Antibe Therapeutics Inc. (ATE) 2022年年度報告「TSX-V」.pdf

《Antibe Therapeutics Inc. (ATE) 2022年年度報告「TSX-V」.pdf》由會員分享，可在線閱讀，更多相關《Antibe Therapeutics Inc. (ATE) 2022年年度報告「TSX-V」.pdf（37頁珍藏版）》請在三個皮匠報告上搜索。

1、 ANTIBE THERAPEUTICS INC.CONSOLIDATED FINANCIAL STATEMENTS March 31,2022 and 2021 INDEPENDENT AUDITORS REPORT To the shareholders of Antibe Therapeutics Inc.Opinion We have audited the consolidated financial statements of Antibe Therapeutics Inc.and its subsidiaries(the“Company”),which comprise the

2、consolidated statements of financial position as at March 31,2022 and March 31,2021,and the consolidated statements of loss and comprehensive loss,the consolidated statements of changes in shareholders equity and the consolidated statements of cash flows for the years then ended,and notes to the con

3、solidated financial statements,including a summary of significant accounting policies.In our opinion,the accompanying consolidated financial statements present fairly,in all material respects,the consolidated financial position of the Company as at March 31,2022 and March 31,2021,and its consolidate

4、d financial performance and its consolidated cash flows for the years then ended in accordance with International Financial Reporting Standards(“IFRSs”).Basis for Opinion We conducted our audit in accordance with Canadian generally accepted auditing standards.Our responsibilities under those standar

5、ds are further described in the Auditors Responsibilities for the Audit of the Consolidated Financial Statements section of our report.We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada,and w

6、e have fulfilled our other ethical responsibilities in accordance with these requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Material Uncertainty Related to Going Concern We draw attention to Note 2(d)in the consolidat

7、ed financial statements,which indicates that the Company had an accumulated deficit of$111.0 million as at March 31,2022 and incurred a comprehensive loss of$25.1 million and had negative cash flows from operations of$16.9 million for the year then ended.These events or conditions,along with other m

8、atters as set forth in Note 2(d),indicate that a material uncertainty exists that may cast significant doubt on the Companys ability to continue as a going concern.Our opinion is not modified in respect of this matter.Key Audit Matters Key audit matters are those matters that,in our professional jud

9、gment,were of most significance in the audit of the consolidated financial statements of the current period.In addition to the matter described in the Material Uncertainty Related to Going Concern section of our report,we have determined the matters described below to be the key audit matters to be

10、communicated in our report.These matters were addressed in the context of the audit of the consolidated financial statements as a whole,and in forming the auditors opinion thereon,and we do not provide a separate opinion on these matters.For each matter below,our description of how our audit address

11、ed the matter is provided in that context.We have fulfilled the responsibilities described in the Auditors Responsibilities for the Audit of the Consolidated Financial Statements section of our report,including in relation to these matters.Accordingly,our audit included the performance of procedures

12、 designed to respond to our assessment of the risks of material misstatement of the consolidated financial statements.The results of our audit procedures,including the procedures performed to address the matters below,provide the basis for our audit opinion on the accompanying consolidated financial

13、 statements.Key audit matters How our audit addressed the key audit matters Completeness of the Accrual for Research and Clinical Trial Expenses As disclosed in the consolidated financial statements,the Company has recorded research and development expenses of$14.4 million for the year ended March 3

14、1,2022 and accounts payable and accrued liabilities of$2.8 million as at March 31,2022,which includes an accrual for estimated research and clinical trial expenses incurred.The Company has contracts with contract research organizations that conduct and manage research and clinical studies on its beh

15、alf.The financial terms of these agreements are subject to amendments,vary from contract to contract and may result in uneven payment flows.As disclosed in note 3,the Companys determination of accrued research and clinical trial costs at each reporting period requires significant judgment by managem

16、ent,as estimates are based on a number of factors,including managements knowledge of the research and development programs and associated timelines,invoicing to date from third party vendors,and the terms and conditions in the contractual arrangements including amendments or ancillary agreements.The

17、 completeness of research and clinical trial accruals is subject to risk of estimation uncertainty related to services having been received where invoices are not received from third party vendors in a timely manner prior to the time the consolidated financial statements are issued.Auditing the comp

18、leteness of the Companys accrual for research and clinical trial expenses is a key audit matter as it requires significant auditor judgment,subjectivity and effort in performing appropriate procedures to evaluate the completeness and accuracy of the information management utilizes in these estimates

19、.The completeness of the accrual was evaluated through,among other audit procedures,inspection of the contracts and the amendments to the contracts from third party providers.We further inquired as to the progress of the clinical trials and other research and development projects with the Companys r

20、esearch and development personnel that oversee the clinical trials.We compared managements listing of trial sites to government databases and compared this data to managements schedules.We assessed managements look-back analysis comparing the estimated accrual balances of March 31,2021 to the actual

21、 amounts that were ultimately invoiced.We also evaluated subsequent invoices received from the trial administrators and cash disbursements made to the trial administrators,to the extent such invoices were received,or payments were made prior to the date that the consolidated financial statements wer

22、e issued.Valuation of intangible assets not yet subject to amortization As disclosed in note 5 to the consolidated financial statements,the Company acquired intangible assets consisting of intellectual property as part of its acquisition of the underlying assets of Antibe Holdings Inc.The fair value

23、 of the intellectual property acquired amounted to$26.1 million and was determined based on the relief from royalty method.Management also capitalized$0.3 million of costs directly relating to the acquisition.The total intellectual property intangible asset value is$26.4 million as at March 31,2022.

24、The intellectual property acquired is not yet subject to amortization,and in accordance with the Companys accounting policies,is tested for impairment at least annually,or sooner if there is an indication of impairment.The cash flows from the intellectual property acquired are monitored within the A

25、ntibe cash-generating unit(CGU).As disclosed in note 9,when performing the annual impairment test as at March 31,2022,the Company determined the recoverable amount To assess the valuation of the intellectual property intangible asset,our audit procedures included,among others,assessing methodologies

26、 used and the significant assumptions and underlying data used by the Company in its analysis as of the date of acquisition and as at March 31,2022.With the assistance of our valuation specialists,we evaluated the Companys models,valuation methodologies,and certain significant assumptions,such as th

27、e probability of commercialization and the discount rate.We compared the estimated trial costs to board approved budgets.We compared future revenue and margin projections and the probability of commercialization to current industry,market and economic trends.We performed sensitivity analysis on the

28、significant assumptions to evaluate changes in the recoverable amount that would result from changes in the assumptions.of the Antibe CGU using a value-in-use approach and prepared a discounted cash flow model.Auditing managements assessment of the valuation of the Antibe CGU was complex,given the d

29、egree of judgment and subjectivity in evaluating managements estimates and assumptions.Significant assumptions included projections for the future costs of clinical trials,revenue and margin projections,probability of commercialization,and the discount rate.These assumptions are affected by expectat

30、ions about future market and economic conditions including the success of clinical trials,obtaining regulatory approvals,future product pricing,future productions costs,and the future demand for these pharmaceutical products.Other Information Management is responsible for the other information.The o

31、ther information comprises the information included in Managements Discussion and Analysis.Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.In connection with our audit of the consolidated financi

32、al statements,our responsibility is to read the other information,and in doing so,consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.We obtained Management

33、s Discussion and Analysis prior to the date of this auditors report.If,based on the work we have performed,we conclude that there is a material misstatement of this other information,we are required to report that fact in this auditors report.We have nothing to report in this regard.Responsibilities

34、 of Management and Those Charged with Governance for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRSs,and for such internal control as management determines is necessary to enab

35、le the preparation of consolidated financial statements that are free from material misstatement,whether due to fraud or error.In preparing the consolidated financial statements,management is responsible for assessing the Companys ability to continue as a going concern,disclosing,as applicable,matte

36、rs related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations,or has no realistic alternative but to do so.Those charged with governance are responsible for overseeing the Companys financial reporting proc

37、ess.Auditors Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement,whether due to fraud or error,and to issue an auditors report that

38、 includes our opinion.Reasonable assurance is a high level of assurance,but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are consi

39、dered material if,individually or in the aggregate,they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.As part of an audit in accordance with Canadian generally accepted auditing standards,we exercise profession

40、al judgment and maintain professional skepticism throughout the audit.We also:Identify and assess the risks of material misstatement of the consolidated financial statements,whether due to fraud or error,design and perform audit procedures responsive to those risks,and obtain audit evidence that is

41、sufficient and appropriate to provide a basis for our opinion.The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error,as fraud may involve collusion,forgery,intentional omissions,misrepresentations,or the override of internal control.Obtain

42、an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances,but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control.Evaluate the appropriateness of accounting policies used and

43、 the reasonableness of accounting estimates and related disclosures made by management.Conclude on the appropriateness of managements use of the going concern basis of accounting and,based on the audit evidence obtained,whether a material uncertainty exists related to events or conditions that may c

44、ast significant doubt on the Companys ability to continue as a going concern.If we conclude that a material uncertainty exists,we are required to draw attention in our auditors report to the related disclosures in the consolidated financial statements or,if such disclosures are inadequate,to modify

45、our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditors report.However,future events or conditions may cause the Company to cease to continue as a going concern.Evaluate the overall presentation,structure and content of the consolidated financial statement

46、s,including the disclosures,and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within th

47、e Company to express an opinion on the consolidated financial statements.We are responsible for the direction,supervision and performance of the group audit.We remain solely responsible for our audit opinion.We communicate with those charged with governance regarding,among other matters,the planned

48、scope and timing of the audit and significant audit findings,including any significant deficiencies in internal control that we identify during our audit.We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence,and

49、 to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence,and where applicable,related safeguards.From the matters communicated with those charged with governance,we determine those matters that were of most significance in the audit of

50、the consolidated financial statements of the current period and are therefore the key audit matters.We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when,in extremely rare circumstances,we determine that a matter should not be

51、communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.The engagement partner on the audit resulting in this independent auditors report is Paula J.Smith.Chartered Professional Accountants Li

52、censed Public Accountants Toronto,Canada June 29,2022 See accompanying notes to the consolidated financial statements 2 ANTIBE THERAPEUTICS INC.Consolidated Statements of Financial Position As at March 31,2022 and 2021(Expressed in thousands of Canadian dollars)2022 2021$ASSETS Current Cash and cash

53、 equivalents 34,807 71,973 Term deposits note 7 20,000 25 Trade and other receivables note 8 1,157 2,603 Inventory-2,157 Prepaid expenses note 14 768 2,345 Assets held for sale note 6 4,632 -Total current assets 61,364 79,103 Non-current assets Property and equipment,net -309 Loan receivable 159 157

54、 Deposits-20 Deferred contract costs note 24 1,283 1,283 Intangible assets,net note 9 26,352 869 Total non-current assets 27,794 2,638 TOTAL ASSETS 89,158 81,741 LIABILITIES Current Accounts payable and accrued liabilities 2,816 3,608 Current portion lease obligation-133 Liabilities directly associa

55、ted with assets held for sale note 6 1,878 -Total current liabilities 4,694 3,741 Non-current liabilities Deferred revenue note 24 27,631 27,631 Lease liability -105 Total non-current liabilities 27,631 27,736 TOTAL LIABILITIES 32,325 31,477 SHAREHOLDERS EQUITY Share capital note 12(b)139,547 111,57

56、4 Common share purchase warrants note 12(e)10,264 10,353 Contributed surplus 18,038 14,293 Deficit (111,016)(85,956)TOTAL SHAREHOLDERS EQUITY 56,833 50,264 TOTAL LIABILITIES AND SHAREHOLDERS EQUITY 89,158 81,741 Commitments and contingencies note 25 Subsequent events note 26 (Signed)Daniel Legault D

57、aniel Legault,Director (Signed)Robert Hoffman Robert Hoffman,Director See accompanying notes to the consolidated financial statements 3 ANTIBE THERAPEUTICS INC.Consolidated Statements of Loss and Comprehensive Loss For the Years Ended March 31,2022 and 2021(Expressed in thousands of Canadian dollars

58、,except share and per share amounts)2022 2021$EXPENSES Research and development note 14 14,358 13,427 Stock-based compensation note 15 5,521 3,989 General and administrative note 16 5,442 6,000 Selling and marketing note 17 208 115 Impairment of amounts due from Antibe Holdings Inc-452 Total expense

59、s 25,529 23,983 LOSS FROM CONTINUING OPERATIONS (25,529)(23,983)Finance and related costs(income)note 18 3 (84)Finance income (282)(46)LOSS BEFORE INCOME TAXES (25,250)(23,853)PROVISION FOR INCOME TAXES Current note 19-Total provision for income taxes-NET LOSS FROM CONTINUING OPERATIONS (25,250)(23,

60、853)DISCONTINUED OPERATIONS Income(loss)from discontinued operations notes 4 and 6 190 (2,448)NET LOSS (25,060)(26,301)OTHER COMPREHENSIVE GAIN Exchange differences on translation of foreign operations-18 COMPREHENSIVE LOSS (25,060)(26,283)Basic and diluted loss per share note 13(0.50)(0.70)Basic an

61、d diluted weighted average number of shares outstanding note 13 50,774,440 37,251,785 See accompanying notes to the consolidated financial statements 4 ANTIBE THERAPEUTICS INC.Consolidated Statements of Changes in Shareholders Equity For the Years Ended March 31,2022 and 2021(Expressed in thousands

62、of Canadian dollars,except share amounts)Number of Common Shares Share capital Common Share purchase warrants Contributed surplus Accumulated other comprehensive income Deficit Total shareholders equity$Balance,March 31,2020 29,368,177 49,666 2,626 11,142 18 (59,673)3,779 Shares and warrants issued

63、13,915,000 58,478 10,637-69,115 Share issuance costs-(5,942)(1,034)1,589 -(5,387)Shares issued for exercised warrants 1,553,076 5,663 (1,876)-3,787 Shares issued for exercised options 564,600 2,465 -(1,183)-1,282 Shares issued for redeemed restricted share units 321,752 1,244 -(1,244)-Stock-based co

64、mpensation -3,989 -3,989 Net loss from continuing operations for the year -(23,853)(23,853)Loss from discontinued operations -(2,448)(2,448)Exchange differences on translation of foreign operations -(18)18 -Balance,March 31,2021 45,722,605 111,574 10,353 14,293 -(85,956)50,264 Balance,March 31,2021

65、45,722,605 111,574 10,353 14,293 -(85,956)50,264 Shares issued for exercised warrants 42,640 217 (89)-128 Shares issued for redeemed restricted share units 460,939 1,776 -(1,776)-Shares issued on amalgamation with Antibe Holdings Inc.notes 5 and 12 5,873,092 25,980 -25,980 Stock-based compensation -

66、5,521 -5,521 Net loss from continuing operations for the year -(25,250)(25,250)Income from discontinued operations -190 190 Balance,March 31,2022 52,099,276 139,547 10,264 18,038 -(111,016)56,833 See accompanying notes to the consolidated financial statements 5 ANTIBE THERAPEUTICS INC.Consolidated S

67、tatements of Cash Flows For the Years Ended March 31,2022 and 2021(Expressed in thousands of Canadian dollars)2022 2021$CASH FLOWS USED IN OPERATING ACTIVITIES Net loss from continuing operations for the year (25,250)(23,853)Income(loss)from discontinued operations notes 4 and 6 190 (2,448)Items not

68、 affecting cash:Stock-based compensation notes 12 and 15 5,521 3,989 Accretion interest-35 Depreciation of property and equipment 34 189 Amortization of intangible assets 65 289 Interest on capitalized lease payments 18 16 Loss on disposal of BMT note 4-1,357 Impairment of amount due from Antibe Hol

69、dings Inc.-452 (19,422)(19,974)Changes in non-cash balances:Trade and other receivables 287 (1,198)Inventory (99)530 Prepaid expenses 1,517 (2,186)Deferred contract costs-(1,047)Accounts payable and accrued liabilities 927 (1,461)Income taxes payable(130)-Deferred revenue-25,231 Net change in non-ca

70、sh balances 2,502 19,869 Cash flows used in operating activities (16,920)(105)CASH FLOWS USED IN INVESTING ACTIVITIES Purchase of term deposits note 7(19,975)-Transaction costs on acquisition of assets,net of cash acquired note 5 (236)-Advances to BMT note 4-(264)Purchase of equipment(9)-Cash flows

71、used in investing activities (20,220)(264)CASH FLOWS PROVIDED BY(USED IN)FINANCING ACTIVITIES Advances to Antibe Holdings Inc.-(69)Lease payments (152)(161)Increase in loan receivable(2)(157)Repayment of credit facility note 10-(2,250)Issuances:Gross proceeds from shares and warrant issuance note 12

72、-69,115 Proceeds from exercised warrants note 12 128 3,787 Proceeds from exercised options note 12-1,282 Share issuance costs note 12-(5,387)Cash flows provided by(used in)financing activities(26)66,160 Net increase(decrease)in cash during the year (37,166)65,791 Cash and cash equivalents,beginning

73、of the year 71,973 6,182 Cash and cash equivalents,end of the year 34,807 71,973 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)6 1.DESCRIPTION OF BUSINESS Ant

74、ibe Therapeutics Inc.(the“Company”or“Antibe”)was incorporated under the Business Corporations Act(Ontario)on May 5,2009.On June 18,2013,the Company completed its initial public offering and was listed on the TSX Venture Exchange.On September 15,2014,the Company began trading in the United States on

75、the OTCQX Exchange.On October 1,2017,the Company changed trading platforms to the OTCQB Exchange.On November 12,2020,the Company completed its graduation to the Toronto Stock Exchange(“TSX”)and the Companys common shares(the“Common Shares”)began trading on the TSX under the symbol“ATE.”In connection

76、 with the Companys graduation to the TSX,concurrently,the Common Shares were voluntarily delisted from the TSX Venture Exchange.On February 16,2021,the Company resumed trading on the OTCQX market under the symbol“ATBPF.”The Company originates,develops and out-licenses new pharmaceuticals.Antibes lea

77、d compound,otenaproxesul(previously known as OTENAPROXESUL),combines a moiety that releases hydrogen sulfide with naproxen,an approved,marketed and off-patent,non-steroidal,anti-inflammatory drug.The Companys main objectives are to develop otenaproxesul by satisfying the requirements of the relevant

78、 drug regulatory authorities while also satisfying the commercial licensing objectives of prospective global partners.The Company has also established a development plan for its lead compound through to the end of Phase III human clinical studies for regulatory discussion purposes.Additionally,the C

79、ompany continues to investigate other research projects as well as additional development opportunities.The Company is also,through its wholly owned subsidiary,Citagenix Inc.(“Citagenix”),a seller of tissue regenerative products servicing the orthopaedic and dental marketplaces.Citagenixs portfolio

80、consists of branded biologics and medical devices that promote bone regeneration.Citagenix operates in Canada through its direct sales force,and in the United States and internationally via a network of distributors(see note 26,Subsequent Events).The address of the Companys registered head office an

81、d principal place of business is 15 Prince Arthur Avenue,Toronto,Ontario,Canada,M5R 1B2.The Company was founded with an exclusive intellectual property license from Antibe Holdings Inc.(“Holdings”),a related party,to develop and commercialize the Companys pipeline drugs.The license obligated the Com

82、pany to pay royalties to Holdings on future revenues derived from this intellectual property.On May 7,2021,the Board of Directors of Antibe and Holdings agreed to combine the companies in an amalgamation transaction.Under the terms of the agreement,the Company acquired full ownership of Holdings pat

83、ent portfolio,eliminating the royalty liability on future revenues(note 5).As of the date of the amalgamation on June 3,2021,11.4%of the Companys Common Shares were held by the former shareholders of Holdings.These consolidated financial statements were authorized for issuance by the Board of Direct

84、ors on June 29,2022.2.BASIS OF PRESENTATION (a)Statement of compliance These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards(“IFRS”),as issued by the International Accounting Standards Board.These consolidated financial statements h

85、ave been prepared using the accounting policies in note 3.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)7 2.BASIS OF PRESENTATION(continued)(b)Consolidation T

86、hese consolidated financial statements reflect the accounts of the Company and its wholly owned subsidiary,Citagenix.The Company operates as two operating segments:Antibe(research and development of new pharmaceuticals)and Citagenix(a seller of tissue regenerative products servicing the orthopaedic

87、and dental marketplaces).The assets and liabilities of Citagenix are recorded as held for sale on the March 31,2022 consolidated statements of financial position(note 6).The results of the operations of Citagenix and BMT Medizintechnik GmbH(“BMT”)are recorded within income(loss)from discontinued ope

88、rations in the statements of loss and comprehensive loss(notes 4 and 6).On December 3,2020,the Company sold its wholly owned subsidiary,BMT.Citagenix was acquired on October 15,2015.It was incorporated under the Business Corporations Act(Quebec)on December 8,1997,and operates in Canada and the US.Al

89、l intercompany balances and transactions have been eliminated on consolidation.For the purposes of effecting a three-cornered amalgamation with Holdings,a company incorporated in the Province of Alberta,the Company established a wholly owned subsidiary,2831094 Ontario Inc.On June 2,2021,Holdings and

90、 2831094 Ontario Inc.amalgamated into the resulting entity,Antibe Amalco Inc.(“Amalco”).On June 3,2021,Amalco was vertically amalgamated into the Company(note 5).(c)Share consolidation On December 1,2020,the Company completed a share consolidation of the Companys issued and outstanding Common Shares

91、 on the basis of one(1)new common share for every ten(10)Common Shares issued and outstanding.All Common Shares,options,restricted share units(“RSUs”),warrants and per share amounts have been restated to give retrospective effect to the share consolidation.(d)Going concern The consolidated financial

92、 statements have been prepared assuming that the Company will continue as a going concern.As at March 31,2022,the Company had working capital of$56,670,incurred a comprehensive loss for the year then ended of$25,060,had negative cash flows from operations of$16,920 and an accumulated deficit of$111,

93、016.Until such time as the Companys pharmaceutical products are patented and approved for sale,the Companys liquidity requirements are dependent on its ability to raise additional capital by selling additional equity,from licensing agreements of its lead compound,from proceeds from the exercise of s

94、tock options and common share warrants or by obtaining credit facilities.The Companys future capital requirements will depend on many factors,including,but not limited to,the market acceptance of its products and services.No assurance can be given that any such additional funding will be available o

95、r that,if available,it can be obtained on terms favourable to the Company.All of the factors above indicate the existence of a material uncertainty that may cast significant doubt about the Companys ability to continue as a going concern,which assumes the Company will continue its operations for the

96、 foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the ordinary course of business.Managements plans to address these issues involve actively seeking capital investment and generating revenue and profit from the commercialization of its produc

97、ts.The Companys ability to continue as a going concern is subject to managements ability to successfully implement this plan.Failure to implement this plan could have a material adverse effect on the Companys financial condition and financial performance.ANTIBE THERAPEUTICS INC.Notes to the Consolid

98、ated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)8 2.BASIS OF PRESENTATION(continued)If the going concern assumption were not appropriate for these consolidated financial statements,then adjustments would b

99、e necessary to the carrying value of assets and liabilities,the reported revenue and expenses,and the classifications used in the consolidated statements of financial position.The consolidated financial statements do not include adjustments that would be necessary if the going concern assumption wer

100、e not appropriate.(e)Business uncertainty In December 2019,COVID-19 emerged in Wuhan,China.Since then,it has spread to most other countries and infections have been reported around the world.On March 11,2020,the World Health Organization declared the outbreak of COVID-19 a global pandemic.In respons

101、e to the outbreak,governmental authorities in Canada and internationally have introduced various recommendations and measures to try to limit the pandemic,including travel restrictions,border closures,non-essential business closures,quarantines,self-isolation,sheltering-in-place and social distancin

102、g.The COVID-19 outbreak and the response of governmental authorities to try to limit it are having a significant impact on the private sector and individuals,including unprecedented business,employment and economic disruptions.The COVID-19 pandemic has impacted the Companys business to some extent.T

103、he Companys Phase 2 trial in calendar 2020 took an additional six weeks to complete due to factors such as the COVID-19 related closure of medical clinics,doctors becoming ill from COVID-19,and staff working from home,all of which slowed the collation of the trial data.COVID-19 could further impact

104、the Companys expected timelines,operations and the operations of its third-party suppliers,manufacturers,and Contract Research Organizations as a result of quarantines,facility closures,travel and logistics restrictions and other limitations in connection with the outbreak.The most significant risk

105、posed by the COVID-19 pandemic is that it could also significantly impact the progress and completion of the clinical trials.Whatever further impact,if any,the COVID-19 pandemic may have on the Company is unpredictable.The continued spread of COVID-19 nationally and globally could also lead to a det

106、erioration of general economic conditions including a possible national or global recession.While the Company believes the current conditions related to the COVID-19 pandemic to be improving,the situation is dynamic and the impact of COVID-19 on its future results of operations and financial conditi

107、on cannot be reasonably estimated at this time.The Company continues to evaluate the situation and monitor any impacts or potential impacts to its business.In the normal course of business,the Company could be the subject of litigation or other potential claims;any matters related to potential legal

108、 proceedings are disclosed in the Companys Annual Information Form.While management assesses the merits of each lawsuit and defends itself accordingly,the Company may be required to incur significant expenses or devote significant resources to defending itself against litigation.(f)Use of estimates

109、The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities,if any,as at the date of the consolidated financial statements,and the repor

110、ted amounts of expenses during the reporting period.Actual results may vary from the current estimates.These estimates are reviewed periodically and,as adjustments become necessary,they are reported in income in the year in which such adjustments become known.Significant estimates in these consolida

111、ted financial statements include the determination of the valuation of intangible assets,completeness of the accrual for research and clinical trial expenses,and accruals and inputs related to the calculation of stock-based compensation.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Sta

112、tements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)9 2.BASIS OF PRESENTATION(continued)(g)Comparative figures BMT and Citagenix operations were reclassified into discontinued operations in the consolidated statements of loss a

113、nd comprehensive loss,in accordance with IFRS 5,Non-current Assets held for Sale and Discontinued Operations(notes 4 and 6).3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS Cash and cash equivalents Cash includes cash and liquid investments with a term to maturity of

114、90 days or less when acquired.Inventory Inventory consists of ready for sale goods.Inventory is valued at the lower of cost and net realizable value.Cost is determined based on the average cost.Net realizable value is the estimated selling price less the estimated costs necessary to make the sale.Th

115、e Company monitors inventory to determine when inventory values are not recoverable and when a write-down is necessary.Property and equipment Property and equipment are stated at cost or deemed cost less accumulated depreciation and accumulated impairment losses.Property and equipment are amortized

116、over their estimated useful life at the following rates and methods:Furniture and fixtures 20%per annum declining balance method Computer equipment 3 years straight-line method Leasehold improvements 10 years straight-line method Vehicles 5 years straight-line method The Company prorates depreciatio

117、n for acquisitions made during the year.The depreciation method,useful life and residual values are assessed annually.When an item of property and equipment comprises significant components with different useful lives,the components are accounted for as separate items of property or equipment.Expend

118、itures incurred to replace a component of an item of property or equipment that is accounted for separately are capitalized.Gains and losses on disposal of property and equipment are determined by comparing the proceeds from disposal with the carrying amount of property and equipment and are recogni

119、zed within other income(loss)in the consolidated statements of loss and comprehensive loss.Intangible assets Intangible assets with finite lives are stated at cost less accumulated amortization.Amortization is based on the estimated useful life of the asset and is calculated as follows:Trademarks an

120、d brands 10 years straight-line method License and customer lists 10 years straight-line method Patents 17 years straight-line method ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share am

121、ounts and where noted)10 3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS(continued)Impairment of non-financial assets The Companys property and equipment and intangible assets with finite lives are reviewed for indications of impairment whenever events or changes in

122、circumstances indicate that their carrying amounts may not be recoverable.If indication of impairment exists,the assets recoverable amount is estimated.An impairment loss is recognized when the carrying amount of an asset,or its cash-generating unit(“CGU”),exceeds its recoverable amount.A CGU is the

123、 smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.Impairment losses are recognized in profit and loss for the year.Impairment losses recognized in respect of CGUs are allocated first to reduce the

124、 carrying amount of any goodwill allocated to the CGUs and then to reduce the carrying amount of the other assets in the unit on a pro-rata basis.The recoverable amount is the greater of the CGUs fair value less costs of disposal and value in use.In assessing value in use,the estimated future cash f

125、lows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.For an asset that does not generate largely independent cash inflows,the recoverable amount is determined for the CGU to wh

126、ich the asset belongs.An impairment loss is reversed if there is an indication that there has been a change in the estimates used to determine the recoverable amount.An impairment loss is reversed only to the extent that the assets carrying amount does not exceed the carrying amount that would have

127、been determined,net of depreciation or amortization,if no impairment loss had been recognized.Intangible assets that are not yet available for use are not amortized but are tested for impairment at least annually or sooner if there is an indication of impairment.Related party transactions Parties ar

128、e considered to be related if one party has the ability,directly or indirectly,to control the other party or exercise significant influence over the other party in making financial and operating decisions.Parties are also considered to be related if they are subject to common control or common signi

129、ficant influence.Related parties may be individuals or corporate entities.A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties.Leases IFRS 16,Leases,sets out the principles for the recognition,measurement,presentat

130、ion and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model,with certain exemptions.The standard includes two recognition exemptions for lessees leases of“low-value”assets and short-term leases with a lease term of 12 months or less.At the commen

131、cement date of a lease,a lessee will recognize a liability to make lease payments and an asset representing the right to use the underlying asset during the lease term.Lessees will be required to separately recognize the interest expense on the lease liability and the depreciation expense on the rig

132、ht-of-use asset.Lessees are also required to remeasure the lease liability upon the occurrence of certain events such as a change in lease term.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and pe

133、r share amounts and where noted)11 3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS(continued)The Company recognizes a right-of-use asset based on the amount equal to the lease liability,adjusted for any related prepaid and accrued lease payments previously recognized

134、.The lease liability is recognized based on the present value of remaining lease payments,discounted using the incremental borrowing rate at the date of initial application of the standard or inception of the lease.The lessee will generally recognize the amount of the remeasurement of the lease liab

135、ility as an adjustment to the right-of-use asset.Income taxes Income taxes are accounted for using the liability method.Deferred income tax assets and liabilities are recognized based on the temporary differences between the assets and liabilities for accounting purposes and the amounts used for tax

136、 purposes and the benefit of unutilized tax losses for which it is probable they will be realized and carried forward to future years to reduce income taxes.Deferred income tax assets and liabilities are not recognized if the temporary differences arise from goodwill or from initial recognition of o

137、ther assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.Deferred income tax assets and liabilities are measured using tax rates enacted by tax laws or substantively enacted for the years in which deferred income tax assets are likely to be reali

138、zed or deferred income tax liabilities settled.The effect of a change in tax rates on deferred income tax assets and liabilities is included in loss and comprehensive loss in the period when the change is substantially enacted.Deferred share issuance costs These are costs related directly to the pro

139、posed issuance of shares by the Company pursuant to private placements and public share offerings.Upon completion of the share issuance,these costs are charged against share capital.Such costs are recognized as an expense in the event that it is determined that such transaction will not be completed

140、.Government grants and investment tax credits Amounts received or receivable resulting from government assistance programs are recognized when there is reasonable assurance that the amount of government assistance will be received,and all attached conditions will be complied with.When the amount rel

141、ates to an expense item,it is recognized into income as reduction to the costs that it is intended to compensate.When the amount relates to an asset,it reduces the carrying amount of the asset and is then recognized as income over the useful life of the depreciable asset by way of a reduced deprecia

142、tion charge.Investment tax credits(“ITCs”)receivable are amounts refundable from the Canadian federal and provincial governments under the Scientific Research&Experimental Development(“SR&ED”)incentive program.The amounts claimed under the program represent the amounts submitted by management based

143、on research and development costs paid during the year and included a number of estimates and assumptions made by management in determining the eligible expenditures.ITCs are recorded when there is reasonable assurance that the Company will realize the ITCs.Recorded ITCs are subject to review and ap

144、proval by tax authorities and,therefore,could be different from the amounts recorded.Research and development expense Research costs are expensed as incurred.Development costs are expensed in the year incurred unless they meet certain criteria for capitalization.No development costs have been capita

145、lized to date.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)12 3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS(continued)Reve

146、nue recognition Product sales Revenue from product sales is recognized when control of the goods is transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods.In certain circumstances,returns or exchange of product

147、s are allowed under the Companys policy or the Company may provide discounts or allowances,which gives rise to variable consideration.The variable consideration is estimated using the expected value method as this best predicts the amount of variable consideration to which the Company is entitled.Li

148、cense revenue The Company may enter into license agreements for the development and/or commercialization of products in certain territories.IFRS 15,Revenue from Contracts with Customers,includes specific guidance for accounting for license of intellectual property,which requires revenue to be record

149、ed either over time or at a point in time,depending on whether the customer has the“right to access”or the“right to use”the intellectual property.For licenses that provide the customer with the right to access the intellectual property,revenue is recognized throughout the license period.For licenses

150、 that provide the customer with the right to use the intellectual property,revenue is deferred and amortized to the consolidated statements of loss and comprehensive loss at a point in time where the customer can first use and benefit from the license.Costs to obtain a contract Incremental costs inc

151、urred to obtain a contract are capitalized as a contract asset on the consolidated statements of financial position.These costs are deferred and amortized to the consolidated statements of loss and comprehensive loss at a point in time where the customer can first use and benefit from the license.Th

152、e contract assets are tested for impairment annually,or if there are indicators of impairment.Financing component Agreements entered into with licensing partners often include an upfront fee upon execution of the agreement.If considered significant in the context of the arrangement,these upfront fee

153、s are accounted for as a financing component.Stock-based compensation The Company accounts for options and warrants using the fair value-based method of accounting for stock-based compensation.Fair values are determined using the Black-Scholes-Merton option-pricing model(“BSM”).Management exercises

154、judgment in determining the underlying share price volatility,expected life of the option,expected forfeitures and other parameters of the calculations.Compensation costs are recognized over the vesting period as an increase to stock-based compensation expense and contributed surplus.If,and when,sto

155、ck options and warrants are ultimately exercised,the applicable amounts of contributed surplus and common share purchase warrants are transferred to share capital.The Company accounts for restricted share units(“RSUs”)using the fair market value on the date of the grant.Compensation costs are recogn

156、ized over the vesting period as an increase to stock-based compensation expense and contributed surplus.When RSUs are redeemed,the applicable amount of contributed surplus is transferred to share capital.Broker warrants Warrants issued in a public or private placement to brokers are accounted for un

157、der IFRS 2,Share-based Payments,and are classified as equity.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)13 3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,EST

158、IMATES,JUDGMENTS and ASSUMPTIONS(continued)Loss per share Basic loss per share is calculated on the basis of loss attributable to the holders of Common Shares divided by the weighted average number of Common Shares outstanding during the year.Diluted per share amounts are calculated giving effect to

159、 the potential dilution that would occur if securities or other contracts to issue common shares were exercised or converted to Common Shares.The treasury stock method assumes that proceeds received from the exercise of in-the-money stock options and common share purchase warrants are used to repurc

160、hase Common Shares at the prevailing market rate.Diluted loss per share is equal to basic loss per share when the effect of otherwise dilutive securities is anti-dilutive.Provisions The Company recognizes a provision when it has a present obligation(legal or constructive)as a result of a past event,

161、it is probable it will be required to settle the obligation,and it can make a reliable estimate of its amount.The amount it recognizes as a provision is its best estimate of the consideration required to settle the present obligation at the end of the reporting period,taking into account the surroun

162、ding risks and uncertainties.Where it measures a provision using the cash flows estimated to settle the present obligation,the carrying amount is the present value of those cash flows,calculated using a pre-tax discount rate reflecting the risks specific to the liability.The Company adjusts the liab

163、ility at the end of each reporting period for the unwinding of the discount rate and for changes to the discount rate or to the amount or timing of the estimated cash flows underlying the obligation.Measurement of financial instruments Classification and measurement Except for certain trade receivab

164、les,under IFRS 9,Financial Instruments(“IFRS 9”),the Company initially measures a financial asset at its fair value plus,in the case of a financial asset not at fair value through profit or loss(“FVTPL”),transaction costs.Under IFRS 9,financial liabilities are subsequently measured at FVTPL,amortize

165、d cost,or fair value through other comprehensive income(“FVOCI”).The classification is based on two criteria:the Companys business model for managing the assets;and whether the instruments contractual cash flows represent“solely payments of principal and interest”on the principal amount outstanding.

166、The financial instruments of the Company are classified as follows:IFRS 9 Financial assets Cash and cash equivalents Amortized cost Term deposits Amortized cost Trade and other receivables Amortized cost Due from Antibe Holdings Inc Amortized cost Deposits Amortized cost Financial liabilities Bank i

167、ndebtedness Amortized cost Accounts payable and accrued liabilities Amortized cost Loan payable Amortized cost ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)1

168、4 3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS(continued)Financial instruments Financial assets and liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument.Financial assets are derecognized when the rights to rec

169、eive cash flows from the assets have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership.The purchase and sale of financial assets are recognized using trade date accounting.Financial liabilities are derecognized when the obligation is di

170、scharged,cancelled or expires.Financial assets and liabilities are offset and the net amount reported when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis,or realize the asset and settle the liability simultaneously.There are t

171、hree measurement categories in which the Company classifies its financial assets:Amortized cost:Financial instruments that are held for collection of contractual cash flows,where those cash flows represent solely payments of principal and interest,are measured at amortized cost.Interest income from

172、these financial instruments is recorded in net income(loss)using the effective interest rate method.FVOCI:Debt instruments that are held for collection of contractual cash flows and for selling the financial instruments,where the financial instruments cash flows represent solely payments of principa

173、l and interest,are measured at FVOCI.Movements in the carrying amount are taken through other comprehensive income(loss)(“OCI”),except for the recognition of impairment gains or losses,interest income and foreign exchange gains and losses that are recognized in net income(loss).When the financial in

174、strument is derecognized,the cumulative gain or loss previously recognized in OCI is reclassified from equity to net income(loss)and recognized in other gains(losses).Interest income from these financial instruments is included in interest using the effective interest rate method.Foreign exchange ga

175、ins(losses)are presented in other gains(losses)and impairment expenses in other expenses.FVTPL:Financial instruments that do not meet the criteria for amortized cost or FVOCI are measured at FVTPL.A gain or loss on a financial instrument that is subsequently measured at FVTPL and is not part of a he

176、dging relationship is recognized in net income(loss)and presented net in comprehensive income(loss)within other gains(losses)in the period in which it arises.Financial liabilities are either classified as amortized cost or FVTPL.For financial liabilities held at amortized cost,when the Company revis

177、es its estimates of the amount and timing of payments,it will adjust the gross carrying amount of the amortized cost of a financial liability to reflect actual and revised estimated contractual cash flows.The Company recalculates the gross carrying amount of the amortized cost of the financial liabi

178、lity as the present value of the estimated future contractual cash flows that are discounted at the financial instruments original effective interest rate.The adjustment is recognized in net income(loss).ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Ex

179、pressed in thousands of Canadian dollars,except share and per share amounts and where noted)15 3.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS(continued)Impairment of financial assets At each reporting date,the Company assesses on a forward-looking basis the expected

180、 credit losses(“ECLs”)associated with its financial instruments carried at amortized cost and whether there is objective evidence that a financial asset is impaired.Trade and other receivables are subject to lifetime ECLs,which are measured as the difference in the present value of the contractual c

181、ash flows that are due under the contract,and the cash flows that are expected to be received.The Company applies the simplified approach at each reporting date on its trade and other receivables and considers current and forward-looking macro-economic factors that may affect historical default rate

182、s when estimating ECL.Financial assets,together with the associated allowance,are written off when there is no realistic prospect of future recovery and all collateral has been realized or has been transferred to the Company.If,in a subsequent year,the amount of the estimated impairment loss increas

183、es or decreases because of an event occurring after the impairment was recognized,the previously recognized impairment loss is increased or decreased by adjusting the carrying value of the loan or receivable.If a past write-off is later recovered,the recovery is recognized in the consolidated statem

184、ents of loss and comprehensive loss.Significant estimates,judgments and assumptions Completeness of the accrual for research and clinical trial expenses The Companys determination of accrued research and clinical trial costs at each reporting period requires significant judgment,as estimates are bas

185、ed on a number of factors,including managements knowledge of the research and development programs and associated timelines,invoicing to date from third party vendors,and the terms and conditions in the contractual arrangements including amendments or ancillary agreements.The completeness of researc

186、h and clinical trial accruals is subject to risk of estimation uncertainty related to services having been received where invoices are not received from third party vendors in a timely manner prior to the time the consolidated financial statements are issued.Valuation of intangible assets not yet su

187、bject to amortization The Company acquired intangible assets consisting of intellectual property as part of its acquisition of the underlying assets of Holdings.The fair value of the intellectual property acquired was determined based on the relief from royalty method.The intellectual property acqui

188、red is not yet subject to amortization,and in accordance with the Companys accounting policies,is tested for impairment at least annually,or sooner if there is an indication of impairment.The cash flows from the intellectual property acquired are monitored within the Antibe CGU.When performing the a

189、nnual impairment test as at March 31,2022,the Company determined the recoverable amount of the Antibe CGU using a value-in-use approach and prepared a discounted cash flow model.Significant assumptions used within the discounted cash flow model are disclosed within note 9.Vesting period for performa

190、nce-based restricted share units The Company issues certain RSUs which vest depending on specified operational performance conditions.The RSUs are to be settled with the Companys shares.Details of the RSU grants are disclosed within note 12.When calculating the share-based compensation expense for t

191、he period,the Company estimates the likelihood and timing of achieving the performance conditions.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)16 3.SUMMARY O

192、F SIGNIFICANT ACCOUNTING POLICIES,ESTIMATES,JUDGMENTS and ASSUMPTIONS(continued)New and amended standards and interpretations A number of amendments to standards have been issued but are not yet effective for the financial year ended March 31,2022,and accordingly,have not been applied in preparing t

193、hese consolidated financial statements.The Company reviewed these amendments and concluded that there would be no impact on adoption given their nature and applicability.4.SALE OF BMT On December 3,2020,the Company completed the sale of 100%of the shares of its wholly owned subsidiary,BMT,for cash c

194、onsideration of 1(one euro).The results of BMT are presented in the consolidated statements of loss and comprehensive loss within loss from discontinued operations for the year ended March 31,2021.The results of BMT for the year ended March 31,2021 are presented below:2021$Revenue 228 Cost of goods

195、sold 136 Gross profit 92 Expenses 302 Loss on sale of BMT 1,357 Loss from discontinued operations(1,567)The loss on the sale of BMT,$1,358,is the result of the derecognition of BMTs assets and liabilities for consideration of 1 Euro.The major classes of assets and liabilities on the day of sale are

196、presented below.2021$Accounts receivable 87 Inventory 734 Prepaid expenses 9 Property,plant and equipment 6 Government remittances receivable 5 Trademarks 613 Accounts payable and accrued liabilities(83)Bank indebtedness(14)Loss on sale of BMT$1,357 As part of the sale agreement,Antibe wrote off a n

197、et intercompany loan receivable from BMT of$1,863.Cash flows from operations incurred by BMT for the year ended March 31,2021,were negative$264 and are presented within the Companys consolidated statements of cash flows.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,

198、2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)17 4.SALE OF BMT(continues)Antibe has also provided a loan to the purchaser in the amount of$157(100 thousand)for working capital purposes.This loan matures on December 3,2022 and bears intere

199、st at an annual rate of 5%,payable quarterly.5.AMALGAMATION WITH RELATED PARTY On May 7,2021,the Company announced that the Boards of Directors of Antibe and Holdings agreed to combine the companies in an amalgamation transaction pursuant to which shareholders of Holdings would receive Common Shares

200、 of the Company in exchange for their shares of Holdings.The companies were combined in a three-cornered amalgamation transaction pursuant to which Holdings amalgamated with a newly incorporated subsidiary of the Company.This related party transaction closed on June 3,2021.On June 3,2021,the Company

201、 issued an aggregate of 5,873,092 Common Shares for a total consideration of$25,980,to acquire all of the issued and outstanding shares of Holdings,following which Holdings ceased to exist.The amalgamation was accounted for as an acquisition of the underlying assets of Holdings.The fair value of the

202、 assets acquired include$26,051 in intangible assets related to intellectual property,$65 in cash,net of amounts owed to Antibe for advances made in the quarter prior to the amalgamation,$28 in other assets,$130 in income taxes payable and$34 in other current liabilities.The fair value of the intell

203、ectual property was determined based on the relief from royalty method.The Company has also capitalized$301 of costs directly related to the amalgamation to the intellectual property acquired.The intellectual property acquired is not yet subject to amortization as it is classified as not yet availab

204、le for use in accordance with the Companys accounting policies.At the time of acquisition,these new shares accounted for approximately 11.4%of the ownership of Antibe on a post-transaction basis.Shares issued to Company insiders,who collectively owned approximately 37.5%of the outstanding shares of

205、Holdings,are subject to lock-up agreements,with half of them released 120 days after closing and the balance released 240 days after closing.6.ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS On May 2,2022,the Company announced the signing of a binding agreement to sell its Citagenix subsidiary(see

206、note 26,Subsequent Events).The$6.5 million transaction involves a guaranteed$3.5 million,divided into four equal payments over three years,the first of which will be received at closing.The remaining$3 million is subject to Citagenix achieving sales milestones over the three-year period following cl

207、osing.The transaction will close no later than 180 days following the signing of this binding agreement.Under the terms of the agreement,Antibe will also receive a$250 deposit from the purchaser to be held in escrow and released at closing.As at March 31,2022,the Company met the requirements to reco

208、rd Citagenix as Held for Sale and a Discontinued Operation,in accordance with IFRS 5,Non-current Assets Held for Sale and Discontinued Operations.Citagenix is not a fit with the Companys core business of developing new drugs as a clinical stage biotechnology company.The results of Citagenix for the

209、years ended March 31,2022 and 2021 are presented below:2022 2021$Revenue 13,511 9,714 Cost of goods sold 8,145 6,164 Gross profit 5,366 3,550 Expenses 5,176 4,431 Income(loss)from discontinued operations 190(881)ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and

210、 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)18 6.ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS(continued)Revenue by geographic region for the year ended March 31,2022 is as follows:Canada 37%USA 30%Europe 3%ROW -30%Within the March 31,2022 c

211、onsolidated statement of financial position,following the classification of Citagenix as a discontinued operation,assets held for sale were as follows:2022$Accounts receivable,net of allowances 1,176 Inventory 2,259 Prepaid expenses 64 Intangible assets 804 Property and equipment 305 Deposits 24 Ass

212、ets held for sale 4,632 The major classes of liabilities classified as held for sale presented within the March 31,2022 consolidated statement of financial position are presented below:2022$Accounts payable and accrued liabilities 1,753 Lease liability 125 Liabilities associated with assets held for

213、 sale 1,878 Cash flow provided by Citagenix operating activities for the year ended March 31,2022 was$437(2021($441).7.TERM DEPOSITS On March 28,2022,the Company invested$20,000 in four separate GICs having expiry dates of three,six,nine and twelve months.The principal amount invested in each GIC is

214、$5,000 and the interest rates range from 1.4%to 2.35%.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)19 8.TRADE AND OTHER RECEIVABLES 2022 2021$Scientific Rese

215、arch and Experimental Development(“SR&ED”)tax credits receivable 774 1,131 Interest receivable 3-Trade receivables,net of allowances-1,061 Harmonized Sales Tax receivable 344 392 1,121 2,584 Employee advances note 11 36 19 1,157 2,603 9.INTANGIBLE ASSETS Intangible assets consist of the following:Tr

216、ademarks and brands Intellectual Property Customer lists Patents Total$Cost As at March 31,2020 3,094 -177 19 3,290 Disposals (1,217)-(1,217)As at March 31,2021 1,877 -177 19 2,073 As at April 1,2021 1,877 -177 19 2,073 Additions note 5 -26,352 -26,352 As at March 31,2022 1,877 26,352 177 19 28,425

217、Amortization As at March 31,2020 1,381 -123 15 1,519 Disposals(604)-(604)Charge for the year 249-36 4 289 As at March 31,2021 1,026 -159 19 1,204 As at April 1,2021 1,026 -159 19 1,204 Charge for the year 47-18-65 As at March 31,2022 1,073 -177 19 1,269 Transferred to assets held for sale note 6 804

218、-804 Carrying amount As at March 31,2021 851 -18-869 As at March 31,2022-26,352-26,352 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)20 9.INTANGIBLE ASSETS(co

219、ntinued)The intellectual property is not yet subject to amortization and is tested for impairment at least annually,or sooner if there is an indication of impairment.The cash flows from the intellectual property acquired are monitored within the Antibe cash-generating unit(CGU).The Company performed

220、 its annual impairment test on March 31,2022 and concluded that the recoverable amount of the Antibe CGU was not less than its carrying value.The Company determined the recoverable amount of the Antibe CGU using a value-in-use approach through a discounted cash flow analysis.Significant assumptions

221、used in the discounted cash flow analysis included:projections for the future costs of clinical trials,revenue and margin projections,probability of commercialization,and the discount rate.These assumptions are affected by expectations about future market and economic conditions including the succes

222、s of clinical trials,obtaining regulatory approvals,future product pricing,future production costs,and the future demand for these pharmaceutical products.10.CREDIT FACILITY INDEBTEDNESS On June 29,2018,Citagenix replaced its bank operating line facility with a$2.25 million secured revolving credit

223、facility(the“Credit Facility”)provided by Bloom Burton Healthcare Lending Trust(“BBHLT”).Amounts outstanding under the Credit Facility bear interest at a rate of 7%compounded monthly,payable quarterly.On June 29,2020,the maturity date of the BBHLT Credit Facility,the Company paid in full the princip

224、al amount of$2,250,plus outstanding interest of$40.11.RELATED PARTY TRANSACTIONS Refer to note 5 for information regarding the amalgamation with Antibe Holdings Inc.Employee cash advances as at March 31,2022,totalled$36.Currently,the Company has one officer receiving cash advances.12.SHARE CAPITAL (

225、a)Authorized The Company has an unlimited number of authorized Common Shares without par value.(b)Common Shares 2022 2021 Shares Amount Shares Amount$Balance,beginning of the year 45,722,605 111,574 29,368,177 49,666 Amalgamation with Holdings 5,873,092 25,980-Warrants exercised 42,640 217 1,553,076

226、 5,663 Options exercised-564,600 2,465 Restricted share units redeemed 460,939 1,776 321,752 1,244 Prospectus June 30,2020(“P2020”)-7,187,500 26,041 Prospectus February 24,2021(“P2021”)-6,727,500 32,437 Share issuance costs P2020-(2,918)Share issuance costs P2021-(2,988)Shelf prospectus costs-(36)Ba

227、lance,end of the year 52,099,276 139,547 45,722,605 111,574 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)21 12.SHARE CAPITAL(continued)On June 3,2021,the Com

228、pany completed a three-cornered amalgamation transaction with Holdings.In consideration,the Company issued an aggregate of 5,873,092 Common Shares(see note 5).The following provides additional information on the prospectus financing completed during the year ended March 31,2021:Closing date Prospect

229、us Number of units/shares issued Number of warrants issued Price per unit Gross proceeds3 Warrant exercise price Warrant expiry date$June 30,2020 P2020 7,187,5001 2,395,833 4.00 28,750 6.00 June 30,2022 February 24,2021 P2021 6,727,5002 3,363,750 6.00 40,365 7.50 February 24,2024 1Each unit was comp

230、osed of one Common Share and one-third of one Common Share purchase warrant.Each whole warrant entitles the holder to purchase one Common Share.2Each unit was composed of one Common Share and one-half of one Common Share purchase warrant.Each whole warrant entitles the holder to purchase one common

231、share.3Gross proceeds have been allocated to share capital and warrants based on the residual method.Warrants were valued using the BSM.With respect to the prospectus financing completed during the year ended March 31,2021,the Company issued the following warrants to brokers:Closing date Prospectus

232、Number of broker warrants issued Total issuance costs Non-cash cost from issuance of warrants to brokers Broker warrant exercise price Broker warrant expiry date$June 30,2020 P2020 503,125 2,131 821 4.00 June 30,2022 February 24,2021 P2021 403,650 2,529 768 6.00 February 24,2023 All issuance costs w

233、ere offset against share capital and common share purchase warrants in proportion to the allocation of proceeds.The following is a summary of all warrants exercised during the years ended March 31,2022 and 2021:2022 2021 Exercise price Number of warrants exercised Gross proceeds Number of warrants e

234、xercised Gross proceeds$1.50-915,650 1,373 2.50-12,800 32 3.00 42,640 128 23,208 70 3.50-277,650 972 4.00-301,336 1,205 6.00-22,432 135 42,640 128 1,553,076 3,787 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,

235、except share and per share amounts and where noted)22 12.SHARE CAPITAL(continued)Each of the warrants entitled the bearer to purchase one Common Share of the Company.(c)Stock options In connection with the Companys graduation to the TSX on November 12,2020,and to fulfill the exchanges compliance req

236、uirements,minor changes to the Companys Stock Option Plan involving the calculation of fair market value have been put into effect.These changes received shareholder approval at the Companys last annual general meeting.On January 11,2021,the Company granted a consultant options in exchange for inves

237、tor relations services.The options give the consultant the right to purchase a total of 66,000 common shares pursuant to the Companys stock option plan.Each option has an exercise price of$4.00,vests quarterly starting on the date of the grant,and will expire January 11,2024.The estimated fair value

238、 of the options,which approximates the value of the services to be received,and calculated using the BSM,is$136.On March 16,2022,the TSX approved a request by the Company to amend the exercise price of 232,423 common share purchase options which were awarded pursuant to the Companys Stock Option Pla

239、n.The following table provides details on the options which were amended:Grant date Previous exercise price Number of options New exercise price$March 9,2016 1.40 2,300 0.68 January 18,2017 1.90 10,000 0.68 March 31,2017 2.00 119,123 0.68 August 27,2019 3.00 35,000 0.68 January 11,2021 4.00 66,000 0

240、.68 None of the options are held by insiders of the Company and the new exercise price was at or above the market price(based on the five-day volume-weighted average price)immediately preceding February 11,2022,the date when the Board of Directors granted approval for the stock option price amendmen

241、t.The following is a summary of all options to purchase Common Shares that are outstanding as at March 31,2022 and 2021,as well as details on exercise prices and expiry dates:2022 2021 Options Weighted average price Options Weighted average price$Balance,beginning of the year 1,269,035 2.95 1,814,73

242、5 2.71 Granted during the year 20,000 0.91 66,000 4.00 Exercised during the year-(564,600)2.27 Forfeited during the year(14,600)1.96(47,100)3.24 Balance,end of the year 1,274,435 2.93 1,269,035 2.95 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Express

243、ed in thousands of Canadian dollars,except share and per share amounts and where noted)23 12.SHARE CAPITAL(continued)Number of options Exercise price Expiry date$20,000 3.40 April 26,2022 35,000 0.68 August 27,2022 15,000 5.50 October 21,2023 66,000 0.68 January 11,2024 80,500 6.60 March 4,2024 20,0

244、00 0.91 November 15,2024 36,000 1.40 July 13,2025 2,000 0.68 March 9,2026 156,271 1.45 March 9,2026 10,000 1.90 January 18,2027 117,323 0.68 March 31,2027 687,001 2.00 March 31,2027 15,152 4.95 April 11,2028 4,188 4.00 May 8,2028 10,000 2.90 March 11,2029 1,274,435 The number of options exercisable

245、as at March 31,2022,is 1,264,435 and the weighted average exercise price of these options is$2.07.The total fair value of options not yet recognized as an expense is$5.The following assumptions were used in the BSM to determine the fair value of stock options granted in the years ended March 31,2022

246、 and 2021:2022 2021 Weighted average risk-free interest rate 1.13%0.24%Weighted average expected volatility 98%80%Expected dividend yield-Weighted average expected life of options 3 years 3 years Weighted average share price$0.88$4.00 Weighted average exercise price$0.91$4.00 (d)Restricted share uni

247、t plan In connection with the Companys graduation to the TSX on November 12,2020,and to fulfill the exchanges compliance requirements,minor changes to the Companys RSU Plan involving the calculation of fair market value have been put into effect.These changes received shareholder approval at the Com

248、panys last annual general meeting.On June 11,2020,the Company granted 50,000 restricted share units(“RSUs”)in connection with the appointment of a new Chief Medical Officer.The RSUs are subject to time-based vesting;one-third of the RSUs granted will vest on each of the first,second and third annive

249、rsaries of the grant date.The fair value of the RSUs was$235,determined based on the share price on the grant date.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where not

250、ed)24 12.SHARE CAPITAL(continued)On July 23,2020,and September 17,2020,the Company granted 5,000 and 3,000 RSUs,respectively,to two consultants in exchange for public relations services.The RSUs vest quarterly starting on the date of the grant.The fair values of the July 23,2020 RSUs and the Septemb

251、er 17,2020 RSUs were$20 and$11,respectively.On January 11,2021,the Board of Directors awarded 2,092,000 RSUs to directors,officers,employees and consultants pursuant to the Companys RSU plan.The vesting of 50%of the RSUs granted to key executives is subject to specific performance goals that reflect

252、 the successful execution of the Companys business plan.All RSUs are subject to time-based vesting;one third of the RSUs granted will vest on each of the first,second and third anniversaries of the grant date.The total fair value of the RSUs was$8,369,determined based on the share price on the grant

253、 date.Included in the RSUs granted on January 11,2021,are 731,000 performance RSUs granted to key senior executives of Antibe and Citagenix.Vesting of these RSUs is subject to the successful achievement of certain goals that are designed to reflect the successful execution of the Companys business p

254、lan and strategy.The estimated fair value of these RSUs calculated using the share price on the grant date is$2,924.As at March 31,2022,it was determined that the probability and timing of achieving the performance criteria was greater than 50%,and as such,these performance RSUs were expensed and in

255、cluded in contributed surplus.On March 3,2021,the Company granted a total of 80,000 RSUs to two employees in connection with their employment agreements,and two consultants in exchange for their services.The RSUs are subject to time-based vesting;one-third of the RSUs granted will vest on each of th

256、e first,second and third anniversaries of the grant date.The fair value of the RSUs was$412,determined based on the share price on the grant date.On May 1,2021,and August 16,2021,the Company granted 24,000 and 21,779 RSUs,respectively,to two consultants in exchange for consulting services.The RSUs v

257、est quarterly beginning on the grant date.The fair values of the May 1,2021 RSUs and the August 16,2021 RSUs were$102 and$31,respectively.On May 1,2021,the Company granted 10,000 RSUs in connection with the appointment of a new Director of Clinical Operations.The RSUs are subject to time-based vesti

258、ng;one-third of the RSUs granted will vest on each of the first,second and third anniversaries of the grant date.The fair value of the RSUs was$43 determined based on the share price on the grant date.On November 15,2021,the Company granted 380,000 RSUs to directors,officers,employees and consultant

259、s.The total fair value of these RSUs,determined using a five-day volume weighted average share price,is$346.All RSUs are subject to a service condition:one third(1/3)of the RSUs granted will vest on each of the first,second and third anniversaries of the grant date.In the case of RSUs granted to one

260、 consultant,all RSUs vested on the grant date.Included in the RSUs granted on November 15,2021,are 140,000 performance RSUs granted to key senior executives.Vesting of these RSUs is subject to the successful achievement of certain goals that are designed to reflect the successful execution of the Co

261、mpanys business plan and strategy.The estimated fair value of these performance RSUs,calculated as of the grant date,is$127.As at March 31,2022,it was determined that the probability and timing of achieving the performance criteria was greater than 50%,and as such,these performance RSUs were expense

262、d and included in contributed surplus.For the year ended March 31,2022,$5,521 ($5,414 related to RSUs and$107 related to options)has been included within stock-based compensation in the statements of loss and comprehensive loss.ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements M

263、arch 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)25 12.SHARE CAPITAL(continued)The following is a summary of all RSUs for Common Shares that are outstanding as at March 31,2022 and 2021:2022 2021 RSUs RSUs Balance,beginning of the ye

264、ar 3,625,574 2,155,158 Granted during the year 435,779 2,230,000 Vested during the year (1,566,907)(423,320)(625,000)Forfeited during the year(56,001)(134,584)Balance,end of the year 2,438,445 3,625,574 The number of RSUs vested and redeemed during the year was 460,939(2021 321,752.The number of RSU

265、s vested and not redeemed during the year was 1,105,968(2021 303,250).Based on the share price on the date of granting,the total fair value of RSUs not yet recognized as an expense is$4,080.(e)Common share purchase warrants The following is a summary of all warrants to purchase Common Shares that ar

266、e outstanding as at March 31,2022 and 2021,as well as details on exercise prices and expiry dates:2022 2021 Warrants Weighted average price Warrants Weighted average price$Balance,beginning of the year 7,906,117 6.12 2,838,785 2.90 Issued during the year-6,666,358 6.61 Exercised during the year(42,6

267、40)3.00(1,553,076)2.44 Expired during the year(474,311)3.47(45,950)1.50 Balance,end of the year 7,389,166 6.31 7,906,117 6.12 Number of warrants Exercise price Expiry date$489,726 4.00 June 30,2022 2,373,401 6.00 June 30,2022 758,639 4.00 August 13,2022 403,650 6.00 February 24,2023 3,363,750 7.50 F

268、ebruary 24,2024 7,389,166 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)26 12.SHARE CAPITAL(continued)The following assumptions were used in the BSM to determ

269、ine the fair value of warrants issued during the year ended March 31,2021:2021 Weighted average risk-free interest rate 0.30%Weighted average expected volatility 75%Expected dividend yield 0.00%Weighted average expected life of warrants 2.5 years Weighted average share price$4.87 Weighted average ex

270、ercise price$6.61 13.LOSS PER SHARE Basic loss per share is calculated by dividing the net loss attributable to common shareholders by the weighted average number of Common Shares outstanding during the period.All unexercised share options and warrants were excluded from calculating diluted loss per

271、 share as the effect of their issuance would be anti-dilutive.14.RESEARCH AND DEVELOPMENT EXPENSES The nature of the research and development expenses for the years ended March 31,2022 and 2021,is summarized as follows:2022 2021$Salaries and wages 2,399 1,672 Professional and consulting fees 412 1,4

272、28 Research and clinical trial costs 11,633 11,334 SR&ED rebate (86)(1,007)Total research and development expenses 14,358 13,427 Non-refundable advance payments for goods and services that will be used or rendered in future research and development activities are recorded as a prepaid expense and re

273、cognized as an expense within“Research and clinical trial costs”in the period that the related goods are consumed,or services are performed.As at March 31,2022,$569(2021$2,115)was recorded as a prepaid expense.15.STOCK-BASED COMPENSATION The function of the stock-based compensation expense for the y

274、ears ended March 31,2022 and 2021,is summarized as follows:2022 2021$General and administrative 3,642 2,691 Research and development 1,879 1,298 Total stock-based compensation 5,521 3,989 ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thous

275、ands of Canadian dollars,except share and per share amounts and where noted)27 16.GENERAL AND ADMINISTRATIVE EXPENSES The nature of the general and administrative expenses for the years ended March 31,2022 and 2021,is summarized as follows:2022 2021$Salaries and wages 1,799 1,410 Professional and co

276、nsulting fees 2,903 3,732 Office expenses 442 402 Other expenses 298 456 Total general and administrative expenses 5,442 6,000 17.SELLING AND MARKETING EXPENSES The nature of the selling and marketing expenses for the years ended March 31,2022 and 2021,is summarized as follows:2022 2021$Advertising

277、and promotion 140 62 Travel and entertainment 68 53 Total selling and marketing expenses 208 115 18.FINANCE AND RELATED COSTS(INCOME)The components of the finance and related costs(income)for the years ended March 31,2022 and 2021,are as follows:2022 2021$Interest and bank charges 8 8 Foreign curren

278、cy transactions (5)(92)Total finance and related costs 3(84)ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)28 19.INCOME TAXES The income tax provision recorded

279、 differs from the income tax obtained by applying the statutory income tax rate of 26.50%(2021 26.50%)to the loss before income taxes for the year,and is reconciled as follows:2022 2021$Loss before income taxes from continuing operations(25,250)(23,853)Expected income tax recovery at the combined ba

280、sic federal and provincial tax rate:(6,691)(6,321)Decrease(increase)resulting from:Non-deductible expenses 1,452 1,064 Tax losses on BMT-(379)Book write-down of receivable-120 Others(101)(398)Amount related to unrecognized deferred tax assets 5,340 5,914 Provision for(recovery of)income taxes-The Co

281、mpany has incurred non-capital losses of$31,681 for tax purposes,which are available to reduce future taxable income.Such benefits will be recorded as an adjustment to the tax provision in the year realized.The losses expire as follows:$In the year ending March 31,2037-2038 1,079 2039 9,216 2040-204

282、1 21,386 31,681 As at March 31,2022,the Company has incurred capital losses of$11,587 which is applicable to future years and has no expiry date.The cumulative carry-forward pool of SR&ED expenditures as at March 31,2022,applicable to future years,with no expiry date,is$22,426.ANTIBE THERAPEUTICS IN

283、C.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)29 20.DEFERRED INCOME TAXES The recognized temporary differences and tax losses are attributable to the following:2022 2021$Amount rel

284、ated to tax loss 123 503 Amount related to intangible assets on business combination-(226)Amount related to transaction costs-3 Amount related to capital property 217 56 Amount related to deferred contract costs(340)(340)Amounts related to other-4 Net deferred income tax liabilities -Deferred tax ex

285、pense of nil(2021$15)related to the foreign exchange translation gains was recognized in other comprehensive loss for the year.Deferred tax assets have not been recognized in respect of the following temporary differences:2022 2021$Amount related to tax loss carryforwards 8,272 5,471 Amount related

286、to eligible capital property-296 Amount related to SR&ED expenditures 5,943 5,146 Amount related to donations 21 21 Amount related to ITC,net of tax 2,065 1,731 Amount related to ORDTC,net of tax 291 394 Amount related to share issuance costs 984 1,415 Amount related to capital losses 1,535 315 Amou

287、nt related to deferred revenue 7,322 7,322 26,433 22,111 Deferred income tax assets have not been recognized in respect of these items because it is not probable that future taxable profit will be available against which the Company will be able to use these benefits.21.FINANCIAL INSTRUMENTS The car

288、rying values of cash,term deposits,accounts receivable,bank indebtedness and accounts payable and accrued liabilities approximate fair values due to the relatively short-term maturities of these instruments.Financial instruments that are measured subsequent to initial recognition at fair value are g

289、rouped into a hierarchy based on the degree to which the fair value is observable.Level 1 fair value measurements are derived from unadjusted,quoted prices in active markets for identical assets or liabilities.Level 2 fair value measurements are derived from inputs other than quoted prices included

290、within Level 1 that are observable for the asset or liability directly or indirectly.Level 3 fair value measurements are derived from valuation techniques that include inputs for the assets or liabilities that are not based on observable market data.ANTIBE THERAPEUTICS INC.Notes to the Consolidated

291、Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)30 21.FINANCIAL INSTRUMENTS(continued)Financial instruments classified as Level 1 include cash and cash equivalents,term deposits and bank indebtedness.At the cur

292、rent time,the Company does not have financial instruments classified in Level 2 or Level 3.22.CAPITAL RISK MANAGEMENT The Companys primary objective with respect to its capital management is to ensure that it has sufficient cash resources to fund the research,development and patent of drugs.To secur

293、e the additional capital necessary to pursue these plans,the Company may attempt to raise additional funds through the issuance of equity.The Company includes the following in its definition of capital:share capital,common share purchase warrants,contributed surplus and accumulated deficit,which,for

294、 the year ended March 31,2022 total$56,833(March 31,2021$50,264).The Company is not subject to externally imposed capital requirements.23.FINANCIAL RISK MANAGEMENT The Company is exposed to a variety of financial risks by virtue of its activities:credit risk,liquidity risk,foreign currency risk and

295、interest rate risk.The overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on financial performance.Risk management is carried out by the officers of the Company as discussed with the Board of Directors.The officers of

296、the Company are charged with the responsibility of establishing controls and procedures to ensure that financial risks are mitigated in accordance with the expectation of the Board of Directors as follows:Credit risk The Companys credit risk is primarily attributable to trade and other receivables a

297、nd the excess of cash held in one financial institution over the deposit insurance by Canadian Deposit Insurance Corporation.The Company,in the normal course of operations,monitors the financial condition of its customers.The Company establishes an allowance for doubtful accounts that corresponds to

298、 the specific credit risk of its customers,historical trends and economic conditions.Liquidity risk Liquidity risk is the risk that the Company is not able to meet its financial obligations as they become due or can do so only at excessive cost.The Company manages its liquidity risk by forecasting c

299、ash flows and anticipated investing and financing activities.Officers of the Company are actively involved in the review and approval of planned expenditures,including actively seeking capital investment and generating revenue and profit from the commercialization of its products(note 2(d).ANTIBE TH

300、ERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)31 23.FINANCIAL RISK MANAGEMENT(continued)As at March 31,2022 the Companys financial obligations,including applicable int

301、erest,are due as follows:Less than 1 year 12 years After 2 years Total$Accounts payable and accrued liabilities 2,816-2,816 Liabilities directly associated with assets held for sale 1,878 -1,878 4,694-4,694 Foreign currency risk The functional and reporting currency of the Company is the Canadian do

302、llar.The Company undertakes transactions denominated in foreign currencies,including US dollars and euros,and,as such,is exposed to currency risk due to fluctuations in foreign exchange rates against the Canadian dollar.The Company does not use derivative instruments to reduce exposure to foreign cu

303、rrency risk.Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.Financial assets and financial liabilities with variable interest rates expose the Company to cash flow interest

304、 rate risk.24.DEFERRED REVENUE On February 24,2017,Antibe entered into an exclusive long-term license and distribution agreement(“License Agreement 1”)with Laboratoires Acbel SA(“Acbel”)for otenaproxesul in Albania,Algeria,Bulgaria,Greece,Jordan,Romania and Serbia(the“Territory”).Acbel is an affilia

305、ted holding company of Galenica SA in Greece.Under the terms of License Agreement 1,Antibe was issued an upfront payment of 800(CAD$1,142)and is entitled to receive a 5%royalty on net sales of otenaproxesul in the Territory.The upfront revenue is reflected in deferred revenue until the point that Ac

306、bel can benefit from the license.On September 4,2018,Antibe entered into an exclusive licensing agreement(“License Agreement 2”)with Kwangdong Pharmaceutical Co.,Ltd(“Kwangdong”)for the development and commercialization of otenaproxesul in the Republic of Korea(“Region”).Under the terms of License A

307、greement 2,Antibe was issued an upfront payment of US$1,000(CAD$1,316),which is reflected in deferred revenue until the point that Kwangdong can benefit from the license.Under the terms of License Agreement 2,Antibe will be entitled to receive US$9 million in milestone payments.Fees paid to an agent

308、 used in obtaining License Agreement 2 have been recorded as deferred contract costs on the consolidated statements of financial position in the amount of$236 as at March 31,2022(2021-$236).On February 9,2021,Antibe entered into an exclusive licensing agreement(“License Agreement 3”)with Nuance Phar

309、ma(“Nuance”)for the development and commercialization of otenaproxesul in the Greater China region.The license provides Nuance with exclusive rights to commercialize otenaproxesul in China,Hong Kong,Macau,and Taiwan(the“Sector”).Under the terms of the agreement,Antibe was issued an upfront payment o

310、f US$20 million(CAD$25,231),which is reflected in deferred revenue until the point at which Nuance can benefit from the license.Additionally,Antibe will receive a double-digit royalty on net sales in the Sector and is entitled to receive US$80 million in development and sales milestones.Fees paid to

311、 an agent used in obtaining License Agreement 3 have been recorded as deferred contract costs on the consolidated statements of financial position in the amount of$1,047 as at March 31,2022(2021-$1,047).ANTIBE THERAPEUTICS INC.Notes to the Consolidated Financial Statements March 31,2022 and 2021(Exp

312、ressed in thousands of Canadian dollars,except share and per share amounts and where noted)32 24.DEFERRED REVENUE(continued)The amount of the upfront payments for all licenses is included on the consolidated statements of financial position as deferred revenue and will be recorded through the consol

313、idated statements of loss and comprehensive loss at the same point when the license revenue is recognized.25.COMMITMENTS AND CONTINGENCIES(a)Royalty and milestone commitment On December 22,2009,the Company entered into a License Agreement with Holdings that provided for the exclusive right and licen

314、se to research,develop and commercialize various patents.Pursuant to the agreement,the Company paid an upfront non-refundable license fee of$150 to obtain exclusive right to the patents.The agreement required the Company to pay royalties of 4%of all net sales upon the first commercial sale or,if the

315、 Company sublicensed the patents,the Company would pay a 15%royalty on royalty revenue earned.Additionally,the Company was required to make milestone payments to Holdings at various stages of development.On June 3,2021,the Company completed an amalgamation with Holdings whereby the Company issued 5,

316、873,092 Antibe Common Shares to Holdings shareholders and the Company obtained all the assets and liabilities of Holdings,effectively ending this License Agreement(note 5).(b)Royalty agreement On November 16,2015,the Company announced the signing of an exclusive long-term license and distribution ag

317、reement with Knight Therapeutics Inc.(“Knight”),a leading Canadian specialty pharmaceutical company,for the Companys anti-inflammatory and pain drugs,otenaproxesul,ATB-352 and ATB-340,as well as the rights to other,future prescription drugs.Under the terms of the license agreement,the Company has gr

318、anted Knight the exclusive commercial rights for the Companys drug candidates and other future prescription drugs in Canada,Israel,Russia and sub-Saharan Africa.The Company is entitled to royalties on annual sales,along with the potential for$10 million in payments for sales-based milestones.The Com

319、pany received no royalties from Knight in the year ended March 31,2022.26.SUBSEQUENT EVENTS(a)On May 2,2022,the Company announced the signing of a binding agreement to sell its subsidiary,Citagenix.The$6.5 million transaction involves a guaranteed$3.5 million,divided into four equal payments over th

320、ree years,the first of which will be received at closing.The remaining$3 million is subject to Citagenix achieving sales milestones over the three-year period following closing.The transaction will close no later than 180 days following the signing of the binding agreement.Under the terms of the agr

321、eement,Antibe will also receive a$250 deposit from the purchaser to be held in escrow and released at closing.(b)On June 15,2022,the Company announced that it is extending the expiry date(the“Warrant Extension”)and amending the exercise price(the“Amended Exercise Price”)of 3,117,957 Common Share pur

322、chase warrants(“Warrants”)of the Company.The Warrants,pursuant to the Warrant Extension,will expire on December 31,2023 and,pursuant to the Amended Exercise Price,be exercisable into a Common Share of the Company at$1.80 per Common Share,as depicted in the table below:ANTIBE THERAPEUTICS INC.Notes t

323、o the Consolidated Financial Statements March 31,2022 and 2021(Expressed in thousands of Canadian dollars,except share and per share amounts and where noted)33 26.SUBSEQUENT EVENTS(continued)Issue Date Number of Warrants Issued Exercise Price Amended Exercise Price Original Expiry Date Amended Expir

324、y Date Effective Date June 30,2020 2,373,401$6.00$1.80 June 30,2022 December 31,2023 June 30,2022 August 13,2019 744,556$4.00$1.80 August 13,2022 December 31,2023 June 30,2022 None of the Warrants are held by insiders of the Company.The Toronto Stock Exchange has provided conditional approval for the Warrant Extension and Amended Exercise Price with an effective date for the amendments of June 30,2022.