Cover
Cover - shares | 9 Months Ended | |
Apr. 30, 2023 | Jun. 14, 2023 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Apr. 30, 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --07-31 | |
Entity File Number | 001-40101 | |
Entity Registrant Name | BRIACELL THERAPEUTICS CORP. | |
Entity Central Index Key | 0001610820 | |
Entity Tax Identification Number | 47-1099599 | |
Entity Incorporation, State or Country Code | A1 | |
Entity Address, Address Line One | 235 15th Street | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | West Vancouver | |
Entity Address, State or Province | BC | |
Entity Address, Postal Zip Code | V7T 2X1 | |
City Area Code | 604 | |
Local Phone Number | 921-1810 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | true | |
Entity Common Stock, Shares Outstanding | 15,981,726 | |
Common Shares No Par Value [Member] | ||
Title of 12(b) Security | Common shares, no par value | |
Trading Symbol | BCTX | |
Security Exchange Name | NASDAQ | |
Warrants To Purchase Common Shares No Par Value [Member] | ||
Title of 12(b) Security | Warrants to purchase common shares, no par value | |
Trading Symbol | BCTXW | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Apr. 30, 2023 | Jul. 31, 2022 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 28,170,099 | $ 41,041,652 |
Amounts receivable | 14,896 | 24,103 |
Prepaid expenses | 1,317,985 | 1,280,945 |
Total current assets | 29,502,980 | 42,346,700 |
NON-CURRENT ASSETS: | ||
Investments | 2 | 2 |
Intangible assets, net | 218,886 | 230,339 |
Total non-current assets | 218,888 | 230,341 |
Total assets | 29,721,868 | 42,577,041 |
CURRENT LIABILITIES: | ||
Trade payables | 995,252 | 463,280 |
Accrued expenses and other payables (Note 7) | 387,842 | 477,807 |
Total current liabilities | 1,383,094 | 941,087 |
NON-CURRENT LIABILITIES: | ||
Warrant liability | 34,231,116 | 31,307,022 |
Total non-current liabilities | 34,231,116 | 31,307,022 |
SHAREHOLDERS’ EQUITY: | ||
Share Capital of no par value - Authorized: unlimited at April 30, 2023 and July 31, 2022 ; Issued and outstanding: 15,518,318 and 15,269,853 shares April 30, 2023 and July 31, 2022, respectively | 65,591,784 | 65,589,293 |
Additional paid in capital | 6,888,134 | 5,228,160 |
Accumulated other comprehensive loss | (138,684) | (138,684) |
Accumulated deficit | (78,233,576) | (60,349,837) |
Total shareholders’ equity (deficit) | (5,892,342) | 10,328,932 |
Total liabilities and shareholders’ equity (deficit) | $ 29,721,868 | $ 42,577,041 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | 9 Months Ended | 12 Months Ended |
Apr. 30, 2023 | Jul. 31, 2022 | |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized, unlimited | Unlimited | Unlimited |
Common stock, shares issued | 15,518,318 | 15,269,853 |
Common stock, shares outstanding | 15,518,318 | 15,269,853 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Operating Expenses: | ||||
Research and development expenses | $ 3,860,568 | $ 2,268,805 | $ 10,169,140 | $ 4,852,620 |
General and administrative expenses (Note 7) | 1,816,461 | 1,854,455 | 5,397,363 | 5,202,258 |
Total operating expenses | 5,677,029 | 4,123,260 | 15,566,503 | 10,054,878 |
Operating loss | (5,677,029) | (4,123,260) | (15,566,503) | (10,054,878) |
Financial income (expenses), net | 781,593 | (5,892,313) | (2,317,236) | (16,333,673) |
Net loss for the period | (4,895,436) | (10,015,573) | (17,883,739) | (26,388,551) |
Comprehensive loss for the period | $ (4,895,436) | $ (10,015,573) | $ (17,883,739) | $ (26,388,551) |
Loss per share – basic and diluted | $ (0.32) | $ (0.65) | $ (1.15) | $ (1.70) |
Weighted average number of shares used in computing net basic earnings per share of common stock | 15,518,072 | 15,358,947 | 15,518,036 | 15,486,028 |
Weighted average number of shares used in computing net diluted earnings per share of common stock | 15,518,072 | 15,358,947 | 15,518,036 | 15,486,028 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Beginning balance at Jul. 31, 2021 | $ 54,774,172 | $ 2,178,130 | $ (138,684) | $ (29,141,897) | $ 27,671,721 |
Beginning balance, shares at Jul. 31, 2021 | 15,269,583 | ||||
Exercise of public offering warrants | $ 1,984,706 | 1,984,706 | |||
Exercise of public offering warrants, shares | 63,454 | ||||
Issuance of options | 2,196,636 | 2,196,636 | |||
Net loss for the period | (26,388,551) | (26,388,551) | |||
Exercise of representation warrants | $ 1,429,953 | 1,429,953 | |||
Exercise of representation warrants, shares | 219,453 | ||||
Exercise of private placement warrants | $ 12,162,001 | 12,162,001 | |||
Exercise of private placement warrants, shares | 997,200 | ||||
Expiration of options | (24,554) | 24,554 | |||
Shares repurchased and canceled | $ (4,704,423) | (4,393,591) | (9,098,014) | ||
Shares repurchased and canceled, shares | (1,031,672) | ||||
Ending balance at Apr. 30, 2022 | $ 65,646,409 | 4,350,212 | (138,684) | (59,899,485) | 9,958,452 |
Ending balance, shares at Apr. 30, 2022 | 15,518,018 | ||||
Beginning balance at Jan. 31, 2022 | $ 62,961,708 | 3,511,140 | (138,684) | (49,908,466) | 16,425,698 |
Beginning balance, shares at Jan. 31, 2022 | 15,946,642 | ||||
Exercise of public offering warrants | $ 307,075 | 307,075 | |||
Exercise of public offering warrants, shares | 30,389 | ||||
Issuance of options | 863,626 | 863,626 | |||
Net loss for the period | (10,015,573) | (10,015,573) | |||
Exercise of representation warrants | $ 125,713 | 125,713 | |||
Exercise of representation warrants, shares | 11,153 | ||||
Exercise of private placement warrants | $ 2,251,913 | 2,251,913 | |||
Exercise of private placement warrants, shares | 197,200 | ||||
Shares cancelled | |||||
Shares cancelled, shares | (667,366) | (667,366) | |||
Expiration of options | (24,554) | 24,554 | |||
Ending balance at Apr. 30, 2022 | $ 65,646,409 | 4,350,212 | (138,684) | (59,899,485) | 9,958,452 |
Ending balance, shares at Apr. 30, 2022 | 15,518,018 | ||||
Beginning balance at Jul. 31, 2022 | $ 65,589,293 | 5,228,160 | (138,684) | (60,349,837) | 10,328,932 |
Beginning balance, shares at Jul. 31, 2022 | 15,518,018 | ||||
Exercise of public offering warrants | $ 2,491 | 2,491 | |||
Exercise of public offering warrants, shares | 300 | ||||
Issuance of options | 1,659,974 | 1,659,974 | |||
Net loss for the period | (17,883,739) | (17,883,739) | |||
Ending balance at Apr. 30, 2023 | $ 65,591,784 | 6,888,134 | (138,684) | (78,233,576) | (5,892,342) |
Ending balance, shares at Apr. 30, 2023 | 15,518,318 | ||||
Beginning balance at Jan. 31, 2023 | $ 65,589,293 | 6,606,945 | (138,684) | (73,338,140) | (1,280,586) |
Beginning balance, shares at Jan. 31, 2023 | 15,518,018 | ||||
Exercise of public offering warrants | $ 2,491 | 2,491 | |||
Exercise of public offering warrants, shares | 300 | ||||
Issuance of options | 281,189 | 281,189 | |||
Net loss for the period | (4,895,436) | (4,895,436) | |||
Ending balance at Apr. 30, 2023 | $ 65,591,784 | $ 6,888,134 | $ (138,684) | $ (78,233,576) | $ (5,892,342) |
Ending balance, shares at Apr. 30, 2023 | 15,518,318 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Cash flow from operating activities | ||||
Net loss | $ (4,895,436) | $ (10,015,573) | $ (17,883,739) | $ (26,388,551) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | 11,453 | 11,453 | ||
Share-based compensation | 281,189 | 863,627 | 1,659,974 | 2,196,637 |
Interest expense | 979 | |||
Gain from government grant | (3,388) | |||
Change in fair value of warrants | (539,427) | 5,928,528 | 2,972,285 | 16,384,676 |
Changes in assets and liabilities: | ||||
Decrease in amounts receivable | 9,207 | (1,958) | ||
Increase in prepaid expenses | (37,040) | (1,167,991) | ||
Increase in accounts payable | 531,972 | 6,945 | ||
Decrease in accrued expenses and other payables | (89,965) | (197,449) | ||
Total cash flow from operating activities | (12,825,853) | (9,158,647) | ||
Cash flows from financing activities | ||||
Proceeds from exercise of warrants | 1,594 | 6,509,768 | ||
Share and warrant buyback program | (47,294) | (10,069,065) | ||
Repayment government grant | (23,577) | |||
Total cash flow from financing activities | (45,700) | (3,582,874) | ||
Decrease in cash and cash equivalents | (12,871,553) | (12,741,521) | ||
Cash and cash equivalents at beginning of the period | 41,041,652 | 57,268,685 | ||
Cash and cash equivalents at end of the period | $ 28,170,099 | $ 44,527,164 | $ 28,170,099 | $ 44,527,164 |
GENERAL
GENERAL | 9 Months Ended |
Apr. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL | GENERAL a. BriaCell Therapeutics Corp. (“BriaCell” or the “Company”) was incorporated under the Business Corporations Act (British Columbia) on July 26, 2006 and is listed on the Toronto Stock Exchange (“TSX”). under the symbol “BCT” and on the Nasdaq Capital Market (“NASDAQ”) under the symbols “BCTX” and “BCTXW”. b. BriaCell owns the U.S. and Japanese patents to SV-BR-1-GM (“Bria-IMT™”), a whole-cell targeted immunotherapy for cancer (U.S. Patent No. 7,674,456, U.S. Patent No. 11,559,574 B2, Japanese Patent No. 6901505), as well as patents related to PKCδ inhibitors (U.S. Patent Nos. 9,364,460 and 9,572,793). The Company is currently advancing its targeted immunotherapy program by prioritizing a Phase II clinical trial with Bria-IMT™ in combination with an immune checkpoint inhibitor. c. Basis of presentation of the financial statements: The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X promulgated by the U.S Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments consisting of a normal recurring nature which are necessary for a fair presentation of the financial position, operating results, and cash flows for the periods presented. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report for the year ended July 31, 2022, filed with the SEC on October 28, 2022. The interim period results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year. Prior to 2021, the Company prepared its financial statements, including its condensed financial statements, in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB), as permitted in the United States based on the Company’s qualification as a “foreign private issuer” under the rules and regulations of the SEC. In connection with the loss of the Company’s status as a foreign private issuer effective on August 1, 2022, the Company, as a domestic filer, prepares its consolidated financial statements in accordance with U.S. GAAP, and restated its condensed consolidated financial statements as of April 30, 2022, to be prepared in accordance with U.S. GAAP. d. The Company continues to devote substantially all of its efforts toward research and development activities. In the course of such activities, the Company has sustained operating losses and expects such losses to continue in the foreseeable future. The Company’s accumulated deficit as of April 30, 2023, was $ 78,233,576 12,825,853 e. The Company has a wholly-owned U.S. subsidiary, BriaCell Therapeutics Corp. (“BTC”), which was incorporated in April 3, 2014, under the laws of the state of Delaware. BTC has a wholly-owned subsidiary, Sapientia Pharmaceuticals, Inc. (“Sapientia” and, together with BTC, the “Subsidiaries”), which was incorporated in September 20, 2012, under the laws of the state of Delaware. The Company has one 66.67 f. The Company may face difficulties recruiting or retaining patients in our ongoing and planned clinical trials if patients are affected by COVID-19 or are fearful of visiting or traveling to our clinical trial sites because of a new outbreak of COVID-19, or of a new variant thereof, or of another pandemic. In the event that clinical trial sites are slowed down or closed to enrolment in our trials, this could have a material adverse impact on our clinical trial plans and timelines. The Company currently believes that the execution of our clinical trials and research programs were delayed by at least one quarter due to COVID-19. Although future delays appear unlikely, they cannot be ruled out. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES a. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company’s management believes that the estimates, judgments, and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments, and assumptions can affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements and the reported amount of expenses during the reporting periods. Actual results could differ from those estimates. b. Recently issued and adopted accounting standards The Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company as an “emerging growth company” to delay the adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election. 1. In June 2016, the FASB issued ASU No. 2016-13 (Topic 326), Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company for fiscal years beginning after December 15, 2022. Early adoption is permitted. Effective August 1, 2021, the Company early adopted ASU 2016-13. Adoption of the new standard did not have a material impact on the financial statements. 2. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). The final guidance issued by the FASB for convertible instruments eliminates two of the three models in ASC 470-20 that require separate accounting for embedded conversion features. Separate accounting is still required in certain cases. Additionally, among other changes, the guidance eliminates some of the conditions for equity classification in ASC 815-40-25 for contracts in an entity’s own equity. The guidance also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares, except for certain liability-classified share-based payment awards. ASU 2020-06 is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2020. Effective August 1, 2021, the Company early adopted ASU 2020-06. Adoption of the new standard did not have a material impact on the financial statements. 3. In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance (ASU 2021-10), which improves the transparency of government assistance received by most business entities by requiring disclosure of: (1) the types of government assistance received; (2) the accounting for such assistance; and (3) the effect of the assistance on a business entity’s financial statements. This guidance is effective for financial statements issued for annual periods beginning after December 15, 2021. Early adoption is permitted. Adoption of the new standard did not have a material impact on the financial statements. |
CONTINGENT LIABILITIES AND COMM
CONTINGENT LIABILITIES AND COMMITMENTS | 9 Months Ended |
Apr. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENT LIABILITIES AND COMMITMENTS | NOTE 3: CONTINGENT LIABILITIES AND COMMITMENTS a. Legal proceedings: On May 24, 2023, the Company reached a settlement agreement with an investor who made certain claims against the Company and was seeking monetary and injunctive relief, and against which the Company had filed counterclaims. Pursuant to the settlement agreement, the Company paid $ 230,000 b. Lease The Company is currently on a month-to-month lease arrangement for office and lab space in Philadelphia, PA, in the amount of approximately $ 16,000 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Apr. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 4: FAIR VALUE MEASUREMENTS The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of April 30, 2023, and July 31, 2022: SCHEDULE OF FAIR VALUE ON A RECURRING BASIS Fair Value Measurements at April 30, 2023 July 31, 2022 Level 1 Level 2 Total Level 1 Level 2 Total Financial Assets: Cash and cash equivalents 28,170,099 - 28,170,999 41,041,652 - 41,041,652 Total assets measured at fair value $ 28,170,099 $ - $ 28,170,999 $ 41,041,652 $ - $ 41,041,652 Financial liabilities: Warrants liability 11,748,879 22,482,237 34,231,116 11,151,608 20,155,414 31,307,022 Total liabilities measured at fair value $ 11,748,879 $ 22,482,237 $ 34,231,116 $ 11,151,608 $ 20,155,414 $ 31,307,022 We classify our cash and cash equivalents and the liability in respect of publicly traded warrants within Level 1 because we use quoted market prices in active markets. The fair value of the warrant liability for non-public warrants is measured using inputs other than quoted prices included in Level 1 that are observable for the liability either directly or indirectly, and thus are classified as Level 2 financial instruments. |
SHAREHOLDERS_ EQUITY (DEFICIT)
SHAREHOLDERS’ EQUITY (DEFICIT) | 9 Months Ended |
Apr. 30, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY (DEFICIT) | NOTE 5: SHAREHOLDERS’ EQUITY (DEFICIT) a. Authorized share capital The authorized share capital consists of an unlimited no b. Issued share capital During the nine-month period ended April 30, 2023, 300 5.31 1,594 300 c. Share buyback program On September 9, 2021, the Company approved a repurchase program whereby the Company may purchase through the facilities of the TSX or NASDAQ (i) up to 1,341,515 411,962 10 13,415,154 10 4,119,622 1,031,672 9,098,014 259,059 1,121,011 1,130,808 15,736 During the three month period ending April 30, 2022 a total of 667,366 5,589,945 d. Share Purchase Warrants A summary of changes in share purchase warrants for the nine months ended April 30, 2023, is presented below: SUMMARY OF CHANGES IN WARRANTS Number of warrants outstanding Weighted average exercise price (Unaudited) (Unaudited) Balance, July 31, 2022 8,137,686 $ 5.76 Exercised during the period (300 ) (5.31 ) Repurchased and cancelled during the period (15,736 ) (5.31 ) Balance, April 30, 2023 8,121,650 5.76 As of April 30, 2023, warrants outstanding were as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of Warrants Exercise Price Exercisable At April 30, 2023 Expiry Date 51,698 $ 4.41 51,698 November 16, 2025 3,896,809 $ 5.31 3,896,809 February 26, 2026 April 26, 2026 4,173,143 $ 6.19 4,173,143 December 7, 2026 8,121,650 8,121,650 e) Compensation Warrants (i) There were no changes to compensation warrants for the nine-month period ended April 30, 2023. (ii) As at April 30, 2023, compensation warrants outstanding were as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of Warrants Exercise Price Exercisable At April 30, 2023 Expiry Date 4,890 $ 4.41 4,890 November 16, 2025 17,074 $ 5.31 17,074 February 26, 2026 24,688 $ 6.19 24,688 June 7, 2026 46,652 46,652 f) Warrant liability continuity The following table presents the summary of the changes in the fair value of the warrants: SCHEDULE OF CHANGE IN FAIR VALUE OF WARRANTS Warrants liability Balance as of August 1, 2022 $ 31,307,022 Exercise of warrants $ (897 ) Warrant buyback program (47,294 ) Change in fair value $ 2,972,285 Balance as of April 30, 2023 $ 34,231,116 The key inputs used in the valuation of the warrants as of April 30, 2023 and at July 31, 2022 were as follows: SCHEDULE OF VALUATION OF NON PUBLIC WARRANTS April 30, 2023 July 31, 2022 Share price $ 7.44 $ 6.50 Exercise price $ 3.99 6.19 $ 4.23 6.19 Expected life (years) 2.55 3.60 3.58 4.35 Volatility 100 % 100 % Dividend yield 0 % 0 % Risk free rate 3.49 % 2.68 % |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 9 Months Ended |
Apr. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | NOTE 6: SHARE-BASED COMPENSATION a. On August 2, 2022, the Company approved an omnibus equity incentive plan (“Omnibus Plan), which will permit the Company to grant incentive stock options, preferred share units, restricted share units (“RSU’s”), and deferred share units (collectively, the “Awards”) for the benefit of any employee, officer, director, or consultant of the Company or any subsidiary of the Company. The maximum number of shares available for issuance under the Omnibus Plan shall not exceed 15 b. The following table summarizes the number of options granted to directors, officers, employees and consultants under the option plan for nine-month period ended April 30, 2023 and related information: SCHEDULE OF NUMBER OF OPTIONS GRANTED Number of options Weighted average exercise price Weighted average remaining contractual term (in years) Aggregate intrinsic value Balance as of July 31, 2022 1,490,300 $ 6.20 3.59 $ 447,090 Granted (i & ii) 201,100 6.27 4.32 - Balance as of April 30, 2023 1,691,400 6.22 3.46 $ 2,063,508 Exercisable as of April 30, 2023 1,477,073 $ 6.15 3.36 $ 1,905,424 (i) On August 2, 2022, the Company granted 180,100 8.38 two August 2, 2027 180,100 887,362 142,100 700,134 (ii) On February 27, 2023, the Company granted 21,000 7.16 two February 27, 2028 21,000 114,762 The weighted-average grant date per-share fair value of stock options granted during nine-month period ended April 30, 2023, was $ 5.03 1,103,450 1.75 c. The following table lists the inputs to the Black-Scholes option-pricing model used for the fair value measurement of equity-settled share options for the Company’s equity incentive plans for the three and nine months ended April 30, 2023, and 2022: SCHEDULE OF FAIR VALUE MEASUREMENT OF EQUITY-SETTLED SHARE OPTIONS Three months ended April 30, Nine months ended April 30, 2023 2022 2023 2022 Dividend yield 0 % 0 % 0 % 0 % Expected volatility of the share prices 100 % 100 % 100 % 100 % Risk-free interest rate 4.21 % 1.19 1.92 % 4.21 4.23 % 0.80 1.92 % Expected term (in years) 5 5 5 5 d. The following table summarizes information about the Company’s outstanding and exercisable options granted to employees as of April 30, 2023: SCHEDULE OF OUTSTANDING AND EXERCISABLE OPTIONS Exercise price Options outstanding as of April 30, 2023 Weighted average remaining contractual term (years) Options exercisable as of April 30, 2023 Weighted average remaining contractual term (years) Expiry Date $ 7.16 21,000 4.83 2,625 4.83 February 27, 2028 $ 6.28 180,100 4.26 67,538 4.26 August 02, 2027 $ 4.71 31,000 4.06 15,500 4.06 May 20, 2027 $ 7.51 150,000 3.79 93,750 3.79 February 16, 2027 $ 8.47 524,700 3.70 514,100 3.70 January 13, 2027 $ 7.74 12,600 3.50 11,560 3.50 November 01, 2026 $ 5.74 100,000 3.34 100,000 3.34 September 01, 2026 $ 4.24 60,000 2.97 60,000 2.97 April 19, 2026 $ 4.24 612,000 2.91 612,000 2.97 March 29, 2026 1,691,400 1,477,073 e. Restricted Share Unit Plan The following table summarizes the number of RSU’s granted to directors under the Omnibus Plan for nine-month period ended April 30, 2023: SCHEDULE OF RESTRICTED STOCK UNITS GRANTED Number of RSU’s outstanding Aggregate intrinsic value Balance, July 31, 2022 - $ - Granted (i) 19,200 123,072 Balance, April 30, 2023 19,200 $ 142,848 (i) On August 2, 2022, the Company issued 19,200 123,072 f. The total share-based compensation expense related to all of the Company’s equity-based awards, recognized for the three and nine months ended April 30, 2023 and 2022 is comprised as follows: SCHEDULE OF SHARE-BASED COMPENSATION EXPENSES 2023 2022 2023 2022 Three months ended April 30, Nine months ended April 30, 2023 2022 2023 2022 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Research and development expenses $ 239,435 $ 158,204 $ 814,782 $ 267,657 General and administrative expenses 41,754 705,423 845,192 1,928,980 Total share-based compensation $ 281,189 $ 863,627 $ 1,659,974 $ 2,196,637 |
LOSS ON SETTLEMENT
LOSS ON SETTLEMENT | 9 Months Ended |
Apr. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
LOSS ON SETTLEMENT | NOTE 7: LOSS ON SETTLEMENT On May 24, 2023, the Company reached a settlement agreement with an investor who made certain claims against the Company and was seeking monetary and injunctive relief, and against which the Company had filed counterclaims. Pursuant to the settlement agreement, the Company paid $ 230,000 |
FINANCIAL INCOME (EXPENSES), NE
FINANCIAL INCOME (EXPENSES), NET | 9 Months Ended |
Apr. 30, 2023 | |
Financial Income Expenses Net | |
FINANCIAL INCOME (EXPENSES), NET | NOTE 8: FINANCIAL INCOME (EXPENSES), NET SCHEDULE OF FINANCIAL INCOME (EXPENSE), NET 2023 2022 2023 2022 Three months ended April 30, Nine months ended April 30, 2023 2022 2023 2022 Interest income $ 253,489 $ 35,987 $ 682,437 $ 54,373 Interest expense - - - (979 ) Change in fair value of warrant liability 539,427 (5,928,528 ) (2,972,285 ) (16,384,676 ) Gain on government grant - - - 3,388 Foreign exchange gain (loss) (11,323 ) 228 (27,388 ) (5,779 ) Financial income (expenses), net $ 781,593 $ (5,892,313 ) $ (2,317,236 ) $ (16,333,673 ) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Apr. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 9: SUBSEQUENT EVENTS a. On May 12, 2023, subsequent to the reporting period, the Company successfully completed a strategic investment by Prevail Partners, LLC (“Prevail Partners”), in accordance with a stock purchase agreement (“Agreement”) entered into between BriaCell and Prevail Partners. Pursuant to the Agreement, BriaCell issued 463,408 8.63 4,000,000 b. On May 24, 2023, the Company entered into an Arrangement Agreement (the “Arrangement Agreement”) with BriaPro Therapeutics Corp., a British Columbia corporation and wholly-owned subsidiary of the Company, which was incorporated on May 15, 2023 (“SpinCo”), pursuant to which the Company will spin out certain of its pre-clinical pipeline assets, including Bria-TILsRx™ and protein kinase C delta (PKCδ) inhibitors for multiple indications including cancer (collectively, the “SpinCo Assets”), to SpinCo by way of a court-approved statutory plan of arrangement under Section 288 of the Business Corporations Act (British Columbia) (the “Arrangement”). Pursuant to the Arrangement Agreement, SpinCo will acquire the entire right and interest in and to the SpinCo Assets in consideration for the issuance by SpinCo to the Company of SpinCo common shares (the “ SpinCo Shares Under the terms of the Arrangement, for each common share of the Company held immediately prior to closing, shareholders shall receive one (1) common share of SpinCo, and one (1) new common share of the Company having the same terms and characteristics as the existing Company common shares. SpinCo Shares issued to Company shareholders shall, in the aggregate, represent 33.33 66.67 Following the Arrangement, the Company’s common shares shall remain listed on NASDAQ and the TSX, and the Company’s public warrants shall remain listed on NASDAQ. SpinCo shall be an unlisted reporting issuer in Canada. The board of directors of the Company unanimously (a) determined that the Arrangement is in the best interests of the Company and fair, from a financial point of view, to shareholders, (b) approved the Arrangement and the Arrangement Agreement, and (c) recommended that shareholders vote in favor of the Arrangement at the special shareholder meeting described below. In determining to support the Arrangement, the Company’s board relied in part on the opinion of BDO Canada LLP that the consideration to be received by BriaCell shareholders under the Arrangement is fair, from a financial point of view, to shareholders. The Arrangement requires approval by the Company’s shareholders at a special meeting of shareholders expected to be held in July 2023. Approval of the Arrangement must be obtained by a special resolution passed by a majority of not less than two-thirds of the votes cast by shareholders who vote in respect of the resolution. The Arrangement must also be approved by the TSX as well as the Supreme Court of British Columbia (the “Court”). An interim order of the Court will be applied for to prescribe certain procedural matters relating to the special meeting of shareholders, followed by an application for a final order to approve the Arrangement after the special meeting of shareholders. Subject to the satisfaction of all conditions to closing set out in the Arrangement Agreement, it is anticipated that the Arrangement will be completed by August 2023. Conditions to closing include, inter alia, shareholder approval, required court orders and TSX and NASDAQ approvals. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
Use of estimates | a. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company’s management believes that the estimates, judgments, and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments, and assumptions can affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements and the reported amount of expenses during the reporting periods. Actual results could differ from those estimates. |
Recently issued and adopted accounting standards | b. Recently issued and adopted accounting standards The Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company as an “emerging growth company” to delay the adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election. 1. In June 2016, the FASB issued ASU No. 2016-13 (Topic 326), Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company for fiscal years beginning after December 15, 2022. Early adoption is permitted. Effective August 1, 2021, the Company early adopted ASU 2016-13. Adoption of the new standard did not have a material impact on the financial statements. 2. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). The final guidance issued by the FASB for convertible instruments eliminates two of the three models in ASC 470-20 that require separate accounting for embedded conversion features. Separate accounting is still required in certain cases. Additionally, among other changes, the guidance eliminates some of the conditions for equity classification in ASC 815-40-25 for contracts in an entity’s own equity. The guidance also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares, except for certain liability-classified share-based payment awards. ASU 2020-06 is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2020. Effective August 1, 2021, the Company early adopted ASU 2020-06. Adoption of the new standard did not have a material impact on the financial statements. 3. In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance (ASU 2021-10), which improves the transparency of government assistance received by most business entities by requiring disclosure of: (1) the types of government assistance received; (2) the accounting for such assistance; and (3) the effect of the assistance on a business entity’s financial statements. This guidance is effective for financial statements issued for annual periods beginning after December 15, 2021. Early adoption is permitted. Adoption of the new standard did not have a material impact on the financial statements. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
SCHEDULE OF FAIR VALUE ON A RECURRING BASIS | The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of April 30, 2023, and July 31, 2022: SCHEDULE OF FAIR VALUE ON A RECURRING BASIS Fair Value Measurements at April 30, 2023 July 31, 2022 Level 1 Level 2 Total Level 1 Level 2 Total Financial Assets: Cash and cash equivalents 28,170,099 - 28,170,999 41,041,652 - 41,041,652 Total assets measured at fair value $ 28,170,099 $ - $ 28,170,999 $ 41,041,652 $ - $ 41,041,652 Financial liabilities: Warrants liability 11,748,879 22,482,237 34,231,116 11,151,608 20,155,414 31,307,022 Total liabilities measured at fair value $ 11,748,879 $ 22,482,237 $ 34,231,116 $ 11,151,608 $ 20,155,414 $ 31,307,022 |
SHAREHOLDERS_ EQUITY (DEFICIT)
SHAREHOLDERS’ EQUITY (DEFICIT) (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
SCHEDULE OF CHANGE IN FAIR VALUE OF WARRANTS | The following table presents the summary of the changes in the fair value of the warrants: SCHEDULE OF CHANGE IN FAIR VALUE OF WARRANTS Warrants liability Balance as of August 1, 2022 $ 31,307,022 Exercise of warrants $ (897 ) Warrant buyback program (47,294 ) Change in fair value $ 2,972,285 Balance as of April 30, 2023 $ 34,231,116 |
SCHEDULE OF VALUATION OF NON PUBLIC WARRANTS | SCHEDULE OF VALUATION OF NON PUBLIC WARRANTS April 30, 2023 July 31, 2022 Share price $ 7.44 $ 6.50 Exercise price $ 3.99 6.19 $ 4.23 6.19 Expected life (years) 2.55 3.60 3.58 4.35 Volatility 100 % 100 % Dividend yield 0 % 0 % Risk free rate 3.49 % 2.68 % |
Share Purchase Warrants [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
SUMMARY OF CHANGES IN WARRANTS | A summary of changes in share purchase warrants for the nine months ended April 30, 2023, is presented below: SUMMARY OF CHANGES IN WARRANTS Number of warrants outstanding Weighted average exercise price (Unaudited) (Unaudited) Balance, July 31, 2022 8,137,686 $ 5.76 Exercised during the period (300 ) (5.31 ) Repurchased and cancelled during the period (15,736 ) (5.31 ) Balance, April 30, 2023 8,121,650 5.76 |
SCHEDULE OF WARRANTS OUTSTANDING | As of April 30, 2023, warrants outstanding were as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of Warrants Exercise Price Exercisable At April 30, 2023 Expiry Date 51,698 $ 4.41 51,698 November 16, 2025 3,896,809 $ 5.31 3,896,809 February 26, 2026 April 26, 2026 4,173,143 $ 6.19 4,173,143 December 7, 2026 8,121,650 8,121,650 |
Compensation Warrants [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
SCHEDULE OF WARRANTS OUTSTANDING | SCHEDULE OF WARRANTS OUTSTANDING Number of Warrants Exercise Price Exercisable At April 30, 2023 Expiry Date 4,890 $ 4.41 4,890 November 16, 2025 17,074 $ 5.31 17,074 February 26, 2026 24,688 $ 6.19 24,688 June 7, 2026 46,652 46,652 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF NUMBER OF OPTIONS GRANTED | SCHEDULE OF NUMBER OF OPTIONS GRANTED Number of options Weighted average exercise price Weighted average remaining contractual term (in years) Aggregate intrinsic value Balance as of July 31, 2022 1,490,300 $ 6.20 3.59 $ 447,090 Granted (i & ii) 201,100 6.27 4.32 - Balance as of April 30, 2023 1,691,400 6.22 3.46 $ 2,063,508 Exercisable as of April 30, 2023 1,477,073 $ 6.15 3.36 $ 1,905,424 (i) On August 2, 2022, the Company granted 180,100 8.38 two August 2, 2027 180,100 887,362 142,100 700,134 (ii) On February 27, 2023, the Company granted 21,000 7.16 two February 27, 2028 21,000 114,762 |
SCHEDULE OF FAIR VALUE MEASUREMENT OF EQUITY-SETTLED SHARE OPTIONS | SCHEDULE OF FAIR VALUE MEASUREMENT OF EQUITY-SETTLED SHARE OPTIONS Three months ended April 30, Nine months ended April 30, 2023 2022 2023 2022 Dividend yield 0 % 0 % 0 % 0 % Expected volatility of the share prices 100 % 100 % 100 % 100 % Risk-free interest rate 4.21 % 1.19 1.92 % 4.21 4.23 % 0.80 1.92 % Expected term (in years) 5 5 5 5 |
SCHEDULE OF OUTSTANDING AND EXERCISABLE OPTIONS | SCHEDULE OF OUTSTANDING AND EXERCISABLE OPTIONS Exercise price Options outstanding as of April 30, 2023 Weighted average remaining contractual term (years) Options exercisable as of April 30, 2023 Weighted average remaining contractual term (years) Expiry Date $ 7.16 21,000 4.83 2,625 4.83 February 27, 2028 $ 6.28 180,100 4.26 67,538 4.26 August 02, 2027 $ 4.71 31,000 4.06 15,500 4.06 May 20, 2027 $ 7.51 150,000 3.79 93,750 3.79 February 16, 2027 $ 8.47 524,700 3.70 514,100 3.70 January 13, 2027 $ 7.74 12,600 3.50 11,560 3.50 November 01, 2026 $ 5.74 100,000 3.34 100,000 3.34 September 01, 2026 $ 4.24 60,000 2.97 60,000 2.97 April 19, 2026 $ 4.24 612,000 2.91 612,000 2.97 March 29, 2026 1,691,400 1,477,073 |
SCHEDULE OF RESTRICTED STOCK UNITS GRANTED | The following table summarizes the number of RSU’s granted to directors under the Omnibus Plan for nine-month period ended April 30, 2023: SCHEDULE OF RESTRICTED STOCK UNITS GRANTED Number of RSU’s outstanding Aggregate intrinsic value Balance, July 31, 2022 - $ - Granted (i) 19,200 123,072 Balance, April 30, 2023 19,200 $ 142,848 (i) On August 2, 2022, the Company issued 19,200 123,072 |
SCHEDULE OF SHARE-BASED COMPENSATION EXPENSES | f. The total share-based compensation expense related to all of the Company’s equity-based awards, recognized for the three and nine months ended April 30, 2023 and 2022 is comprised as follows: SCHEDULE OF SHARE-BASED COMPENSATION EXPENSES 2023 2022 2023 2022 Three months ended April 30, Nine months ended April 30, 2023 2022 2023 2022 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Research and development expenses $ 239,435 $ 158,204 $ 814,782 $ 267,657 General and administrative expenses 41,754 705,423 845,192 1,928,980 Total share-based compensation $ 281,189 $ 863,627 $ 1,659,974 $ 2,196,637 |
FINANCIAL INCOME (EXPENSES), _2
FINANCIAL INCOME (EXPENSES), NET (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Financial Income Expenses Net | |
SCHEDULE OF FINANCIAL INCOME (EXPENSE), NET | SCHEDULE OF FINANCIAL INCOME (EXPENSE), NET 2023 2022 2023 2022 Three months ended April 30, Nine months ended April 30, 2023 2022 2023 2022 Interest income $ 253,489 $ 35,987 $ 682,437 $ 54,373 Interest expense - - - (979 ) Change in fair value of warrant liability 539,427 (5,928,528 ) (2,972,285 ) (16,384,676 ) Gain on government grant - - - 3,388 Foreign exchange gain (loss) (11,323 ) 228 (27,388 ) (5,779 ) Financial income (expenses), net $ 781,593 $ (5,892,313 ) $ (2,317,236 ) $ (16,333,673 ) |
GENERAL (Details Narrative)
GENERAL (Details Narrative) | 9 Months Ended | ||||
Apr. 30, 2023 USD ($) Segment | Apr. 30, 2022 USD ($) | May 24, 2023 | May 23, 2023 | Jul. 31, 2022 USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Accumulated deficit | $ | $ 78,233,576 | $ 60,349,837 | |||
Cash flows from operating activities | $ | $ 12,825,853 | $ 9,158,647 | |||
Number of operating segment | Segment | 1 | ||||
Number of reporting unit | Segment | 1 | ||||
Subsequent Event [Member] | Arrangement Agreement [Member] | Spin Co [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Minority interest ownership percentage | 66.67% | 33.33% |
CONTINGENT LIABILITIES AND CO_2
CONTINGENT LIABILITIES AND COMMITMENTS (Details Narrative) - USD ($) | 9 Months Ended | ||
May 24, 2023 | May 24, 2023 | Apr. 30, 2023 | |
Office And Lab Space [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Operating lease payments | $ 16,000 | ||
Subsequent Event [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Settlement amount | $ 230,000 | ||
Settlement Agreement [Member] | Subsequent Event [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Settlement amount | $ 230,000 |
SCHEDULE OF FAIR VALUE ON A REC
SCHEDULE OF FAIR VALUE ON A RECURRING BASIS (Details) - USD ($) | Apr. 30, 2023 | Jul. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 28,170,999 | $ 41,041,652 |
Total liabilities measured at fair value | 34,231,116 | 31,307,022 |
Warrants Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 34,231,116 | 31,307,022 |
Cash and Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 28,170,999 | 41,041,652 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 28,170,099 | 41,041,652 |
Total liabilities measured at fair value | 11,748,879 | 11,151,608 |
Fair Value, Inputs, Level 1 [Member] | Warrants Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 11,748,879 | 11,151,608 |
Fair Value, Inputs, Level 1 [Member] | Cash and Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 28,170,099 | 41,041,652 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | ||
Total liabilities measured at fair value | 22,482,237 | 20,155,414 |
Fair Value, Inputs, Level 2 [Member] | Warrants Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 22,482,237 | 20,155,414 |
Fair Value, Inputs, Level 2 [Member] | Cash and Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value |
SUMMARY OF CHANGES IN WARRANTS
SUMMARY OF CHANGES IN WARRANTS (Details) - Share Purchase Warrants [Member] | 9 Months Ended |
Apr. 30, 2023 $ / shares shares | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding, beginning balance | shares | 8,137,686 |
Weighted average exercise price, beginning balance | $ / shares | $ 5.76 |
Number of warrants outstanding, repurchased and cancelled | shares | (300) |
Weighted average exercise price, repurchased and cancelled | $ / shares | $ (5.31) |
Number of warrants outstanding, repurchased and cancelled | shares | (15,736) |
Weighted average exercise price, repurchased and cancelled | $ / shares | $ (5.31) |
Number of warrants outstanding, ending balance | shares | 8,121,650 |
Weighted average exercise price, ending balance | $ / shares | $ 5.76 |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING (Details) | 9 Months Ended |
Apr. 30, 2023 $ / shares shares | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 300 |
Exercise price | $ / shares | $ 5.31 |
Share Purchase Warrants [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 8,121,650 |
Number of warrants exercisable | 8,121,650 |
Share Purchase Warrants [Member] | Warrant One [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 51,698 |
Exercise price | $ / shares | $ 4.41 |
Number of warrants exercisable | 51,698 |
Expiry date | Nov. 16, 2025 |
Share Purchase Warrants [Member] | Warrant Two [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 3,896,809 |
Exercise price | $ / shares | $ 5.31 |
Number of warrants exercisable | 3,896,809 |
Share Purchase Warrants [Member] | Warrant Two [Member] | Minimum [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Expiry date | Feb. 26, 2026 |
Share Purchase Warrants [Member] | Warrant Two [Member] | Maximum [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Expiry date | Apr. 26, 2026 |
Share Purchase Warrants [Member] | Warrant Three [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 4,173,143 |
Exercise price | $ / shares | $ 6.19 |
Number of warrants exercisable | 4,173,143 |
Expiry date | Dec. 07, 2026 |
Compensation Warrants [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 46,652 |
Number of warrants exercisable | 46,652 |
Compensation Warrants [Member] | Warrant One [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 4,890 |
Exercise price | $ / shares | $ 4.41 |
Number of warrants exercisable | 4,890 |
Expiry date | Nov. 16, 2025 |
Compensation Warrants [Member] | Warrant Two [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 17,074 |
Exercise price | $ / shares | $ 5.31 |
Number of warrants exercisable | 17,074 |
Expiry date | Feb. 26, 2026 |
Compensation Warrants [Member] | Warrant Three [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of warrants outstanding | 24,688 |
Exercise price | $ / shares | $ 6.19 |
Number of warrants exercisable | 24,688 |
Expiry date | Jun. 07, 2026 |
SCHEDULE OF CHANGE IN FAIR VALU
SCHEDULE OF CHANGE IN FAIR VALUE OF WARRANTS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Warrant liability, beginning balance | $ 31,307,022 | |||
Change in fair value during the period | $ (539,427) | $ 5,928,528 | 2,972,285 | $ 16,384,676 |
Warrant liability, ending balance | 34,231,116 | 34,231,116 | ||
Warrant [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Warrant liability, beginning balance | 31,307,022 | |||
Warrant buyback program | (897) | |||
Warrant buyback program | (47,294) | |||
Change in fair value during the period | 2,972,285 | |||
Warrant liability, ending balance | $ 34,231,116 | $ 34,231,116 |
SCHEDULE OF VALUATION OF NON PU
SCHEDULE OF VALUATION OF NON PUBLIC WARRANTS (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Apr. 30, 2023 | Jul. 31, 2022 | |
Share price | $ 7.44 | $ 6.50 |
Volatility | 100% | 100% |
Dividend yield | 0% | 0% |
Risk free rate | 3.49% | 2.68% |
Minimum [Member] | ||
Exercise price | $ 3.99 | $ 4.23 |
Expected life | 2 years 6 months 18 days | 3 years 6 months 29 days |
Maximum [Member] | ||
Exercise price | $ 6.19 | $ 6.19 |
Expected life | 3 years 7 months 6 days | 4 years 4 months 6 days |
SHAREHOLDERS_ EQUITY (DEFICIT_2
SHAREHOLDERS’ EQUITY (DEFICIT) (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 27, 2022 | Sep. 09, 2021 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | Jul. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Common stock, shares authorized | Unlimited | Unlimited | ||||
Common stock, no par value per share | $ 0 | $ 0 | ||||
Number of warrants outstanding | 300 | |||||
Warrant exercise price | $ 5.31 | |||||
Proceeds from exercise of warrants | $ 1,594 | $ 6,509,768 | ||||
Shares repurchased, value | $ 9,098,014 | |||||
Shares cancelled | 667,366 | |||||
Shares cancelled value | $ 5,589,945 | |||||
Share Buyback Program [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Shares repurchased, shares | 1,031,672 | |||||
Shares repurchased, value | $ 9,098,014 | |||||
Share Buyback Program [Member] | TSX Venture [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Shares repurchased, shares | 13,415,154 | |||||
Purchase price percentage | 10% | |||||
Share Buyback Program [Member] | TSX Venture [Member] | Maximum [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Shares repurchased, shares | 1,341,515 | |||||
Warrant [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Shares issued | 300 | |||||
Warrant [Member] | Share Buyback Program [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Shares repurchased, shares | 4,119,622 | 259,059 | ||||
Purchase price percentage | 10% | |||||
Shares repurchased, value | $ 1,121,011 | |||||
Fair value of warrants, value | $ 1,130,808 | |||||
Fair value of warrants, shares | 15,736 | |||||
Warrant [Member] | Share Buyback Program [Member] | Maximum [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Shares repurchased, shares | 411,962 |
SCHEDULE OF NUMBER OF OPTIONS G
SCHEDULE OF NUMBER OF OPTIONS GRANTED (Details) - Stock Option Plan [Member] | 9 Months Ended | |
Apr. 30, 2023 USD ($) $ / shares shares | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of options, beginning balance | shares | 1,490,300 | |
Weighted average exercise price, beginning balance | $ 6.20 | |
Weighted average remaining contractual term (in years), beginning balance | 3 years 7 months 2 days | |
Aggregate intrinsic value, beginning balance | $ | $ 447,090 | |
Number of options, granted | shares | 201,100 | [1],[2] |
Weighted average exercise price, granted | $ 6.27 | [1],[2] |
Weighted average remaining contractual term (in years), granted | 4 years 3 months 25 days | [1],[2] |
Aggregate intrinsic value, granted | [1],[2] | |
Number of options, ending balance | shares | 1,691,400 | |
Weighted average exercise price, ending balance | $ 6.22 | |
Weighted average remaining contractual term (in years), ending balance | 3 years 5 months 15 days | |
Aggregate intrinsic value, ending balance | $ | $ 2,063,508 | |
Number of options, exercisable | shares | 1,477,073 | |
Weighted average exercise price, exercisable | $ 6.15 | |
Weighted average remaining contractual term (in years), exercisable | 3 years 4 months 9 days | |
Aggregate intrinsic value, exercisable | $ | $ 1,905,424 | |
[1]On August 2, 2022, the Company granted 180,100 8.38 two August 2, 2027 180,100 887,362 142,100 700,134 21,000 7.16 two February 27, 2028 21,000 114,762 |
SCHEDULE OF NUMBER OF OPTIONS_2
SCHEDULE OF NUMBER OF OPTIONS GRANTED (Details) (Parenthetical) - Stock Option Plan [Member] | 9 Months Ended | ||||
Feb. 27, 2023 USD ($) $ / shares shares | Aug. 02, 2022 USD ($) shares | Aug. 02, 2022 $ / shares | Apr. 30, 2023 $ / shares shares | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of options, granted | [1],[2] | 201,100 | |||
Exercise price | $ / shares | [1],[2] | $ 6.27 | |||
Directors, Officers and Employees [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of options, granted | 180,100 | ||||
Exercise price | $ / shares | $ 8.38 | ||||
Number of options, granted | 2 years | ||||
Expiration date | Aug. 02, 2027 | ||||
Fair value of stock option issued | $ | $ 887,362 | ||||
Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of options, granted | 142,100 | ||||
Fair value of stock option issued | $ | $ 700,134 | ||||
Consultants And Employees [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of options, granted | 21,000 | ||||
Exercise price | $ / shares | $ 7.16 | ||||
Number of options, granted | 2 years | ||||
Expiration date | Feb. 27, 2028 | ||||
Fair value of stock option issued | $ | $ 114,762 | ||||
[1]On August 2, 2022, the Company granted 180,100 8.38 two August 2, 2027 180,100 887,362 142,100 700,134 21,000 7.16 two February 27, 2028 21,000 114,762 |
SCHEDULE OF FAIR VALUE MEASUREM
SCHEDULE OF FAIR VALUE MEASUREMENT OF EQUITY-SETTLED SHARE OPTIONS (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | Jul. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Dividend yield | 0% | 0% | |||
Expected volatility of the share prices | 100% | 100% | |||
Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Expected term (in years) | 2 years 6 months 18 days | 3 years 6 months 29 days | |||
Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Expected term (in years) | 3 years 7 months 6 days | 4 years 4 months 6 days | |||
Stock Option Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Dividend yield | 0% | 0% | 0% | 0% | |
Expected volatility of the share prices | 100% | 100% | 100% | 100% | |
Risk-free interest rate, minimum | 4.21% | ||||
Expected term (in years) | 5 years | 5 years | 5 years | 5 years | |
Stock Option Plan [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Risk-free interest rate, minimum | 1.19% | 4.21% | 0.80% | ||
Stock Option Plan [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Risk-free interest rate, maximum | 1.92% | 4.23% | 1.92% |
SCHEDULE OF OUTSTANDING AND EXE
SCHEDULE OF OUTSTANDING AND EXERCISABLE OPTIONS (Details) | 9 Months Ended |
Apr. 30, 2023 $ / shares shares | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options outstanding | 1,691,400 |
Options exercisable | 1,477,073 |
Exercise Price 7.14 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 7.16 |
Options outstanding | 21,000 |
Weighted average remaining contractual term (years) | 4 years 9 months 29 days |
Options exercisable | 2,625 |
Weighted average remaining contractual term (years), exercisable | 4 years 9 months 29 days |
Expiry date | Feb. 27, 2028 |
Exercise Price 6.28 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 6.28 |
Options outstanding | 180,100 |
Weighted average remaining contractual term (years) | 4 years 3 months 3 days |
Options exercisable | 67,538 |
Weighted average remaining contractual term (years), exercisable | 4 years 3 months 3 days |
Expiry date | Aug. 02, 2027 |
Exercise Price 4.71 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 4.71 |
Options outstanding | 31,000 |
Weighted average remaining contractual term (years) | 4 years 21 days |
Options exercisable | 15,500 |
Weighted average remaining contractual term (years), exercisable | 4 years 21 days |
Expiry date | May 20, 2027 |
Exercise Price 7.51 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 7.51 |
Options outstanding | 150,000 |
Weighted average remaining contractual term (years) | 3 years 9 months 14 days |
Options exercisable | 93,750 |
Weighted average remaining contractual term (years), exercisable | 3 years 9 months 14 days |
Expiry date | Feb. 16, 2027 |
Exercise Price 8.47 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 8.47 |
Options outstanding | 524,700 |
Weighted average remaining contractual term (years) | 3 years 8 months 12 days |
Options exercisable | 514,100 |
Weighted average remaining contractual term (years), exercisable | 3 years 8 months 12 days |
Expiry date | Jan. 13, 2027 |
Exercise Price 7.74 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 7.74 |
Options outstanding | 12,600 |
Weighted average remaining contractual term (years) | 3 months 15 days |
Options exercisable | 11,560 |
Weighted average remaining contractual term (years), exercisable | 3 years 6 months |
Expiry date | Nov. 01, 2026 |
Exercise Price 5.74 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 5.74 |
Options outstanding | 100,000 |
Weighted average remaining contractual term (years) | 3 months 10 days |
Options exercisable | 100,000 |
Weighted average remaining contractual term (years), exercisable | 3 years 4 months 2 days |
Expiry date | Sep. 01, 2026 |
Exercise Price 4.24 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 4.24 |
Options outstanding | 60,000 |
Weighted average remaining contractual term (years) | 2 years 11 months 19 days |
Options exercisable | 60,000 |
Weighted average remaining contractual term (years), exercisable | 2 years 11 months 19 days |
Expiry date | Apr. 19, 2026 |
Exercise Price 4.24 [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price | $ / shares | $ 4.24 |
Options outstanding | 612,000 |
Weighted average remaining contractual term (years) | 2 years 10 months 28 days |
Options exercisable | 612,000 |
Weighted average remaining contractual term (years), exercisable | 2 years 11 months 19 days |
Expiry date | Mar. 29, 2026 |
SCHEDULE OF RESTRICTED STOCK UN
SCHEDULE OF RESTRICTED STOCK UNITS GRANTED (Details) - Restricted Stock Units (RSUs) [Member] | 9 Months Ended |
Apr. 30, 2023 USD ($) $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of options, beginning balance | |
Aggregate intrinsic value, beginning balance | $ | |
Number of RSU's outstanding, Granted | 19,200 |
Aggregate intrinsic value, Granted | $ / shares | $ 123,072 |
Number of options, ending balance | 19,200 |
Aggregate intrinsic value, ending balance | $ | $ 142,848 |
SCHEDULE OF RESTRICTED STOCK _2
SCHEDULE OF RESTRICTED STOCK UNITS GRANTED (Details) (Parenthetical) - Restricted Stock Units (RSUs) [Member] | Aug. 02, 2022 USD ($) shares |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
RSU's vested | $ | $ 123,072 |
Chief Executive Officer [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Issuance of restricted stock units, shares | shares | 19,200 |
SCHEDULE OF SHARE-BASED COMPENS
SCHEDULE OF SHARE-BASED COMPENSATION EXPENSES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation | $ 281,189 | $ 863,627 | $ 1,659,974 | $ 2,196,637 |
Research and Development Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation | 239,435 | 158,204 | 814,782 | 267,657 |
General and Administrative Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation | $ 41,754 | $ 705,423 | $ 845,192 | $ 1,928,980 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Aug. 02, 2022 | Apr. 30, 2023 | Jul. 31, 2022 | |
Maximum [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Weighted-average grant date per share | $ 6.19 | $ 6.19 | |
Stock Option Plan [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Weighted-average grant date per share | $ 5.03 | ||
Unrecognized costs | $ 1,103,450 | ||
Expected period | 1 year 9 months | ||
Stock Option Plan [Member] | Maximum [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Acquiring percentage of issued and outstanding of common stock | 15% |
LOSS ON SETTLEMENT (Details Nar
LOSS ON SETTLEMENT (Details Narrative) | May 24, 2023 USD ($) |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Litigation settlement expense | $ 230,000 |
SCHEDULE OF FINANCIAL INCOME (E
SCHEDULE OF FINANCIAL INCOME (EXPENSE), NET (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Financial Income Expenses Net | ||||
Interest income | $ 253,489 | $ 35,987 | $ 682,437 | $ 54,373 |
Interest expense | (979) | |||
Change in fair value of warrant liability | 539,427 | (5,928,528) | (2,972,285) | (16,384,676) |
Gain on government grant | 3,388 | |||
Foreign exchange gain (loss) | (11,323) | 228 | (27,388) | (5,779) |
Financial income (expenses), net | $ 781,593 | $ (5,892,313) | $ (2,317,236) | $ (16,333,673) |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($) | May 24, 2023 | May 12, 2023 | May 23, 2023 |
Subsequent Event [Line Items] | |||
Minority interest description | Under the terms of the Arrangement, for each common share of the Company held immediately prior to closing, shareholders shall receive one (1) common share of SpinCo, and one (1) new common share of the Company having the same terms and characteristics as the existing Company common shares. SpinCo Shares issued to Company shareholders shall, in the aggregate, represent 33.33% ownership of SpinCo Shares upon closing of the Arrangement, with the Company initially retaining a 66.67% ownership interest in SpinCo. Company shareholders who receive SpinCo Shares will ultimately own shares in both the Company and SpinCo. Holders of existing Company warrants shall receive upon exercise of each warrant, for the original exercise price: one (1) Company common share and one (1) SpinCo Share for each Company common share that was issuable upon exercise of the warrant. | ||
Stock Purchase Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Number of shares issued | 463,408 | ||
Share issued price per share | $ 8.63 | ||
Gross proceeds from issuance | $ 4,000,000 | ||
Arrangement Agreement [Member] | Spin Co [Member] | |||
Subsequent Event [Line Items] | |||
Minority interest ownership percentage | 66.67% | 33.33% |