UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
(Mark One)
For the quarterly period ended
or
For the transition period from to
Commission file number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of |
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(Address of principal executive offices) |
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(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
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The |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
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Accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes
Number of shares of common stock outstanding as of November 11, 2021 was
TABLE OF CONTENTS
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Page No. |
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Item 1. |
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1 |
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Item 2. |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
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Item 3. |
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34 |
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Item 4 |
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34 |
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Item 1. |
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36 |
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Item 1A. |
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36 |
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Item 2. |
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Unregistered Sales of Equity Securities and Use of Proceeds. |
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36 |
Item 3. |
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36 |
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Item 4. |
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36 |
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Item 5. |
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36 |
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Item 6. |
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37 |
i
PART 1. - FINANCIAL INFORMATION
Item 1. Financial Statements.
Kintara Therapeutics, Inc.
Condensed Consolidated Interim Financial Statements
(Unaudited)
For the three months ended September 30, 2021
(expressed in US dollars unless otherwise noted)
1
Kintara Therapeutics, Inc.
Condensed Consolidated Interim Balance Sheets
(In thousands, except par value amounts)
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September 30, 2021 |
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June 30, 2021 |
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Note |
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$ |
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$ |
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(unaudited) |
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Assets |
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Current assets |
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Cash and cash equivalents |
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Prepaid expenses, deposits and other |
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Clinical trial deposit |
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4 |
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— |
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Clinical trial deposit |
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4 |
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Property, equipment and intangibles, net |
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5 |
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Total assets |
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Liabilities |
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Current liabilities |
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Accounts payable and accrued liabilities |
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Related party payables |
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6 |
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Milestone payment liability |
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3 |
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Total liabilities |
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Stockholders’ equity |
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Preferred stock |
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Authorized |
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Issued and outstanding |
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(June 30, 2021 – |
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6,7 |
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(June 30, 2021 – 2 |
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7 |
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Common stock |
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Authorized |
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$ |
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7 |
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Additional paid-in capital |
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7 |
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Accumulated deficit |
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Accumulated other comprehensive income |
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Total stockholders’ equity |
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Total liabilities and stockholders’ equity |
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Nature of operations, corporate history, going concern and management plans (note 1) |
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Subsequent events (note 10) |
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The accompanying notes are an integral part of these condensed consolidated interim financial statements.
2
Kintara Therapeutics, Inc.
Condensed Consolidated Interim Statements of Operations
(Unaudited)
(In thousands, except per share amounts)
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Three months ended September 30, |
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Note |
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2021 |
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2020 |
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$ |
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$ |
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Expenses |
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Research and development |
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General and administrative |
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Merger costs |
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3 |
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— |
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In-process research and development |
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3 |
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— |
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( |
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Other income (loss) |
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Foreign exchange |
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Amortization of deferred loan costs |
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— |
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Interest, net |
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Net loss for the period |
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Computation of basic loss per share |
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Net loss for the period |
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Deemed dividend recognized on beneficial conversion features of Series C Preferred stock issuance |
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7 |
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— |
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( |
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Series A Preferred cash dividend |
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7 |
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( |
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Series B Preferred stock dividend |
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7 |
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— |
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Series C Preferred stock dividend |
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7 |
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Net loss for the period attributable to common stockholders |
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Basic and fully diluted loss per share |
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Basic and fully diluted weighted average number of shares |
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The accompanying notes are an integral part of these condensed consolidated interim financial statements.
3
Kintara Therapeutics, Inc.
Condensed Consolidated Interim Statements of Stockholders’ Equity
(Unaudited)
For the three months ended September 30, 2021
(In thousands)
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Number of shares |
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Common stock $ |
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Additional paid-in capital $ |
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Accumulated other comprehensive income $ |
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Preferred stock $ |
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Accumulated deficit $ |
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Stockholders' equity $ |
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Balance - June 30, 2021 |
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( |
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Issuance of shares and warrants - net of issue costs |
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— |
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— |
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— |
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Conversion of Series C Preferred stock to common stock |
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— |
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( |
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— |
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Exercise of 2020 Investor Warrants for cash |
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— |
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— |
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— |
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— |
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Exercise of pre-funded warrants for cash |
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— |
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— |
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— |
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— |
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Warrants issued for services |
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— |
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— |
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— |
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— |
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— |
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Stock option expense |
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— |
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— |
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— |
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— |
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— |
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Series A Preferred cash dividend |
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— |
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— |
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— |
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— |
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— |
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( |
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Series C Preferred stock dividend |
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— |
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— |
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( |
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Loss for the period |
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— |
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— |
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— |
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— |
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— |
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( |
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Balance - September 30, 2021 |
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The accompanying notes are an integral part of these condensed consolidated interim financial statements.
4
Kintara Therapeutics, Inc.
Condensed Consolidated Interim Statements of Stockholders’ Equity
(Unaudited)
For the three months ended September 30, 2020
(In thousands)
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Number of shares |
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Common stock $ |
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Additional paid-in capital $ |
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Accumulated other comprehensive income $ |
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Preferred stock $ |
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Accumulated deficit $ |
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Stockholders' equity $ |
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Balance - June 30, 2020 |
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( |
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Adgero merger (note 3) |
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— |
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— |
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— |
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Issuance of Series C Preferred stock |
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— |
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— |
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— |
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— |
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— |
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Series C placement agent warrants |
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— |
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— |
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— |
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( |
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— |
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Series C Preferred stock share issuance costs |
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— |
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— |
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— |
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— |
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( |
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— |
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Deemed dividend recognized on beneficial conversion features of Series C Preferred stock issuance |
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— |
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— |
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— |
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— |
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Exercise of warrants |
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— |
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— |
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— |
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Warrants issued for services |
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— |
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— |
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— |
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— |
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— |
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Stock option expense |
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— |
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— |
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— |
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— |
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— |
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Series A Preferred cash dividend |
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— |
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— |
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— |
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— |
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— |
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( |
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Series B Preferred stock dividend |
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— |
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— |
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— |
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( |
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Loss for the period |
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— |
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— |
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— |
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— |
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— |
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( |
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Balance - September 30, 2020 |
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The accompanying notes are an integral part of these condensed consolidated interim financial statements.
5
Kintara Therapeutics, Inc.
Condensed Consolidated Interim Statements of Cash Flows
(Unaudited)
(In thousands)
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Three months ended September 30, |
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2021 |
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2020 |
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Note |
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$ |
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$ |
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Cash flows from operating activities |
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Loss for the period |
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( |
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Adjustments to reconcile net loss to net cash used in operating activities |
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Amortization of intangible assets |
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— |
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Depreciation of property and equipment |
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5 |
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— |
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In-process research and development |
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3 |
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— |
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Change in fair value of milestone liability |
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3 |
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( |
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— |
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Interest expense |
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— |
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Amortization of deferred loan costs |
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— |
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Warrants issued for services |
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7 |
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Stock option expense |
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7 |
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Changes in operating assets and liabilities |
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Prepaid expenses, deposits and other |
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( |
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Accounts payable and accrued liabilities |
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( |
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Related party payables |
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( |
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( |
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Net cash used in operating activities |
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( |
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( |
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Cash flows from investing activities |
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Cash acquired on merger with Adgero |
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3 |
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— |
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Net cash provided by investing activities |
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— |
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Cash flows from financing activities |
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Net proceeds from the issuance of shares and warrants |
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7 |
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Warrants exercised for cash |
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7 |
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Proceeds from loan |
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— |
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Series A preferred cash dividend |
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6 |
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( |
) |
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( |
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Net cash provided by financing activities |
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