Cover
Cover | 9 Months Ended |
Dec. 31, 2021 | |
Cover [Abstract] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2021 |
Current Fiscal Year End Date | --03-31 |
Entity File Number | 0-30314 |
Entity Registrant Name | Portage Biotech Inc |
Entity Central Index Key | 0001095435 |
Entity Address, Address Line One | Clarence Thomas Building |
Entity Address, Address Line Two | P.O. Box 4649 |
Entity Address, Address Line Three | Road Town |
Entity Address, City or Town | Tortola |
Entity Address, Postal Zip Code | VG1110 |
Condensed Consolidated Interim
Condensed Consolidated Interim Statements of Financial Position (Unaudited) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 25,603 | $ 2,770 |
Prepaid expenses and other receivables | 672 | 2,176 |
Total current asset | 26,275 | 4,946 |
Long-term assets | ||
Long-term portion of other receivables | 22 | |
Investment in associate | 1,372 | 1,735 |
Investments in private companies | 7,409 | 7,409 |
Goodwill | 43,324 | 43,324 |
In-process research and development | 117,388 | 117,388 |
Other assets | 38 | 36 |
Total assets | 195,806 | 174,860 |
Current liabilities | ||
Accounts payable and accrued liabilities | 477 | 1,938 |
Warrant liability | 159 | 1,120 |
Unsecured notes payable | 150 | |
Total current liabilities | 636 | 3,208 |
Non-current liabilities | ||
Deferred tax liability | 23,606 | 24,050 |
Total non-current liabilities | 23,606 | 24,050 |
Total liabilities | 24,242 | 27,258 |
Shareholders’ Equity | ||
Capital stock | 158,294 | 130,649 |
Stock option reserve | 14,225 | 7,977 |
Accumulated other comprehensive income | 958 | 958 |
Accumulated deficit | (47,688) | (38,135) |
Total equity attributable to owners of the Company | 125,789 | 101,449 |
Non-controlling interest | 45,775 | 46,153 |
Total equity | 171,564 | 147,602 |
Total liabilities and equity | $ 195,806 | $ 174,860 |
Condensed Consolidated Interi_2
Condensed Consolidated Interim Statements of Operations and Other Comprehensive (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Expenses | ||||
Research and development | $ 1,928 | $ 414 | $ 4,804 | $ 1,658 |
General and administrative expenses | 2,241 | 452 | 6,288 | 1,349 |
Loss from operations | (4,169) | (866) | (11,092) | (3,007) |
Change in fair value of warrant liability | 342 | (500) | 726 | (441) |
Share of (loss) income in associate accounted for using equity method | (261) | (121) | (363) | 270 |
Income (loss) on equity issued at a discount | 77 | (1,256) | ||
Gain on sale of marketable equity securities | 72 | |||
(Loss) on extinguishment of notes payable | (223) | |||
Foreign exchange transaction (loss) | (2) | (2) | ||
Interest (expense) | (1) | (3) | (42) | (172) |
Loss before provision for income taxes | (4,089) | (1,415) | (10,771) | (4,759) |
Income tax (expense) benefit | (117) | 65 | 465 | 65 |
Net (loss) | (4,206) | (1,350) | (10,306) | (4,694) |
Other comprehensive income (loss) | ||||
Unrealized (loss) on investment | ||||
Total comprehensive (loss) for period | (4,206) | (1,350) | (10,306) | (4,694) |
Net (loss) income attributable to: | ||||
Owners of the Company | (3,512) | (1,184) | (9,553) | (4,335) |
Non-controlling interest | (694) | (166) | (753) | (359) |
Net (loss) income | (4,206) | (1,350) | (10,306) | (4,694) |
Comprehensive (loss) attributable to: | ||||
Owners of the Company | (3,512) | (1,184) | (9,553) | (4,335) |
Non-controlling interest | (694) | (166) | (753) | (359) |
Total comprehensive (loss) income for year | $ (4,206) | $ (1,350) | $ (10,306) | $ (4,694) |
(Loss) per share (Actual) | ||||
Basic and diluted | $ (0.26) | $ (0.10) | $ (0.74) | $ (0.37) |
Weighted average shares outstanding | ||||
Basic and diluted | 13,344 | 12,031 | 12,966 | 11,619 |
Condensed Consolidated Interi_3
Condensed Consolidated Interim Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Issued capital [member] | Stock Option Reserve [Member] | Accumulated other comprehensive income [member] | Retained earnings [member] | Equity attributable to owners of parent [member] | Non-controlling interests [member] | Total |
Beginning balance, value at Mar. 31, 2020 | $ 117,817 | $ 58 | $ 958 | $ (22,302) | $ 96,531 | $ 49,110 | $ 145,641 |
Beginning balance, shares at Mar. 31, 2020 | 10,988 | ||||||
IfrsStatementLineItems [Line Items] | |||||||
Shares issued under private placement | $ 6,980 | 6,980 | 6,980 | ||||
Shares issued under private placement, shares | 698 | ||||||
Share-based compensation | 712 | 712 | |||||
Exchange of SalvaRx Limited warrants for Portage warrants | 2,640 | 2,640 | 2,640 | ||||
Settlement of non-controlling interest in SalvaRx Limited | 2,451 | 2,451 | (2,451) | ||||
Warrant liability at contract price | (330) | (330) | (330) | ||||
Fair value adjustment for shares issued at a discount in SalvaRx Limited | 1,256 | 1,256 | 1,256 | ||||
Expiration of unexercised stock options | 22 | (22) | |||||
Net loss for period | (4,335) | (4,335) | (359) | (4,694) | |||
Share issuance costs | $ (248) | (248) | (248) | ||||
Fair value adjustment for shares issued at a discount in SalvaRx Limited, shares | 397 | ||||||
Ending balance, value at Dec. 31, 2020 | $ 130,588 | 36 | 958 | (26,637) | 104,945 | 47,012 | 151,957 |
Ending balance, shares at Dec. 31, 2020 | 12,083 | ||||||
Beginning balance, value at Mar. 31, 2021 | $ 130,649 | 7,977 | 958 | (38,135) | 101,449 | 46,153 | 147,602 |
Beginning balance, shares at Mar. 31, 2021 | 12,084 | ||||||
IfrsStatementLineItems [Line Items] | |||||||
Share-based compensation | 6,248 | 6,248 | 191 | 6,439 | |||
Shares issued under ATM | $ 2,643 | 2,643 | 2,643 | ||||
Shares issued under ATM, shares | 91 | ||||||
Shares issued under offering | $ 26,450 | 26,450 | 26,450 | ||||
Shares issued under offering, shares | 1,150 | ||||||
Shares issued or accrued for services | $ 90 | 90 | 90 | ||||
Shares issued or accrued for services, shares | 4 | ||||||
Warrants exercised | $ 339 | 339 | 339 | ||||
Warrants exercised, shares | 16 | ||||||
Exchange of notes payable and accrued interest for iOx shares | 184 | 184 | |||||
Net loss for period | (9,553) | (9,553) | (753) | (10,306) | |||
Share issuance costs | (1,877) | (1,877) | (1,877) | ||||
Ending balance, value at Dec. 31, 2021 | $ 158,294 | $ 14,225 | $ 958 | $ (47,688) | $ 125,789 | $ 45,775 | $ 171,564 |
Ending balance, shares at Dec. 31, 2021 | 13,345 |
Condensed Consolidated Interi_4
Condensed Consolidated Interim Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows provided by (used in) operating activities: | ||
Net loss for the period | $ (10,306) | $ (4,694) |
Adjustments for non-cash items: | ||
Share-based compensation expense | 6,439 | 712 |
(Decrease) in deferred tax liability | (444) | |
(Income) loss on fair value of warrant liability | (726) | 441 |
Value of shares issued for services | 90 | |
Share of loss (gain) in associate | 363 | (270) |
Gain on sale of marketable equity securities | (72) | |
Loss on equity issued at a discount | 1,256 | |
Amortization of debt discount | 76 | |
Loss on early extinguishment of debt | 223 | |
Foreign exchange transaction loss | 2 | |
Accounts receivable | 385 | 23 |
Prepaid expenses and other receivables | 1,286 | 14 |
Other assets | (144) | (36) |
Accounts payable and accrued liabilities | (1,486) | (1,014) |
Other | 30 | (28) |
Net cash used in operating activities | (4,513) | (3,367) |
Cash flows provided by (used in) investing activities: | ||
Proceeds from sale of marketable securities | 140 | |
Investment in associates | (1,000) | |
Net cash used in investing activities | (860) | |
Cash flows provided by (used in) financing activities: | ||
Proceeds from shares issued under registered offering | 29,093 | 6,980 |
Share issuance costs | (1,852) | (248) |
Proceeds from exercise of stock purchase warrants | 105 | |
Repayment of unsecured notes payable | (1,020) | |
Repayment of advance from related party | (1,000) | |
Net cash provided by financing activities | 27,346 | 4,712 |
Increase in cash and cash equivalents during period | 22,833 | 485 |
Cash and cash equivalents at beginning of period | 2,770 | 3,152 |
Cash and cash equivalents at end of period | 25,603 | 3,637 |
Cash paid for interest | 19 | 748 |
Increase in accounts payable for stock issuance costs | 25 | |
Fair value of warrant liability for Portage warrants issued | 159 | 271 |
Decrease in warrant liability from warrant exercise | 235 | |
Exchange of iOx shares for settlement of notes payable, accrued interest and warrants | 184 | |
Shares issued pursuant to settlement of SalvaRx Limited notes and warrants | $ 2,640 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 9 Months Ended |
Dec. 31, 2021 | |
Nature Of Operations | |
NATURE OF OPERATIONS | NOTE 1. NATURE OF OPERATIONS Portage Biotech Inc. (the "Company" or “Portage”) is incorporated in the British Virgin Islands ("BVI") with its registered office located at Clarence Thomas Building, P.O. Box 4649, Road Town, Tortola, BVI. Its USA agent, Portage Development Services ("PDS"), is located at 61 Wilton Road, Westport, CT, 06880, USA. The Company is a foreign private issuer under SEC rules. It is also a reporting issuer under the securities legislation of the provinces of Ontario and British Columbia. Its ordinary shares were listed on the Canadian Stock Exchange (“CSE”) under the symbol “PBT.U”. On February 25, 2021, the ordinary shares of the Company began trading on the NASDAQ Capital Market (“NASDAQ”) under the symbol “PRTG”. As the principal market for the Company’s ordinary shares is NASDAQ, the Company voluntarily delisted from the CSE on April 23, 2021. Portage is a clinical stage immune-oncology company focused on overcoming immune resistance and currently managing 10 immuno-oncology assets at various development stages. We source, nurture and develop the creation of early- to mid-stage, first- and best-in-class therapies for a variety of cancers, by funding, implementing viable, cost effective product development strategies, clinical counsel/trial design, shared services, financial and project management to enable efficient, turnkey execution of commercially informed development plans. Our drug development pipeline portfolio encompasses products or technologies based on biology addressing known resistance pathways/mechanisms of current check point inhibitors with established scientific rationales, including intratumoral delivery, nanoparticles, liposomes, aptamers, and virus-like particles. On August 13, 2018, the Company reached a definitive agreement to acquire 100 8,050,701 On June 5, 2020, the Company effected a 100:1 reverse stock split. All share and per share information included in the consolidated financial statements have been retroactively adjusted to reflect the impact of the reverse stock split. The shares of ordinary shares authorized remained at an unlimited number of ordinary shares without par value. Portage filed a shelf registration statement and prospectus with the Securities and Exchange Commission (“SEC”) under which it may sell shares, debt securities, warrants and units that Portage may sell in one or more offerings from time to time, which became effective on March 8, 2021 (“Registration Statement” or “Prospectus”). The specific terms of any securities to be offered pursuant to the base prospectus are specified in the sales agreement prospectus. The Registration Statement currently includes: · a base prospectus, which covers the offering, issuance and sales by us of up to $ 200,000,000 · a sales agreement supplemental prospectus covering the offer, issuance and sale by us in an “at the market” offering of up to a maximum aggregate offering price of up to $ 50,000,000 · a prospectus supplement dated June 24, 2021, for the offer, issuance and sale by us of 1,150,000 ordinary shares for gross proceeds of approximately $26.5 million in a firm commitment underwriting with Cantor Fitzgerald. The sales agreement with Cantor Fitzgerald permits the Company to sell in an at the market offering up to $50,000,000 of ordinary shares from time to time, the amount of which is included in the $200,000,000 of securities that may be offered, issued and sold by us under the base prospectus. The sales under the prospectus will be deemed to be made pursuant to an “at the market” offering as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933 (the Securities Act). Upon termination of the sales agreement, any portion of the $50,000,000 included in the sales agreement prospectus that is not sold pursuant to the sales agreement will be available for sale in other offerings pursuant to the base prospectus, and if no shares are sold under the sales agreement, the full $50,000,000 of securities may be sold in other offerings pursuant to the base prospectus. See Note 2, “Liquidity” and Note 14, “Capital Stock” for a further discussion. |
LIQUIDITY
LIQUIDITY | 9 Months Ended |
Dec. 31, 2021 | |
Liquidity | |
LIQUIDITY | NOTE 2. LIQUIDITY As of December 31, 2021, the Company had cash and cash equivalents of $ 25.6 25.1 During the quarter ended June 30, 2021, the Company commenced an “at the market” offering, under which it sold 90,888 shares generating gross proceeds of approximately $2.6 million ($2.5 million, net of commissions). On June 24, 2021, the Company completed a firm commitment underwritten public offering of 1,150,000 ordinary shares at a public offering price of $23.00 per share for gross proceeds of approximately $26.5 million and was settled June 28, 2021. The Company incurred aggregate offering expenses for the public offering of approximately $1.8 million, including approximately $1.6 million of management, underwriting and selling expenses. Management believes the funds generated, along with existing cash, will be sufficient to fund the Company’s research and development activities, as well as the expansion of its operating infrastructure and achievement of numerous developmental milestones. The amount raised is at least sufficient to fund operations through March 2023. The Company has incurred substantial operating losses since inception and expects to continue to incur significant operating losses for the foreseeable future and may never become profitable. The losses result primarily from its conduct of research and development activities. The Company historically has funded its operations principally from proceeds from issuances of equity and debt securities and would expect to enter the capital markets if additional funding is required. COVID-19 Effect Beginning in early March 2020, the COVID-19 pandemic and the measures imposed to contain this pandemic have disrupted and are expected to continue to impact the Company's business operations. The magnitude of the impact of the COVID-19 pandemic on the Company's productivity, results of operations and financial position, and its disruption to the Company's business and clinical programs and timelines, will depend, in part, on the length and severity of these restrictions and on the Company's ability to conduct business in the ordinary course. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Dec. 31, 2021 | |
Basis Of Presentation | |
BASIS OF PRESENTATION | NOTE 3. BASIS OF PRESENTATION Statement of Compliance and Basis of Presentation These condensed consolidated interim financial statements have been prepared in accordance with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”), IAS 34 Interim Financial Reporting These condensed consolidated interim financial statements have been prepared on an historical cost basis except for items disclosed herein at fair value (see Note 19, “Financial Instruments and Risk Management”). In addition, these condensed consolidated interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information. The Company has only one reportable operating segment. These condensed consolidated interim financial statements were approved and authorized for issuance by the Audit Committee and Board of Directors on February 18, 2022. Consolidation The condensed consolidated interim financial statements include the accounts of the Company and, (a) SalvaRx Limited (“SalvaRx”), a wholly-owned subsidiary, incorporated on May 6, 2015 in the British Virgin Islands. (b) iOx Therapeutics Ltd. (“iOx”), a United Kingdom based immune-oncology company, a 60.49 60.49 78.32 (c) Saugatuck Therapeutics, Ltd. (“Saugatuck”), a 70 (d) Portage Developmental Services, a 100% owned subsidiary incorporated in Delaware, which provides human resources, and other services to each operating subsidiary via a shared services agreement. (e) SalvaRx LLC, a 100% owned subsidiary through SalvaRx. Consolidation (Cont’d) (f) Saugatuck Rx LLC, a wholly-owned subsidiary of Saugatuck. The following companies were disposed of on March 3, 2021 (see Note 7, “Disposition of PPL”): · Portage Pharmaceuticals Ltd. (“PPL”), a wholly-owned subsidiary acquired in a merger on July 23, 2013, incorporated in the British Virgin Islands. · EyGen Limited, (“EyGen”), a wholly-owned subsidiary of PPL, incorporated on September 20, 2016, in the British Virgin Islands. · Portage Glasgow Ltd. (“PGL”), a 65% subsidiary of PPL, incorporated in Glasgow, Scotland. All inter-company balances and transactions have been eliminated in consolidation. Non-controlling interest in the equity of a subsidiary is accounted for and reported as a component of stockholders’ equity. Non-controlling interests represent the 21.68 30 35 Functional and Presentation Currency The Company’s functional and presentation currency is the U.S. Dollar. Use of Estimates and Judgments The preparation of the condensed consolidated interim financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Significant areas where estimates are made include valuation of financial instruments, research and development costs, fair value used for acquisition and measurement of share-based compensation. Significant areas where critical judgments are applied include assessment of impairment of investments and goodwill and the determination of the accounting acquirer and acquiree in the business combination accounting. Reclassifications Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 4. SIGNIFICANT ACCOUNTING POLICIES The accounting policies are set out in Note 4 to the fiscal 2021 audited consolidated financial statements. These policies have been applied consistently to all periods presented in these condensed consolidated interim financial statements. Recent Accounting Pronouncements Impact of Adoption of Significant New IFRS Standards in 2020 (a) IAS 1: Presentation of Financial Statements, and IAS 8: Accounting Policies, Changes in Accounting Estimates and Errors (Amendment) (b) Conceptual Framework for Financial Reporting IFRS Pronouncements Issued But Not Yet Effective New Accounting Standards, Interpretations and Amendments Standards issued but not yet effective up to the date of issuance of the Company's condensed consolidated interim financial statements are listed below. This listing is of standards and interpretations issued, which the Company reasonably expects to be applicable at a future date. The Company intends to adopt those standards when they become effective. (c) Annual Improvements to IFRS Standards 2018-2020 The annual improvements process addresses issues in the 2018-2020 reporting cycles including changes to IFRS 9, “Financial Instruments,” IFRS 1, “First Time Adoption of IFRS,” IFRS 16, “Leases,” and IAS 41, “Biological Assets”. i) The amendment to IFRS 9 addresses which fees should be included in the 10% test for derecognition of financial liabilities. ii) The amendment to IFRS 1 allows a subsidiary adopting IFRS at a later date than its parent to also measure cumulative translation differences using the amounts reported by the parent based on the parent’s date of transition to IFRS. iii) The amendment to IFRS 16’s illustrative example 13 removes the illustration of payments from the lessor related to leasehold improvements. These amendments will be effective for annual periods beginning on or after January 1, 2022. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (d) IAS 37: Onerous Contracts - Cost of Fulfilling a Contract The amendment to IAS 37 clarifies the meaning of costs to fulfil a contract and that before a separate provision for an onerous contract is established, an entity recognizes any impairment loss that has occurred on assets used in fulfilling the contract, rather than on assets dedicated to the contract. This amendment will be effective for annual periods beginning on or after January 1, 2022. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (e) IAS 16: Proceeds Before Intended Use The amendment to IAS 16 prohibits an entity from deducting from the cost of an item of Property, plant and equipment any proceeds received from selling items produced while the entity is preparing the assets for its intended use (for example, the proceeds from selling samples produced when testing a machine to see if it is functioning properly). It also clarifies that an entity is testing whether the asset is functioning properly when it assesses the technical and physical performance of the asset. The amendment also requires certain related disclosures. This amendment will be effective for annual periods beginning on or after January 1, 2022. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (f) IAS 1: Presentation of Financial Statements The amendment to IAS 1 clarifies how to classify debt and other liabilities as either current or non-current. The amendment will be effective for annual periods beginning on or after January 1, 2023. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (g) Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and Its Associate or Joint Venture The amendment addresses the conflict between IFRS 10, “Consolidated Financial Statements,” and IAS 28, “Investments in Associates and Joint Ventures,” in dealing with the loss of control of a subsidiary that is sold or contributed to an associate or joint venture. The amendments clarify that the gain or loss resulting from the sale or contribution of assets that constitute a business, as defined in IFRS 3, “Business Combinations,” between an investor and its associate or joint venture, is recognized in full. Any gain or loss resulting from the sale or contribution of assets that do not constitute a business, however, is recognized only to the extent of unrelated investors' interests in the associate or joint venture. The IASB has deferred the effective date of these amendments indefinitely, but an entity that early adopts the amendments must apply them prospectively. The Company is evaluating whether the adoption of the above amendment will have a material impact on its financial statements. |
PREPAID EXPENSES AND OTHER RECE
PREPAID EXPENSES AND OTHER RECEIVABLES | 9 Months Ended |
Dec. 31, 2021 | |
Prepaid Expenses And Other Receivables | |
PREPAID EXPENSES AND OTHER RECEIVABLES | NOTE 5. PREPAID EXPENSES AND OTHER RECEIVABLES Schedule Of Prepaid Expenses And Other Receivables (In thousands) As of As of Research & development tax credits $ 257 $ 649 Prepaid insurance 206 1,445 Tax deposits 142 – Other receivables 67 34 Other prepaid expenses – 48 Total prepaid expenses and other receivables $ 672 $ 2,176 In October 2016, the Company's wholly-owned subsidiary, PPL, agreed to a settlement, from a claim made against a supplier, to receive $ 120,000 11,250 33,750 22,500 |
INVESTMENT IN ASSOCIATE
INVESTMENT IN ASSOCIATE | 9 Months Ended |
Dec. 31, 2021 | |
Investment In Associate | |
INVESTMENT IN ASSOCIATE | NOTE 6. INVESTMENT IN ASSOCIATE Details of the Company’s associate as of December 31, 2021 and March 31, 2021 are as follows: Schedule Of Investment Associate Name Principal Activity Place of Incorporation and Voting Rights Held as Voting Rights Held as Associate: Stimunity S.A. Biotechnology Paris, France 44.0 % 44.0 % The following table is a roll-forward of the Company’s investment in Stimunity S.A. as of and for the nine months ended December 31, 2021 and 2020: Schedule of investment in Stimunity S.A. As of and for the Nine Months Ended December 31, (In thousands) 2021 2020 Balance, beginning of period $ 1,735 $ 1,225 Additional investment – 1,000 Share of (loss) income (363 ) 270 Balance, end of period $ 1,372 $ 2,495 On June 1, 2020, the Company made an additional $ 1.0 44 The Company accounts for its investment in Stimunity under the equity method and accordingly, records its share of Stimunity’s earnings or loss based on its ownership percentage. The Company recorded equity in (loss) income in Stimunity of $( 261,000 121,000 363,000 270,000 Under the shareholders agreement, Portage has (i) a preferential subscription right to maintain its equity interest in Stimunity in the event of a capital increase from the issuance of new securities by Stimunity, except for issuances of new securities for stock options under a merger plan or for an acquisition, or (ii) the right to vote against any (a) issuances of additional securities that would call for the Company to waive its preferential subscription right, or (b) any dilutive issuance. |
DISPOSITION OF PPL
DISPOSITION OF PPL | 9 Months Ended |
Dec. 31, 2021 | |
Disposition Of Ppl | |
DISPOSITION OF PPL | NOTE 7. DISPOSITION OF PPL On March 3, 2021, the Company disposed of 100 10 229,848 |
INVESTMENTS IN PRIVATE COMPANIE
INVESTMENTS IN PRIVATE COMPANIES | 9 Months Ended |
Dec. 31, 2021 | |
Investments In Private Companies | |
INVESTMENTS IN PRIVATE COMPANIES | NOTE 8. INVESTMENTS IN PRIVATE COMPANIES The following is a discussion of our investments in private companies as of December 31, 2021 and March 31, 2021. Intensity In connection with the SalvaRx Acquisition in fiscal 2019, the Company acquired a $4.5 million interest in Intensity, a clinical stage biotechnology company, of 1.0 7.5 On July 11, 2019, the Company entered into an agreement with Fast Forward Innovations Limited ("Fast Forward") to purchase Intensity Holdings Limited ("IHL"), a wholly-owned subsidiary of Fast Forward. The Company paid $1.3 million for IHL through the issuance of 129,806 288,458 1,288,458 During the year ended March 31, 2020, the Company recorded an unrealized gain of $ 1.6 no As of each of December 31, 2021 and March 31, 2021, the Company owned approximately 8 On October 28, 2021, Intensity Therapeutics, Inc. filed a Form S-1 Registration Statement with the SEC to register shares for a public offering. The offering was approved by the SEC, but subsequently withdrawn prior to closing. Intensity is still evaluating market conditions to determine the timing of an offering. At December 31, 2021, the Company has valued its investment in Intensity based on Intensity’s last financing. If the offering is successful, the Company will value its investment in Intensity based upon fair value (market price) and will record periodic changes in carrying value through OCI. Sentien In August 2015, the Company acquired 210,210 5.06 0.7 |
GOODWILL
GOODWILL | 9 Months Ended |
Dec. 31, 2021 | |
Disclosure Goodwill Abstract | |
GOODWILL | NOTE 9. GOODWILL Schedule Of Goodwill (In thousands) As of December 31, 2021 As of Balance, beginning of period $ 43,324 $ 43,324 Balance, end of period $ 43,324 $ 43,324 The Company’s goodwill arose from the acquisition of SalvaRx and its portfolio of several projects and investments. As of December 31, 2021, the Company determined that it has only one cash-generating unit (“CGU”), the consolidated Portage Biotech, Inc. Impairment Review On an annual basis, pursuant to IAS 36, “Impairment of Assets,” the Company assesses its long-lived assets with definite lives, which are not yet available for use, for potential indicators of impairment. If any such indication exists, the Company estimates the recoverable amount of the asset or CGU and compares it to the carrying value. The Company performed its annual impairment test in each of fiscal 2021 and fiscal 2020 and estimated the recoverable amount of the above-noted CGU based on its value in use, which was determined using a capitalized cash flow methodology and categorized within level 3 of the fair market value hierarchy. The recoverable amount of the CGU has been determined based on its value in use. The recoverable amount considered assumptions based on probabilities of technical, regulatory and clinical acceptances and financial support. Further, management uses risk-adjusted cash flow projections based on financial budgets. Management believes that any reasonably possible change in the key assumptions on which the recoverable amount is based would not cause the carrying amount to exceed its recoverable amount. The discount rate has been determined based on the Company’s best estimate of a risk adjusted discount rate. The key assumptions used in the calculation of the recoverable amount include forecasts of the following: (a) revenues; (b) normalized operating expenses; (c) income taxes; and (d) capital expenditures. Discounted cash flows are determined with reference to undiscounted risk adjusted cash flows, and the discount rate approximated 20.0 20.5 Additionally, at the end of each reporting period, the Company is required to assess whether there is any indication that an asset may be impaired. Pursuant to IAS 36, the Company reviewed its assets for any indicators of impairment and considered underlying fundamentals, execution, de-risking/advancement of assets and the value creation activities during the three and nine months ended December 31, 2021. As of December 31, 2021, management assessed whether any indications of impairment existed for the Company’s CGU. As of December 31,2021, the Company’s market capitalization was less than its net assets, which is an external indicator of potential impairment. The Company evaluated this factor in conjunction with its assessment of the overall market environment and the progress made in developing the Company’s assets. The Company determined that a test for impairment was not required and no impairment was recorded for the three and nine months ended December 31, 2021. |
IN-PROCESS RESEARCH AND DEVELOP
IN-PROCESS RESEARCH AND DEVELOPMENT AND DEFERRED TAX LIABILITY | 9 Months Ended |
Dec. 31, 2021 | |
In-process Research And Development And Deferred Tax Liability | |
IN-PROCESS RESEARCH AND DEVELOPMENT AND DEFERRED TAX LIABILITY | NOTE 10. IN-PROCESS RESEARCH AND DEVELOPMENT AND DEFERRED TAX LIABILITY In-process research and development (“IPR&D”) consists of the following projects (in 000’$): Schedule of In process research and development Project # Description Value as of Value as of iOx: PORT 2 (IMM60) Melanoma & Lung Cancers $ 84,213 $ 84,213 PORT 3 (IMM65) Ovarian/Prostate Cancers 32,997 32,997 117,210 117,210 Oncomer/Saugatuck DNA Aptamers 178 178 $ 117,388 $ 117,388 Deferred tax liability $ 23,606 $ 24,050 As of December 31, 2021, management assessed whether any indications of impairment existed for the Company’s IPR&D. As indicated above, the Company did identify an external indicator of potential impairment but concluded that no test for impairment was required. Accordingly, no impairment was recorded for the three and nine months ended December 31, 2021. Deferred tax liability (DTL) represents iOx’s estimated tax on the difference between book and tax basis of the IPR&D, which is taxable in the United Kingdom. During the three and nine months ended December 31, 2021, the Company recorded deferred tax (expense) benefit of $( 0.1 0.5 |
UNSECURED NOTES PAYABLE
UNSECURED NOTES PAYABLE | 9 Months Ended |
Dec. 31, 2021 | |
Unsecured Notes Payable | |
UNSECURED NOTES PAYABLE | NOTE 11. UNSECURED NOTES PAYABLE Following is a roll-forward of notes payable: Schedule of notes payable CURRENT CURRENT NON-CURRENT (In thousands) PPL iOx SalvaRx Total Balance, April 1, 2020 $ 200 $ 100 $ 3,361 $ 3,661 Repayment – – (1,020 ) (1,020 ) Amortization of debt discount – – 76 76 Value of notes exchanged in warrant exercise – – (2,640 ) (2,640 ) Settlement in connection with disposition of PPL (200 ) – – (200 ) Loss on extinguishment of debt – – 223 223 Proceeds from loan payable – 50 – 50 Balance, March 31, 2021 $ – $ 150 $ – $ 150 Exchange of notes payable and accrued interest for iOx shares – (150 ) – (150 ) Balance, December 31, 2021 $ – $ – $ – $ – PPL and EyGen Unsecured Notes Payable During the year ended March 31, 2017, the Company's subsidiaries, PPL and EyGen, completed a private placement of unsecured notes (the "PPL Unsecured Notes"). The balance outstanding as of March 31, 2020 was $ 0.2 The PPL Unsecured Notes were settled as part of the disposition of PPL in March 2021 (see Note 7, “Disposition of PPL”). SalvaRx Unsecured Notes Payable and Warrants In connection with the SalvaRx Acquisition in January 2019, the Company assumed $3.96 million of principal in unsecured notes due on March 2, 2021 (or earlier upon a qualifying event), that bear interest at 7 The holders of the SalvaRx Notes received $7,500 of warrants in respect of each $10 thousand of principal issued. The warrants vest in the event of a qualifying transaction and are exercisable at a 30% discount to the implied valuation of SalvaRx 2.5 During September 2020, the Company settled the SalvaRx Notes obligations originally due in June 2021 in an aggregate principal amount of approximately $3.7 million, plus accrued interest of $0.75 million in exchange for cash payments totaling $ 1.77 397,604 6.64 The Company accounted for the contractual value of the exercised and outstanding warrants of $2.64 million (397,604 shares at $6.64 per share) as accrued equity issuable at September 30, 2020. The Company also recorded a loss of $1.26 million during the year ended March 31, 2021, to recognize the discount between the fair value of the underlying shares on October 13, 2020, the settlement date, ($9.80 per share) and the warrant exercise (contract) price of $6.64 per share. Four of the Company's directors, Gregory Bailey, James Mellon (former director), Steven Mintz (in trust) and Kam Shah, received, in total, 363,718 12,083,395 49,701 The Company also recorded a loss on early extinguishment of debt of $ 0.22 iOx Unsecured Notes Payable In connection with the SalvaRx Acquisition in January 2019, the Company assumed $2.0 million of 7% convertible notes issued by iOx, a wholly-owned subsidiary of SalvaRx (the “Convertible Notes”), of which the Company holds $1.9 million. On September 8, 2021, the Company, through SalvaRx, completed a settlement of loans (including interest) to and receivables from iOx for services rendered in exchange for 23,772 ordinary shares of iOx at a price of £162. 0.15 820 60.49 78.32 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
INCOME TAXES | NOTE 12. INCOME TAXES The Company is a British Virgin Island corporation. The Government of the British Virgin Islands does not, under existing legislation, impose any income or corporate tax on corporations. PDS is a U.S. corporation and is subject to U.S. federal, state and local income taxes, as applicable. iOx is subject to United Kingdom taxes. The benefit from income taxes consists of the following: Schedule Of Accounting Policy For Income Tax Explanatory For the Nine Months Ended December 31, (In thousands) 2021 2020 Current: Federal $ – $ – State and local – – Foreign 21 65 Total 21 65 Deferred: Federal – – State and local – – Foreign 444 – Total 444 – Benefits from income taxes $ 465 $ 65 The following is a reconciliation of the U.S. taxes to the effective income tax rates for the nine months ended December 31, 2021 and 2020 ($ in thousands): Schedule Of Taxes To The Effective Income Tax Rates 2021 2020 Loss on ordinary activities before tax $ 1,535 $ – Statutory U.S. income tax rate 21.0 % 21.0 % Loss at statutory income tax rate 322 – Losses (unrecognized) (322 ) – Income tax benefit (expense) $ – $ – The following is a reconciliation of the U.K. taxes to the effective income tax rates for the nine months ended December 31, 2021 and 2020 ($ in thousands): 2021 2020 Loss on ordinary activities before tax $ 2,434 $ 867 Statutory U.K. income tax rate 19.0 % 19.0 % Loss at statutory income tax rate 462 165 Foreign currency effect on deferred tax liability 444 – Research and development credit 21 65 Losses (unrecognized) (462 ) (165 ) Income tax benefit (expense) $ 465 $ 65 Research and development credit receivables of $ 0.3 0.6 The following is a reconciliation of financial statement loss to tax basis loss (in thousands): Schedule Of Reconciliation Of Financial Statement Loss Nine months ended December 31, 2021 Nine months ended December 31, 2020 United BVI United Total United BVI Foreign Total Pre-tax (loss) $ (1,535 ) $ (6,802 ) $ (2,434 ) $ (10,771 ) $ – $ (3,880 ) $ (879 ) $ (4,759 ) Losses not subject to tax – 6,802 – 6,802 – 3,880 – 4,180 Taxable (loss) $ (1,535 ) $ – $ (2,434 ) $ (3,969 ) $ – $ – $ (879 ) $ (879 ) As of December 31, 2021 and March 31, 2021, the Company's deferred tax assets and liabilities in the United Kingdom consisted of the effects of temporary differences attributable to the following (in thousands): Schedule Of deferred tax assets and liabilities December 31, 2021 March 31, 2021 Deferred tax assets: Net operating loss $ 2,151 $ 1,689 Deferred tax asset (unrecognized) $ 2,151 $ 1,689 Deferred tax liabilities: In process research and development $ 23,606 $ 24,050 Deferred tax liability $ 23,606 $ 24,050 iOx generated research and development cash credits of approximately $ 0.02 0.065 As of December 31, 2021, the Company had U.S. deferred tax assets of $ 0.3 no |
WARRANT LIABILITY
WARRANT LIABILITY | 9 Months Ended |
Dec. 31, 2021 | |
Warrant Liability | |
WARRANT LIABILITY | NOTE 13. WARRANT LIABILITY Below is the roll-forward of warrants issued by entity (see Note 11, “Unsecured Notes Payable”): Schedule Of Warrant Liability PBI Exercise Price Warrants Amount In 000’$ Warrants outstanding, April 1, 2021 $ 6.64 49,701 $ 1,120 Exercise of warrants as of December 31, 2021 $ 6.64 (15,813 ) (235 ) Fair value adjustment as of December 31, 2021 (1) (2) – – (726 ) Warrants outstanding, December 31, 2021 $ 6.64 33,888 $ 159 (1) Portage warrant liability valued at contract price, adjusted for fair value using the Black-Scholes model. The Black-Scholes assumptions used in the fair value calculation of the warrants as of December 31, 2021 were: Risk free rate: 0.29% Expected Dividend: $0 Expected Life: 0.78 years Volatility: 67.78% (2) The Company recognized a gain of $0.3 million and $0.7 million in the three and nine months ended December 31, 2021, respectively, to reflect the change in fair value of the underlying warrants. The Company recognized a loss of $0.5 million and $0.4 million in the three and nine months ended December 31, 2020, respectively, to reflect the change in fair value of the underlying warrants. |
CAPITAL STOCK
CAPITAL STOCK | 9 Months Ended |
Dec. 31, 2021 | |
Capital Stock | |
CAPITAL STOCK | NOTE 14. CAPITAL STOCK (a) Authorized ordinary shares : (b) Following is a roll-forward of ordinary shares for the nine months ended December 31, 2021 and 2020: Common shares: Unlimited number of common shares without par value Nine Months Ended December 31, 2021 2020 Ordinary Amount Ordinary Amount In 000’ In 000’$ In 000’ In 000’$ Balance, beginning of period 12,084 $ 130,649 10,988 $ 117,817 Shares issued in public offering and ATM 1,241 27,216 – – Warrants exercised 16 339 – – Shares issued for services 4 90 – – Shares issued in a private placement, net of issue costs – – 698 6,732 Exchange of SalvaRx warrants for Portage warrants – – – 2,640 Settlement of non-controlling interest in SalvaRx – – – 2,451 To reflect warrants issued and outstanding (d) – – – (330 ) Fair value adjustment for shares issued at a discount in SalvaRx – – 397 1,256 Expiration of unexercised stock options – – – 22 Balance, end of period 13,345 $ 158,294 12,083 $ 130,588 (c) Number of ordinary shares have been retroactively adjusted to reflect the impact of 100:1 reverse stock split on June 5, 2020. (d) Represents the contractual value of the Portage warrants, which was adjusted to fair value of $271 using the Black-Scholes model in the nine months ended December 31, 2020. On June 16, 2020, the Company completed a private placement of 698,145 10.00 6.98 215,000 2.15 During the quarter ended June 30, 2021, the Company commenced an “at the market” offering, under which it sold 90,888 2.6 2.5 On June 24, 2021, the Company completed a firm commitment underwritten public offering of 1,150,000 ordinary shares at a public offering price of $23.00 per share for gross proceeds of approximately $26.5 million and was settled June 28, 2021. The Company incurred aggregate offering expenses for the public offering of approximately $1.8 million, including approximately $1.6 million of management, underwriting and selling expenses. The Company is using the net proceeds raised to fund its research and development activities and support operations. The amount raised is sufficient to fund operations through at least March 2023. Funds may be used to accelerate development activities to advance the Company’s product portfolio, working capital and general corporate purposes. |
STOCK OPTION RESERVE
STOCK OPTION RESERVE | 9 Months Ended |
Dec. 31, 2021 | |
Stock Option Reserve | |
STOCK OPTION RESERVE | NOTE 15. STOCK OPTION RESERVE (a) The following table provides the activity for the Company’s stock option reserve for the nine months ended December 31, 2021 and 2020: Disclosure Of Terms Stock Option Reserve Explanatory Nine Months Ended December 31, 2021 2020 (In thousands) Non-Controlling Interest Stock Option Reserve Non-Controlling Interest Stock Option Reserve Balance, beginning of period $ 11,468 $ 7,977 $ 10,618 $ 58 Share-based compensation expense 191 6,248 712 – Expiration of unexercised stock options – – – (22 ) Balance, end of period $ 11,659 $ 14,225 $ 11,330 $ 36 Stock Options The Board of Directors of the Company (the "Board") established a stock option plan (the "2013 Option Plan") under which options to acquire ordinary shares of the Company are granted to directors, employees and consultants of the Company. The maximum number of ordinary shares issuable under the 2013 Option Plan shall not exceed 10% of the total number of issued and outstanding ordinary shares, inclusive of all shares presently reserved for issuance pursuant to previously granted stock options. If a stock option was surrendered, terminated or expired without being exercised, the ordinary shares reserved for issuance pursuant to such stock option were available for new stock options granted under the 2013 Option Plan. The options vest on a schedule determined by the Board of Directors, generally over two to four years, and expire after five years. As of March 31, 2019, the Board decided to discontinue the 2013 Option Plan and during the year ended March 31, 2021, 2,980 On June 25, 2020, at the annual meeting of shareholders, the Company’s new incentive stock option plan (the “2020 Stock Option Plan”) was approved, which authorized the directors to fix the option exercise price and to issue stock options under the plan as they see fit. The Company's 2020 Stock Option Plan is a 10% rolling stock option plan under which the directors are authorized to grant up to a maximum of 10% of the issued and outstanding ordinary shares on the date of grant. Effective January 13, 2021, the Company amended and restated its 2020 Stock Option Plan to permit the grant of additional types of equity compensation securities, including restricted stock units and dividend equivalent rights (the "2021 Equity Incentive Plan"). The aggregate number of equity securities, which may be issued under the 2021 Equity Incentive Plan has not been changed. Pursuant to the 2021 Equity Incentive Plan, on January 13, 2021, the Company granted an aggregate of 868,000 17.75 350,000 518,000 Additionally, the Company granted 243,000 17.75 4.3 (b) The movements in the number of options issued for the nine months ended December 31, 2021 and 2020 were: Schedule of outstanding stock options PBI 2021 Equity Incentive Plan PBI 2013 Option Plan iOx Option Plan Nine Months Ended Dec. 31, Nine Months Ended Dec. 31, Nine Months Ended Dec. 31, 2021 2020 2021 2020 2021 2020 Balance, beginning of period 868,000 – – 2,980 1,924 2,599 Granted – – – – – – Expired or forfeited – – – (2,980 ) (649 ) (675 ) Balance, end of period 868,000 – – – 1,275 1,924 Exercisable, end of period 116,666 – – – 1,275 1,604 The Board discontinued the 2013 Option Plan in fiscal 2019. (c) The following are the weighted average exercise price and the remaining contractual life for outstanding options by plan as of December 31, 2021 and 2020: Schedule of weighted average exercise price and the remaining contractual life PBI 2021 Equity Incentive Plan PBI 2013 Option Plan iOx Option Plan As of December 31, As of December 31, As of December 31, 2021 2020 2021 2020 2021 2020 Weighted average exercise price $ 17.75 $ – $ – $ – $ 162.14 $ 163.80 Weighted average remaining contractual life (in years) 9.04 – – – 0.34 1.20 The vested options can be exercised at any time in accordance with the applicable option agreement. The exercise price was greater than the market price on the date of the grants for all options outstanding as of December 31, 2021 and March 31, 2021. The Company recorded approximately $ 2.0 6.2 The Company recorded approximately $ 0.03 0.2 0.2 0.7 |
(LOSS) PER SHARE
(LOSS) PER SHARE | 9 Months Ended |
Dec. 31, 2021 | |
Profit or loss [abstract] | |
(LOSS) PER SHARE | NOTE 16. (LOSS) PER SHARE Basic earnings per share ("EPS") is calculated by dividing the net income (loss) attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year. Diluted EPS is calculated by dividing the net income (loss) attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. Basic earnings per share ("EPS") is calculated by dividing the net income (loss) attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year. Diluted EPS is calculated by dividing the net income (loss) attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The following table reflects the loss and share data used in the basic and diluted EPS calculations (dollars in thousands, except per share amounts): Schedule of basic and diluted EPS calculations Three Months Ended Nine Months Ended 2021 2020 2021 2020 Numerator (in 000’$) Net loss attributable to owners of the Company $ (3,512 ) $ (1,184 ) $ (9,553 ) $ (4,335 ) Denominator (in 000’) Weighted average number of shares – Basic and Diluted 13,344 12,031 12,966 11,619 Basic and diluted (loss) per share (Actual) $ (0.26 ) $ (0.10 ) $ (0.74 ) $ (0.37 ) The inclusion of the Company's stock options, restricted stock units and share purchase warrants in the computation of diluted loss per share would have an anti-dilutive effect on loss per share and are therefore excluded from the computation. Consequently, there is no difference between basic loss per share and diluted loss per share for the three and nine months ended December 31, 2021, and 2020. The following table reflects the outstanding securities by year that would have an anti-dilutive effect on loss per share, and accordingly, were excluded from the calculation. Schedule of Anti-Dilutive effect on Loss Per Share As of December 31, 2021 2020 Stock options 868,000 – Restricted stock units 243,000 – Warrants 33,888 – Inclusion of outstanding options or other common stock equivalents in the computation of diluted loss per share would have an anti-dilutive effect on the loss per share and are therefore excluded from the computation. Consequently, there is no difference between loss per share and diluted loss per share. |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 9 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingent Liabilities | |
COMMITMENTS AND CONTINGENT LIABILITIES | NOTE 17. COMMITMENTS AND CONTINGENT LIABILITIES The Company was originally committed to invest approximately €1.5 million ($ 1.9 688,359 1.0 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions | |
RELATED PARTY TRANSACTIONS | NOTE 18. RELATED PARTY TRANSACTIONS Investments The Company has entered into related party transactions and certain services agreements with its investees. Key management of the Company has also entered into related party transactions with investees. Key management personnel are those persons having the authority and responsibility for planning, directing and controlling the activities of the Company. The Board of Directors, Chairman, Chief Executive Officer and Chief Financial Officer are key management personnel. The following subsidiaries and associates are considered related parties: (a) Stimunity (b) iOx (c) Saugatuck (d) Intensity (e) PGL (f) Portage Development Services The following are significant related party balances and transactions other than those disclosed elsewhere in the condensed consolidated interim financial statements: Interest expense includes $ 78,427 692,045 805,000 2,415,000 6.64 In January 2020, a board member of the Company advanced the Company $ 1.0 Transactions between the parent company and its subsidiaries, which are related parties, have been eliminated in consolidation and are not disclosed in this note. On September 8, 2021, the Company, through SalvaRx, completed a settlement of loans (including interest) to and receivables from iOx for services rendered in exchange for 23,772 ordinary shares of iOx at a price of £162. Simultaneously, the Company entered into an agreement with Oxford Sciences Innovation, Plc (“OSI”), the holder of $ 0.15 820 60.49 78.32 Bonuses & Board Compensation Arrangements In December 2021, the Compensation Committee approved performance bonuses payable to senior management totaling $ 0.7 In addition, the Compensation Committee of the Board established board of director compensation. Effective January 1, 2022, each non-executive board member will be entitled to receive board fees of $ 40,000 6,900 Additionally, the chairperson of each of the Audit Committee, Compensation Committee and Nomination Committee will be entitled to annual fees of $15,000, $12,000 and $8,000, respectively, payable quarterly in arrears. Members of those committees will be entitled to annual fees of $7,500, $6,000 and $4,000, respectively, payable quarterly in arrears. |
FINANCIAL INSTRUMENTS AND RISK
FINANCIAL INSTRUMENTS AND RISK MANAGEMENT | 9 Months Ended |
Dec. 31, 2021 | |
Financial Instruments And Risk Management | |
FINANCIAL INSTRUMENTS AND RISK MANAGEMENT | NOTE 19. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT The Company’s financial instruments recognized in the Company’s condensed consolidated interim statements of financial position consist of the following: Fair value estimates are made at a specific point in time, based on relevant market information and information about financial instruments. These estimates are subject to and involve uncertainties and matters of significant judgment, therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The following table summarizes the Company’s financial instruments as of December 31, 2021 and March 31, 2021: Schedule of financial instruments As of December 31, 2021 As of March 31, 2021 Amortized Cost Fair Value through Other Comprehensive Amortized Cost FVTOCI Financial assets Cash and cash equivalents $ 25,603 $ – $ 2,770 $ – Prepaid expenses and other receivables $ 672 $ – $ 2,176 $ – Investments $ – $ 8,781 $ – $ 9,144 Amortized Cost Fair Value through Profit or Loss (FVTPL) Amortized Cost FVTPL Financial liabilities Accounts payable and accrued liabilities $ 477 $ – $ 1,938 $ – Unsecured notes payable $ – $ – $ 150 $ – Warrant liability $ – $ 159 $ – $ 1,120 A summary of the Company’s risk exposures as it relates to financial instruments are reflected below. Fair value of financial instruments The Company’s financial assets and liabilities are comprised of cash, receivables and investments in equities and private entities, accounts payable, warrant liability and unsecured notes payable. The Company classifies the fair value of these transactions according to the following fair value hierarchy based on the amount of observable inputs used to value the instrument: · · · Assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement within the fair value hierarchy. Management has assessed that the fair values of cash and cash equivalents, other receivables and accounts payable approximate their carrying amounts largely due to the short-term maturities of these instruments. The following methods and assumptions were used to estimate their fair values: Investment in Sentien Investment in Intensity Accrued equity issuable: Unsecured notes payable Warrant Liability There have been no transfers between levels of the fair value hierarchy for the nine months ended December 31, 2021 and the year ended March 31, 2021. The Company’s financial instruments are exposed to certain financial risks: credit risk and liquidity risk. Credit Risk Credit risk is the risk of loss associated with a counterparty’s inability to fulfil its payment obligations. The credit risk is attributable to various financial instruments, as noted below. The credit risk is limited to the carrying value as reflected in the Company’s condensed consolidated interim statements of financial position. Cash Other receivables. Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in satisfying financial obligations as they become due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without incurring unacceptable losses or risking harm to the Company’s reputation. The Company holds sufficient cash to satisfy obligations under accounts payable and accruals. The Company monitors its liquidity position regularly to assess whether it has the funds necessary to meet its operating needs and needs for investing in new projects. The Company believes that it has sufficient funding to finance the committed drug development work, apart from meeting its operational needs for the foreseeable future. However, as a biotech company at an early stage of development and without significant internally generated cash flows, there are inherent liquidity risks, including the possibility that additional financing may not be available to the Company, or that actual drug development expenditures may exceed those planned. The current uncertainty in global markets could have an impact on the Company’s future ability to access capital on terms that are acceptable to the Company. There can be no assurance that required financing will be available to the Company. See Note 2, “Liquidity” and Note 14, “Capital Stock” for a discussion of the Company’s share offering. |
CAPITAL DISCLOSURES
CAPITAL DISCLOSURES | 9 Months Ended |
Dec. 31, 2021 | |
Capital Disclosures | |
CAPITAL DISCLOSURES | NOTE 20. CAPITAL DISCLOSURES The Company considers the items included in shareholders’ equity as capital. The Company had accounts payable and accrued expenses of approximately $ 0.5 1.9 26.3 4.9 The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. As of December 31, 2021, shareholders’ equity attributable to the owners of the company was approximately $ 125.8 101.4 The Company is not subject to any externally imposed capital requirements and does not presently utilize any quantitative measures to monitor its capital. There have been no changes to the Company’s approach to capital management during the nine months ended December 31, 2021 and 2020. |
NON-CONTROLLING INTEREST
NON-CONTROLLING INTEREST | 9 Months Ended |
Dec. 31, 2021 | |
Non-controlling Interest | |
NON-CONTROLLING INTEREST | NOTE 21. NON-CONTROLLING INTEREST Schedule of non-controlling interest (In thousands) PGL SalvaRx iOx Saugatuck Total Non-controlling interest as of April 1, 2021 $ – $ – $ 46,173 $ (20 ) $ 46,153 Share-based compensation expense – – 191 – 191 Exchange of notes payable, accrued interest and warrants for iOx shares – – 184 – 184 Net (loss) attributable to non-controlling interest – – (436 ) (317 ) (753 ) Non-controlling interest as of December 31, 2021 $ – $ – $ 46,112 $ (337 ) $ 45,775 (In thousands) PGL SalvaRx iOx Saugatuck Total Non-controlling interest as of April 1, 2020 $ (81 ) $ 2,451 $ 46,712 $ 28 $ 49,110 Share-based compensation expense – – 712 – 712 Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement – (2,451 ) – – (2,451 ) Net (loss) attributable to non-controlling interest (10 ) – (317 ) (32 ) (359 ) Non-controlling interest as of December 31, 2020 $ (91 ) $ – $ 47,107 $ (4 ) $ 47,012 On September 8, 2021, the Company, through SalvaRx, completed a settlement of loans (including interest) to and receivables from iOx for services rendered in exchange for 23,772 Saugatuck and subsidiary includes Saugatuck and its wholly-owned subsidiary, Saugatuck Rx LLC. |
EVENTS AFTER THE BALANCE SHEET
EVENTS AFTER THE BALANCE SHEET DATE | 9 Months Ended |
Dec. 31, 2021 | |
Events After Balance Sheet Date | |
EVENTS AFTER THE BALANCE SHEET DATE | NOTE 22. EVENTS AFTER THE BALANCE SHEET DATE (a) Amended and Restated 2021 Equity Incentive Plan and Grants of Stock Options and Restricted Stock Units On January 19, 2022, the Board of Directors unanimously approved the Amended and Restated 2021 Equity Incentive Plan (the “Amended 2021 Equity Incentive Plan”). The Amended 2021 Equity Incentive Plan provides for: (1) An increase of aggregate number of shares available for awards to 2,001,812, which is equal to 15% of the issued and outstanding common shares in the capital of the Company as of January 19, 2022 subject to discretionary annual increases (on a cumulative basis) as may be approved by the Board in future years by a number of shares not to exceed an additional five percent (5%) of the aggregate number of shares then outstanding; (2) The authorization of incentive stock options (should shareholder approval be sought and obtained) under the Amended 2021 Equity Incentive Plan; and (3) The provision of dividend equivalent rights to be issued when authorized. Pursuant to the Amended 2021 Equity Incentive Plan, on January 19, 2022, the Company granted an aggregate of 302,000 10.22 13,800 of the 302,000 stock 288,200 (a) Amended and Restated 2021 Equity Incentive Plan and Grants of Stock Options and Restricted Stock Units (Cont’d) Additionally, the Company granted 135,740 10.22 (b) New Appointments to the Board of Directors On February 15, 2022, James Mellon, Linda Kozick and Mark Simon were appointed to the Board of Directors. Mr. Mellon owned approximately 23.9 % of the Company’s outstanding shares at that date. Additionally, Mr. Mellon had previously served as a member of the Board of Directors from 2016 to August 14, 2020. On February 16, 2022, in connection with the appointments, each of these directors were granted 13,800 8.59 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Impact of Adoption of Significant New IFRS Standards in 2020 (a) IAS 1: Presentation of Financial Statements, and IAS 8: Accounting Policies, Changes in Accounting Estimates and Errors (Amendment) (b) Conceptual Framework for Financial Reporting IFRS Pronouncements Issued But Not Yet Effective New Accounting Standards, Interpretations and Amendments Standards issued but not yet effective up to the date of issuance of the Company's condensed consolidated interim financial statements are listed below. This listing is of standards and interpretations issued, which the Company reasonably expects to be applicable at a future date. The Company intends to adopt those standards when they become effective. (c) Annual Improvements to IFRS Standards 2018-2020 The annual improvements process addresses issues in the 2018-2020 reporting cycles including changes to IFRS 9, “Financial Instruments,” IFRS 1, “First Time Adoption of IFRS,” IFRS 16, “Leases,” and IAS 41, “Biological Assets”. i) The amendment to IFRS 9 addresses which fees should be included in the 10% test for derecognition of financial liabilities. ii) The amendment to IFRS 1 allows a subsidiary adopting IFRS at a later date than its parent to also measure cumulative translation differences using the amounts reported by the parent based on the parent’s date of transition to IFRS. iii) The amendment to IFRS 16’s illustrative example 13 removes the illustration of payments from the lessor related to leasehold improvements. These amendments will be effective for annual periods beginning on or after January 1, 2022. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (d) IAS 37: Onerous Contracts - Cost of Fulfilling a Contract The amendment to IAS 37 clarifies the meaning of costs to fulfil a contract and that before a separate provision for an onerous contract is established, an entity recognizes any impairment loss that has occurred on assets used in fulfilling the contract, rather than on assets dedicated to the contract. This amendment will be effective for annual periods beginning on or after January 1, 2022. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (e) IAS 16: Proceeds Before Intended Use The amendment to IAS 16 prohibits an entity from deducting from the cost of an item of Property, plant and equipment any proceeds received from selling items produced while the entity is preparing the assets for its intended use (for example, the proceeds from selling samples produced when testing a machine to see if it is functioning properly). It also clarifies that an entity is testing whether the asset is functioning properly when it assesses the technical and physical performance of the asset. The amendment also requires certain related disclosures. This amendment will be effective for annual periods beginning on or after January 1, 2022. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (f) IAS 1: Presentation of Financial Statements The amendment to IAS 1 clarifies how to classify debt and other liabilities as either current or non-current. The amendment will be effective for annual periods beginning on or after January 1, 2023. The Company is currently evaluating the new guidance and impacts on its consolidated financial statements. (g) Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and Its Associate or Joint Venture The amendment addresses the conflict between IFRS 10, “Consolidated Financial Statements,” and IAS 28, “Investments in Associates and Joint Ventures,” in dealing with the loss of control of a subsidiary that is sold or contributed to an associate or joint venture. The amendments clarify that the gain or loss resulting from the sale or contribution of assets that constitute a business, as defined in IFRS 3, “Business Combinations,” between an investor and its associate or joint venture, is recognized in full. Any gain or loss resulting from the sale or contribution of assets that do not constitute a business, however, is recognized only to the extent of unrelated investors' interests in the associate or joint venture. The IASB has deferred the effective date of these amendments indefinitely, but an entity that early adopts the amendments must apply them prospectively. The Company is evaluating whether the adoption of the above amendment will have a material impact on its financial statements. |
PREPAID EXPENSES AND OTHER RE_2
PREPAID EXPENSES AND OTHER RECEIVABLES (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Prepaid Expenses And Other Receivables | |
Schedule Of Prepaid Expenses And Other Receivables | Schedule Of Prepaid Expenses And Other Receivables (In thousands) As of As of Research & development tax credits $ 257 $ 649 Prepaid insurance 206 1,445 Tax deposits 142 – Other receivables 67 34 Other prepaid expenses – 48 Total prepaid expenses and other receivables $ 672 $ 2,176 |
INVESTMENT IN ASSOCIATE (Tables
INVESTMENT IN ASSOCIATE (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Investment In Associate | |
Schedule Of Investment Associate | Schedule Of Investment Associate Name Principal Activity Place of Incorporation and Voting Rights Held as Voting Rights Held as Associate: Stimunity S.A. Biotechnology Paris, France 44.0 % 44.0 % |
Schedule of investment in Stimunity S.A. | Schedule of investment in Stimunity S.A. As of and for the Nine Months Ended December 31, (In thousands) 2021 2020 Balance, beginning of period $ 1,735 $ 1,225 Additional investment – 1,000 Share of (loss) income (363 ) 270 Balance, end of period $ 1,372 $ 2,495 |
GOODWILL (Tables)
GOODWILL (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Disclosure Goodwill Abstract | |
Schedule Of Goodwill | Schedule Of Goodwill (In thousands) As of December 31, 2021 As of Balance, beginning of period $ 43,324 $ 43,324 Balance, end of period $ 43,324 $ 43,324 |
IN-PROCESS RESEARCH AND DEVEL_2
IN-PROCESS RESEARCH AND DEVELOPMENT AND DEFERRED TAX LIABILITY (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
In-process Research And Development And Deferred Tax Liability | |
Schedule of In process research and development | Schedule of In process research and development Project # Description Value as of Value as of iOx: PORT 2 (IMM60) Melanoma & Lung Cancers $ 84,213 $ 84,213 PORT 3 (IMM65) Ovarian/Prostate Cancers 32,997 32,997 117,210 117,210 Oncomer/Saugatuck DNA Aptamers 178 178 $ 117,388 $ 117,388 Deferred tax liability $ 23,606 $ 24,050 |
UNSECURED NOTES PAYABLE (Tables
UNSECURED NOTES PAYABLE (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Unsecured Notes Payable | |
Schedule of notes payable | Schedule of notes payable CURRENT CURRENT NON-CURRENT (In thousands) PPL iOx SalvaRx Total Balance, April 1, 2020 $ 200 $ 100 $ 3,361 $ 3,661 Repayment – – (1,020 ) (1,020 ) Amortization of debt discount – – 76 76 Value of notes exchanged in warrant exercise – – (2,640 ) (2,640 ) Settlement in connection with disposition of PPL (200 ) – – (200 ) Loss on extinguishment of debt – – 223 223 Proceeds from loan payable – 50 – 50 Balance, March 31, 2021 $ – $ 150 $ – $ 150 Exchange of notes payable and accrued interest for iOx shares – (150 ) – (150 ) Balance, December 31, 2021 $ – $ – $ – $ – |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Schedule Of Accounting Policy For Income Tax Explanatory | Schedule Of Accounting Policy For Income Tax Explanatory For the Nine Months Ended December 31, (In thousands) 2021 2020 Current: Federal $ – $ – State and local – – Foreign 21 65 Total 21 65 Deferred: Federal – – State and local – – Foreign 444 – Total 444 – Benefits from income taxes $ 465 $ 65 |
Schedule Of Taxes To The Effective Income Tax Rates | Schedule Of Taxes To The Effective Income Tax Rates 2021 2020 Loss on ordinary activities before tax $ 1,535 $ – Statutory U.S. income tax rate 21.0 % 21.0 % Loss at statutory income tax rate 322 – Losses (unrecognized) (322 ) – Income tax benefit (expense) $ – $ – The following is a reconciliation of the U.K. taxes to the effective income tax rates for the nine months ended December 31, 2021 and 2020 ($ in thousands): 2021 2020 Loss on ordinary activities before tax $ 2,434 $ 867 Statutory U.K. income tax rate 19.0 % 19.0 % Loss at statutory income tax rate 462 165 Foreign currency effect on deferred tax liability 444 – Research and development credit 21 65 Losses (unrecognized) (462 ) (165 ) Income tax benefit (expense) $ 465 $ 65 |
Schedule Of Reconciliation Of Financial Statement Loss | Schedule Of Reconciliation Of Financial Statement Loss Nine months ended December 31, 2021 Nine months ended December 31, 2020 United BVI United Total United BVI Foreign Total Pre-tax (loss) $ (1,535 ) $ (6,802 ) $ (2,434 ) $ (10,771 ) $ – $ (3,880 ) $ (879 ) $ (4,759 ) Losses not subject to tax – 6,802 – 6,802 – 3,880 – 4,180 Taxable (loss) $ (1,535 ) $ – $ (2,434 ) $ (3,969 ) $ – $ – $ (879 ) $ (879 ) |
Schedule Of deferred tax assets and liabilities | Schedule Of deferred tax assets and liabilities December 31, 2021 March 31, 2021 Deferred tax assets: Net operating loss $ 2,151 $ 1,689 Deferred tax asset (unrecognized) $ 2,151 $ 1,689 Deferred tax liabilities: In process research and development $ 23,606 $ 24,050 Deferred tax liability $ 23,606 $ 24,050 |
WARRANT LIABILITY (Tables)
WARRANT LIABILITY (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Warrant Liability | |
Schedule Of Warrant Liability | Schedule Of Warrant Liability PBI Exercise Price Warrants Amount In 000’$ Warrants outstanding, April 1, 2021 $ 6.64 49,701 $ 1,120 Exercise of warrants as of December 31, 2021 $ 6.64 (15,813 ) (235 ) Fair value adjustment as of December 31, 2021 (1) (2) – – (726 ) Warrants outstanding, December 31, 2021 $ 6.64 33,888 $ 159 |
CAPITAL STOCK (Tables)
CAPITAL STOCK (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Capital Stock | |
Common shares: Unlimited number of common shares without par value | Common shares: Unlimited number of common shares without par value Nine Months Ended December 31, 2021 2020 Ordinary Amount Ordinary Amount In 000’ In 000’$ In 000’ In 000’$ Balance, beginning of period 12,084 $ 130,649 10,988 $ 117,817 Shares issued in public offering and ATM 1,241 27,216 – – Warrants exercised 16 339 – – Shares issued for services 4 90 – – Shares issued in a private placement, net of issue costs – – 698 6,732 Exchange of SalvaRx warrants for Portage warrants – – – 2,640 Settlement of non-controlling interest in SalvaRx – – – 2,451 To reflect warrants issued and outstanding (d) – – – (330 ) Fair value adjustment for shares issued at a discount in SalvaRx – – 397 1,256 Expiration of unexercised stock options – – – 22 Balance, end of period 13,345 $ 158,294 12,083 $ 130,588 |
STOCK OPTION RESERVE (Tables)
STOCK OPTION RESERVE (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Stock Option Reserve | |
Disclosure Of Terms Stock Option Reserve Explanatory | Disclosure Of Terms Stock Option Reserve Explanatory Nine Months Ended December 31, 2021 2020 (In thousands) Non-Controlling Interest Stock Option Reserve Non-Controlling Interest Stock Option Reserve Balance, beginning of period $ 11,468 $ 7,977 $ 10,618 $ 58 Share-based compensation expense 191 6,248 712 – Expiration of unexercised stock options – – – (22 ) Balance, end of period $ 11,659 $ 14,225 $ 11,330 $ 36 |
Schedule of outstanding stock options | Schedule of outstanding stock options PBI 2021 Equity Incentive Plan PBI 2013 Option Plan iOx Option Plan Nine Months Ended Dec. 31, Nine Months Ended Dec. 31, Nine Months Ended Dec. 31, 2021 2020 2021 2020 2021 2020 Balance, beginning of period 868,000 – – 2,980 1,924 2,599 Granted – – – – – – Expired or forfeited – – – (2,980 ) (649 ) (675 ) Balance, end of period 868,000 – – – 1,275 1,924 Exercisable, end of period 116,666 – – – 1,275 1,604 |
Schedule of weighted average exercise price and the remaining contractual life | Schedule of weighted average exercise price and the remaining contractual life PBI 2021 Equity Incentive Plan PBI 2013 Option Plan iOx Option Plan As of December 31, As of December 31, As of December 31, 2021 2020 2021 2020 2021 2020 Weighted average exercise price $ 17.75 $ – $ – $ – $ 162.14 $ 163.80 Weighted average remaining contractual life (in years) 9.04 – – – 0.34 1.20 |
(LOSS) PER SHARE (Tables)
(LOSS) PER SHARE (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Profit or loss [abstract] | |
Schedule of basic and diluted EPS calculations | Schedule of basic and diluted EPS calculations Three Months Ended Nine Months Ended 2021 2020 2021 2020 Numerator (in 000’$) Net loss attributable to owners of the Company $ (3,512 ) $ (1,184 ) $ (9,553 ) $ (4,335 ) Denominator (in 000’) Weighted average number of shares – Basic and Diluted 13,344 12,031 12,966 11,619 Basic and diluted (loss) per share (Actual) $ (0.26 ) $ (0.10 ) $ (0.74 ) $ (0.37 ) |
Schedule of Anti-Dilutive effect on Loss Per Share | Schedule of Anti-Dilutive effect on Loss Per Share As of December 31, 2021 2020 Stock options 868,000 – Restricted stock units 243,000 – Warrants 33,888 – |
FINANCIAL INSTRUMENTS AND RIS_2
FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Financial Instruments And Risk Management | |
Schedule of financial instruments | Schedule of financial instruments As of December 31, 2021 As of March 31, 2021 Amortized Cost Fair Value through Other Comprehensive Amortized Cost FVTOCI Financial assets Cash and cash equivalents $ 25,603 $ – $ 2,770 $ – Prepaid expenses and other receivables $ 672 $ – $ 2,176 $ – Investments $ – $ 8,781 $ – $ 9,144 Amortized Cost Fair Value through Profit or Loss (FVTPL) Amortized Cost FVTPL Financial liabilities Accounts payable and accrued liabilities $ 477 $ – $ 1,938 $ – Unsecured notes payable $ – $ – $ 150 $ – Warrant liability $ – $ 159 $ – $ 1,120 |
NON-CONTROLLING INTEREST (Table
NON-CONTROLLING INTEREST (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Non-controlling Interest | |
Schedule of non-controlling interest | Schedule of non-controlling interest (In thousands) PGL SalvaRx iOx Saugatuck Total Non-controlling interest as of April 1, 2021 $ – $ – $ 46,173 $ (20 ) $ 46,153 Share-based compensation expense – – 191 – 191 Exchange of notes payable, accrued interest and warrants for iOx shares – – 184 – 184 Net (loss) attributable to non-controlling interest – – (436 ) (317 ) (753 ) Non-controlling interest as of December 31, 2021 $ – $ – $ 46,112 $ (337 ) $ 45,775 (In thousands) PGL SalvaRx iOx Saugatuck Total Non-controlling interest as of April 1, 2020 $ (81 ) $ 2,451 $ 46,712 $ 28 $ 49,110 Share-based compensation expense – – 712 – 712 Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement – (2,451 ) – – (2,451 ) Net (loss) attributable to non-controlling interest (10 ) – (317 ) (32 ) (359 ) Non-controlling interest as of December 31, 2020 $ (91 ) $ – $ 47,107 $ (4 ) $ 47,012 |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Aug. 13, 2018 | |
IfrsStatementLineItems [Line Items] | ||
Issuance and sales | $ 200,000 | |
Maximum aggregate offering price | $ 50,000 | |
Cash fund, description | The sales agreement with Cantor Fitzgerald permits the Company to sell in an at the market offering up to $50,000,000 of ordinary shares from time to time, the amount of which is included in the $200,000,000 of securities that may be offered, issued and sold by us under the base prospectus. The sales under the prospectus will be deemed to be made pursuant to an “at the market” offering as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933 (the Securities Act). Upon termination of the sales agreement, any portion of the $50,000,000 included in the sales agreement prospectus that is not sold pursuant to the sales agreement will be available for sale in other offerings pursuant to the base prospectus, and if no shares are sold under the sales agreement, the full $50,000,000 of securities may be sold in other offerings pursuant to the base prospectus. See Note 2, “Liquidity” and Note 14, “Capital Stock” for a further discussion. | |
SalvaRx Group plc. [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Percentage of voting equity interests acquired | 100.00% | |
Number of instruments or interests issued or issuable | 8,050,701 |
LIQUIDITY (Details Narrative)
LIQUIDITY (Details Narrative) $ in Thousands | 9 Months Ended |
Dec. 31, 2021USD ($) | |
Liquidity | |
Cash | $ 25,600 |
Cash on hand | $ 25,100 |
Offering and through that process description | During the quarter ended June 30, 2021, the Company commenced an “at the market” offering, under which it sold 90,888 shares generating gross proceeds of approximately $2.6 million ($2.5 million, net of commissions). |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details Narrative) | Sep. 10, 2021 | Sep. 08, 2021 | Feb. 10, 2015 | Dec. 31, 2021 |
Bottom of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Proportion of ownership interest in associate | 60.49% | 60.49% | ||
Top of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Proportion of ownership interest in associate | 78.32% | 78.32% | ||
United Kingdom based immune-oncology [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Proportion of ownership interest in subsidiary | 60.49% | |||
Saugatuck [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Proportion of ownership interest in subsidiary | 70.00% | |||
Proportion of ownership interests held by non-controlling interests | 30.00% | |||
IOX [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Proportion of ownership interest in subsidiary | 21.68% | |||
Subsidiaries [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Proportion of ownership interests held by non-controlling interests | 35.00% |
PREPAID EXPENSES AND OTHER RE_3
PREPAID EXPENSES AND OTHER RECEIVABLES (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Prepaid Expenses And Other Receivables | ||
Research & development tax credits | $ 257 | $ 649 |
Prepaid insurance | 206 | 1,445 |
Tax deposits | 142 | |
Other receivables | 67 | 34 |
Other prepaid expenses | 48 | |
Total prepaid expenses and other receivables | $ 672 | $ 2,176 |
PREPAID EXPENSES AND OTHER RE_4
PREPAID EXPENSES AND OTHER RECEIVABLES (Details Narrative) - PPL Settlement [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Oct. 31, 2016 |
IfrsStatementLineItems [Line Items] | ||
Accruals | $ 120,000 | |
Loans payable in default | $ 11,250 | |
Current portion of non-current borrowings | 33,750 | |
Prepaid expenses and Other Receivables | $ 22,500 |
INVESTMENT IN ASSOCIATE (Detai
INVESTMENT IN ASSOCIATE (Details) - Stimunity S.A. [Member] | 9 Months Ended | 12 Months Ended |
Dec. 31, 2021 | Mar. 31, 2021 | |
IfrsStatementLineItems [Line Items] | ||
Principal place of business of associate | Biotechnology | |
Country of incorporation of associate | Paris, France | |
Proportion of voting rights held in associate | 44.00% | 44.00% |
INVESTMENT IN ASSOCIATE (Det_2
INVESTMENT IN ASSOCIATE (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Investment In Associate | ||
Balance | $ 1,735 | $ 1,225 |
Additional investment | 1,000 | |
Share of (loss) income | (363) | 270 |
Balance | $ 1,372 | $ 2,495 |
INVESTMENT IN ASSOCIATE (Detail
INVESTMENT IN ASSOCIATE (Details Narrative) - USD ($) $ in Thousands | Jun. 01, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
IfrsStatementLineItems [Line Items] | |||||
Additional investment | $ 1,000 | ||||
Stimunity S.A. [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Additional investment | $ 1,000 | ||||
Proportion of voting rights held in associate | 44.00% | ||||
Equity in loss income | $ 261,000 | $ 121,000 | $ 363,000 | $ 270,000 |
DISPOSITION OF PPL (Details Nar
DISPOSITION OF PPL (Details Narrative) - Portage Glasgow Ltd. [Member] $ in Thousands | Mar. 03, 2021USD ($) |
Entity Information [Line Items] | |
Disposition percentage | 100.00% |
Disposition value | $ 10 |
Intercompany receivable | $ 229,848 |
INVESTMENTS IN PRIVATE COMPAN_2
INVESTMENTS IN PRIVATE COMPANIES (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2021 | Jul. 11, 2019 | Aug. 31, 2015 | |
Intensity [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Unrealized Gain (Loss) On Investment | $ 0 | $ 1,600 | ||||
Series A preferred stock in Sentien Biotechnologies [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Number of shares purchased | 210,210,000 | |||||
InvestmentOwnershipPercentage | 5.06% | |||||
Acquisition Of SalvaRx [Member] | Intensity [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Number of shares purchased | 1,000 | |||||
InvestmentOwnershipPercentage | 7.50% | |||||
Unrealized Gain (Loss) On Investment | $ 700 | |||||
Acquisition Of Intensity Holding Limited [Member] | Intensity [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Number of instruments or interests issued or issuable | 129,806,000 | |||||
Number Of Private Company Share Consists In Sole Asset | 288,458,000 | |||||
Number of shares outstanding | 1,288,458 | |||||
Percentage of voting equity interests acquired | 8.00% |
GOODWILL (Details)
GOODWILL (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Disclosure Goodwill Abstract | ||
Goodwill | $ 43,324 | $ 43,324 |
GOODWILL (Details Narrative)
GOODWILL (Details Narrative) | Mar. 31, 2021 | Mar. 31, 2020 |
Disclosure Goodwill Abstract | ||
Discount rate applied to cash flow projections | 20.00% | 20.50% |
IN PROCESS RESEARCH AND DEVELOP
IN PROCESS RESEARCH AND DEVELOPMENT AND DEFERRED TAX LIABILITY (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
In-process research and development | $ 117,388 | $ 117,388 |
Deferred tax liability | 23,606 | 24,050 |
IMM 60 IOX Melanoma & Lung Cancers [Member] | ||
IfrsStatementLineItems [Line Items] | ||
In-process research and development | 84,213 | 84,213 |
IMM 65 IOX Ovarian/Prostate Cancers [Member] | ||
IfrsStatementLineItems [Line Items] | ||
In-process research and development | 32,997 | 32,997 |
Oncomer Saugatuck DNA Aptamers [Member] | ||
IfrsStatementLineItems [Line Items] | ||
In-process research and development | $ 178 | $ 178 |
IN-PROCESS RESEARCH AND DEVEL_3
IN-PROCESS RESEARCH AND DEVELOPMENT AND DEFERRED TAX LIABILITY (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2021 | Dec. 31, 2021 | |
In-process Research And Development And Deferred Tax Liability | ||
Deferred tax expense (income) | $ 100 | $ 500 |
UNSECURED NOTES PAYABLE (Detail
UNSECURED NOTES PAYABLE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2021 | Mar. 31, 2021 | |
IfrsStatementLineItems [Line Items] | |||
Balance | $ 150 | $ 150 | $ 3,661 |
Repayment | (1,020) | ||
Amortization of debt discount | 76 | ||
Value of notes exchanged in warrant exercise | (2,640) | ||
Settlement in connection with disposition of PPL | (200) | ||
Loss on extinguishment of debt | 220 | 223 | |
Proceeds from loan payable | 50 | ||
Exchange of notes payable and accrued interest for iOx shares | (150) | ||
Balance | 150 | ||
Ppl [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Balance | 200 | ||
Repayment | |||
Amortization of debt discount | |||
Value of notes exchanged in warrant exercise | |||
Settlement in connection with disposition of PPL | (200) | ||
Loss on extinguishment of debt | |||
Proceeds from loan payable | |||
Exchange of notes payable and accrued interest for iOx shares | |||
Balance | |||
Iox [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Balance | 150 | 150 | 100 |
Repayment | |||
Amortization of debt discount | |||
Value of notes exchanged in warrant exercise | |||
Settlement in connection with disposition of PPL | |||
Loss on extinguishment of debt | |||
Proceeds from loan payable | 50 | ||
Exchange of notes payable and accrued interest for iOx shares | (150) | ||
Balance | 150 | ||
SalvaRx [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Balance | 3,361 | ||
Repayment | (1,020) | ||
Amortization of debt discount | 76 | ||
Value of notes exchanged in warrant exercise | (2,640) | ||
Settlement in connection with disposition of PPL | |||
Loss on extinguishment of debt | 223 | ||
Proceeds from loan payable | |||
Exchange of notes payable and accrued interest for iOx shares | |||
Balance |
UNSECURED NOTES PAYABLE (Deta_2
UNSECURED NOTES PAYABLE (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Sep. 10, 2021 | Sep. 08, 2021 | Dec. 31, 2020 | Jan. 31, 2019 | Jun. 30, 2021 | Dec. 31, 2021 | Mar. 31, 2021 | Oct. 31, 2020 | Mar. 31, 2020 |
IfrsStatementLineItems [Line Items] | |||||||||
Aggregate principal amount of Unsecured Notes | $ 200 | ||||||||
Issuance of unsecured notes, description | The holders of the SalvaRx Notes received $7,500 of warrants in respect of each $10 thousand of principal issued. The warrants vest in the event of a qualifying transaction and are exercisable at a 30% discount to the implied valuation of SalvaRx | ||||||||
Financial liabilities, at fair value | $ 2,500 | ||||||||
Shares received | 363,718,000 | ||||||||
Loss On Extinguishment Of Debt | $ 220 | $ 223 | |||||||
Bottom of range [member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Proportion of ownership interest in associate | 60.49% | 60.49% | |||||||
Top of range [member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Proportion of ownership interest in associate | 78.32% | 78.32% | |||||||
Portage [Member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Number of exercise of warrants issued | 12,083,395,000 | ||||||||
Number of exercise of warrants outstanding | 49,701,000 | ||||||||
SalvaRx [Member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Unsecured Notes interest | 7.00% | ||||||||
Payment for settlement | $ 1,770 | ||||||||
Warrants exercised | 397,604 | ||||||||
Exercise Price | $ 6.64 | ||||||||
Contractual value of warrants exercised description | The Company accounted for the contractual value of the exercised and outstanding warrants of $2.64 million (397,604 shares at $6.64 per share) as accrued equity issuable at September 30, 2020. The Company also recorded a loss of $1.26 million during the year ended March 31, 2021, to recognize the discount between the fair value of the underlying shares on October 13, 2020, the settlement date, ($9.80 per share) and the warrant exercise (contract) price of $6.64 per share. | ||||||||
Loss On Extinguishment Of Debt | 223 | ||||||||
Acquistion, description | Company, through SalvaRx, completed a settlement of loans (including interest) to and receivables from iOx for services rendered in exchange for 23,772 ordinary shares of iOx at a price of £162. | Company assumed $2.0 million of 7% convertible notes issued by iOx, a wholly-owned subsidiary of SalvaRx (the “Convertible Notes”), of which the Company holds $1.9 million. | |||||||
O S I [Member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Accrued interest | $ 150 | ||||||||
Iox [Member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Loss On Extinguishment Of Debt | |||||||||
Number of shares issued | 820,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes | ||
Federal | ||
State and local | ||
Foreign | 21 | 65 |
Total | 21 | 65 |
Deferred: | ||
Federal | ||
State and local | ||
Foreign | 444 | |
Total | 444 | |
Benefits from income taxes | $ 465 | $ 65 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Entity Information [Line Items] | ||
Loss on ordinary activities before tax | $ 2,434 | $ 867 |
Applicable tax rate | 19.00% | 19.00% |
Loss at statutory income tax rate | $ 462 | $ 165 |
Losses (unrecognized) | (462) | (165) |
Income tax expense | 465 | 65 |
Foreign currency effect on deferred tax liability | 444 | |
Research and development credit | 21 | 65 |
United States [Member] | ||
Entity Information [Line Items] | ||
Loss on ordinary activities before tax | $ 1,535 | |
Applicable tax rate | 21.00% | 21.00% |
Loss at statutory income tax rate | $ 322 | |
Losses (unrecognized) | (322) | |
Income tax expense |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Entity Information [Line Items] | ||
Pre-tax (loss) | $ (10,771) | $ (4,759) |
Losses not subject to tax | 6,802 | 4,180 |
Taxable (loss) | (3,969) | (879) |
United States [Member] | ||
Entity Information [Line Items] | ||
Pre-tax (loss) | (1,535) | |
Losses not subject to tax | ||
Taxable (loss) | (1,535) | |
BVI | ||
Entity Information [Line Items] | ||
Pre-tax (loss) | (6,802) | (3,880) |
Losses not subject to tax | 6,802 | 3,880 |
Taxable (loss) | ||
United Kingdom [Member] | ||
Entity Information [Line Items] | ||
Pre-tax (loss) | (2,434) | |
Losses not subject to tax | ||
Taxable (loss) | $ (2,434) | |
Foreign | ||
Entity Information [Line Items] | ||
Pre-tax (loss) | (879) | |
Losses not subject to tax | ||
Taxable (loss) | $ (879) |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Deferred tax assets: | ||
Net operating loss | $ 2,151 | $ 1,689 |
Deferred tax asset (unrecognized) | 2,151 | 1,689 |
Deferred tax liabilities: | ||
In process research and development | 23,606 | 24,050 |
Deferred tax liability | $ 23,606 | $ 24,050 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Income Taxes | |||
Research and development credit receivables | $ 300 | $ 600 | |
Research and development refundable credits | 20 | $ 65 | |
Deferred tax assets | $ 300 | $ 0 |
WARRANT LIABILITY (Details)
WARRANT LIABILITY (Details) - SalvaRx Group plc. [Member] $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
IfrsStatementLineItems [Line Items] | |
Warrants outstanding exercise price at beginning | $ / shares | $ 6.64 |
Warrants outstanding, shares at beginning | shares | 49,701 |
Warrants outstanding, amount at beginning | $ | $ 1,120 |
Exercise of warrants, exercise price at end | $ / shares | $ 6.64 |
Exercise of warrants, shares at end | shares | (15,813) |
Exercise of warrants, amount at end | $ | $ (235) |
Fair value adjustment , exercise price at end | $ / shares | |
Fair value adjustment, shares at end | shares | |
Fair value adjustment, amount at end | $ | $ (726) |
Warrants outstanding, exercise price, at end | $ / shares | $ 6.64 |
Warrants outstanding, shares at end | shares | 33,888 |
Warrants outstanding, amount, at end | $ | $ 159 |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) - USD ($) shares in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Capital Stock | ||
Balance, Shares | 12,084 | 10,988 |
Balance | $ 130,649,000 | $ 117,817,000 |
Shares issued in public offering and ATM, shares | 1,241 | |
Shares issued in public offering and ATM | $ 27,216,000 | |
Warrants exercised, shares | 16 | |
Warrants exercised | $ 339,000 | |
Shares issued for services, shares | 4 | |
Shares issued for services | $ 90,000 | |
Shares issued in a private placement, net of issue costs, shares | 698 | |
Shares issued in a private placement, net of issue costs | $ 6,732,000 | |
Exchange of SalvaRx warrants for Portage warrants, shares | ||
Exchange of SalvaRx warrants for Portage warrants | $ 2,640,000 | |
Settlement of non-controlling interest in SalvaRx, shares | ||
Settlement of non-controlling interest in SalvaRx | $ 2,451,000 | |
To reflect warrants issued and outstanding, shares | ||
To reflect warrants issued and outstanding | $ (330,000) | |
Fair value adjustment for shares issued at a discount in SalvaRx, shares | 397 | |
Fair value adjustment for shares issued at a discount in SalvaRx | $ 1,256,000 | |
Expiration of unexercised stock options, shares | ||
Expiration of unexercised stock options | $ 22,000 | |
Balance, Shares | 13,345 | 12,083 |
Balance | $ 158,294,000 | $ 130,588,000 |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) - USD ($) shares in Thousands, $ / shares in Thousands, $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Jun. 24, 2021 | Jun. 16, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | ||||
Shares issued in private placement net of issue costs, shares | 698 | |||
Shares issued in private placement net of issue costs | $ 6,732 | |||
Shares issued in private placement net of issue cost shares | 90,888 | |||
Shares issued in private placement net of issue cost | $ 2,600 | |||
Offering expenses | $ 2,500 | |||
Public offering description | the Company completed a firm commitment underwritten public offering of 1,150,000 ordinary shares at a public offering price of $23.00 per share for gross proceeds of approximately $26.5 million and was settled June 28, 2021. The Company incurred aggregate offering expenses for the public offering of approximately $1.8 million, including approximately $1.6 million of management, underwriting and selling expenses. The Company is using the net proceeds raised to fund its research and development activities and support operations. The amount raised is sufficient to fund operations through at least March 2023. Funds may be used to accelerate development activities to advance the Company’s product portfolio, working capital and general corporate purposes. | |||
Accredited Investors [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Shares issued in private placement net of issue costs, shares | 698,145 | |||
Price per share | $ 10 | |||
Shares issued in private placement net of issue costs | $ 6,980 | |||
Directors [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Shares issued in private placement net of issue costs, shares | 215,000 | |||
Shares issued in private placement net of issue costs | $ 2,150 |
STOCK OPTION RESERVE (Details)
STOCK OPTION RESERVE (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | ||
Stock based compensation expense | $ 6,439 | $ 712 |
Expiration of unexercised stock options | 22 | |
Non-controlling interests [member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance | 11,468 | 10,618 |
Stock based compensation expense | 191 | 712 |
Expiration of unexercised stock options | ||
Balance | 11,659 | 11,330 |
Stock Option Reserve [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance | 7,977 | 58 |
Stock based compensation expense | 6,248 | |
Expiration of unexercised stock options | (22) | |
Balance | $ 14,225 | $ 36 |
STOCK OPTION RESERVE (Details 1
STOCK OPTION RESERVE (Details 1) - shares shares in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
P B I 2021 Equity Incentive Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance | 868,000 | |
Granted | ||
Expired or forfeited | ||
Balance | 868,000 | |
Exercisable as at end | 116,666 | |
P B I 2013 Option Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance | 2,980 | |
Granted | ||
Expired or forfeited | (2,980) | |
Balance | ||
Exercisable as at end | ||
I Ox Option Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance | 1,924 | 2,599 |
Granted | ||
Expired or forfeited | (649) | (675) |
Balance | 1,275 | 1,924 |
Exercisable as at end | 1,275 | 1,604 |
STOCK OPTION RESERVE (Details 2
STOCK OPTION RESERVE (Details 2) - $ / shares | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
P B I 2021 Equity Incentive Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Weighted average exercise price | $ 17.75 | |
Weighted average remaining contractual life of outstanding share options | 9 years 14 days | |
P B I 2013 Option Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Weighted average exercise price | ||
I Ox Option Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Weighted average exercise price | $ 162.14 | $ 163.80 |
Weighted average remaining contractual life of outstanding share options | 4 months 2 days | 1 year 2 months 12 days |
STOCK OPTION RESERVE (Details N
STOCK OPTION RESERVE (Details Narrative) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | Jan. 13, 2021 | |
IfrsStatementLineItems [Line Items] | ||||||
Stock options issued | 2,980 | |||||
Communication expense | $ 30 | $ 200 | $ 200 | $ 700 | ||
Board Of Directors [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Number of shares issued | 350,000 | |||||
Consultants [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Number of shares issued | 518,000 | |||||
N 2021 Equity Incentive Plan [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Number of shares issued | 868,000 | |||||
Exercise price of outstanding share options | $ 17.75 | |||||
Restricted Stock Units [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Stock granted | 243,000 | |||||
Fair value per share | $ 17.75 | |||||
Communication expense | $ 4,300 | |||||
Equity 2021 Incentive Plan [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Communication expense | $ 2,000 | $ 6,200 |
(LOSS) PER SHARE (Details)
(LOSS) PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator (in 000’$) | ||||
Net loss attributable to owners of the Company | $ (3,512) | $ (1,184) | $ (9,553) | $ (4,335) |
Denominator (in 000’) | ||||
Weighted average number of shares – Basic and Diluted | 13,344 | 12,031 | 12,966 | 11,619 |
Basic and diluted (loss) per share (Actual) | $ (0.26) | $ (0.10) | $ (0.74) | $ (0.37) |
(LOSS) PER SHARE (Details 1)
(LOSS) PER SHARE (Details 1) - shares shares in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
PBI 2013 Option Plan [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Anti-dilutive effect on loss per shar | 868,000 | |
Restricted Stock Units [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Anti-dilutive effect on loss per shar | 243,000 | |
Warrants [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Anti-dilutive effect on loss per shar | 33,888 |
COMMITMENTS AND CONTINGENT LI_2
COMMITMENTS AND CONTINGENT LIABILITIES (Details Narrative) - Stimunity S.A. [Member] $ in Thousands | Dec. 31, 2021USD ($) |
IfrsStatementLineItems [Line Items] | |
Commitment To Investment | $ 1,900 |
Discretionary investment | 688,359 |
Additional Discretionary Investment | $ 1,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Sep. 10, 2021 | Sep. 08, 2021 | Jul. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
IfrsStatementLineItems [Line Items] | |||||||
Interest expense | $ 1 | $ 3 | $ 42 | $ 172 | |||
Repayments Of Advance To Board Member Of Company | $ 1,000 | ||||||
Bonuses payable | 700 | ||||||
Board fees | $ 40,000 | ||||||
Annual grant | 6,900 | ||||||
Related party description | Additionally, the chairperson of each of the Audit Committee, Compensation Committee and Nomination Committee will be entitled to annual fees of $15,000, $12,000 and $8,000, respectively, payable quarterly in arrears. Members of those committees will be entitled to annual fees of $7,500, $6,000 and $4,000, respectively, payable quarterly in arrears. | ||||||
Bottom of range [member] | |||||||
IfrsStatementLineItems [Line Items] | |||||||
Proportion of ownership interest in associate | 60.49% | 60.49% | |||||
Top of range [member] | |||||||
IfrsStatementLineItems [Line Items] | |||||||
Proportion of ownership interest in associate | 78.32% | 78.32% | |||||
SalvaRx [Member] | |||||||
IfrsStatementLineItems [Line Items] | |||||||
Interest expense | $ 78,427 | ||||||
Accrued Interest | 692,045 | $ 692,045 | |||||
Debt instruments held | 805,000 | 805,000 | |||||
Amounts payable, related party transactions | $ 2,415,000 | $ 2,415,000 | |||||
Par value per share | $ 6.64 | $ 6.64 | |||||
O S I [Member] | |||||||
IfrsStatementLineItems [Line Items] | |||||||
Accrued interest | $ 150 | ||||||
Iox [Member] | |||||||
IfrsStatementLineItems [Line Items] | |||||||
Number of shares issued | 820 |
FINANCIAL INSTRUMENTS AND RIS_3
FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
IfrsStatementLineItems [Line Items] | ||||
Cash and cash equivalents | $ 25,603 | $ 2,770 | $ 3,637 | $ 3,152 |
Amortized cost [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Cash and cash equivalents | 25,603 | 2,770 | ||
Prepaid expenses and Other Receivables | 672 | 2,176 | ||
Investment | ||||
Accounts payable and accrued liabilities | 477 | 1,938 | ||
Unsecured notes payable | 150 | |||
Warrant liability | ||||
Fair Value to Other Comprehensive Income [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Cash and cash equivalents | ||||
Prepaid expenses and Other Receivables | ||||
Investment | 8,781 | 9,144 | ||
Accounts payable and accrued liabilities | ||||
Unsecured notes payable | ||||
Warrant liability | $ 159 | $ 1,120 |
CAPITAL DISCLOSURES (Details Na
CAPITAL DISCLOSURES (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Capital Disclosures | ||
Payables and accrued expenses | $ 500 | $ 1,900 |
Current assets | 26,300 | 4,900 |
Equity attributable to owners of parent | $ 125,800 | $ 101,400 |
NON-CONTROLLING INTEREST (Detai
NON-CONTROLLING INTEREST (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | $ 46,153 | $ 49,110 |
Share-based compensation expense | 191 | 712 |
Exchange of notes payable, accrued interest and warrants for iOx shares | 184 | |
Net income (loss) attributable to non-controlling interest | (753) | (359) |
Balance at end | 45,775 | 47,012 |
Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement | (2,451) | |
Pgl [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | (81) | |
Share-based compensation expense | ||
Exchange of notes payable, accrued interest and warrants for iOx shares | ||
Net income (loss) attributable to non-controlling interest | (10) | |
Balance at end | (91) | |
Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement | ||
SalvaRx [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 2,451 | |
Share-based compensation expense | ||
Exchange of notes payable, accrued interest and warrants for iOx shares | ||
Net income (loss) attributable to non-controlling interest | ||
Balance at end | ||
Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement | (2,451) | |
Iox [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 46,173 | 46,712 |
Share-based compensation expense | 191 | 712 |
Exchange of notes payable, accrued interest and warrants for iOx shares | 184 | |
Net income (loss) attributable to non-controlling interest | (436) | (317) |
Balance at end | 46,112 | 47,107 |
Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement | ||
SaugatuckMember | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | (20) | 28 |
Share-based compensation expense | ||
Exchange of notes payable, accrued interest and warrants for iOx shares | ||
Net income (loss) attributable to non-controlling interest | (317) | (32) |
Balance at end | $ (337) | (4) |
Exchange of SalvaRx warrants for Portage warrants in SalvaRx Note settlement |
NON-CONTROLLING INTEREST (Det_2
NON-CONTROLLING INTEREST (Details Narrative) shares in Thousands | Sep. 08, 2021shares |
Non-controlling Interest | |
Exchange of shares | 23,772 |
EVENTS AFTER THE BALANCE SHEE_2
EVENTS AFTER THE BALANCE SHEET DATE (Details Narrative) - $ / shares shares in Thousands | 1 Months Ended | 9 Months Ended | |||
Feb. 16, 2022 | Jan. 19, 2022 | Dec. 31, 2021 | Jan. 19, 2021 | Jan. 13, 2021 | |
Board Of Directors [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Number of shares issued | 350,000 | ||||
N 2021 Equity Incentive Plan [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Number of shares issued | 868,000 | ||||
Exercise price of outstanding share options | $ 17.75 | ||||
Restricted Stock Units [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Stock granted | 243,000 | ||||
Fair value per share | $ 17.75 | ||||
Events After The Balance Sheet Date [Member] | Board Of Directors [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Number of shares issued | 13,800 | ||||
Events After The Balance Sheet Date [Member] | Employees And Consultants [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Number of shares issued | 288,200 | ||||
Events After The Balance Sheet Date [Member] | N 2021 Equity Incentive Plan [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Number of shares issued | 302,000 | ||||
Exercise price of outstanding share options | $ 10.22 | ||||
Events After The Balance Sheet Date [Member] | Restricted Stock Units [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Stock granted | 135,740 | ||||
Fair value per share | $ 10.22 | ||||
Events After The Balance Sheet Date [Member] | Non Incentive Stock Options [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Stock granted | 13,800 | ||||
Fair value per share | $ 8.59 |