compensation $ 7,220 $ 5,590 Operating costs and expenses excluding non-cash share based compensation: CAR-T Therapeutics $ 3,206 $ 2,422 Cancer Vaccines 2,355 1,642 Anti-Viral Therapeutics 1,634 1,080 Other 25 446 Total $ 7,220 $ 5,590 Operating costs and expenses excluding non-cash share based compensation $ 7,220 $ 5,590 2022 2021 October 31, 2022 2021 Total assets: CAR-T Therapeutics $ 16,921 $ 15,068 Cancer Vaccines 9,442 13,277 Anti-Viral Therapeutics 3,811 7,368 Other 238 544 Total $ 30,412 $ 36,257 Total assets $ 30,412 $ 36,257 Operating costs and expenses excluding non-cash share-based compensation is the measurement the chief operating decision-maker uses in managing the enterprise. The Company’s consolidated revenue of $ 512,000 385,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of Anixa Biosciences, Inc. and its wholly and majority owned subsidiaries. All intercompany transactions have been eliminated. |
Noncontrolling Interest | Noncontrolling Interest Noncontrolling interest represents Wistar’s 5% SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST Balance October 31, 2020 $ (497 ) Net loss attributable to noncontrolling interest (174 ) Balance October 31, 2021 (671 ) Net loss attributable to noncontrolling interest (176 ) Balance October 31, 2022 $ (847 ) |
Revenue Recognition | Revenue Recognition Our revenue has been derived solely from technology licensing and the sale of patented technologies. Revenue is recognized upon transfer of control of intellectual property rights and satisfaction of other contractual performance obligations to licensees in an amount that reflects the consideration we expect to receive. Our revenue recognition policy requires us to make certain judgments and estimates in connection with the accounting for revenue. Such areas may include determining the existence of a contract and identifying each party’s rights and obligations to transfer goods and services, identifying the performance obligations in the contract, determining the transaction price and allocating the transaction price to separate performance obligations, estimating the timing of satisfaction of performance obligations, determining whether a promise to grant a license is distinct from other promised goods or services and evaluating whether a license transfers to a customer at a point in time or over time. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Our revenue arrangements generally provide for the payment, within 30 days of execution of the agreement, of contractually determined, one-time, paid-up license fees in settlement of litigation and in consideration for the grant of certain intellectual property rights for patented technologies owned or controlled by the Company. These arrangements typically include some combination of the following: (i) the grant of a non-exclusive, retroactive and future license to manufacture and/or sell products covered by patented technologies owned or controlled by the Company, (ii) a covenant-not-to-sue, (iii) the release of the licensee from certain claims, and (iv) the dismissal of any pending litigation. In such instances, the intellectual property rights granted have been perpetual in nature, extending until the expiration of the related patents. Pursuant to the terms of these agreements, we have no further obligations with respect to the granted intellectual property rights, including no obligation to maintain or upgrade the technology, or provide future support or services. Licensees obtained control of the intellectual property rights they have acquired upon execution of the agreement. Accordingly, the performance obligations from these agreements were satisfied and 100% |
Cost of Revenues | Cost of Revenues Cost of revenues include the costs and expenses incurred in connection with our patent licensing and enforcement activities, including inventor royalties paid to original patent owners, contingent legal fees paid to external counsel, other patent-related legal expenses paid to external counsel, licensing and enforcement related research and consulting and other expenses paid to third-parties. These costs are included under the caption “Operating costs and expenses” in the accompanying consolidated statements of operations. |
Research and Development Expenses | Research and Development Expenses Research and development expenses, consisting primarily of employee compensation, payments to third parties for research and development activities, including expenses related to clinical trials, and other direct costs associated with developing immuno-therapy drugs against cancer, developing anti-viral drug candidates for COVID-19, developing our breast cancer vaccine and developing our ovarian cancer vaccine, are expensed in the consolidated financial statements in the year incurred. |
Fair Value Measurements | Fair Value Measurements Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value under U.S. generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. In accordance with ASC 820, we have categorized our financial assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. Financial assets and liabilities recorded in the accompanying consolidated balance sheets are categorized based on the inputs to the valuation techniques as follows: Level 1 – Financial instruments whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market which we have the ability to access at the measurement date. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Level 2 – Financial instruments whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. Level 3 – Financial instruments whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the instrument. The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2022 (in thousands): SCHEDULE OF HIERARCHY OF FINANCIAL ASSETS Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 11,175 $ - $ - $ 11,175 Certificates of deposit: Cash equivalents 1,000 1,000 Short term investments - 13,700 - 13,700 U. S. treasury bills: Short term investments - 3,627 - 3,627 Total financial assets $ 11,175 $ 18,327 $ - $ 29,502 The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2021 (in thousands): Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 28,949 $ - $ - $ 28,949 Certificates of deposit: Short term investments - 2,000 - 2,000 U. S. treasury bills: Short term investments - 4,599 - 4,599 Total financial assets $ 28,949 $ 6,599 $ - $ 35,548 Our non-financial assets that are measured on a non-recurring basis are property and equipment and other assets which are measured using fair value techniques whenever events or changes in circumstances indicate a condition of impairment exists. The estimated fair value of prepaid expenses and other current assets, accounts payable and accrued expenses approximates their individual carrying amounts due to the short-term nature of these measurements. Cash equivalents are stated at carrying value which approximates fair value. |
Cash Equivalents | Cash Equivalents Cash equivalents consists of highly liquid, short-term investments with original maturities of three months or less when purchased. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
Short-term Investments | Short-term Investments At October 31, 2022 and 2021, we had certificates of deposit and United States treasury bills with maturities greater than 90 days and less than 12 months when acquired of $ 17,327 6,599 |
Income Taxes | Income Taxes We recognize deferred tax assets and liabilities for the estimated future tax effects of events that have been recognized in our financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized. |
Stock-Based Compensation | Stock-Based Compensation We maintain stock equity incentive plans under which we may grant non-qualified stock options, incentive stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, non-employee directors and consultants. |
Stock Option Compensation Expense | Stock Option Compensation Expense We account for stock options granted to employees, directors and consultants using the accounting guidance in ASC 718, Stock Compensation (“ASC 718”). We estimate the fair value of service-based stock options on the date of grant, using the Black-Scholes pricing model, and recognize compensation expense over the requisite service period of the grant. We recorded stock-based compensation expense, related to service-based stock options granted to employees and directors, of approximately $ 3,463,000 3,531,000 2,788,000 1,841,000 5,141,000 1 For stock options that vest based on market conditions, such as the trading price of the Company’s common stock exceeding certain price targets, we use a Monte Carlo Simulation in estimating the fair value at grant date and recognize compensation expense over the implied service period (median time to vest). On May 8, 2018, we issued market condition stock options to purchase 1,500,000 5.00 8.00 May 31, 2021 three seven months 3.70 10 119.6 2.97 500,000 5.00 twenty ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS On June 1, 2021, our Chairman, then-President and Chief Executive Officer and our Chief Operating Officer and Chief Financial Officer were awarded market condition stock options for 2,000,000 100,000 5.00 8.00 4.02 10 75 1.62 500,000 25,000 We recorded stock-based compensation expense related to market condition stock options granted to employees of approximately $ 2,537,000 3,972,000 no We recorded consulting expense, related to service-based stock options granted to consultants, during the years ended October 31, 2022 and 2021 of approximately $ 434,000 460,000 434,000 103,000 466,000 1.2 |
Fair Value Determination | Fair Value Determination We use the Black-Scholes pricing model in estimating the fair value of stock options granted to employees, directors and consultants which vest over a specific period of time. The stock options we granted during each of the years ended October 31, 2022 and 2021 consisted of awards with 5 10 12 36 The following weighted average assumptions were used in estimating the fair value of stock options granted during the years ended October 31, 2022 and 2021: SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED IN ESTIMATING FAIR VALUE OF STOCK OPTIONS For the Year 2022 2021 Weighted average fair value at grant date Valuation assumptions: $ 2.18 $ 2.93 Expected life (years) 5.76 5.66 Expected volatility 102.72 % 109.02 % Risk-free interest rate 1.99 % 0.69 % Expected dividend yield 0 % 0 % ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The expected term of stock options represents the weighted average period the stock options are expected to remain outstanding. For employees and directors, we use the simplified method, which is a weighted average of the vesting term and contractual term, to determine expected term. The simplified method was adopted since we do not believe that historical experience is representative of future performance because of the impact of the changes in our operations. For consultants we use the contract term for expected term. Under the Black-Scholes pricing model, we estimated the expected volatility of our shares of common stock based upon the historical volatility of our share price over a period of time equal to the expected term of the options. We estimated the risk-free interest rate based on the implied yield available on the applicable grant date of a U.S. Treasury note with a term equal to the expected term of the underlying grants. We made the dividend yield assumption based on our history of not paying cash dividends and our expectation not to pay dividends in the future. Under ASC 718, the amount of stock-based compensation expense recognized is based on the portion of the awards that are ultimately expected to vest. Accordingly, if deemed necessary, we reduce the fair value of the stock option awards for expected forfeitures, which are forfeitures of the unvested portion of surrendered options. Based on our historical experience and future expectations, we have not reduced the amount of stock-based compensation expenses for anticipated forfeitures. We will reconsider use of the Black-Scholes pricing model if additional information becomes available in the future that indicates another model would be more appropriate. If factors change and we employ different assumptions in the application of ASC 718 in future periods, the compensation expense that we record under ASC 718 may differ significantly from what we have recorded in the current period. |
Stock Award Compensation Expense | Stock Award Compensation Expense We account for stock awards granted to employees, directors and consultants in accordance with ASC 718. On May 8, 2018, a restricted stock award of 1,500,000 11.00 May 31, 2021 3.70 3.06 128.8 2.66 |
Warrants | Warrants For warrants granted to consultants for services rendered we estimate the fair value using the Black-Scholes pricing model on the date of grant. During the years ended October 31, 2022 and 2021 we recorded consulting expense, based on the fair value, of approximately $ 221,000 96,000 |
Net Loss Per Share of Common Stock | Net Loss Per Share of Common Stock In accordance with ASC 260, Earnings Per Share, basic net loss per common share (“Basic EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding. Diluted net loss per common share (“Diluted EPS”) is computed by dividing net loss by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding. Diluted EPS for all years presented is the same as Basic EPS, as the inclusion of the effect of common share equivalents then outstanding would be anti-dilutive. For this reason, excluded from the calculation of Diluted EPS for the years ended October 31, 2022 and 2021 were options to purchase 10,318,872 10,770,626 300,000 860,000 ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are used for, but not limited to, determining stock-based compensation, asset impairment evaluations, tax assets and liabilities, license fee revenue, the allowance for doubtful accounts, depreciation lives and other contingencies. Actual results could differ from those estimates. |
Effect of Recently Issued Pronouncements | Effect of Recently Issued Pronouncements In January 2020, the FASB issued Accounting Standards Update 2020-01 (“ASU 2020-01”) Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815). The amendments in ASU 2020-01 clarify certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value option in accordance with Topic 825, Financial Instruments. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. The amendments in this update are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures. In August 2020, the FASB issued Accounting Standards Update 2020-06 (“ASU 2020-06”), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU 2020-06 include guidance on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and simplifies the accounting for convertible instruments which include beneficial conversion features or cash conversion features by removing certain separation models in Subtopic 470-20. Additionally, ASU 2020-06 will require entities to use the “if-converted” method when calculating diluted earnings per share for convertible instruments. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements and related disclosures. In May 2021, the FASB issued Accounting Standards Update 2021-04 (“ASU No. 2021-04”), Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The guidance in ASU 2021-04 requires the issuer to treat a modification of an equity-classified written call option (the “option”) that does not cause the option to become liability-classified as an exchange of the original option for a new option. This guidance applies whether the modification is structured as an amendment to the terms and conditions of the option or as termination of the original option and issuance of a new option. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements and related disclosures. ANIXA BIOSCIENCES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In October 2021, the FASB issued Accounting Standards Update 2021-08 (“ASU No. 2021-08”), Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. The amendments in this update should be applied prospectively and are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements and related disclosures. |
Concentration of Credit Risks | Concentration of Credit Risks Financial instruments that potentially subject us to concentrations of credit risk are cash equivalents, short-term investments and accounts receivable. Cash equivalents are primarily highly rated money market funds. Short-term investments are certificates of deposit within federally insured limits as well as U.S. treasury bills. Where applicable, management reviews our accounts receivable and other receivables for potential doubtful accounts and maintains an allowance for estimated uncollectible amounts. Our policy is to write-off uncollectable amounts at the time it is determined that collection will not occur. One licensee accounted for 100% of revenues from patent licensing activities during fiscal year 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST | Noncontrolling interest represents Wistar’s 5% SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST Balance October 31, 2020 $ (497 ) Net loss attributable to noncontrolling interest (174 ) Balance October 31, 2021 (671 ) Net loss attributable to noncontrolling interest (176 ) Balance October 31, 2022 $ (847 ) |
SCHEDULE OF HIERARCHY OF FINANCIAL ASSETS | The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2022 (in thousands): SCHEDULE OF HIERARCHY OF FINANCIAL ASSETS Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 11,175 $ - $ - $ 11,175 Certificates of deposit: Cash equivalents 1,000 1,000 Short term investments - 13,700 - 13,700 U. S. treasury bills: Short term investments - 3,627 - 3,627 Total financial assets $ 11,175 $ 18,327 $ - $ 29,502 The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of October 31, 2021 (in thousands): Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 28,949 $ - $ - $ 28,949 Certificates of deposit: Short term investments - 2,000 - 2,000 U. S. treasury bills: Short term investments - 4,599 - 4,599 Total financial assets $ 28,949 $ 6,599 $ - $ 35,548 |
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED IN ESTIMATING FAIR VALUE OF STOCK OPTIONS | The following weighted average assumptions were used in estimating the fair value of stock options granted during the years ended October 31, 2022 and 2021: SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED IN ESTIMATING FAIR VALUE OF STOCK OPTIONS For the Year 2022 2021 Weighted average fair value at grant date Valuation assumptions: $ 2.18 $ 2.93 Expected life (years) 5.76 5.66 Expected volatility 102.72 % 109.02 % Risk-free interest rate 1.99 % 0.69 % Expected dividend yield 0 % 0 % |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Oct. 31, 2022 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCRUED EXPENSES | Accrued liabilities consist of the following as of: SCHEDULE OF ACCRUED EXPENSES 2022 2021 October 31, 2022 2021 Payroll and related expenses $ 1,144 $ 492 Accrued royalty and contingent legal fees 577 577 Accrued other 5 26 Accrued expenses $ 1,726 $ 1,095 |
SHAREHOLDERS_ EQUITY (Tables)
SHAREHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Oct. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF OPTION ACTIVITY | Information regarding the Non-Plan Options for the two years ended October 31, 2022 is as follows: SCHEDULE OF OPTION ACTIVITY Shares Weighted Options Outstanding at October 31, 2020 1,698,000 $ 2.58 Exercised (56,000 ) $ 2.58 Options Outstanding October 31, 2021 1,642,000 $ 2.58 Exercised (1,642,000 ) $ 2.58 Options Outstanding and Exercisable at October 31, 2022 - |
SCHEDULE OF WARRANTS ACTIVITY | Information regarding the Company’s warrants for the two years ended October 31, 2022 is as follows: SCHEDULE OF WARRANTS ACTIVITY Shares Weighted Aggregate Intrinsic Value Warrants Outstanding at October 31, 2020 560,000 $ 4.71 Issued 300,000 $ 6.56 Warrants Outstanding at October 31, 2021 860,000 $ 5.36 Issued 60,000 $ 4.77 Exercised (60,000 ) $ 2.06 Expired (560,000 ) $ 4.71 Warrants Outstanding and Exercisable at 300,000 $ 6.56 $ 0 |
Two Thousand Ten Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF OPTION ACTIVITY | SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Intrinsic Value Options Outstanding at October 31, 2020 1,907,534 $ 2.82 Exercised (178,500 ) $ 2.75 Expired (10,400 ) $ 4.57 Options Outstanding at October 31, 2021 1,718,634 $ 2.82 Exercised (212,000 ) $ 2.68 Expired (5,134 ) $ 3.63 Options Outstanding and Exercisable at 1,501,500 $ 2.83 $ 4,156,000 |
SCHEDULE OF OUTSTANDING AND EXERCISABLE | The following table summarizes information about stock options outstanding under the 2010 Share Plan as of October 31, 2022: SCHEDULE OF OUTSTANDING AND EXERCISABLE Range of Exercise Prices Number Outstanding and Exercisable Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price $ 0.67 2.27 477,500 3.78 $ 1.46 $ 2.58 3.13 515,000 2.38 $ 2.78 $ 3.46 5.30 509,000 5.54 $ 4.17 |
2018 Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF OPTION ACTIVITY | SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Intrinsic Value Options Outstanding at October 31, 2020 4,346,661 $ 3.69 Granted 4,490,000 $ 3.82 Exercised (33,888 ) $ 3.81 Expired (1,392,781 ) $ 3.70 Options Outstanding at October 31, 2021 7,409,992 $ 3.76 Granted 1,430,000 $ 2.74 Exercised (22,620 ) $ 3.15 Options Outstanding at October 31, 2022 8,817,372 $ 3.60 $ 17,644,000 Options Exercisable at October 31, 2022 5,219,039 $ 3.57 $ 10,331,000 |
SCHEDULE OF OUTSTANDING AND EXERCISABLE | The following table summarizes information about stock options outstanding under the 2018 Share Plan as of October 31, 2022: SCHEDULE OF OUTSTANDING AND EXERCISABLE Options Outstanding Options Exercisable Range of Number Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price $ 2.09 3.87 5,347,372 7.41 $ 3.24 3,927,095 6.85 $ 3.40 $ 3.96 5.30 3,470,000 7.98 $ 4.16 1,291,944 7.07 $ 4.09 |
Common Stock Warrant [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF OUTSTANDING AND EXERCISABLE | The following table summarizes information about the Company’s outstanding and exercisable warrants as of October 31 , SCHEDULE OF OUTSTANDING AND EXERCISABLE Range of Exercise Prices Number Outstanding and Exercisable Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price $ 6.56 300,000 3.39 $ 6.56 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Oct. 31, 2022 | |
Leases | |
SCHEDULE OF MINIMUM LEASE PAYMENTS | As of October 31, 2022, the annual minimum lease payments of our operating lease liability were as follows (in thousands): SCHEDULE OF MINIMUM LEASE PAYMENTS For Years Ending October 31, Operating Leases 2023 $ 66 2024 67 2025 70 2026 65 Total future minimum lease payments, undiscounted 268 Less: Imputed interest 47 Present value of future minimum lease payments $ 221 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Oct. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF INCOME TAX PROVISION (BENEFIT) | Income tax provision (benefit) consists of the following: SCHEDULE OF INCOME TAX PROVISION (BENEFIT) 2022 2021 Year Ended October 31, 2022 2021 Federal: Current $ - $ - Deferred (1,021,000 ) 604,000 State: Current - - Deferred (350,000 ) (129,000 ) Adjustment to valuation allowance related 1,371,000 (475,000 ) Income tax provision (benefit) $ - $ - |
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES | The tax effects of temporary differences that give rise to significant portions of the deferred tax asset, net, at October 31, 2022 and 2021, are as follows: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES 2022 2021 October 31, 2022 2021 Long-term deferred tax assets: Federal and state NOL and tax credit carryforwards $ 22,196,000 $ 20,230,000 Deferred compensation 6,851,000 7,502,000 Intangibles 274,000 330,000 Other 281,000 219,000 Subtotal 29,602,000 28,281,000 Less: valuation allowance (29,602,000 ) (28,281,000 ) Deferred tax asset, net $ - $ - |
SCHEDULE OF RECONCILIATION OF INCOME TAXES | SCHEDULE OF RECONCILIATION OF INCOME TAXES Year Ended October 31, 2022 2021 Income tax benefit at U.S. Federal statutory income tax rate (2,892,000 ) (21.00 %) $ (2,757,000 ) (21.00 %) State income taxes (962,000 ) (6.98 %) (917,000 ) (6.98 %) Permanent differences 14,000 0.10 % 23,000 0.17 % Expiring net operating losses, credits and other 2,469,000 17.93 % 4,126,000 31.43 % Change in valuation allowance 1,371,000 9.95 % (475,000 ) (3.62 %) Income tax provision $ - 0.00 % $ - 0.00 % |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Oct. 31, 2022 | |
Segment Reporting [Abstract] | |
SCHEDULE OF SEGMENT INFORMATION | SCHEDULE OF SEGMENT INFORMATION 2022 2021 Year Ended October 31, 2022 2021 Net income (loss): CAR-T Therapeutics $ (5,776 ) $ (5,673 ) Cancer Vaccines (4,889 ) (4,559 ) Anti-Viral Therapeutics (3,075 ) (2,928 ) Other (31 ) 32 Total $ (13,771 ) $ (13,128 ) Net income (loss) $ (13,771 ) $ (13,128 ) Total operating costs and expenses $ 13,875 $ 13,648 Less non-cash share-based compensation (6,655 ) (8,058 ) Operating costs and expenses excluding non-cash share-based compensation $ 7,220 $ 5,590 Operating costs and expenses excluding non-cash share based compensation: CAR-T Therapeutics $ 3,206 $ 2,422 Cancer Vaccines 2,355 1,642 Anti-Viral Therapeutics 1,634 1,080 Other 25 446 Total $ 7,220 $ 5,590 Operating costs and expenses excluding non-cash share based compensation $ 7,220 $ 5,590 2022 2021 October 31, 2022 2021 Total assets: CAR-T Therapeutics $ 16,921 $ 15,068 Cancer Vaccines 9,442 13,277 Anti-Viral Therapeutics 3,811 7,368 Other 238 544 Total $ 30,412 $ 36,257 Total assets $ 30,412 $ 36,257 |
SCHEDULE OF CHANGES IN NONCONTR
SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Beginning balance | $ (671) | $ (497) |
Net loss attributable to noncontrolling interest | (176) | (174) |
Ending balance | $ (847) | $ (671) |
Wistar [Member] | ||
Ownership percentage | 5% |
BUSINESS AND FUNDING (Details N
BUSINESS AND FUNDING (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Common stock sell up to | $ 100,000 | $ 10,834 |
The Wistar Institute [Member] | ||
Ownership percentage | 5% |
SCHEDULE OF HIERARCHY OF FINANC
SCHEDULE OF HIERARCHY OF FINANCIAL ASSETS (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Oct. 31, 2021 |
Defined Benefit Plan Disclosure [Line Items] | ||
Money market funds: Cash and cash equivalents | $ 11,175 | $ 28,949 |
Certificates of deposit: Short-term investments | 1,000 | |
Certificates of deposit: Short-term investments | 13,700 | 2,000 |
Treasury bills and bonds: Short-term investments | 3,627 | 4,599 |
Total financial assets | 29,502 | 35,548 |
Fair Value, Inputs, Level 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Money market funds: Cash and cash equivalents | 11,175 | 28,949 |
Certificates of deposit: Short-term investments | ||
Treasury bills and bonds: Short-term investments | ||
Total financial assets | 11,175 | 28,949 |
Fair Value, Inputs, Level 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Money market funds: Cash and cash equivalents | ||
Certificates of deposit: Short-term investments | 1,000 | |
Certificates of deposit: Short-term investments | 13,700 | 2,000 |
Treasury bills and bonds: Short-term investments | 3,627 | 4,599 |
Total financial assets | 18,327 | 6,599 |
Fair Value, Inputs, Level 3 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Money market funds: Cash and cash equivalents | ||
Certificates of deposit: Short-term investments | ||
Treasury bills and bonds: Short-term investments | ||
Total financial assets |
SCHEDULE OF WEIGHTED AVERAGE AS
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED IN ESTIMATING FAIR VALUE OF STOCK OPTIONS (Details) - $ / shares | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Accounting Policies [Abstract] | ||
Weighted average fair value at grant date | $ 2.18 | $ 2.93 |
Expected life (years) | 5 years 9 months 3 days | 5 years 7 months 28 days |
Expected volatility | 102.72% | 109.02% |
Risk-free interest rate | 1.99% | 0.69% |
Expected dividend yield | 0% | 0% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 1 Months Ended | 12 Months Ended | |||||
Nov. 03, 2021 | Jun. 01, 2021 $ / shares shares | Oct. 30, 2020 | May 08, 2018 $ / shares shares | Oct. 31, 2018 Days $ / shares shares | Oct. 31, 2022 USD ($) $ / shares shares | Oct. 31, 2021 USD ($) $ / shares shares | |
Property, Plant and Equipment [Line Items] | |||||||
Revenue recognized percentage | 100% | ||||||
Certificates of deposit fair value | $ | $ 17,327 | $ 6,599 | |||||
Unrecognized tax benefits | $ | $ 5,141,000 | ||||||
Net amount at risk by product and guarantee, weighted average period remaining | 1 year | ||||||
Weighted average exercise price | $ / shares | $ 2.58 | $ 2.58 | |||||
Share-based compensation, expected term | 5 years 9 months 3 days | 5 years 7 months 28 days | |||||
Share-based compensation, expected volatility rate | 102.72% | 109.02% | |||||
Share-based compensation, risk free interest rate | 1.99% | 0.69% | |||||
Warrant [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Vesting period | 5 months | 5 months | |||||
Antidilutive securities excluded from the calculation of Diluted EPS | shares | 300,000 | 860,000 | |||||
Equity Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Stock or unit option plan expense | $ | $ 2,537,000 | ||||||
Unrecognized tax benefits | $ | $ 0 | $ 3,972,000 | |||||
2018 Plan [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted average exercise price | $ / shares | $ 3.15 | $ 3.81 | |||||
Share-based compensation, options, grants in period, gross | shares | 1,430,000 | 4,490,000 | |||||
Share-Based Payment Arrangement, Tranche One [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Common stock issued market condition stock options to purchase, shares | shares | 500,000 | ||||||
Weighted average exercise price | $ / shares | $ 5 | ||||||
Debt threshold consecutive trading days | Days | 20 | ||||||
Equity Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Antidilutive securities excluded from the calculation of Diluted EPS | shares | 10,318,872 | 10,770,626 | |||||
Equity Option [Member] | 2018 Plan [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Share-based compensation, options, grants in period, gross | shares | 100,000 | ||||||
Minimum [Member] | Equity Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Expiration period | 5 years | ||||||
Vesting period | 12 months | ||||||
Minimum [Member] | Equity Option [Member] | 2018 Plan [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted average exercise price | $ / shares | $ 5 | ||||||
Maximum [Member] | Equity Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Expiration period | 10 years | ||||||
Vesting period | 36 months | ||||||
Maximum [Member] | Equity Option [Member] | 2018 Plan [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted average exercise price | $ / shares | $ 8 | ||||||
Share-based compensation, options, grants in period, gross | shares | 2,000,000 | ||||||
Employees and Directors [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Stock-based compensation expense | $ | $ 3,463,000 | $ 3,531,000 | |||||
Stock or unit option plan expense | $ | $ 2,788,000 | 1,841,000 | |||||
Chairman, President and Chief Executive Officer [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Common stock issued market condition stock options to purchase, shares | shares | 1,500,000 | ||||||
Share-based compensation, expiration date | May 31, 2021 | ||||||
Share-based compensation, risk free interest rate | 1.62% | ||||||
Chairman, President and Chief Executive Officer [Member] | Market Conditions Stock Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted average exercise price | $ / shares | $ 4.02 | ||||||
Share-based compensation, exercise price | $ / shares | $ 3.70 | ||||||
Share-based compensation, expected term | 10 years | 10 years | |||||
Share-based compensation, expected volatility rate | 75% | 119.60% | |||||
Share-based compensation, risk free interest rate | 2.97% | ||||||
Chairman, President and Chief Executive Officer [Member] | Equity Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Share-based compensation, expiration date | May 31, 2021 | ||||||
Share-based compensation, expected term | 3 years 21 days | ||||||
Share-based compensation, expected volatility rate | 128.80% | ||||||
Share-based compensation, risk free interest rate | 2.66% | ||||||
Share-based compensation, options, grants in period, gross | shares | 25,000 | ||||||
Number of shares issued | shares | 1,500,000 | ||||||
Share-based compensation arrangement share weighted average price of shares purchased | $ / shares | $ 11 | ||||||
Chairman, President and Chief Executive Officer [Member] | Minimum [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted average exercise price | $ / shares | $ 5 | ||||||
Share-based compensation, award requisite service period | 3 months | ||||||
Chairman, President and Chief Executive Officer [Member] | Maximum [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Weighted average exercise price | $ / shares | $ 8 | ||||||
Share-based compensation, award requisite service period | 7 months | ||||||
Chairman, President and Chief Executive Officer [Member] | Maximum [Member] | Equity Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Share-based compensation, options, grants in period, gross | shares | 500,000 | ||||||
Consultants [Member] | Warrant [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Stock or unit option plan expense | $ | $ 221,000 | 96,000 | |||||
Consultants [Member] | Service based and Performance-based Stock Options [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Stock or unit option plan expense | $ | 434,000 | 460,000 | |||||
Unrecognized compensation cost | $ | $ 466,000 | ||||||
Weighted-average period recognition | 1 year 2 months 12 days | ||||||
Consultants [Member] | Non-vested Stock Option [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Stock or unit option plan expense | $ | $ 434,000 | $ 103,000 |
PUBLIC OFFERING (Details Narrat
PUBLIC OFFERING (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 25, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Proceeds from issuance of common stock | $ 10,834,000 | ||
Public Offering [Member] | |||
Sale of shares of common stock | 4,285,715 | ||
Sale of stock, price per share | $ 5.25 | ||
Proceeds from issuance of common stock | $ 20,292,000 | ||
Public Offering [Member] | Warrant [Member] | |||
Warrants maturity date | Mar. 22, 2026 | ||
Warrants to purchase common stock | 300,000 | ||
Warrants to purchase common stock per share | $ 6.5625 | ||
Public Offering [Member] | Other Investment [Member] | |||
Ownership percentage | 15.80% |
SCHEDULE OF ACCRUED EXPENSES (D
SCHEDULE OF ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Oct. 31, 2021 |
Payables and Accruals [Abstract] | ||
Payroll and related expenses | $ 1,144 | $ 492 |
Accrued royalty and contingent legal fees | 577 | 577 |
Accrued other | 5 | 26 |
Accrued expenses | $ 1,726 | $ 1,095 |
SCHEDULE OF OPTION ACTIVITY (De
SCHEDULE OF OPTION ACTIVITY (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Shares, Options outstanding, Beginning balance | 1,642,000 | 1,698,000 |
Weighted Average Exercise Price Per Share, Outstanding Beginning balance | $ 2.58 | $ 2.58 |
Shares, Options, Exercised | (1,642,000) | (56,000) |
Weighted Average Exercise Price Per Share, Exercised | $ 2.58 | $ 2.58 |
Shares, Options outstanding and Exercisable | ||
Shares, Options outstanding, Ending balance | 1,642,000 | |
Weighted Average Exercise Price Per Share, Outstanding Ending balance | $ 2.58 | |
Two Thousand Ten Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Shares, Options outstanding, Beginning balance | 1,718,634 | 1,907,534 |
Weighted Average Exercise Price Per Share, Outstanding Beginning balance | $ 2.82 | $ 2.82 |
Shares, Options, Exercised | (212,000) | (178,500) |
Weighted Average Exercise Price Per Share, Exercised | $ 2.68 | $ 2.75 |
Shares, Options, Forfeited/Expired | (5,134) | (10,400) |
Weighted Average Exercise Price Per Share, Forfeited/Expired | $ 3.63 | $ 4.57 |
Shares, Options outstanding and Exercisable | 1,501,500 | |
Weighted Average Exercise Price Per Share, Ending balance | $ 2.83 | |
Aggregate Intrinsic Value, Outstanding Ending balance | $ 4,156,000 | |
Shares, Options outstanding, Ending balance | 1,718,634 | |
Weighted Average Exercise Price Per Share, Outstanding Ending balance | $ 2.82 | |
2018 Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Shares, Options outstanding, Beginning balance | 7,409,992 | 4,346,661 |
Weighted Average Exercise Price Per Share, Outstanding Beginning balance | $ 3.76 | $ 3.69 |
Shares, Options, Exercised | (22,620) | (33,888) |
Weighted Average Exercise Price Per Share, Exercised | $ 3.15 | $ 3.81 |
Shares, Options, Forfeited/Expired | (1,392,781) | |
Weighted Average Exercise Price Per Share, Forfeited/Expired | $ 3.70 | |
Aggregate Intrinsic Value, Outstanding Ending balance | $ 17,644,000 | |
Shares, Options, Granted | 1,430,000 | 4,490,000 |
Weighted Average Exercise Price Per Share, Granted | $ 2.74 | $ 3.82 |
Shares, Options outstanding, Ending balance | 8,817,372 | 7,409,992 |
Weighted Average Exercise Price Per Share, Outstanding Ending balance | $ 3.60 | $ 3.76 |
Shares, Options outstanding, Exercisable | 5,219,039 | |
Weighted Average Exercise Price Per Share, Exercisable | $ 3.57 | |
Aggregate Intrinsic Value, Exercisable | $ 10,331,000 |
SCHEDULE OF OUTSTANDING AND EXE
SCHEDULE OF OUTSTANDING AND EXERCISABLE (Details) - $ / shares | 12 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number Outstanding and Exercisable | 1,642,000 | 1,698,000 | |
Weighted Average Exercise Price | $ 2.58 | $ 2.58 | |
Two Thousand Ten Plan [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number Outstanding and Exercisable | 1,718,634 | 1,907,534 | |
Weighted Average Exercise Price | $ 2.82 | $ 2.82 | |
Two Thousand Ten Plan [Member] | Range 1 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Range of Exercise Prices | $ 0.67 | ||
Range of Exercise Prices | $ 2.27 | ||
Number Outstanding and Exercisable | 477,500 | ||
Weighted Average Remaining Contractual Life | 3 years 9 months 10 days | ||
Weighted Average Exercise Price | $ 1.46 | ||
Two Thousand Ten Plan [Member] | Range 2 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Range of Exercise Prices | 2.58 | ||
Range of Exercise Prices | $ 3.13 | ||
Number Outstanding and Exercisable | 515,000 | ||
Weighted Average Remaining Contractual Life | 2 years 4 months 17 days | ||
Weighted Average Exercise Price | $ 2.78 | ||
Two Thousand Ten Plan [Member] | Range 3 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Range of Exercise Prices | 3.46 | ||
Range of Exercise Prices | $ 5.30 | ||
Number Outstanding and Exercisable | 509,000 | ||
Weighted Average Remaining Contractual Life | 5 years 6 months 14 days | ||
Weighted Average Exercise Price | $ 4.17 | ||
2018 Plan [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number Outstanding and Exercisable | 8,817,372 | 7,409,992 | 4,346,661 |
Weighted Average Exercise Price | $ 3.60 | $ 3.76 | $ 3.69 |
Number Exercisable, Options Exercisable | 5,219,039 | ||
Weighted Average Exercise Price, Options Exercisable | $ 3.57 | ||
2018 Plan [Member] | Range 1 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Range of Exercise Prices | $ 2.09 | ||
Number Outstanding and Exercisable | 5,347,372 | ||
Weighted Average Remaining Contractual Life | 7 years 4 months 28 days | ||
Weighted Average Exercise Price | $ 3.24 | ||
Number Exercisable, Options Exercisable | 3,927,095 | ||
Weighted Average Remaining Contractual Life, Options Exercisable | 6 years 10 months 6 days | ||
Weighted Average Exercise Price, Options Exercisable | $ 3.40 | ||
2018 Plan [Member] | Range 2 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Range of Exercise Prices | 3.96 | $ 3.87 | |
Range of Exercise Prices | $ 5.30 | ||
Number Outstanding and Exercisable | 3,470,000 | ||
Weighted Average Remaining Contractual Life | 7 years 11 months 23 days | ||
Weighted Average Exercise Price | $ 4.16 | ||
Number Exercisable, Options Exercisable | 1,291,944 | ||
Weighted Average Remaining Contractual Life, Options Exercisable | 7 years 25 days | ||
Weighted Average Exercise Price, Options Exercisable | $ 4.09 | ||
Outside of Plans [Member] | Range 1 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Weighted Average Exercise Price | 6.56 | ||
Share-based Payment Arrangement, Option, Exercise Price | $ 6.56 | ||
Outside of Plans [Member] | Range 2 [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number Outstanding and Exercisable | 300,000 | ||
Weighted Average Remaining Contractual Life | 3 years 4 months 20 days |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Equity [Abstract] | ||
Warrants Outstanding, Beginning balance | 860,000 | 560,000 |
Weighted Average Exercise Price Per Share Warrants Outstanding, Ending balance | $ 5.36 | $ 4.71 |
Warrants Outstanding, Issued | 60,000 | 300,000 |
Weighted Average Exercise Price Per Share, Issued | $ 4.77 | $ 6.56 |
Warrants Outstanding, Exercised | (60,000) | |
Weighted Average Exercise Price Per Share, Exercised | $ 2.06 | |
Warrants Outstanding, Expired | (560,000) | |
Weighted Average Exercise Price Per Share, Expired | $ 4.71 | |
Warrants Outstanding and Exercisable, Shares | 300,000 | |
Warrants Outstanding and Exercisable, Per Share | $ 6.56 | |
Aggregate Intrinsic Value | $ 0 |
SHAREHOLDERS_ EQUITY (Details N
SHAREHOLDERS’ EQUITY (Details Narrative) - USD ($) | 12 Months Ended | ||||||
Nov. 16, 2021 | Nov. 03, 2021 | Nov. 02, 2021 | Oct. 30, 2020 | Oct. 31, 2022 | Oct. 31, 2021 | Mar. 25, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Stock options purchase, shares | 793,103 | 207,697 | |||||
Shares withheld on cashless exercise | 1,083,517 | 60,691 | |||||
Common stock issued upon exercise of stock options | $ 439,000 | $ 434,000 | |||||
Purchase price of common stock percentage | 85% | ||||||
Proceeds from employee stock purchase plan | $ 13,000 | 6,000 | |||||
Warrant exercised and shares withheld as payment | 25,484 | ||||||
Warrant [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Class of warrant or right exercisable date | Oct. 30, 2026 | Oct. 30, 2025 | |||||
Vesting period | 5 months | 5 months | |||||
Consulting expense | $ 221,000 | $ 96,000 | |||||
Warrant [Member] | Public Offering [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Warrants to purchase common stock per share | $ 6.5625 | ||||||
Warrants to purchase common stock | 300,000 | ||||||
Warrants maturity date | Mar. 22, 2026 | ||||||
Warrant [Member] | Consultants [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Warrants purchase of common stock shares | 60,000 | 60,000 | |||||
Warrants to purchase common stock per share | $ 4.77 | $ 2.06 | |||||
Two Thousand Ten Plan [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Future issuance is replenished shares | 800,000 | ||||||
2018 Plan [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Future issuance is replenished shares | 2,000,000 | ||||||
Shares available for grant | 605,134 | ||||||
Employee Stock Purchase Plan [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Option to purchase common stock | 4,741 | 2,377 | |||||
Proceeds from employee stock purchase plan | $ 13,000 | $ 6,000 | |||||
Equity Option [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Common stock issued upon exercise of stock options | $ 439,000 | $ 434,000 | |||||
ZQX Advisors LLC [Member] | |||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||
Payments to acquire interest percentage in joint venture | 19.50% | ||||||
Payments to acquire interest in joint venture | $ 6,000 |
SCHEDULE OF MINIMUM LEASE PAYME
SCHEDULE OF MINIMUM LEASE PAYMENTS (Details) $ in Thousands | Oct. 31, 2022 USD ($) |
Leases | |
2023 | $ 66 |
2024 | 67 |
2025 | 70 |
2026 | 65 |
Total future minimum lease payments, undiscounted | 268 |
Less: Imputed interest | 47 |
Present value of future minimum lease payments | $ 221 |
LEASES (Details Narrative)
LEASES (Details Narrative) | 12 Months Ended | |
Oct. 31, 2022 USD ($) ft² | Oct. 31, 2021 USD ($) | |
Payments for rent | $ 66,000 | $ 64,000 |
Almaden Expressway San Jose [Member] | ||
Area of land | ft² | 2,000 | |
Lease expiration date | Sep. 30, 2021 | |
Lease extension | Effective August 17, 2021, the lease was amended to extend the expiration date to September 30, 2024, with an option to extend the lease an additional two years | |
Payments for rent | $ 5,000 | |
Rent percentage | 3% | |
Right of use asset obtained in exchange for operating lease liability | $ 260,000 | |
Operating lease weighted average discount rate percent | 10% | |
Lessee operating lease term of contract | 47 months |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | Oct. 31, 2022 USD ($) |
Agreement With Moffitt Wistar Cleveland Clinic And MolGenie [Member] | |
Other Commitments [Line Items] | |
Collaborative commitments due next year | $ 70,000 |
SCHEDULE OF INCOME TAX PROVISIO
SCHEDULE OF INCOME TAX PROVISION (BENEFIT) (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Federal: | ||
Current | ||
Deferred | (1,021,000) | 604,000 |
State: | ||
Current | ||
Deferred | (350,000) | (129,000) |
Adjustment to valuation allowance related to net deferred tax assets | 1,371,000 | (475,000) |
Income tax provision (benefit) |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES (Details) - USD ($) | Oct. 31, 2022 | Oct. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Federal and state NOL and tax credit carryforwards | $ 22,196,000 | $ 20,230,000 |
Deferred compensation | 6,851,000 | 7,502,000 |
Intangibles | 274,000 | 330,000 |
Other | 281,000 | 219,000 |
Subtotal | 29,602,000 | 28,281,000 |
Less: valuation allowance | (29,602,000) | (28,281,000) |
Deferred tax asset, net |
SCHEDULE OF RECONCILIATION OF I
SCHEDULE OF RECONCILIATION OF INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit at U.S. Federal statutory income tax rate | $ (2,892,000) | $ (2,757,000) |
Income tax benefit at U.S. Federal statutory income tax rate, rate | (21.00%) | (21.00%) |
State income taxes | $ (962,000) | $ (917,000) |
State income taxes, rate | (6.98%) | (6.98%) |
Permanent differences | $ 14,000 | $ 23,000 |
Permanent differences, rate | 0.10% | 0.17% |
Expiring net operating losses, credits and other | $ 2,469,000 | $ 4,126,000 |
Expiring net operating losses, credits and other, rate | 17.93% | 31.43% |
Change in valuation allowance | $ 1,371,000 | $ (475,000) |
Change in valuation allowance, rate | 9.95% | (3.62%) |
Income tax provision | ||
Income tax provision, rate | 0% | 0% |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | ||
Valuation allowance deferred tax asset percentage | 100% | |
Federal statutory income tax rate, percent | 21% | 21% |
Effective income tax rate reconciliation, percent | 0% | 0% |
Unrecognized income tax benefits, penalties | $ 0 | $ 0 |
Federal Corporate Taxable [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
California tax net operating loss carryforward | 91,947,000 | |
Tax Credit Carryforward, Amount | 1,614,000 | |
CALIFORNIA | ||
Operating Loss Carryforwards [Line Items] | ||
California tax net operating loss carryforward | $ 42,712,000 | |
Operating Loss Carryforwards, Limitations on Use | expiring at various dates between 2023 and 2042 |
SCHEDULE OF SEGMENT INFORMATION
SCHEDULE OF SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Oct. 31, 2022 | Oct. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Net income (loss) | $ (13,771) | $ (13,128) |
Total operating costs and expenses | 13,875 | 13,648 |
Less non-cash share-based compensation | (6,655) | (8,058) |
Operating costs and expenses excluding non-cash share based compensation | 7,220 | 5,590 |
Total assets | 30,412 | 36,257 |
CAR-T Therapeutics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) | (5,776) | (5,673) |
Operating costs and expenses excluding non-cash share based compensation | 3,206 | 2,422 |
Total assets | 16,921 | 15,068 |
Cancer Vaccines [Member] | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) | (4,889) | (4,559) |
Operating costs and expenses excluding non-cash share based compensation | 2,355 | 1,642 |
Total assets | 9,442 | 13,277 |
Anti-Viral Therapeutics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) | (3,075) | (2,928) |
Operating costs and expenses excluding non-cash share based compensation | 1,634 | 1,080 |
Total assets | 3,811 | 7,368 |
Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) | (31) | 32 |
Operating costs and expenses excluding non-cash share based compensation | 25 | 446 |
Total assets | $ 238 | $ 544 |
SEGMENT INFORMATION (Details Na
SEGMENT INFORMATION (Details Narrative) | 12 Months Ended | |
Oct. 31, 2022 Segment | Oct. 31, 2021 USD ($) | |
Segment Reporting [Abstract] | ||
Number of reportable segments | Segment | 4 | |
Revenue | $ 512,000 | |
Royalties, legal fees, litigation and licensing expense | $ 385,000 |