10-Q: Quarterly report pursuant to Section 13 or 15(d)
Published on November 14, 2022
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
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 incorporation or organization) |
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(I.R.S. Employer Identification No.) |
(Address of principal executive offices)
+1 (
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
Trading Symbol(s) |
Name of Each Exchange on Which Registered |
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 |
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).
As of November 7, 2022, there were
VOLITIONRX LIMITED
QUARTERLY REPORT ON FORM 10-Q
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2022
TABLE OF CONTENTS
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
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Use of Terms
Except as otherwise indicated by the context, references in this Quarterly Report on Form 10-Q to the “Company,” “VolitionRx,” “Volition,” “we,” “us,” and “our” are references to VolitionRx Limited and its wholly owned subsidiaries, Volition Global Services SRL, Singapore Volition Pte. Limited, Belgian Volition SRL, Volition Diagnostics UK Limited, Volition America, Inc., Volition Germany GmbH, and its majority-owned subsidiary, Volition Veterinary Diagnostics Development LLC. Additionally, unless otherwise specified, all references to “$” refer to the legal currency of the United States of America.
NucleosomicsTM, Nu.Q® and their respective logos are trademarks and/or service marks of VolitionRx and its subsidiaries. All other trademarks, service marks and trade names referred to herein are the property of their respective owners.
2 |
Table of Contents |
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS
This Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022, or this Report, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, which statements are subject to considerable risks and uncertainties. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Report or incorporated by reference into this Report are forward-looking statements. These statements include, among other things, predictions of earnings, revenues, expenses or other financial items; plans or expectations with respect to our development activities or business strategy; statements concerning clinical studies and results; statements concerning industry trends; statements regarding anticipated demand for our products, or the products of our competitors; statements relating to manufacturing forecasts, and the potential impact of our relationship with contract manufacturers and original equipment manufacturers on our business; statements relating to the commercialization of our products, assumptions regarding the future cost and potential benefits of our research and development efforts; forecasts of our liquidity position or available cash resources; statements relating to the impact of pending litigation; statements regarding the anticipated impact of the COVID-19 pandemic; and statements relating to the assumptions underlying any of the foregoing. Throughout this Report, we have attempted to identify forward-looking statements by using words such as “may,” “believe,” “will,” “could,” “project,” “anticipate,” “expect,” “estimate,” “should,” “continue,” “potential,” “plan,” “forecasts,” “goal,” “seek,” “intend,” other forms of these words or similar words or expressions or the negative thereof (although not all forward-looking statements contain these words).
We have based our forward-looking statements on our current expectations and projections about trends affecting our business and industry and other future events. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. Forward-looking statements are subject to substantial risks and uncertainties that could cause our future business, financial condition, results of operations or performance, to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this Report.
Some significant factors that may impact our estimates and forward-looking statements include, but are not limited to:
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Our inability to generate any significant revenue or achieve profitability; |
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Our need to raise additional capital in the future; |
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Our expectations to expand our product development, research and sales and marketing capabilities could give rise to difficulties in managing our growth; |
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Our limited experience with direct sales and marketing; |
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The material weaknesses in our internal control over financial reporting that we have identified; |
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The possibility that we may not be able to continue to operate, as indicated by the “going concern” opinion from our auditors; |
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Our ability to successfully develop, manufacture, market, and sell our future products; |
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Our ability to timely obtain necessary regulatory clearances or approvals to distribute and market our future products; |
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The acceptance by the marketplace of our future products; |
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The highly competitive and rapidly changing nature of the cancer diagnostics market; |
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Our reliance on third parties to manufacture and supply our intended products, and such manufacturers’ dependence on third-party suppliers; |
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Our dependence on third-party distributors; |
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Protection of our patents, intellectual property and trade secrets; |
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Business disruptions and economic and other uncertainties surrounding the COVID-19 pandemic; and |
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Other risks identified elsewhere in this Report, as well as in our other filings with the Securities and Exchange Commission, or the SEC. |
In addition, actual results may differ as a result of additional risks and uncertainties of which we are currently unaware or which we do not currently view as material to our business. For these reasons, readers are cautioned not to place undue reliance on any forward-looking statements. Our actual financial condition and results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those discussed in the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” within this report, as well as in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the SEC on March 30, 2022, or our Annual Report, in the documents that we file as exhibits to this Report and the documents that we incorporate by reference into this Report, with the understanding that our future results may be materially different from what we currently expect. The forward-looking statements we make speak only as of the date on which they are made. Except as required by law or the listing rules of the NYSE American market, we expressly disclaim any intent or obligation to update any forward-looking statements after the date hereof. If we do update or correct any forward-looking statements, readers should not conclude that we will make additional updates or corrections. We qualify all of our forward-looking statements with these cautionary statements.
3 |
Table of Contents |
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
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Condensed Consolidated Statements of Operations and Comprehensive Loss |
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Table of Contents |
VOLITIONRX LIMITED
Condensed Consolidated Balance Sheets
(Expressed in United States Dollars, except share numbers)
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September 30, |
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December 31, |
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2022 |
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2021 |
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$ |
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$ |
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ASSETS |
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(UNAUDITED) |
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Current Assets |
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Cash and cash equivalents |
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Accounts receivable |
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Prepaid expenses |
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Other current assets |
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Total Current Assets |
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Property and equipment, net |
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Operating lease right-of-use assets |
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Intangible assets, net |
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Total Assets |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current Liabilities |
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Accounts payable |
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Accrued liabilities |
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Deferred revenue |
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Management and directors’ fees payable |
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Current portion of long-term debt |
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Current portion of finance lease liabilities |
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Current portion of operating lease liabilities |
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Current portion of grant repayable |
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Total Current Liabilities |
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Long-term debt, net of current portion |
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Finance lease liabilities, net of current portion |
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Operating lease liabilities, net of current portion |
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Grant repayable, net of current portion |
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Total Liabilities |
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Stockholders’ Equity |
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Common Stock |
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Authorized: |
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Issued and outstanding: |
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Additional paid-in capital |
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Accumulated other comprehensive income |
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Accumulated deficit |
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Total VolitionRx Limited Stockholders' Equity |
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Non-controlling interest |
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Total Stockholders’ Equity |
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Total Liabilities and Stockholders’ Equity |
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(The accompanying notes are an integral part of these condensed consolidated financial statements) |
5 |
Table of Contents |
VOLITIONRX LIMITED
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)
(Expressed in United States Dollars, except share numbers)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2022 |
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2021 |
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2022 |
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2021 |
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$ |
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Revenues |
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Services |
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Royalty |
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Product |
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Total Revenues |
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Operating Expenses |
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Research and development |
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General and administrative |
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Sales and marketing |
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Total Operating Expenses |
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Operating Loss |
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Other Income (Expenses) |
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Grant income |
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Loss on disposal of fixed assets |
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Interest income |
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Interest expense |
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Total Other Income |
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Net Loss |
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Net Loss Attributable to Non-Controlling Interest |
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Net Loss Attributable to VolitionRx Limited Stockholders |
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Other Comprehensive Income (Loss) |
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Foreign currency translation adjustments |
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Net Comprehensive Loss |
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Net Loss Per Share - Basic and Diluted Attributable to VolitionRx Limited |
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Weighted Average Shares Outstanding |
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- Basic and Diluted |
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(The accompanying notes are an integral part of these condensed consolidated financial statements) |
6 |
Table of Contents |
VOLITIONRX LIMITED
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
(Expressed in United States Dollars, except share numbers)
For the Nine Months Ended September 30, 2022 and September 30, 2021 | ||||||||||||||||||||||||||||
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Accumulated |
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Additional |
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Other |
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Non |
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Common Stock |
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Paid-in |
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Comprehensive |
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Accumulated |
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Controlling |
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Shares |
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Amount |
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Capital |
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Income (Loss) |
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Deficit |
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Interest |
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Total |
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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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$ |
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Balance, December 31, 2021 |
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Common stock issued for cash |
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Common stock issued for settlement of RSUs |
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Stock-based compensation |
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- |
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Foreign currency translation |
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- |
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Net loss for the period |
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- |
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( |
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Balance, March 31, 2022 |
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Common stock issued for settlement of RSUs |
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Stock-based compensation |
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Tax withholdings paid related to stock-based compensation |
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- |
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Foreign currency translation |
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Net loss for the period |
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Balance, June 30, 2022 |
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Common stock issued for cash |
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Common stock issued for settlement of RSUs |
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Stock-based compensation |
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Tax withholdings paid related to stock-based compensation |
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Foreign currency translation |
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Net loss for the period |
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- |
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|
|
|
|
|
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( |
) |
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|
( |
) |
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( |
) | |||
Balance, September 30, 2022 |
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( |
) |
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( |
) |
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|||||
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(The accompanying notes are an integral part of these condensed consolidated financial statements) |
7 |
Table of Contents |
VOLITIONRX LIMITED
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
(Expressed in United States Dollars, except share numbers)
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Accumulated |
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|||||||
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Additional |
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Other |
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Non |
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|||||||
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Common Stock |
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Paid-in |
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Comprehensive |
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Accumulated |
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Controlling |
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Shares |
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Amount |
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Capital |
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Income (Loss) |
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Deficit |
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Interest |
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Total |
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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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$ |
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|
$ |
||||||||
Balance, December 31, 2020 |
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( |
) |
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( |
) |
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( |
) |
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||||
Common stock issued for cash |
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Common stock issued for cashless exercise of stock options and settlement of RSUs |
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( |
) |
|
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||||||
Stock-based compensation |
|
|
- |
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|
|
|
|
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|
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|
|
|
|
|
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||||||
Tax withholdings paid related to stock-based compensation |
|
|
- |
|
|
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|
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|
( |
) |
|
|
|
|
|
|
|
|
|
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( |
) | ||||
Foreign currency translation |
|
|
- |
|
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|
|
|
|
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|
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|
|
|
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||||||
Net loss for the period |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) | |||
Balance, March 31, 2021 |
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( |
) |
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( |
) |
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|||||
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Common stock issued for cash |
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|||||||
Common stock issued for settlement of RSUs |
|
|
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|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Stock-based compensation |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Tax withholdings paid related to stock-based compensation |
|
|
- |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) | ||||
Foreign currency translation |
|
|
- |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) | ||||
Net loss for the period |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) | |||
Balance, June 30, 2021 |
|
|
|
|
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|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
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|||||
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|
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|
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|
Common stock issued for cash |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Stock-based compensation |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Stock-based compensation in relation to modification of options |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Foreign currency translation |
|
|
- |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) | ||||
Net loss for the period |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) | |||
Balance, September 30, 2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
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|
|||||
|
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|
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|
(The accompanying notes are an integral part of these condensed consolidated financial statements) |
8 |
Table of Contents |
VOLITIONRX LIMITED
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Expressed in United States Dollars)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2022 |
|
2021 |
||||
|
|
$ |
|
$ |
||||
Operating Activities |
|
|
|
|
|
|
||
Net Loss |
|
|
( |
) |
|
|
( |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
|
|
|
|
||
Amortization of operating lease right-of-use assets |
|
|
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|
||
Loss on disposal of fixed assets |
|
|
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|
|
|
||
Stock-based compensation |
|
|
|
|
|
|
||
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Prepaid expenses |
|
|
( |
) |
|
|
( |
) |
Accounts receivable |
|
|
|
|
|
( |
) | |
Other current assets |
|
|
|
|
|
( |
) | |
Deferred Revenue, current and non-current |
|
|
|
|
|
|
||
Accounts payable and accrued liabilities |
|
|
( |
) |
|
|
( |
) |
Management and directors’ fees payable |
|
|
|
|
|
( |
) | |
Right-of-use assets operating leases liabilities |
|
|
( |
) |
|
|
( |
) |
Net Cash Used In Operating Activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
||||||
Purchases of property and equipment |
|
|
( |
) |
|
|
( |
) |
Net Cash Used In Investing Activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
||||||
Net proceeds from issuances of common stock |
|
|
|
|
|
|
||
Tax withholdings paid related to stock-based compensation |
|
|
( |
) |
|
|
( |
) |
Proceeds from grants repayable |
|
|
|
|
|
|
||
Proceeds from long-term debt |
|
|
|
|
|
|
||
Payments on long-term debt |
|
|
( |
) |
|
|
( |
) |
Payments on grants repayable |
|
|
( |
) |
|
|
( |
) |
Payments on finance lease obligations |
|
|
( |
) |
|
|
( |
) |
Net Cash Provided By Financing Activities |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
Effect of foreign exchange on cash |
|
|
|
|
|
( |
) | |
|
|
|
|
|
|
|
|
|
Net Change in Cash and Cash Equivalents |
|
|
( |
) |
|
|
|
|
Cash and cash equivalents - Beginning of Period |
|
|
|
|
|
|
||
Cash and cash equivalents - End of Period |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
Supplemental Disclosures of Cash Flow Information |
|
|
|
|
|
|
|
|
Interest paid |
|
|
|
|
|
|
||
Non-Cash Financing Activities |
|
|
|
|
|
|
|
|
Common stock issued on cashless exercises of stock options and settlement of vested RSUs |
|
|
|
|
|
|
||
Offering costs from issuance of common stock |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
(The accompanying notes are an integral part of these condensed consolidated financial statements) |
9 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation
The interim condensed consolidated financial statements of VolitionRx Limited (the “Company” or “VolitionRx”) for the three and nine months ended September 30, 2022 and September 30, 2021, respectively, are unaudited. These interim consolidated financial statements are prepared in accordance with the requirements for unaudited interim periods and, consequently, do not include all disclosures required to be made in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). In the opinion of the Company’s management, the accompanying condensed consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the Company’s financial position as of September 30, 2022, and its results of operations and cash flows for the periods ended September 30, 2022 and September 30, 2021, respectively. The results of operations for the periods ended September 30, 2022 and September 30, 2021, respectively, are not necessarily indicative of the results for a full-year period. These interim condensed consolidated financial statements should be read in conjunction with the financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the Securities and Exchange Commission (the "SEC") on March 30, 2022 (the “Annual Report”).
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company also regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances, useful lives of property and equipment and intangible assets, borrowing rate used in operating lease right-of-use asset and liability valuations, impairment analysis of intangible assets, and valuations of stock-based compensation.
The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. In addition, the Company has considered the potential impact of the COVID-19 pandemic, as well as certain economic factors, including inflation, rising interest rates, and recessionary pressures, on its business and operations. Although the full impact of these factors is unknown and cannot be reasonably estimated, the Company believes it has made appropriate accounting estimates and assumptions based on the facts and circumstances available as of the reporting date. However, the Company’s actual results may differ materially and adversely from these estimates and assumptions, which may result in material effects on the Company’s financial condition, results of operations, and liquidity. To the extent there are material differences between the estimates and the actual results, the Company’s condensed consolidated financial statements could be materially affected.
Principles of Consolidation
The accompanying condensed consolidated financial statements for the period ended September 30, 2022 include the accounts of the Company and its subsidiaries. The Company has two wholly owned subsidiaries, Singapore Volition Pte. Limited (“Singapore Volition”) and Volition Global Services SRL (“Volition Global”). Singapore Volition has one wholly owned subsidiary, Belgian Volition SRL (“Belgian Volition”). Belgian Volition has four subsidiaries, Volition Diagnostics UK Limited (“Volition Diagnostics”), Volition America, Inc. (“Volition America”), Volition Germany GmbH (“Volition Germany”), and its one majority owned subsidiary Volition Veterinary Diagnostics Development LLC (“Volition Vet”). See Note 8(f), Commitments and Contingencies - Other Commitments, for more information regarding Volition Vet and Volition Germany. All intercompany balances and transactions have been eliminated in consolidation.
Cash and Cash Equivalents
For the purposes of the statements of cash flows, the Company considers interest bearing deposits with original maturity dates of three months or less to be cash equivalents. The Company invests excess cash from its operating cash accounts in overnight investments and reflects these amounts in cash and cash equivalents in the condensed consolidated balance sheets at fair value using quoted prices in active markets for identical assets. As of September 30, 2022, cash and cash equivalents totaled approximately $
10 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (continued)
Accounts Receivables
Trade accounts receivable are stated at the amount the Company expects to collect. Due to the nature of the accounts receivable balance, the Company believes the risk of doubtful accounts is minimal and therefore no allowance is recorded. If the financial condition of the Company’s customers were to deteriorate, adversely affecting their ability to make payments, additional allowances would be required. The Company may provide for estimated uncollectible amounts through a charge to earnings and a credit to a valuation allowance. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable. As of September 30, 2022, the accounts receivable balance was $
Revenue Recognition
The Company adopted Accounting Standards Codification (“ASC”)606, “Revenue from Contracts with Customers,” effective January 1, 2019. Under ASC 606, the Company recognizes revenues when the customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. The Company recognizes revenues following the five-step model prescribed under ASC 606: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation(s).
The Company generates product revenues from the sale of its Nu.Q® Vet Cancer Screening Test, from the sale of nucleosomes, and from the sale of research use only kits. In addition, revenue is received from external third parties for Nu.Q® Discover services the Company performs for them in its laboratory.
Revenues, and their respective treatment for financial reporting purposes under ASC 606, are as follows:
Royalty
The Company receives royalty revenues on the net sales recognized during the period in which the revenue is earned, and the amount is determinable from the licensee. These are presented in “Royalty” in the condensed consolidated statements of operations and comprehensive loss. The Company does not have future performance obligations under this revenue stream. In accordance with ASC 606, the Company records these revenues based on estimates of the net sales that occurred during the relevant period from the licensee. The relevant period estimates of these royalties are based on preliminary gross sales data provided by customers and analysis of historical gross-to-net adjustments. Differences between actual and estimated royalty revenues are adjusted for in the period in which they become known.
Product
The Company includes revenue from product sales recognized during the period in which goods are shipped to third parties, and the amount is deemed collectable from the third parties. These are presented in “Product” in the condensed consolidated statements of operations and comprehensive loss.
11 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (continued)
Services
The Company includes revenue recognized from laboratory services performed in the Company’s laboratory on behalf of third parties in “Services” in the condensed consolidated statements of operations and comprehensive loss.
For each development and /or commercialization agreement that results in revenue, the Company identifies all performance obligations, aside from those that are immaterial, which may include a license to intellectual property and know-how, development activities and/or transition activities. In order to determine the transaction price, in addition to any upfront payment, the Company estimates the amount of variable consideration at the outset of the contract either utilizing the expected value or most likely amount method, depending on the facts and circumstances relative to the contract. The Company constrains (reduces) the estimates of variable consideration such that it is probable that a significant reversal of previously recognized revenue will not occur throughout the life of the contract. When determining if variable consideration should be constrained, management considers whether there are factors outside the Company’s control that could result in a significant reversal of revenue. In making these assessments, the Company considers the likelihood and magnitude of a potential reversal of revenue. These estimates are reassessed each reporting period as required.
Licensing
The Company includes revenue recognized from the licensing of certain rights to third parties in “Licensing” in the consolidated statements of operations and comprehensive loss. For each development and/or commercialization agreement that results in revenues, the Company identifies all performance obligations, aside from those that are immaterial, which may include a license to intellectual property and know-how, development activities and/or transition activities. In order to determine the transaction price, in addition to any upfront payment, the Company estimates the amount of variable consideration at the outset of the contract either utilizing the expected value or most likely amount method, depending on the facts and circumstances relative to the contract. The Company constrains (reduces) the estimates of variable consideration such that it is probable that a significant reversal of previously recognized revenue will not occur throughout the life of the contract. When determining if variable consideration should be constrained, management considers whether there are factors outside the Company’s control that could result in a significant reversal of revenue. In making these assessments, the Company considers the likelihood and magnitude of a potential reversal of revenue. These estimates are reassessed each reporting period as required.
Deferred Revenue (Contract Liabilities) and Contract Assets
Deferred revenue consists of amounts for which the Company has an unconditional right to bill, and/or amounts for which payment has been received (including non-refundable amounts), but have not been recognized as revenue because the related performance obligations are deemed incomplete. As of September 30, 2022, the Company recorded $
Contract assets include costs and services incurred on contracts with open performance obligations. These contract assets were immaterial as of September 30, 2022.
12 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (continued)
Basic and Diluted Net Loss Per Share
The Company computes net loss per share in accordance with ASC 260, “Earnings Per Share,” which requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the statement of operations and comprehensive loss. Basic EPS is computed by dividing net loss available to common stockholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. As of September 30, 2022,
Foreign Currency Translation
The Company has functional currencies in Euros, US Dollars and British Pounds Sterling and its reporting currency is the US Dollar. Management has adopted ASC 830-20, “Foreign Currency Matters - Foreign Currency Transactions.” All assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. For revenues and expenses, the weighted average exchange rate for the period is used. Gains and losses arising on translation of foreign currency denominated transactions are included in other comprehensive income (loss).
Research and Development
In accordance with ASC 730, “Research and Development,” the Company follows the policy of expensing its research and development costs in the period in which they are incurred. The Company incurred research and development expenses of $
Stock-Based Compensation
The Company records stock-based compensation in accordance with ASC 718, “Compensation - Stock Compensation.” Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized over the employee’s requisite service period, which is generally the vesting period. The fair value of our stock options and warrants is estimated using a Black-Scholes option valuation model. RSUs are valued based on the closing stock price on the date of grant. Refer to Note 7, Stock-Based Compensation, for further details.
Reclassification
Certain amounts presented in previously issued financial statements have been reclassified to be consistent with the current period presentation. The Company has reclassified the prior period comparative amounts for the quarter ended September 30, 2022. Certain reclassifications have been made to the prior years’ financial statements in relation to Research and Development expenses, General and Administrative expenses and Sales and Marketing expenses to conform to the current year presentation. These reclassifications had no effect on previously reported results of operations.
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect. The Company does not believe there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
13 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (continued)
COVID-19 Pandemic Impact
As of the date of this filing, there continue to be widespread concerns regarding the ongoing impacts and disruptions caused by the COVID-19 pandemic in the regions in which the Company operates. As a result of the impacts of the COVID-19 pandemic, the Company has experienced and may continue to experience disruptions to its clinical trials, including patient enrollment and sample collection delays.
Although the Company has taken steps to mitigate the impacts of the COVID-19 pandemic, the extent to which the pandemic will impact its business, financial condition, and results of operations in future periods is highly uncertain and will be affected by a number of factors outside of the Company’s control. These include the duration and extent of the COVID-19 pandemic, the development of new variants of the COVID-19 virus that may be more contagious or virulent than previous versions, the scope of mandated or recommended containment and mitigation measures, the effect of government stabilization and recovery efforts, and the success of vaccine distribution programs.
Note 2 - Going Concern
The Company's condensed consolidated financial statements are prepared using U.S. GAAP applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred losses since inception of $
The future of the Company as an operating business will depend on its ability to obtain sufficient capital contributions, financing and/or to generate revenues as may be required to sustain its operations. Management plans to address the above as needed by (a) securing additional grant funds, (b) obtaining additional financing through debt or equity transactions, (c) granting licenses to third parties in exchange for specified up-front and/or milestone payments, and (d) developing and commercializing its products on an accelerated timeline. Management continues to exercise tight cost controls to conserve cash.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually attain profitable operations. The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. If the Company is unable to obtain adequate capital, it could be forced to cease operations.
14 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 3 - Property and Equipment
The Company’s property and equipment consisted of the following amounts as of September 30, 2022 and December 31, 2021:
|
|
|
|
|
|
|
September 30, |
|
||||||
|
|
|
|
|
|
|
2022 |
|
||||||
|
|
|
|
|
Accumulated |
|
|
Net Carrying |
|
|||||
|
|
|
Cost |
|
|
Depreciation |
|
|
Value |
|
||||
|
|
Useful Life |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Computer hardware and software |
|
|
|
|
|
|
|
|
|
|
||||
Laboratory equipment |
|
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Office furniture and equipment |
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Buildings |
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Building improvements |
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Land |
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Not amortized |
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December 31, |
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2021 |
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Accumulated |
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Net Carrying |
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Cost |
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Depreciation |
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Value |
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Useful Life |
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$ |
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$ |
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$ |
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Computer hardware and software |
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Laboratory equipment |
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Office furniture and equipment |
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Buildings |
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Building improvements |
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Land |
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Not amortized |
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During the nine-month periods ended September 30, 2022 and September 30, 2021, the Company recognized $
15 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 4 - Intangible Assets
The Company’s intangible assets consist of patents, mainly acquired in the acquisition of Belgian Volition. The patents are being amortized over the assets’ estimated useful lives, which range from 8 to 20 years.
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September 30, |
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2022 |
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|||
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Accumulated |
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Net Carrying |
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|||
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Cost |
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Amortization |
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Value |
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|||
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$ |
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$ |
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$ |
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Patents |
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December 31, |
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2021 |
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Accumulated |
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Net Carrying |
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||
|
|
Cost |
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Amortization |
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Value |
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|||
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$ |
|
|
$ |
|
|
$ |
|
|||
Patents |
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During the nine-month periods ended September 30, 2022 and September 30, 2021, the Company recognized $
The Company amortizes the patents on a straight-line basis with terms ranging from
2022 |
|
$ |
|
|
2023 |
|
$ |
|
|
2024 |
|
$ |
|
|
Total Intangible Assets |
|
$ |
|
The Company periodically reviews its long-lived assets to ensure that their carrying value does not exceed their fair market value. The Company carried out such a review in accordance with ASC 360 “Property, Plant and Equipment,” as of December 31, 2021. The result of this review confirmed that the ongoing value of the patents was not impaired as of December 31, 2021.
Note 5 - Related-Party Transactions
See Note 6, Common Stock, for common stock issued to related parties and Note 7, Stock-Based Compensation, for stock options, warrants and RSUs issued to related parties. The Company has agreements with related parties for the purchase of products and consultancy services which are accrued under management and directors’ fees payable (see condensed consolidated balance sheets).
16 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 6 - Common Stock
As of September 30, 2022, the Company was authorized to issue
Stock Option Exercises and RSU Settlements
On March 28, 2022,
On April 19, 2022,
On May 1, 2022,
On August 3, 2022,
On September 7, 2022,
Equity Capital Raise
On July 29, 2022, the Company entered into an underwriting agreement with Newbridge Securities Corporation (the “Underwriter”) in connection with an underwritten public offering of
Equity Distribution Agreements
On September 24, 2021, the Company entered into an equity distribution agreement (the “2021 EDA”) with Cantor Fitzgerald & Co. Inc. (“Cantor”) and Oppenheimer & Co. Inc. (“Oppenheimer”), to sell shares of its common stock having an aggregate offering price of up to $25.0 million from time-to-time, through an “at the market offering program” pursuant to the Company’s Effective Form S-3 and related prospectuses, through Cantor and Oppenheimer each acting as the Company’s agent and/or principal. Effective May 7, 2022, the Company terminated its 2021 EDA and no further sales of the Company’s common stock will be made under the 2021 EDA. From inception through termination on May 7, 2022, the Company raised aggregate net proceeds (net of brokers’ commissions and fees) of approximately $
On May 20, 2022, the Company entered into an equity distribution agreement (the “2022 EDA”) with Jefferies LLC (“Jefferies”) to sell shares of the Company’s common stock, having an aggregate offering price of up to $
17 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 7 - Stock-Based Compensation
a) Warrants
The following table summarizes the changes in warrants outstanding of the Company during the nine-month period ended September 30, 2022:
|
|
Number of |
|
|
Weighted Average |
|
||
|
|
Warrants |
|
|
Exercise Price ($) |
|
||
Outstanding at December 31, 2021 |
|
|
|
|
|
|
||
Granted |
|
|
|
|
|
|
||
Outstanding at September 30, 2022 |
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||
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Exercisable at September 30, 2022 |
|
|
|
|
|
|
Below is a table summarizing the warrants issued and outstanding as of September 30, 2022, which have an aggregate weighted average remaining contractual life of
|
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|
|
Weighted Average |
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|||||||
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|
|
|
|
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Remaining |
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Proceeds to |
|
|||||||
Number |
|
|
Number |
|
|
Exercise |
|
|
Contractual |
|
|
Company if |
|
|||||
Outstanding |
|
|
Exercisable |
|
|
Price ($) |
|
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Life (Years) |
|
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Exercised ($) |
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|||||
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|||||
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164,700 |
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||||
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|
|
Effective April 4, 2022, the Company granted a warrant to purchase
Stock-based compensation expense related to warrants of $
18 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 7 - Stock-Based Compensation (continued)
b) Options
The following table summarizes the changes in options outstanding of the Company during the nine-month period ended September 30, 2022:
|
|
Number of |
|
|
Weighted Average |
|
||
|
|
Options |
|
|
Exercise Price ($) |
|
||
Outstanding at December 31, 2021 |
|
|
|
|
|
|
||
Granted |
|
|
|
|
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|
||
Exercised |
|
|
- |
|
|
|
|
|
Expired/Cancelled |
|
|
( |
) |
|
|
|
|
Outstanding at September 30, 2022 |
|
|
|
|
|
|
||
|
|
|
|
|
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|
|
|
Exercisable at September 30, 2022 |
|
|
|
|
|
|
Below is a table summarizing the options issued and outstanding as of September 30, 2022, all of which were issued pursuant to the Company’s 2011 Equity Incentive Plan (for option issuances prior to 2016) or the 2015 Stock Incentive Plan (for option issuances commencing in 2016) and which have an aggregate weighted average remaining contractual life of
|
|
|
|
|
|
Weighted Average |
|
|
|
|
|
|
|
|
Remaining |
|
Proceeds to |
Number |
|
Number |
|
Exercise |
|
Contractual |
|
Company if |
Outstanding |
|
Exercisable |
|
Price ($) |
|
Life (Years) |
|
Exercised ($) |
|
|
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19 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 7 - Stock-Based Compensation (continued)
b) Options (continued)
Stock-based compensation expense related to stock options of $
c) Restricted Stock Units
Below is a table summarizing the RSUs issued and outstanding as of September 30, 2022, all of which were issued pursuant to the 2015 Stock Incentive Plan.
|
|
Number of |
|
|
Weighted Average |
|
||
|
|
RSUs |
|
|
Share Price ($) |
|
||
Outstanding at December 31, 2021 |
|
|
|
|
|
|
||
Granted |
|
|
|
|
|
|
||
Vested/Settled |
|
|
( |
) |
|
|
|
|
Cancelled |
|
|
( |
) |
|
|
|
|
Outstanding at September 30, 2022 |
|
|
|
|
|
|
Effective February 8, 2022, the Company granted aggregate RSUs of
Effective March 1, 2022, the Company granted aggregate RSUs of
On March 28, 2022,
Effective April 4, 2022, the Company granted aggregate RSUs of
Effective April 4, 2022, the Company granted aggregate RSUs of
On April 19, 2022,
On May 1, 2022,
On May 31, 2022, an aggregate of
Effective June 1, 2022, the Company granted aggregate RSUs of
20 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 7 - Stock-Based Compensation (continued)
c) Restricted Stock Units (continued)
On August 3, 2022,
Effective August 15, 2022, the Company granted aggregate RSUs of
On August 18 2022,
On September 7, 2022,
Effective September 21, 2022, the Company granted aggregate RSUs of
Below is a table summarizing the RSUs issued and outstanding as of September 30, 2022 and which have an aggregate weighted average remaining contractual life of
|
|
|
|
Weighted |
|
|
|
|
Average |
|
|
|
|
Remaining |
Number |
|
Share |
|
Contractual |
Outstanding |
|
Price ($) |
|
Life (Years) |
|
|
|||
|
|
|||
|
|
|||
|
|
|||
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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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|
|||
|
|
|
|
Stock-based compensation expense related to RSUs of $
21 |
Table of Contents |
Note 8 - Commitments and Contingencies
a) Finance Lease Obligations
In 2016, the Company entered into a capital lease with ING Asset Finance Belgium S.A. (“ING”) to purchase a property located in Belgium for €1.12 million, maturing in
In 2018, the Company entered into a capital lease with BNP Paribas leasing solutions to purchase a freezer for the Belgium facility for €
The following is a schedule showing the future minimum lease payments under finance leases by years and the present value of the minimum payments as of September 30, 2022.
2022 |
|
$ |
|
|
2023 |
|
$ |
|
|
2024 |
|
$ |
|
|
2025 |
|
$ |
|
|
2026 |
|
$ |
|
|
Greater than 5 years |
|
$ |
|
|
Total |
|
$ |
|
|
Less: Amount representing interest |
|
$ | ( |
) |
Present value of minimum lease payments |
|
$ |
|
b) Operating Lease Right-of-Use Obligations
As all the existing leases subject to the new lease standard ASC 842, “Leases,” were previously classified as operating leases by the Company, they were similarly classified as operating leases under the new standard. The Company has determined that the identified operating leases did not contain non-lease components and require no further allocation of the total lease cost. Additionally, the agreements in place did not contain information to determine the rate implicit in the leases, so the Company used its incremental borrowing rate as the discount rate. The Company’s weighted average discount rate is
During the nine months ended September 30, 2022, the Company entered into a new lease agreement. The lease is initially for 62 months and the initial rent is $
As of September 30, 2022, operating lease right-of-use assets and liabilities arising from operating leases were $
22 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 8 - Commitments and Contingencies (continued)
b) Operating Lease Right-of-Use Obligations (continued)
The following is a schedule showing the future minimum lease payments under operating leases by years and the present value of the minimum payments as of September 30, 2022.
2022 |
|
$ |
|
|
2023 |
|
$ |
|
|
2024 |
|
$ |
|
|
2025 |
|
$ |
|
|
2026 |
|
$ |
|
|
Total Operating Lease Obligations |
|
$ |
|
|
Less: Amount representing interest |
|
$ | ( |
) |
Present Value of minimum lease payments |
|
$ |
|
The Company’s office space leases are short-term and the Company has elected under the short-term recognition exemption not to recognize them on the balance sheet. During the nine months ended September 30, 2022, the Company recognized $
2022 |
|
$ |
|
|
2023 |
|
$ |
|
|
2024 |
|
$ |
|
|
Total Operating Lease Liabilities |
|
$ |
|
c) Grants Repayable
In 2010, the Company entered into an agreement with the Walloon Region government in Belgium for a colorectal cancer research grant for €1.05 million. Per the terms of the agreement, €
In 2018, the Company entered into an agreement with the Walloon Region government in Belgium for a colorectal cancer research grant for €
In 2020, the Company entered into an agreement with the Walloon Region government in Belgium for a research grant for €
23 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 8 - Commitments and Contingencies (continued)
c) Grants Repayable (continued)
In 2020, the Company entered into an agreement with the Walloon Region government in Belgium for a research grant for €
As of September 30, 2022, the total grant balance repayable was $
2022 |
|
$ |
|
|
2023 |
|
$ |
|
|
2024 |
|
$ |
|
|
2025 |
|
$ |
|
|
2026 |
|
$ |
|
|
Greater than 5 years |
|
$ |
|
|
Total Grants Repayable |
|
$ |
|
d) Long-Term Debt
In 2016, the Company entered into a
In 2016, the Company entered into a
In 2017, the Company entered into a
In 2018, the Company entered into a
In 2019, the Company entered into a
On October 13, 2020, the Company entered into a
On November 23, 2021, the Company entered into a 3 ½ year loan agreement with SOFINEX for a maximum of €
On February 5, 2022, the Company entered into a
24 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 8 - Commitments and Contingencies (continued)
d) Long-Term Debt (continued)
In July 2022, Volition was awarded a €
As of September 30, 2022, the total balance for long-term debt payable was $
2022 |
|
$ |
|
|
2023 |
|
$ |
|
|
2024 |
|
$ |
|
|
2025 |
|
$ |
|
|
2026 |
|
$ |
|
|
Greater than 5 years |
|
$ |
|
|
Total |
|
$ |
|
|
Less: Amount representing interest |
|
$ | ( |
) |
Total Long-Term Debt |
|
$ |
|
e) Collaborative Agreement Obligations
In 2016, the Company entered into a research co-operation agreement with DKFZ in Germany for a
In 2018, the Company entered into a research collaboration agreement with the University of Taiwan for a
In 2019, the Company entered into a funded sponsored research agreement with the Texas A&M University (“TAMU”) in consideration for the license granted to the Company for a five-year period for a cost to the Company of up to $400,000 payable over such period. As of September 30, 2022, $
On September 16, 2020, the Company entered into a research agreement for the bioinformatic analysis of cell-free DNA fragments from whole-genome sequencing with the Hebrew University of Jerusalem for six months for a cost to the Company of €
On August 10, 2022, the Company entered into a sponsored research agreement with The University of Texas MD Anderson Cancer Center to evaluate the role of neutrophil extracellular traps ("NETs") in cancer patients with sepsis for a cost to the Company of $
25 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 8 - Commitments and Contingencies (continued)
e) Collaborative Agreement Obligations (continued)
As of September 30, 2022, the total amount to be paid for future research and collaboration commitments was approximately $
2022 - remaining |
|
$ |
|
|
2023 - 2026 |
|
$ |
|
|
Total Collaborative Agreement Obligations |
|
$ |
|
f) Other Commitments
Volition Vet
On October 25, 2019, the Company entered into an agreement with TAMU for provision of in kind services of personnel, animal samples and laboratory equipment in exchange for a non-controlling interest of 7.5% in Volition Vet with an additional 5%, vesting in a year from the date of the agreement, giving TAMU in aggregate, a 12.5% equity interest as of such date. As of September 30, 2022, TAMU has a 12.5% equity interest in Volition Vet.
Volition Germany
On January 10, 2020, the Company, through its wholly-owned subsidiary Belgian Volition, acquired an epigenetic reagent company, Octamer GmbH (“Octamer”), based in Munich, Germany, and hired its founder for his expertise and knowledge to be passed to Company personnel. On March 9, 2020, Octamer was renamed to Volition Germany GmbH (“Volition Germany”).
In connection with the transaction agreement, the Company entered into a royalty agreement with the founder providing for the payment of royalties in the amount of
As of September 30, 2022, $
Volition America
On November 3, 2020, the Company entered into a professional services master agreement (the “Master Agreement”) with Diagnostic Oncology CRO, LLC (“DXOCRO”) to conduct a pivotal clinical trial and provide regulatory submission and reimbursement related services. On August 8, 2022, the Company and DXOCRO amended and restated the Master Agreement to expand the scope of DXOCRO’s consultant services provided thereunder (the “A&R Master Agreement”). The A&R Master Agreement requires DXOCRO to support development and clinical validation studies for the Company’s Nu.Q® product portfolio in the United States, including by conducting large-scale finding studies across multiple sites in the U.S. using Nu.Q® NETs and Nu.Q® Cancer tests to determine clinical utility in sepsis and non-Hodgkin’s lymphoma. The Company anticipates DXOCRO’s services
26 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 8 - Commitments and Contingencies (continued)
g) Legal Proceedings
There are no legal proceedings which the Company believes will have a material adverse effect on its financial position.
h) Commitments in Respect of Corporate Goals and Performance-Based Awards
In August 2021 and October 2021 the Compensation Committee of the Board of Directors approved the granting of equity-based awards under the 2015 Stock Incentive Plan as well as cash bonuses, vesting upon achievement of certain corporate goals focused around product development and commercialization, to various personnel including directors, executives, members of management, consultants and employees of the Company and/or its subsidiaries.
Conditional upon the achievement by July 1, 2022 of all specified corporate goals as set forth in the minutes of the Compensation Committee, as well as continued service by the award recipient, the Company at the sole discretion of the Chief Executive Officer and the Chief Financial Officer, would pay a cash bonus to such award recipient. As of September 30, 2022, the Company has paid compensation expense of $
As discussed in detail in Note 8, - Stock-Based Compensation, of the notes to condensed consolidated financial statements contained in the Annual Report an aggregate of
On June 23, 2022, the Compensation Committee of the Board of Directors approved the achievement of all of the remaining outstanding corporate goals resulting in the payment of the cash bonus awards and the vesting of the rights to the equity-based awards, which equity-based awards remain subject to time-based vesting in equal installments on each of August 3, 2022 and August 3, 2023 (with the exception of October 4, 2022 and October 4, 2023 for one award) and the continuous service of the award recipient through the applicable vesting date.
As of September 30, 2022, the Company has recognized compensation expense of $
As of September 30, 2022, the Company has unrecognized compensation expense of $
In September 2022 the Compensation Committee of the Board of Directors approved the granting of cash bonuses, payable upon achievement of various corporate goals focused around product development, manufacturing, financing and commercialization, to various personnel including directors, executives, members of management, consultants and employees of the Company and/or its subsidiaries.
Conditional upon the achievement by January 1, 2023 and July 1, 2023 of all specified corporate goals as set forth in the minutes of the Compensation Committee, as well as continued service by the award recipient, the Company at the sole discretion of the Chief Executive Officer and the Chief Financial Officer would pay a cash bonus to such award recipient. As of September 30, 2022, the Company accrued compensation expense of $
27 |
Table of Contents |
VOLITIONRX LIMITED
Notes to the Condensed Consolidated Financial Statements (Unaudited)
($ expressed in United States Dollars)
Note 9 - Subsequent Events
Restricted Stock Units
Effective October 4, 2022, the Company granted aggregate RSUs of
Effective October 4, 2022, the Company granted aggregate RSUs of
On October 4, 2022,
On November 1, 2022,