Cover
Cover - shares | 3 Months Ended | |
Jan. 31, 2023 | Mar. 16, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jan. 31, 2023 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
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, par value $.01 per share | |
Trading Symbol | ANIX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 30,924,868 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jan. 31, 2023 | Oct. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 9,790 | $ 12,360 |
Short-term investments | 17,912 | 17,327 |
Receivables | 147 | 47 |
Prepaid expenses and other current assets | 256 | 466 |
Total current assets | 28,105 | 30,200 |
Operating lease right-of-use asset | 201 | 212 |
Total assets | 28,306 | 30,412 |
Current liabilities: | ||
Accounts payable | 110 | 265 |
Accrued expenses | 1,075 | 1,726 |
Operating lease liability | 47 | 46 |
Total current liabilities | 1,232 | 2,037 |
Operating lease liability, non-current | 162 | 175 |
Total liabilities | 1,394 | 2,212 |
Commitments and contingencies (Note 10) | ||
Shareholders’ equity: | ||
Preferred stock | ||
Common stock, par value $.01 per share; 100,000,000 shares authorized; 30,922,830 and 30,913,902 shares issued and outstanding as of January 31, 2023 and October 31, 2022, respectively | 309 | 309 |
Additional paid-in capital | 248,189 | 247,123 |
Accumulated deficit | (220,707) | (218,385) |
Total shareholders’ equity | 27,791 | 29,047 |
Noncontrolling interest (Note 2) | (879) | (847) |
Total equity | 26,912 | 28,200 |
Total liabilities and equity | 28,306 | 30,412 |
Series A Convertible Preferred Stock [Member] | ||
Shareholders’ equity: | ||
Preferred stock |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jan. 31, 2023 | Oct. 31, 2022 |
Preferred stock, par value | $ 100 | $ 100 |
Preferred stock, shares authorized | 19,860 | 19,860 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 30,922,830 | 30,913,902 |
Common stock, shares outstanding | 30,922,830 | 30,913,902 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 100 | $ 100 |
Preferred stock, shares authorized | 140 | 140 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Income Statement [Abstract] | ||
Revenue | ||
Operating costs and expenses: | ||
Research and development expenses (including non-cash share-based compensation expenses of $505 and $1,276, respectively) | 1,068 | 1,838 |
General and administrative expenses (including non-cash share-based compensation expenses of $558 and $1,078, respectively) | 1,488 | 2,042 |
Total operating costs and expenses | 2,556 | 3,880 |
Loss from operations | (2,556) | (3,880) |
Interest income | 202 | 1 |
Net loss | (2,354) | (3,879) |
Less: Net loss attributable to noncontrolling interest | (32) | (50) |
Net loss attributable to common shareholders | $ (2,322) | $ (3,829) |
Net loss per common share attributable to common shareholders: | ||
Basic and diluted | $ (0.08) | $ (0.13) |
Weighted average common shares outstanding: | ||
Basic and diluted | 30,921 | 30,125 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Research and Development Expense [Member] | ||
Share-based payment arrangement, expense | $ 505 | $ 1,276 |
General and Administrative Expense [Member] | ||
Share-based payment arrangement, expense | $ 558 | $ 1,078 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total Shareholders Equity [Member] | Noncontrolling Interest [Member] | Total |
Balance, value at Oct. 31, 2021 | $ 301 | $ 239,927 | $ (204,790) | $ 35,438 | $ (671) | $ 34,767 |
Balance, shares at Oct. 31, 2021 | 30,050,894 | |||||
Stock option compensation to employees and directors | 2,135 | 2,135 | 2,135 | |||
Stock options and warrants issued to consultants | 219 | 219 | 219 | |||
Common stock issued upon exercise of stock options and warrants | ||||||
Common stock issued upon exercise of stock options, shares | 81,425 | |||||
Net loss | (3,829) | (3,829) | (50) | (3,879) | ||
Balance, value at Jan. 31, 2022 | $ 301 | 242,281 | (208,619) | 33,963 | (721) | 33,242 |
Balance, shares at Jan. 31, 2022 | 30,132,319 | |||||
Balance, value at Oct. 31, 2022 | $ 309 | 247,123 | (218,385) | 29,047 | (847) | 28,200 |
Balance, shares at Oct. 31, 2022 | 30,913,902 | |||||
Stock option compensation to employees and directors | 957 | 957 | 957 | |||
Stock options and warrants issued to consultants | 81 | 81 | 81 | |||
Common stock issued to consultants | 25 | 25 | 25 | |||
Common stock issued to consultants, shares | 7,364 | |||||
Common stock issued upon exercise of stock options and warrants | 3 | 3 | 3 | |||
Common stock issued upon exercise of stock options, shares | 1,564 | |||||
Net loss | (2,322) | (2,322) | (32) | (2,354) | ||
Balance, value at Jan. 31, 2023 | $ 309 | $ 248,189 | $ (220,707) | $ 27,791 | $ (879) | $ 26,912 |
Balance, shares at Jan. 31, 2023 | 30,922,830 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Reconciliation of net loss to net cash used in operating activities: | ||
Net loss | $ (2,354) | $ (3,879) |
Stock option compensation to employees and directors | 957 | 2,135 |
Stock options and warrants issued to consultants | 81 | 219 |
Common stock issued to consultants | 25 | |
Amortization of operating lease right-to-use asset | 11 | 10 |
Change in operating assets and liabilities: | ||
Receivables | (100) | |
Prepaid expenses and other current assets | 210 | (188) |
Accounts payable | (155) | 368 |
Accrued expenses | (651) | 147 |
Operating lease liability | (12) | (9) |
Net cash used in operating activities | (1,988) | (1,197) |
Cash flows from investing activities: | ||
Disbursements to acquire short-term investments | (7,835) | (3,499) |
Proceeds from maturities of short-term investments | 7,250 | 5,349 |
Net cash provided by (used in) investing activities | (585) | 1,850 |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 3 | |
Net cash provided by financing activities | 3 | |
Net increase (decrease) in cash and cash equivalents | (2,570) | 653 |
Cash and cash equivalents at beginning of period | 12,360 | 29,128 |
Cash and cash equivalents at end of period | $ 9,790 | $ 29,781 |
BUSINESS AND FUNDING
BUSINESS AND FUNDING | 3 Months Ended |
Jan. 31, 2023 | |
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. Our primary operations involve 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 currently compiling and analyzing the data collected to-date and anticipate presenting the immunological data at the annual meeting of the American Association for Cancer Research to be held in April 2023. Upon reaching MTD, we are now expanding the dose cohorts and are vaccinating additional participants. Further, we have commenced recruitment for participants in the second stage of our Phase 1 trial, that will include participants who have never had cancer, but carry certain genetic mutations that indicate a greater risk of developing TNBC in the future. 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 during 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. 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 of 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”), has begun 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 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 Further, with the authorization of Pfizer’s anti-viral treatment Paxlovid, which is a combination therapy consisting of the protease-inhibitor nirmatrelvir—which targets the same protein as our compounds—and the antiretroviral ritonavir, we conducted a head-to-head analysis via a Fluorescence Resonance Energy Transfer (FRET) assay that tested the ability of the compounds to inhibit the function of M pro . The results of this head-to-head in vitro pro than Pfizer’s nirmatrelvir. Over the next several quarters, we expect the development of our vaccines and therapeutics 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, as well as 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 vaccine or therapeutics programs. In addition, while we pursue our vaccine and therapeutics 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 vaccine or therapy programs in the near term. We hope 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 vaccines or therapeutics. 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. Funding and Management’s Plans Based on currently available information as of March 16, 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, as of January 31, 2023, we may sell up to $ 100 million of common stock. We did not sell any shares under our at-the-market equity program during the three months ended January 31, 2023. We may seek to obtain working capital during our fiscal year 2023 or thereafter through sales of our equity securities or through bank credit facilities or public or private debt from various financial institutions where possible. We cannot be certain that additional funding will be available on acceptable terms, or at all. If we do identify sources for additional funding, the sale of additional equity securities or convertible debt will result in dilution to our stockholders. We can give no assurance that we will generate sufficient cash flows in the future to satisfy our liquidity requirements or sustain future operations, or that other sources of funding, such as sales of equity or debt, would be available or would be approved by our security holders, if needed, on favorable terms or at all. If we fail to obtain additional working capital as and when needed, such failure could have a material adverse impact on our business, results of operations and financial condition. Furthermore, such lack of funds may inhibit our ability to respond to competitive pressures or unanticipated capital needs, or may force us to reduce operating expenses, which would significantly harm the business and development of operations. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Jan. 31, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | 2. SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and disclosures required by generally accepted accounting principles in annual financial statements have been omitted or condensed. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures included in our Annual Report on Form 10-K for the fiscal year ended October 31, 2022. The accompanying October 31, 2022 condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by US GAAP. The condensed consolidated financial statements include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair statement of our financial position as of January 31, 2023, and results of operations and cash flows for the interim periods represented. The results of operations for the three months ended January 31, 2023 are not necessarily indicative of the results to be expected for the year. Noncontrolling Interest Noncontrolling interest represents Wistar’s equity ownership in Certainty and is presented as a component of equity. The following table sets forth the changes in noncontrolling interest for the three months ended January 31, 2023 (in thousands): SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST Balance, October 31, 2022 $ (847 ) Net loss attributable to noncontrolling interest (32 ) Balance, January 31, 2023 $ (879 ) 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. Our revenue arrangements 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 arrangements are 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 and licensing and enforcement related research, consulting and other expenses paid to third-parties. These costs are included under the caption “Operating costs and expenses” in the accompanying condensed 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 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 period incurred. Investment Policy The Company’s investment policy is to acquire debt securities with fixed maturities and contractual cash flows that the Company has the positive intent and ability to hold to maturity. These securities are recorded at amortized cost, net of any applicable discount which is amortized to interest income, and are accounted for as held-to-maturity securities. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 3 Months Ended |
Jan. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK BASED COMPENSATION | 3. STOCK BASED COMPENSATION The Company maintains stock equity incentive plans under which the Company grants incentive stock options, non-qualified stock options, stock appreciation rights, stock awards, performance awards, or stock units to employees, directors and consultants. Stock Option Compensation Expense The compensation cost for service-based stock options granted to employees and directors is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is expensed on a straight-line basis over the requisite service period (the vesting period of the stock option) which is one to four years. We recorded stock-based compensation expense related to service-based stock options granted to employees and directors of approximately $ 957,000 730,000 For stock options granted to employees and directors 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 cost over the implied service period (median time to vest). 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 0 1,405,000 The compensation cost for service-based stock options granted to consultants is measured at the grant date, based on the fair value of the award using the Black-Scholes pricing model, and is expensed on a straight-line basis over the requisite service period (the vesting period of the stock option) which is one to three years. We recorded stock-based consulting expense related to stock options granted to consultants of approximately $ 81,000 109,000 Stock Option Plans During the three months ended January 31, 2023, 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. Stock Option Activity During the three months ended January 31, 2023 and 2022, we granted options to purchase 1,505,000 30,000 4.19 4.81 2,372 808 100,000 53,091 3,000 0 2010 Share Plan The 2010 Share Plan provided for the grant of nonqualified stock options, stock appreciation rights, stock awards, performance awards and stock units to employees, directors and consultants. In accordance with the provisions of the 2010 Share Plan, the plan terminated with respect to the ability to grant future awards on July 14, 2020. Information regarding the 2010 Share Plan for the three months ended January 31, 2023 is as follows: SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Options outstanding at October 31, 2022 1,501,500 $ 2.83 Options outstanding and exercisable at January 31, 2023 1,501,500 $ 2.83 $ 2,312 The following table summarizes information about stock options outstanding and exercisable under the 2010 Share Plan as of January 31, 2023: SCHEDULE OF OUTSTANDING AND EXERCISABLE Range of Number Weighted Average Weighted $ 0.67 2.27 477,500 3.5 $ 1.46 $ 2.58 3.13 515,000 2.1 $ 2.78 $ 3.46 5.30 509,000 5.3 $ 4.17 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. As of January 31, 2023, the 2018 Share Plan had 675,000 SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Intrinsic Value Options outstanding at October 31, 2022 8,817,372 $ 3.57 Granted 1,505,000 $ 4.29 Exercised (2,372 ) $ 3.24 Options outstanding at January 31, 2023 10,320,000 $ 3.70 $ 6,914 Options exercisable at January 31, 2023 5,641,812 $ 3.55 $ 4,626 The following table summarizes information about stock options outstanding and exercisable under the 2018 Share Plan as of January 31, 2023: SCHEDULE OF OUTSTANDING AND EXERCISABLE Options Outstanding Options Exercisable Range of Number Weighted Weighted Number Weighted Weighted $ 2.09 3.87 5,345,000 7.2 $ 3.24 4,211,112 6.7 $ 3.37 $ 3.96 5.30 4,975,000 8.1 $ 4.20 1,430,700 6.7 $ 4.09 Employee Stock Purchase Plan The Company maintains the Anixa Biosciences, Inc. Employee Stock Purchase Plan (the “ESPP”) which permits eligible employees to purchase shares at not less than 85 no Warrants On October 30, 2020 we issued a warrant, expiring on October 30, 2025 60,000 2.06 25,484 On November 1, 2021 we issued a warrant, expiring on October 30, 2026 60,000 4.77 five months 110,000 As of January 31, 2023, we also had warrants outstanding to purchase 300,000 6.56 March 22, 2026 Information regarding the Company’s warrants for the three months ended January 31, 2023 is as follows: SCHEDULE OF WARRANTS ACTIVITY Shares Weighted Aggregate Warrants Outstanding at October 31, 2022 300,000 $ 6.56 Warrants Outstanding and Exercisable at January 31, 2023 300,000 $ 6.56 $ 0 The following table summarizes information about the Company’s outstanding and exercisable warrants as of January 31, 2023: 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 3.1 $ 6.56 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Jan. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 4. FAIR VALUE MEASUREMENTS US GAAP defines fair value and establishes a framework for measuring fair value. 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 condensed 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. 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 January 31, 2023 (in thousands): SCHEDULE OF FAIR VALUE MEASUREMENTS Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 9,594 $ - $ - $ 9,594 Certificates of deposit: Short-term investments - 7,450 - 7,450 U.S. treasury bills: Short-term investments - 10,462 - 10,462 Total financial assets $ 9,594 $ 17,912 $ - $ 27,506 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): 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 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. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Jan. 31, 2023 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | 5 . ACCRUED EXPENSES Accrued expenses consist of the following as of: SCHEDULE OF ACCRUED EXPENSES January 31, October 31, 2023 2022 (in thousands) Payroll and related expenses $ 461 $ 1,144 Accrued royalty and contingent legal fees 577 577 Accrued other 37 5 Accrued expenses $ 1,075 $ 1,726 |
NET LOSS PER SHARE OF COMMON ST
NET LOSS PER SHARE OF COMMON STOCK | 3 Months Ended |
Jan. 31, 2023 | |
Net loss per common share attributable to common shareholders: | |
NET LOSS PER SHARE OF COMMON STOCK | 6. NET LOSS PER SHARE OF COMMON STOCK 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 periods 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 three months ended January 31, 2023 and 2022, were stock options to purchase 11,821,500 10,700,626 300,000 360,000 |
EFFECT OF RECENTLY ADOPTED AND
EFFECT OF RECENTLY ADOPTED AND ISSUED PRONOUNCEMENTS | 3 Months Ended |
Jan. 31, 2023 | |
Effect Of Recently Adopted And Issued Pronouncements | |
EFFECT OF RECENTLY ADOPTED AND ISSUED PRONOUNCEMENTS | 7. EFFECT OF RECENTLY ADOPTED AND 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. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures. In May 2021, the FASB issued Accounting Standards Update 2021-04 (“ASU 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. The adoption of this standard did not have a material impact on our consolidated financial statements and related disclosures. In October 2021, the FASB issued Accounting Standards Update 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. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Jan. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 8. 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. We have provided a full valuation allowance against our deferred tax asset due to our historical pre-tax losses and the uncertainty regarding the realizability of these deferred tax assets. We have substantial net operating loss carryforwards for Federal and California income tax returns. These net operating loss carryforwards could be subject to limitations under Internal Revenue Code section 382, the effects of which have not been determined by the Company. We have no |
LEASES
LEASES | 3 Months Ended |
Jan. 31, 2023 | |
Leases | |
LEASES | 9. 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 17,000 17,000 For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments. The remaining 44 As of January 31, 2023, the annual minimum future lease payments of our operating lease liabilities were as follows (in thousands): SCHEDULE OF MINIMUM LEASE PAYMENTS For years Ended October 31, Operating 2023 $ 49 2024 67 2025 70 2026 65 Total future minimum lease payments, undiscounted 251 Less: Imputed interest 42 Present value of future minimum lease payments $ 209 |
COMMITMENTS AND CONTINGENCES
COMMITMENTS AND CONTINGENCES | 3 Months Ended |
Jan. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCES | 10. COMMITMENTS AND CONTINGENCES Litigation Matters Other than lawsuits related to the enforcement of our patent rights, we are not a party to any material pending legal proceedings, nor are we 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. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Jan. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 11. 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 2023 2022 For the Three Months Ended January 31, 2023 2022 Net loss: CAR-T Therapeutics $ (911 ) $ (1,611 ) Cancer Vaccines (958 ) (1,357 ) Anti-Viral Therapeutics (482 ) (904 ) Other (3 ) (7 ) Total $ (2,354 ) $ (3,879 ) Net Loss $ (2,354 ) $ (3,879 ) Total operating costs and expenses $ 2,556 $ 3,880 Less non-cash share-based compensation (1,063 ) (2,354 ) Operating costs and expenses excluding non-cash share-based compensation $ 1,493 $ 1,526 Operating costs and expenses excluding non-cash CAR-T Therapeutics $ 598 $ 669 Cancer Vaccines 588 480 Anti-Viral Therapeutics 305 372 Other 2 5 Total $ 1,493 $ 1,526 Operating costs and expenses excluding non-cash based compensation $ 1,493 $ 1,526 January 31, October 31, Total assets: CAR-T Therapeutics $ 11,318 $ 16,921 Cancer Vaccines 11,098 9,442 Anti-Viral Therapeutics 5,750 3,811 Other 140 238 Total $ 28,306 $ 30,412 Total assets $ 28,306 $ 30,412 Operating costs and expenses excluding non-cash share-based compensation is the measurement the chief operating decision-maker uses in managing the enterprise. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Jan. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | 12. SUBSEQUENT EVENT On March 9, 2023, we paused further development of our COVID-19 anti-viral therapeutic program. While our compounds have shown promise in head-to-head in vitro |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Jan. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and disclosures required by generally accepted accounting principles in annual financial statements have been omitted or condensed. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures included in our Annual Report on Form 10-K for the fiscal year ended October 31, 2022. The accompanying October 31, 2022 condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by US GAAP. The condensed consolidated financial statements include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair statement of our financial position as of January 31, 2023, and results of operations and cash flows for the interim periods represented. The results of operations for the three months ended January 31, 2023 are not necessarily indicative of the results to be expected for the year. |
Noncontrolling Interest | Noncontrolling Interest Noncontrolling interest represents Wistar’s equity ownership in Certainty and is presented as a component of equity. The following table sets forth the changes in noncontrolling interest for the three months ended January 31, 2023 (in thousands): SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST Balance, October 31, 2022 $ (847 ) Net loss attributable to noncontrolling interest (32 ) Balance, January 31, 2023 $ (879 ) |
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. Our revenue arrangements 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 arrangements are 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 and licensing and enforcement related research, consulting and other expenses paid to third-parties. These costs are included under the caption “Operating costs and expenses” in the accompanying condensed 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 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 period incurred. |
Investment Policy | Investment Policy The Company’s investment policy is to acquire debt securities with fixed maturities and contractual cash flows that the Company has the positive intent and ability to hold to maturity. These securities are recorded at amortized cost, net of any applicable discount which is amortized to interest income, and are accounted for as held-to-maturity securities. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Jan. 31, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST | Noncontrolling interest represents Wistar’s equity ownership in Certainty and is presented as a component of equity. The following table sets forth the changes in noncontrolling interest for the three months ended January 31, 2023 (in thousands): SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST Balance, October 31, 2022 $ (847 ) Net loss attributable to noncontrolling interest (32 ) Balance, January 31, 2023 $ (879 ) |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 3 Months Ended |
Jan. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF WARRANTS ACTIVITY | Information regarding the Company’s warrants for the three months ended January 31, 2023 is as follows: SCHEDULE OF WARRANTS ACTIVITY Shares Weighted Aggregate Warrants Outstanding at October 31, 2022 300,000 $ 6.56 Warrants Outstanding and Exercisable at January 31, 2023 300,000 $ 6.56 $ 0 |
2010 Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF OPTION ACTIVITY | SCHEDULE OF OPTION ACTIVITY Shares Weighted Aggregate Options outstanding at October 31, 2022 1,501,500 $ 2.83 Options outstanding and exercisable at January 31, 2023 1,501,500 $ 2.83 $ 2,312 |
SCHEDULE OF OUTSTANDING AND EXERCISABLE | The following table summarizes information about stock options outstanding and exercisable under the 2010 Share Plan as of January 31, 2023: SCHEDULE OF OUTSTANDING AND EXERCISABLE Range of Number Weighted Average Weighted $ 0.67 2.27 477,500 3.5 $ 1.46 $ 2.58 3.13 515,000 2.1 $ 2.78 $ 3.46 5.30 509,000 5.3 $ 4.17 |
2018 Share 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, 2022 8,817,372 $ 3.57 Granted 1,505,000 $ 4.29 Exercised (2,372 ) $ 3.24 Options outstanding at January 31, 2023 10,320,000 $ 3.70 $ 6,914 Options exercisable at January 31, 2023 5,641,812 $ 3.55 $ 4,626 |
SCHEDULE OF OUTSTANDING AND EXERCISABLE | The following table summarizes information about stock options outstanding and exercisable under the 2018 Share Plan as of January 31, 2023: SCHEDULE OF OUTSTANDING AND EXERCISABLE Options Outstanding Options Exercisable Range of Number Weighted Weighted Number Weighted Weighted $ 2.09 3.87 5,345,000 7.2 $ 3.24 4,211,112 6.7 $ 3.37 $ 3.96 5.30 4,975,000 8.1 $ 4.20 1,430,700 6.7 $ 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 January 31, 2023: 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 3.1 $ 6.56 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Jan. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
SCHEDULE OF FAIR VALUE MEASUREMENTS | The following table presents the hierarchy for our financial assets measured at fair value on a recurring basis as of January 31, 2023 (in thousands): SCHEDULE OF FAIR VALUE MEASUREMENTS Level 1 Level 2 Level 3 Total Money market funds: Cash equivalents $ 9,594 $ - $ - $ 9,594 Certificates of deposit: Short-term investments - 7,450 - 7,450 U.S. treasury bills: Short-term investments - 10,462 - 10,462 Total financial assets $ 9,594 $ 17,912 $ - $ 27,506 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): 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 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Jan. 31, 2023 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCRUED EXPENSES | Accrued expenses consist of the following as of: SCHEDULE OF ACCRUED EXPENSES January 31, October 31, 2023 2022 (in thousands) Payroll and related expenses $ 461 $ 1,144 Accrued royalty and contingent legal fees 577 577 Accrued other 37 5 Accrued expenses $ 1,075 $ 1,726 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Jan. 31, 2023 | |
Leases | |
SCHEDULE OF MINIMUM LEASE PAYMENTS | As of January 31, 2023, the annual minimum future lease payments of our operating lease liabilities were as follows (in thousands): SCHEDULE OF MINIMUM LEASE PAYMENTS For years Ended October 31, Operating 2023 $ 49 2024 67 2025 70 2026 65 Total future minimum lease payments, undiscounted 251 Less: Imputed interest 42 Present value of future minimum lease payments $ 209 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Jan. 31, 2023 | |
Segment Reporting [Abstract] | |
SCHEDULE OF SEGMENT INFORMATION | SCHEDULE OF SEGMENT INFORMATION 2023 2022 For the Three Months Ended January 31, 2023 2022 Net loss: CAR-T Therapeutics $ (911 ) $ (1,611 ) Cancer Vaccines (958 ) (1,357 ) Anti-Viral Therapeutics (482 ) (904 ) Other (3 ) (7 ) Total $ (2,354 ) $ (3,879 ) Net Loss $ (2,354 ) $ (3,879 ) Total operating costs and expenses $ 2,556 $ 3,880 Less non-cash share-based compensation (1,063 ) (2,354 ) Operating costs and expenses excluding non-cash share-based compensation $ 1,493 $ 1,526 Operating costs and expenses excluding non-cash CAR-T Therapeutics $ 598 $ 669 Cancer Vaccines 588 480 Anti-Viral Therapeutics 305 372 Other 2 5 Total $ 1,493 $ 1,526 Operating costs and expenses excluding non-cash based compensation $ 1,493 $ 1,526 January 31, October 31, Total assets: CAR-T Therapeutics $ 11,318 $ 16,921 Cancer Vaccines 11,098 9,442 Anti-Viral Therapeutics 5,750 3,811 Other 140 238 Total $ 28,306 $ 30,412 Total assets $ 28,306 $ 30,412 |
SCHEDULE OF CHANGES IN NONCONTR
SCHEDULE OF CHANGES IN NONCONTROLLING INTEREST (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Accounting Policies [Abstract] | ||
Beginning balance | $ (847) | |
Net loss attributable to noncontrolling interest | (32) | $ (50) |
Ending balance | $ (879) |
BUSINESS AND FUNDING (Details N
BUSINESS AND FUNDING (Details Narrative) shares in Millions | 3 Months Ended |
Jan. 31, 2023 shares | |
Sale of Stock, Number of Shares Issued in Transaction | 100 |
The Wistar Institute [Member] | |
Ownership percentage | 5% |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 3 Months Ended |
Jan. 31, 2023 | |
Accounting Policies [Abstract] | |
Revenue percentage | 100% |
SCHEDULE OF OPTION ACTIVITY (De
SCHEDULE OF OPTION ACTIVITY (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Jan. 31, 2023 USD ($) $ / shares shares | |
2010 Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Shares, options outstanding, beginning balance | shares | 1,501,500 |
Weighted Average Exercise Price Per Share, Outstanding Beginning balance | $ / shares | $ 2.83 |
Shares, Options outstanding, Ending balance | shares | 1,501,500 |
Weighted Average Exercise Price Per Share, Outstanding Ending balance | $ / shares | $ 2.83 |
Aggregate intrinsic value, outstanding and exercisable | $ | $ 2,312 |
2018 Share Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Shares, options outstanding, beginning balance | shares | 8,817,372 |
Weighted Average Exercise Price Per Share, Outstanding Beginning balance | $ / shares | $ 3.57 |
Shares, Options outstanding, Ending balance | shares | 10,320,000 |
Weighted Average Exercise Price Per Share, Outstanding Ending balance | $ / shares | $ 3.70 |
Shares, options, granted | shares | 1,505,000 |
Weighted Average Exercise Price Per Share, Granted | $ / shares | $ 4.29 |
Shares, options, exercised | shares | (2,372) |
Weighted average exercise price per share, exercised | $ / shares | $ 3.24 |
Aggregate Intrinsic Value, Outstanding Ending balance | $ | $ 6,914 |
Shares, Options outstanding, Exercisable | shares | 5,641,812 |
Weighted Average Exercise Price Per Share, Exercisable | $ / shares | $ 3.55 |
Aggregate Intrinsic Value, Exercisable | $ | $ 4,626 |
SCHEDULE OF OUTSTANDING AND EXE
SCHEDULE OF OUTSTANDING AND EXERCISABLE (Details) - $ / shares | 3 Months Ended | |
Jan. 31, 2023 | Oct. 31, 2022 | |
2010 Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number outstanding and exercisable | 1,501,500 | 1,501,500 |
Weighted average exercise price | $ 2.83 | $ 2.83 |
2010 Plan [Member] | Range One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of exercise prices, lower limit | 0.67 | |
Range of exercise prices, upper limit | $ 2.27 | |
Number outstanding and exercisable | 477,500 | |
Weighted average remaining contractual life | 3 years 6 months | |
Weighted average exercise price | $ 1.46 | |
2010 Plan [Member] | Range Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of exercise prices, lower limit | 2.58 | |
Range of exercise prices, upper limit | $ 3.13 | |
Number outstanding and exercisable | 515,000 | |
Weighted average remaining contractual life | 2 years 1 month 6 days | |
Weighted average exercise price | $ 2.78 | |
2010 Plan [Member] | Range Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of exercise prices, lower limit | 3.46 | |
Range of exercise prices, upper limit | $ 5.30 | |
Number outstanding and exercisable | 509,000 | |
Weighted average remaining contractual life | 5 years 3 months 18 days | |
Weighted average exercise price | $ 4.17 | |
2018 Share Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number outstanding and exercisable | 10,320,000 | 8,817,372 |
Weighted average exercise price | $ 3.70 | $ 3.57 |
Number exercisable, options exercisable | 5,641,812 | |
Weighted average exercise price, options exercisable | $ 3.55 | |
2018 Share Plan [Member] | Range One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of exercise prices, lower limit | 2.09 | |
Range of exercise prices, upper limit | $ 3.87 | |
Number outstanding and exercisable | 5,345,000 | |
Weighted average remaining contractual life | 7 years 2 months 12 days | |
Weighted average exercise price | $ 3.24 | |
Number exercisable, options exercisable | 4,211,112 | |
Weighted average remaining contractual life (in years), options exercisable | 6 years 8 months 12 days | |
Weighted average exercise price, options exercisable | $ 3.37 | |
2018 Share Plan [Member] | Range Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of exercise prices, lower limit | 3.96 | |
Range of exercise prices, upper limit | $ 5.30 | |
Number outstanding and exercisable | 4,975,000 | |
Weighted average remaining contractual life | 8 years 1 month 6 days | |
Weighted average exercise price | $ 4.20 | |
Number exercisable, options exercisable | 1,430,700 | |
Weighted average remaining contractual life (in years), options exercisable | 6 years 8 months 12 days | |
Weighted average exercise price, options exercisable | $ 4.09 | |
Outside of Plans [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of exercise prices | 6.56 | |
Outside of Plans [Member] | Range One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Weighted average exercise price | $ 6.56 | |
Outside of Plans [Member] | Range Two [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 1 month 6 days |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) $ / shares in Units, $ in Thousands | Jan. 31, 2023 USD ($) $ / shares shares |
Share-Based Payment Arrangement [Abstract] | |
Warrants outstanding, beginning balance | shares | 300,000 |
Weighted average exercise price per share warrants outstanding, ending balance | $ / shares | $ 6.56 |
Warrants outstanding and exercisable, shares | shares | 300,000 |
Warrants outstanding and exercisable, per share | $ / shares | $ 6.56 |
Aggregate intrinsic value | $ | $ 0 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details Narrative) - USD ($) | 3 Months Ended | |||||
Nov. 16, 2021 | Nov. 01, 2021 | Jun. 01, 2021 | Oct. 30, 2020 | Jan. 31, 2023 | Jan. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Stock option exercised | $ 3,000 | |||||
Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Stock option exercised | ||||||
Warrant [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Warrant expiration date | Oct. 30, 2026 | Oct. 30, 2025 | ||||
Warrant exercise price | $ 6.56 | |||||
Vesting period | 5 months | |||||
Consulting expense | $ 110,000 | |||||
Warrants to purchase common stock | 300,000 | |||||
Warrants maturity date | Mar. 22, 2026 | |||||
2018 Share Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares options, granted | 1,505,000 | |||||
Exercise price | $ 3.24 | |||||
Shares available for future grants | 675,000 | |||||
Employee Stock Purchase Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Purchase price of common stock percentage | 85% | |||||
Common stock issued pursuant to employee stock purchase plan, shares | 0 | 0 | ||||
Equity Option [Member] | 2018 Share Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares options, granted | 2,000,000 | |||||
Equity Option [Member] | 2018 Share Plan [Member] | Minimum [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price | $ 5 | |||||
Equity Option [Member] | 2018 Share Plan [Member] | Maximum [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price | $ 8 | |||||
Equity Option [Member] | 2018 Share Plan [Member] | Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares options, granted | 100,000 | |||||
Non Vested Stock Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Stock-based compensation | $ 0 | $ 1,405,000 | ||||
Stock Option Activity [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Option to purchase common stock | 2,372 | 100,000 | ||||
Share with held on cashless exercised | 808 | 53,091 | ||||
Stock option exercised | $ 3,000 | $ 0 | ||||
Employees and Directors [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Stock-based compensation | 957,000 | 730,000 | ||||
Consultants [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Options granted | $ 81,000 | $ 109,000 | ||||
Consultants [Member] | Warrant [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Warrants purchase of common stock | 60,000 | 60,000 | ||||
Warrant exercise price | $ 4.77 | $ 2.06 | ||||
Number of shares as payment | 25,484 | |||||
Employees and Consultants [Member] | 2018 Share Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares options, granted | 1,505,000 | 30,000 | ||||
Employees and Consultants [Member] | 2018 Share Plan [Member] | Minimum [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share exercise price | $ 4.19 | |||||
Employees and Consultants [Member] | 2018 Share Plan [Member] | Maximum [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share exercise price | $ 4.81 |
SCHEDULE OF FAIR VALUE MEASUREM
SCHEDULE OF FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Oct. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds: Cash and cash equivalents | $ 9,594 | $ 11,175 |
Certificates of deposit short term investments | 7,450 | 13,700 |
U S treasury bills short term investment | 10,462 | |
Total financial assets | 27,506 | 29,502 |
Certificates of deposit cash equivalents | 1,000 | |
US Treasury bills short term investments | 3,627 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds: Cash and cash equivalents | 9,594 | 11,175 |
Certificates of deposit short term investments | ||
U S treasury bills short term investment | ||
Total financial assets | 9,594 | 11,175 |
Certificates of deposit cash equivalents | ||
US Treasury bills short term investments | ||
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds: Cash and cash equivalents | ||
Certificates of deposit short term investments | 7,450 | 13,700 |
U S treasury bills short term investment | 10,462 | |
Total financial assets | 17,912 | 18,327 |
Certificates of deposit cash equivalents | 1,000 | |
US Treasury bills short term investments | 3,627 | |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds: Cash and cash equivalents | ||
Certificates of deposit short term investments | ||
U S treasury bills short term investment | ||
Total financial assets | ||
Certificates of deposit cash equivalents | ||
US Treasury bills short term investments |
SCHEDULE OF ACCRUED EXPENSES (D
SCHEDULE OF ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jan. 31, 2023 | Oct. 31, 2022 |
Payables and Accruals [Abstract] | ||
Payroll and related expenses | $ 461 | $ 1,144 |
Accrued royalty and contingent legal fees | 577 | 577 |
Accrued other | 37 | 5 |
Accrued expenses | $ 1,075 | $ 1,726 |
NET LOSS PER SHARE OF COMMON _2
NET LOSS PER SHARE OF COMMON STOCK (Details Narrative) - shares | 3 Months Ended | |
Jan. 31, 2023 | Jan. 31, 2022 | |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 11,821,500 | 10,700,626 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 300,000 | 360,000 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | Jan. 31, 2023 | Oct. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Unrecognized income tax benefits, penalties | $ 0 | $ 0 |
SCHEDULE OF MINIMUM LEASE PAYME
SCHEDULE OF MINIMUM LEASE PAYMENTS (Details) $ in Thousands | Jan. 31, 2023 USD ($) |
Leases | |
2023 | $ 49 |
2024 | 67 |
2025 | 70 |
2026 | 65 |
Total future minimum lease payments, undiscounted | 251 |
Less: Imputed interest | 42 |
Present value of future minimum lease payments | $ 209 |
LEASES (Details Narrative)
LEASES (Details Narrative) | 3 Months Ended | |
Jan. 31, 2023 USD ($) ft² | Jan. 31, 2022 USD ($) | |
Payments for rent | $ 17,000 | $ 17,000 |
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 | 44 months |
SCHEDULE OF SEGMENT INFORMATION
SCHEDULE OF SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 31, 2023 | Jan. 31, 2022 | Oct. 31, 2022 | |
Segment Reporting Information [Line Items] | |||
Net Loss | $ (2,354) | $ (3,879) | |
Total operating costs and expenses | 2,556 | 3,880 | |
Less non-cash share-based compensation | (1,063) | (2,354) | |
Operating costs and expenses excluding non-cash based compensation | 1,493 | 1,526 | |
Total assets | 28,306 | $ 30,412 | |
Cart Therapeutics [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Loss | (911) | (1,611) | |
Operating costs and expenses excluding non-cash based compensation | 598 | 669 | |
Total assets | 11,318 | 16,921 | |
Cancer Vaccines [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Loss | (958) | (1,357) | |
Operating costs and expenses excluding non-cash based compensation | 588 | 480 | |
Total assets | 11,098 | 9,442 | |
Anti Viral Therapeutics [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Loss | (482) | (904) | |
Operating costs and expenses excluding non-cash based compensation | 305 | 372 | |
Total assets | 5,750 | 3,811 | |
Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Loss | (3) | (7) | |
Operating costs and expenses excluding non-cash based compensation | 2 | $ 5 | |
Total assets | $ 140 | $ 238 |
SEGMENT INFORMATION (Details Na
SEGMENT INFORMATION (Details Narrative) | 3 Months Ended |
Jan. 31, 2023 Numbers | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |