株探米国株
英語
エドガーで原本を確認する
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of March, 2025.

 

Commission File Number: 001-39530

 

 

ImmunoPrecise Antibodies Ltd.

Industrious 823 Congress Ave Suite 300 Austin, Texas 78701

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒

Form 40-F ☐

 

 


 

INCORPORATION BY REFERENCE

 

Exhibits 99.1 and 99.2 of this Form 6-K are incorporated by reference into the Registration Statement on Form S-8 (File No. 333-256730) and Registration Statements on Form F-3 (File Nos. 333-273197 and 333-281312) of the Registrant, ImmunoPrecise Antibodies Ltd.

 

EXHIBIT INDEX

 

 

Exhibit

Description

99.1

Management’s Discussion and Analysis for the three and nine months ended January 31, 2025 and 2024

99.2

Condensed Interim Consolidated Financial Statements for the three and nine months ended January 31, 2025 and 2024

99.3

CEO Certification (pursuant to Canadian regulations)

99.4

CFO Certification (pursuant to Canadian regulations)

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

 

IMMUNOPRECISE ANTIBODIES LTD.

Date: March 28, 2025

 

 

 

 

 

By:

/s/ Jennifer Bath

 

Name:

Jennifer Bath

 

Title:

President and Chief Executive Officer

 

 


EX-99.1 2 ipa-ex99_1.htm EX-99.1 EX-99.1

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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

Exhibit 99.1

 

The following Management’s Discussion and Analysis (“MD&A”) should be read in conjunction with the unaudited condensed interim consolidated financial statements of ImmunoPrecise Antibodies Ltd. (“the Company”, “ImmunoPrecise” or “IPA”) for the three and nine months ended January 31, 2025, together with the audited consolidated financial statements and accompanying MD&A of the Company for the year ended April 30, 2024. This MD&A is the responsibility of management and was reviewed and approved by the Board of Directors of IPA (the "Board") on March 27, 2025.

The referenced financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB") and as applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. Except as otherwise noted, all dollar figures in this MD&A are stated in Canadian dollars, which is the Company’s reporting currency.

We have prepared this MD&A with reference to National Instrument 51-102 Continuous Disclosure Obligations of the Canadian Securities Administrators. Additional information relating to ImmunoPrecise, including our most recently completed Annual Information Form and our Annual Report on Form 20-F for the fiscal year ended April 30, 2024, is available on our website at www.ipatherapeutics.com and can be found on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov/edgar.

 

FORWARD-LOOKING INFORMATION

 

This MD&A contains certain statements that constitute “forward-looking statements” within the meaning of National Instrument 51-102 - Continuous Disclosure Obligations of the Canadian Securities Administrators.

 

Forward-looking statements often, but not always, are identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect”, “targeting” and “intend” and statements that an event or result “may”, “will”, “should”, “could”, or “might” occur or be achieved and other similar expressions.

 

This document contains forward-looking statements about IPA's future outlook, future plans and expenditures, the satisfaction of rights and performance of obligations under agreements to which IPA is a party, product development, future revenue growth, research and development (“R&D”) initiatives, and general market trends and developments. These statements, which involve expectations, estimates, and projections, are not guarantees of future performance and involve risks and uncertainties that are difficult to predict and/or are beyond IPA's control.

 

The forward-looking statements are based on certain assumptions, including the progress, timing, and costs related to the execution of IPA's business plan and strategy; estimates and projections regarding the industry in which IPA operates; the future success of R&D activities, including the advancement of IPA's AI technologies, the LENSai software, and HYFTTM technology. Assumptions are also made on the absence of material changes in various areas such as regulatory environment, general business and economic conditions, market demand for IPA's services, competitive landscape, and technological disruptions. Furthermore, the statements take into account estimates regarding future financing and capital.

 

The success of IPA's AI technologies is subject to inherent uncertainties of technology development and implementation, including the complexity of tasks the AI is being developed to perform, potential technical difficulties, the necessity for continuous adaptation to new scientific findings and data, and regulatory and ethical considerations. Furthermore, the potential for IPA's AI technologies to generate revenues is contingent upon market acceptance, development of commercially viable applications, and establishment of successful business models.

 

Forward-looking statements inherently carry risks and uncertainties that could cause actual outcomes and results to differ materially from current expectations. Thus, these statements should be approached with caution, and undue reliance on them should be avoided. Some of these risks and uncertainties are outlined in the "Risks and Uncertainties" section of this MD&A. It is important to note that forward-looking statements are not assurances of future performance.

1

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

As actual results and future events could vary significantly from those anticipated in these statements, they should not be taken as accurate predictions. Despite the potential updates or revisions of forward-looking statements due to new information or future events, IPA is under no obligation to make these changes unless required by law. These cautionary notes serve to qualify all forward-looking statements contained in this MD&A explicitly.

 

CAUTION REGARDING NON-IFRS MEASURES

In addition to the results reported in accordance with IFRS, this MD&A makes reference to certain measures that are not recognized under IFRS and do not have a standardized meaning prescribed by IFRS. They are therefore unlikely to be comparable to similar measures presented by other companies. The Company uses non-IFRS measures, including “adjusted EBITDA” as additional information to complement IFRS measures by providing further understanding of the Company’s results of operations from management’s perspective. Management believes that these measures provide useful information in that they may exclude amounts that are not indicative of the Company’s core operating results and ongoing operations and provide a more consistent basis for comparison between periods. For further details, please refer to the "Non-IFRS Measures" section in this MD&A.

 

GENERAL

 

Founded on November 22, 1983, and incorporated under Alberta law, IPA's common shares ("Common Shares") currently trade on the Nasdaq Capital Market under the ticker symbol "IPA". The corporate headquarters of IPA is situated at Industrious 823 Congress Ave Suite 300 Austin, Texas 78701.

 

OVERVIEW

The Company is a leading biotherapeutic research and technology firm, distinguished by its proficiency in both in silico and wet lab methodologies. At the intersection of systems biology, multi-omics modeling, and complex artificial intelligence systems, the Company has carved out a unique space within the field. The core of the Company's operations encompasses a diverse suite of proprietary technologies that aid in the exploration, discovery, and development of novel drugs and biologics.

 

Integrated within IPA's wet lab infrastructure is a diverse array of in silico technologies. As an end-to-end service provider of antibody discovery and development, IPA’s state-of-the-art computational methodologies allow the Company to perform detailed and comprehensive evaluations across various stages of biologic discovery and development.

 

The synergy between IPA's in silico analyses and wet lab technologies enhances the efficacy of the workflow, thereby offering a unique value proposition to its partners aimed at reducing the time, cost and risk associated with therapeutic antibody discovery and development. This strategic integration underscores IPA's commitment to innovative solutions, driving not only operational efficiency but also pioneering advancements in the industry.

 

The Company believes that its experience, innovation, technologies, scientific rigor, and focus on producing quality products, provide a unique experience in one-stop service offerings, and assist the Company in its aim to reduce the time required for, and the inherent risk associated with, conventional multi-vendor product development.

The Company has achieved organic revenue growth through market penetration and service diversification in the biologics, Contract Research Organizations ("CRO") space, as well as accretive growth through strategic expansion of its operations in Europe, by acquiring and integrating innovative technologies, and through investments in R&D.

2

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

Services

The breadth of services provided by IPA unfolds sequentially in alignment with the process of antibody discovery and development. Starting from the in silico arena, the Company utilizes custom antigen modeling, target analysis using Natural Language Processing, and the patented HYFTTM analysis to lay the groundwork for the subsequent experimental phases.

As the projects transition into the wet lab phase, the Company's capabilities diversify, offering an array of services such as design and manufacturing, B cell sorting incorporating IPA's proprietary Function First B Cell screening and sequencing, and the production and screening of custom, immune, and proprietary naïve phage display libraries. IPA's wet lab antibody discovery technologies are compatible with in-depth mining of antibody repertoires by next generation sequencing and computational analysis. The Company's hybridoma discovery and production services, enhanced by multiplexed high-throughput screening and single clone-picking, complement the expertise it possesses with transgenic animals and multi-species antibody discovery.

The Company then steps into antibody characterization studies, which encompass affinity measurements, epitope landscape profiling, functional assays, and in silico analyses including immunogenicity, three-dimensional modeling, relative affinity rankings, molecular docking, and off-target analyses. Additional services include the creation of bi-specifics, single domain (such as VHH and VNAR (shark)) antibodies, recombinant cloning, protein and antibody production and downstream processing, stable cell line generation, antibody engineering, optimization including humanization, and cryopreservation and cryostorage.

ImmunoPrecise's wholly owned subsidiaries, IPA Canada and IPA Europe, have received recognition as approved CRO for top-tier transgenic animal platforms producing antibodies with human antigen binding domains, along with protein manufacturing. The subsidiaries also form a critical component of the Company's R&D investments, promoting the development of proprietary technologies like B cell Select® and DeepDisplayTM platforms, applicable across a wide array of species and strains, including transgenic animals.

 

Moreover, in the past two years, the Company has gained increasing recognition as a rising leader in the biologics CRO space, with a focus on organic growth through market penetration and service diversification, as well as strategic expansion with platform and process integration. Furthermore, end-to-end services have been leveraged through acquisition, enabling a steady foundation for future growth.

 

Operations of the Company

IPA is a global operation with a presence in Utrecht and Oss in the Netherlands, Diepenbeek in Belgium, Victoria, British Columbia, in Canada, Fargo, North Dakota and Austin, Texas in the United States. This broad reach enables IPA to tap into thriving locations that strongly support the life sciences industry and the development of AI.

 

The Company's leadership, spanning North America and Europe, holds global responsibility for financial and accounting oversight, sales and marketing, investor relations, and information technology. An enterprise resource management system aids in automating marketing and sales, enhancing customer relationship management, and simplifying accounting, financial reporting, and project management tasks.

 

The Company’s head office is in Austin, Texas, and the base for U.S. operations is in Fargo, North Dakota. IPA Canada operates from Victoria, British Columbia, performing custom antibody generation since its inception. The Company has recently completed the expansion of its vivarium in Victoria while simultaneously intensifying its capabilities in measuring protein binding kinetics and high-throughput label-free protein-protein interactions and further developing and improving technologies such as its B cell Select® platform.

 

The acquisition of U-Protein Express B.V. ("UPE") and ModiQuest Research B.V. ("MQR"), now collectively named IPA Europe, has deepened the Company’s technological competence, and expanded its capabilities for partners worldwide. The team from MQR in Oss brings extensive expertise in various areas, including in vitro antibody phage library generation, antibody characterization, optimization, and engineering.

3

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

The UPE team in Utrecht specializes in the production of complex proteins and antibodies, supporting numerous programs across various sectors using their proprietary expression platform rPEx®.

 

On April 14, 2022, the Company successfully acquired BioStrand BV, BioKey BV, and BioClue BV, a group of innovative AI entities based in Belgium. These entities are leaders in the field of multi-omics and in silico biotechnology, specializing in the intricate task of identifying unique biological fingerprints within proteins, RNA, and DNA across multiple information layers, giving rise to unprecedented insights into biological molecules, including intricate relationships between protein structure and function. They have constructed a comprehensive knowledge base of these distinctive biological markers, which serves as a significant tool for their comparison and processing. This strategic acquisition further bolsters the Company’s standing in the rapidly advancing fields of multi-omics and in silico antibody discovery and development.

 

The Company continues to broaden its intellectual property portfolio in additional, meaningful ways, including internal R&D, acquisitions, and collaborations. There is also an emphasis on therapeutic antibody asset development in areas such as oncology, inflammation, neurodegenerative diseases, autoimmunity, and atherosclerosis.

 

STRATEGY AND OUTLOOK

 

The management team at IPA places a strong emphasis on initiatives designed to increase revenue, enhance internal assets, and maximize shareholder value. Central to the Company's mission is the aspiration to fundamentally transform the approach to biotherapeutic discovery and development. By integrating its advanced AI-driven software, LENSai, IPA aims to introduce a new paradigm that underscores accuracy, precision, speed, and cost-effectiveness, thereby changing how the world processes complex and disparate data.

 

One core component of IPA's strategy is the integration of LENSai's in silico capabilities into its services. LENSai adds high-through-put in silico analytical capabilities early in the discovery and development cycle, which enhances the Company's traditional wet lab services.

 

IPA's goal is to be the world's premier partner for complex AI-driven therapeutic antibody discovery and development, providing a rapid, integrated, accurate, data-driven, technologically advanced continuum of services. The Company works towards accelerating the transition of novel therapies from idea to the clinic by providing a bridge between highly accurate in silico predictions and wet lab validations. IPA's in silico tools, powered by LENSai, can predict potential targets, antibody binding characteristics, therapeutic developability, safety and tolerability, functional outcomes, and provide iterative feedback from wet lab experiments designed to refine these predictions and improve the accuracy of its AI models.

 

In 2022, to accommodate operational growth, IPA relocated its Utrecht facility to larger premises within the Utrecht Science Park, which resulted in a doubling of the site's lab capacity. This strategic move was driven by the need to meet increasing market demands in Europe, North America, and Asia.

 

Pharmaceutical industry trends suggest an increasing reliance on external partners like IPA for expertise, cost-effectiveness, and rapid turnaround times. As a service provider with both wet lab and AI-driven in silico capabilities, management believes the Company aligns well with these industry needs.

 

The monoclonal antibody market is experiencing sustained growth, with an increasing focus on antibody R&D in response to the rising incidence of cancer, infectious diseases, and chronic diseases. The therapeutic antibody market, valued at U.S.$115 billion in 2018 according to a study published in the Journal of Biomedical Science in January 2022, is projected to reach U.S.$300 billion by 2025. According to GrandViewResearch.com, the protein and antibody-related service and product market is predicted to grow at a CAGR of 6.2% to U.S.$5.6 billion by 2027.

 

4

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

IPA is not simply adapting to market trends but is attempting to actively set new standards and demonstrate novel capabilities. The Company considers itself a leader in the field of AI-integrated biotherapeutics research. The Company's unique blend of AI-driven in silico capabilities and traditional wet lab services guides its innovation.

 

AI for Drug Discovery

 

The initial stage of the drug discovery process involves identifying a therapeutic target followed by the discovery of novel drug candidates. These phases involve leveraging AI to speed up the process of identifying and selecting new antibodies. The LENSai platform employs machine learning and other AI methodologies to analyze vast amounts of data related to antibodies, yielding insights into their structure, function, and intermolecular interactions. Potential drug candidates are evaluated based on parameters such as efficacy, potency, bioavailability, and toxicity.

 

AI is increasingly becoming a crucial tool in the healthcare industry, especially in the area of drug research. AI technology has the capability to identify therapeutic targets and plays a critical role in the design, discovery, and efficient screening of molecules. According to a 2022 report by ReportLinker, the AI Drug Discovery Market, valued at U.S.$253.8 million in 2019, is projected to reach U.S.$3.9 billion by 2030, growing at a CAGR of 40.8 % from 2020 to 2030. This anticipated growth is attributed to the ability of AI to understand disease mechanisms, establish biomarkers, and generate data or models for the drug discovery process.

 

The acquisition of BioStrand in April 2022 marked a significant advancement for the Company. BioStrand brings its unique and proprietary HYFT™ technology that adds accuracy and transparency (explainability) to traditional AI approaches and algorithms, an extremely important feature, especially in the life sciences.

 

The Company's AI-driven software, LENSai, takes advantage of this technology. It enables the Company to extract the potential from data, discover connections between data, and pull new and valuable information from existing data. Furthermore, BioStrand's HYFT™ framework converts unstructured data into structured data, allowing for default feature reduction and efficient downstream analysis using advanced AI/ML techniques. The HYFT™ fingerprints create a link between sequences and literature analysis through a bottom-up Natural Language Processing approach, providing a universal syntax for the language of biology. This proprietary pattern and profile detection is crucial for understanding diseases and biological processes.

 

BioStrand's HYFT™ framework makes all accessible biological data rapidly computable. The technology developed by BioStrand offers a solution for "omics" (DNA, RNA, amino acids) data management, analysis, and storage, effectively addressing the current challenges and bottlenecks in bioinformatics. The integration of this technology with the LENSai platform results in an incredibly efficient system for managing and analyzing omics data. This combination of technologies is capable of processing huge tasks at high speed and scale, all while maintaining a light computational footprint.

 

OVERALL PERFORMANCE AND LIQUIDITY

 

The Company achieved revenues of $6.2 million and $17.5 million during the three and nine months ended January 31, 2025, a 1.1% and 2.9% decrease from 2024 revenues of $6.2 million and $18.1 million, respectively. The Company incurred cost of sales of $2.9 million and $8.5 million during the three and nine months ended January 31, 2025, a $0.1 and $0.7 million decrease for the three and nine months ended January 31, 2024 cost of sales, respectively. The Company incurred total operating expenses of $27.8 million during the three months ended January 31, 2025, an increase of $21.2 million compared to the three months ended January 31, 2024. Operating expenses totaled $41.2 million during the nine months ended January 31, 2025, an increase of $22.0 million compared to the nine months ended January 31, 2024. Net loss totaled $21.5 million and $28.1 million for the three and nine months ended January 31, 2025, compared to a net loss of $2.7 million and $8.5 million during the same periods last year. Operating expense and net loss increased due to a $21.2 million impairment loss on the intangible assets of BioStrand during the three months ended January 31, 2025.

 

As of January 31, 2025, the Company had cash on hand of $12.9 million compared to $3.5 million as of April 30, 2024. The Company expects its cash on hand as of January 31, 2025 will be insufficient to fund the Company's operations for at least one year from the date these financial statements are available to be issued.

5

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

These conditions raise material uncertainties which cast significant doubt as to whether the Company will be able to continue as a going concern should it not be able to obtain financing necessary to fund its planned revenue growth and working capital requirements.

 

The Company will need to raise additional funds to finance its operations and strategic goals and there can be no assurances that sufficient funding, including adequate financing, will be available. The ability of the Company to arrange additional financing in the future depends in part on the prevailing capital market conditions and profitability of its operations. If the Company is unable to raise sufficient funds, reductions in expenditures will be required, and this may impact the future growth plans of the Company.

 

6

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

RESULTS OF OPERATIONS

 

Comparison of the three months ended January 31, 2025 and 2024

 

Revenue

 

 

 

Three Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Project revenue

 

 

5,572

 

 

 

5,774

 

 

 

(202

)

 

 

-3.5

%

Product sales revenue

 

 

501

 

 

 

395

 

 

 

106

 

 

 

26.8

%

Cryostorage revenue

 

 

78

 

 

 

52

 

 

 

26

 

 

 

50.0

%

Total revenue

 

 

6,151

 

 

 

6,221

 

 

 

(70

)

 

 

-1.1

%

 

The Company achieved revenue of $6.2 million during the three months ended January 31, 2025, a 1.1% decrease from the three months ended January 31, 2024.

 

Gross Profit

 

 

 

Three Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Gross profit

 

 

3,295

 

 

 

3,197

 

 

 

98

 

 

 

3.1

%

% of total revenue

 

 

54

%

 

 

51

%

 

 

 

 

 

 

 

Gross profit totaled $3.3 million during the three months ended January 31, 2025, an increase of 3.1% compared to the three months ended January 31, 2024. Gross profit increased due to reduction in material costs.

 

Research and development

 

 

 

Three Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Research and development

 

 

1,057

 

 

 

1,001

 

 

 

56

 

 

 

5.6

%

 

During the three months ended January 31, 2025, research and development expenses totaled $1.1 million, an increase from the $1.0 million incurred during the three months ended January 31, 2024. Research and development expenses for the three months ended January 31, 2025 include $0.6 million in salary costs, including share-based payments (2024 - $0.5 million), and $0.1 million in research expense (2024 - $0.2 million).

 

Sales and marketing

 

7

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

 

 

Three Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Sales and marketing

 

 

1,310

 

 

 

649

 

 

 

661

 

 

 

101.8

%

 

Sales and marketing expenses totaled $1.3 million during the three months ended January 31, 2025, compared to $0.6 million during the three months ended January 31, 2024. Expenditures during the three months ended January 31, 2025, include $0.5 million in salary costs, including share-based payments (2024 - $0.4 million), and $0.7 million in advertising cost (2024 - $0.2 million).

 

General and administrative

 

 

 

Three Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

General and administrative

 

 

3,594

 

 

 

4,178

 

 

 

(584

)

 

 

-14.0

%

 

During the three months ended January 31, 2025, general and administrative expenses totaled $3.6 million, a decrease of $0.6 million compared to the three months ended January 31, 2024.

 

Other Income / Expense

 

 

 

Three Months Ended
January 31,

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

Accretion

 

 

(3

)

 

 

(5

)

 

 

2

 

Grant income

 

 

(4

)

 

 

 

 

 

(4

)

Interest and other income (expense)

 

 

(169

)

 

 

3

 

 

 

(172

)

Unrealized foreign exchange gain (loss)

 

 

114

 

 

 

(115

)

 

 

229

 

Total other income (expense)

 

 

(62

)

 

 

(117

)

 

 

55

 

 

The Company recorded other income (expense) of $0.1 million during the three months ended January 31, 2025, compared to other income (expense) of $0.1 million during the three months ended January 31, 2024.

 

8

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

Comparison of the nine months ended January 31, 2025 and 2024

 

Revenue

 

 

 

Nine Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Project revenue

 

 

15,912

 

 

 

16,508

 

 

 

(596

)

 

 

-3.6

%

Product sales revenue

 

 

1,452

 

 

 

1,372

 

 

 

80

 

 

 

5.8

%

Cryostorage revenue

 

 

175

 

 

 

179

 

 

 

(4

)

 

 

-2.2

%

Total revenue

 

 

17,539

 

 

 

18,059

 

 

 

(520

)

 

 

-2.9

%

 

The Company achieved revenue of $17.5 million during the nine months ended January 31, 2025, a 2.9% decrease from the nine months ended January 31, 2024.

 

Gross Profit

 

 

 

Nine Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Gross profit

 

 

9,088

 

 

 

8,945

 

 

 

143

 

 

 

1.6

%

% of total revenue

 

 

52

%

 

 

50

%

 

 

 

 

 

 

 

Gross profit totaled $9.1 million during the nine months ended January 31, 2025, an increase of 1.6% compared to the nine months ended January 31, 2024. Gross profit increased due to reduction in salaries and material costs.

 

Research and development

 

 

 

Nine Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Research and development

 

 

3,854

 

 

 

2,783

 

 

 

1,071

 

 

 

38.5

%

 

During the nine months ended January 31, 2025, research and development expenses increased to $3.9 million from $2.8 million during the nine months ended January 31, 2024. Research and development expenses for the nine months ended January 31, 2025 include $2.3 million in salary costs, including share-based payments (2024 - $1.9 million), and $0.6 million in research expense (2024 - $0.4 million).

 

 

 

 

 

9

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

Sales and marketing

 

 

 

Nine Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

Sales and marketing

 

 

3,265

 

 

 

2,633

 

 

 

632

 

 

 

24.0

%

 

Sales and marketing expenses totaled $3.3 million during the nine months ended January 31, 2025, compared to $2.6 million during the nine months ended January 31, 2024. Expenditures during the nine months ended January 31, 2025, include $1.6 million in salary costs, including share-based payments (2024 - $2.0 million), and $1.5 million in advertising cost (2024 - $0.5 million).

 

General and administrative

 

 

 

Nine Months Ended
January 31,

 

 

 

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

 

Change
%

 

General and administrative

 

 

11,029

 

 

 

11,473

 

 

 

(444

)

 

 

-3.9

%

 

During the nine months ended January 31, 2025, general and administrative expenses totaled $11.0 million, a decrease of $0.4 million compared to the nine months ended January 31, 2024.

 

Other Income / Expense

 

 

 

Nine Months Ended
January 31,

 

 

 

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

Change
$

 

Accretion

 

 

(8

)

 

 

(15

)

 

 

7

 

Grant income

 

 

164

 

 

 

300

 

 

 

(136

)

Interest and other income (expense)

 

 

(286

)

 

 

26

 

 

 

(312

)

Unrealized foreign exchange gain (loss)

 

 

(151

)

 

 

21

 

 

 

(172

)

Total other income (expense)

 

 

(281

)

 

 

332

 

 

 

(613

)

 

The Company recorded other expense of $0.3 million during the nine months ended January 31, 2025, compared to other income of $0.3 million during the nine months ended January 31, 2024.

 

10

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

SUMMARY OF QUARTERLY RESULTS

 

The following table sets out financial information for the past eight quarters:

 

 

Three Months Ended ($)

 

(in thousands, except share data)

 

January 31,
 2025

 

 

October 31,
 2024

 

 

July 31,
 2024

 

 

April 30,
 2024

 

Total revenue

 

 

6,151

 

 

 

6,125

 

 

 

5,263

 

 

 

6,459

 

Cost of sales

 

 

2,856

 

 

 

2,688

 

 

 

2,907

 

 

 

3,351

 

Gross profit

 

 

3,295

 

 

 

3,437

 

 

 

2,356

 

 

 

3,108

 

Operating expenses

 

 

27,768

 

 

 

6,278

 

 

 

7,129

 

 

 

22,021

 

Other income (expenses)

 

 

(62

)

 

 

(218

)

 

 

(2

)

 

 

89

 

Income taxes

 

 

(3,014

)

 

 

(506

)

 

 

(776

)

 

 

(1,215

)

Net loss

 

 

(21,521

)

 

 

(2,553

)

 

 

(3,999

)

 

 

(17,609

)

Basic and diluted loss per share*

 

 

(0.66

)

 

 

(0.09

)

 

 

(0.15

)

 

 

(0.71

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended ($)

 

(in thousands, except share data)

 

January 31,
 2024

 

 

October 31,
 2023

 

 

July 31,
 2023

 

 

April 30,
 2023

 

Total revenue

 

 

6,221

 

 

 

6,150

 

 

 

5,688

 

 

 

5,621

 

Cost of sales

 

 

3,024

 

 

 

3,196

 

 

 

2,893

 

 

 

2,280

 

Gross profit

 

 

3,197

 

 

 

2,954

 

 

 

2,795

 

 

 

3,341

 

Operating expenses

 

 

6,537

 

 

 

5,775

 

 

 

6,844

 

 

 

9,269

 

Other income (expenses)

 

 

(117

)

 

 

230

 

 

 

218

 

 

 

31

 

Income taxes

 

 

(778

)

 

 

(182

)

 

 

(415

)

 

 

(767

)

Net loss

 

 

(2,679

)

 

 

(2,409

)

 

 

(3,416

)

 

 

(5,130

)

Basic and diluted loss per share*

 

 

(0.11

)

 

 

(0.10

)

 

 

(0.14

)

 

 

(0.20

)

 

* Because of the net loss, basic and diluted loss per share are the same given potential dilutive common shares are excluded from the computation as their effect would be anti-dilutive.

Revenue

 

The Company's revenue for the three months ended January 31, 2025 was flat compared to the same period in the previous year.

 

Gross Profit

 

The Company recorded a gross profit margin of 54% during the three months ended January 31, 2025, versus 51% during the same period in the previous year.

 

Operating Expense

 

The Company’s operating expenses have generally trended down over the past year. Fluctuations in operating expenses have historically been driven primarily by research and development expenses or impairment, while sales and marketing and general and administrative expenses have been more stable.

 

The increase in operating expense this quarter is attributed to a $21.2 million impairment loss on the intangible assets of BioStrand. The primary factor for the impairment included a delay in expected cash flows of BioStrand due to the strategic plans and expected use of BioStrand's assets.

11

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

The increased discount rate relates to additional forecast risk for the BioStrand CGU, as compared to period ended April 30, 2024.

 

Other Income (Expense)

 

Other income (expense) is primarily influenced by unrealized foreign exchange gains or losses stemming from contractual and cash holdings denominated in euros or U.S. dollars, amortization of debenture discount and interest on debenture. This component can vary from quarter to quarter, transitioning between gains and losses due to fluctuations in foreign currency exchange rates.

 

NON-IFRS MEASURES

 

The following are non-IFRS measures and investors are cautioned not to place undue reliance on them and are urged to read all IFRS accounting disclosures present in the condensed interim consolidated financial statements and accompanying notes for the year ended April 30, 2024.

 

The Company uses certain non-IFRS financial measures as supplemental indicators of its financial and operating performance. These non-IFRS financial measures are adjusted operating EBITDA and adjusted operating expenses. The Company believes these supplementary financial measures reflect the Company’s ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in its business. These non-IFRS measures do not have any standardized meaning prescribed under IFRS and are therefore unlikely to be comparable to similar measures presented by other companies.

 

The Company defines adjusted operating EBITDA as operating earnings before interest, accretion, taxes, depreciation, amortization, share-based compensation, foreign exchange gain/loss, and asset impairment charges. Adjusted operating EBITDA is presented on a basis consistent with the Company’s internal management reports. The Company discloses adjusted operating EBITDA to capture the profitability of its business before the impact of items not considered in management’s evaluation of operating unit performance. The most directly comparable IFRS measure to adjusted operating EBITDA is net loss.

 

The Company defines adjusted operating expenses as operating expenses before taxes, interest, share-based compensation, depreciation, amortization, accretion, foreign exchange loss, and asset impairment charges. Adjusted operating expenses are presented on a basis consistent with the Company’s internal management reports. The most directly comparable IFRS measure to adjusted operating expenses is operating expenses.

 

12

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

The non-IFRS measures are reconciled to reported IFRS figures in the tables below:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

Net loss

 

 

(21,521

)

 

 

(2,679

)

 

 

(28,073

)

 

 

(8,505

)

Income taxes

 

 

(3,014

)

 

 

(778

)

 

 

(4,294

)

 

 

(1,374

)

Amortization and depreciation

 

 

1,397

 

 

 

1,309

 

 

 

4,206

 

 

 

4,156

 

Accretion

 

 

3

 

 

 

5

 

 

 

8

 

 

 

15

 

Asset impairment charge

 

 

21,184

 

 

 

 

 

 

21,184

 

 

 

 

Foreign exchange realized loss

 

 

48

 

 

 

72

 

 

 

28

 

 

 

124

 

Interest expense

 

 

227

 

 

 

213

 

 

 

739

 

 

 

526

 

Interest and other expense (income)

 

 

169

 

 

 

(3

)

 

 

286

 

 

 

(26

)

Unrealized foreign exchange gain (loss)

 

 

(114

)

 

 

115

 

 

 

151

 

 

 

(21

)

Share-based payments

 

 

70

 

 

 

178

 

 

 

392

 

 

 

1,298

 

Adjusted EBITDA

 

 

(1,551

)

 

 

(1,568

)

 

 

(5,373

)

 

 

(3,807

)

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

Operating expenses

 

 

(27,768

)

 

 

(6,537

)

 

 

(41,174

)

 

 

(19,156

)

Amortization and depreciation

 

 

651

 

 

 

793

 

 

 

1,944

 

 

 

2,534

 

Asset impairment charge

 

 

21,184

 

 

 

 

 

 

21,184

 

 

 

 

Foreign exchange realized loss

 

 

48

 

 

 

72

 

 

 

28

 

 

 

124

 

Interest expense

 

 

227

 

 

 

213

 

 

 

739

 

 

 

526

 

Share-based payments

 

 

70

 

 

 

178

 

 

 

392

 

 

 

1,298

 

Adjusted Operating Expenses

 

 

(5,588

)

 

 

(5,281

)

 

 

(16,887

)

 

 

(14,674

)

 

LIQUIDITY AND CAPITAL RESOURCES

 

The Company’s objectives when managing capital are to ensure sufficient liquidity for operations and adequate funding for growth and capital expenditures while maintaining an efficient balance between debt and equity. The capital structure of the Company consists of shareholders’ equity.

 

The Company adjusts its capital structure upon approval from its Board, considering economic conditions and the Company’s working capital requirements. There were no changes in the Company’s approach to capital management during the year. The Company is not subject to any externally imposed capital requirements.

 

On July 11, 2023, the Company filed a U.S.$300 million shelf registration statement with the United States Securities and Exchange Commission (the "Registration Statement"), under which the Company may offer for sale, from time to time, either separately or together in any combination, equity, debt, or other securities described in the Registration Statement through the 36-month expiration period.

On February 23, 2024, the Company entered into an Open Market Sales Agreement with Clear Street LLC (the “Clear Street ATM Agreement”). Under the terms of the Clear Street ATM Agreement, the Company is entitled, at its discretion and from time-to-time during the term of the Clear Street ATM Agreement, to sell Common Shares through Clear Street LLC, acting as sole sales agent.

13

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

The Company filed a prospectus supplement to the Registration Statement in connection with the Clear Street ATM on February 23, 2024, permitting sales of Common Shares for an aggregate gross sales price of up to U.S.$60 million. (the “Clear Street ATM Prospectus Supplement”). On July 29, 2024, the Company filed an amendment to the Clear Street ATM Prospectus Supplement to reduce the aggregate gross sales price of Common Shares under the Clear Street ATM to U.S.$8.8 million.

On July 16, 2024, YA II PN, Ltd., an investment fund managed by Yorkville Advisors Global, LP (“Yorkville”), entered into a securities purchase agreement under which the Company agreed to sell and issue to Yorkville U.S.$3.0 million aggregate principal amount of convertible debentures (the “Convertible Debentures”) in two tranches and at a purchase price of 95% of the aggregate principal amount. In connection with the offering, the Company and Yorkville entered into a customary registration rights agreement pursuant to which the Company agreed to provide certain registration rights to Yorkville under the U.S. Securities Act of 1933, as amended.

As of January 31, 2025, the company completed the ATM, alongside the full conversion of the debenture with Yorkville.

As of January 31, 2025, the Company held cash of $12.9 million (April 30, 2024 – $3.5 million). During the nine months ended January 31, 2025, the cash used in operating activities was $5.3 million. As part of the investing activities, the Company made property and equipment purchases of $0.4 million. As part of the financing activities, the Company incurred lease payments of $1.1 million.

 

The consideration paid for the acquisition of BioStrand includes a contingent earnout payment based on the profitability of BioStrand over a 7-year period ending April 30, 2029, which shall not exceed in total €12.0 million. As of January 31, 2025, no amount has been earned or paid on the Company's contingent earnout related to the BioStrand acquisition.

 

Although the Company is a going concern, the Company does not have cash reserves to fund all its operations for one year, and strategic future growth and expansion plans. The Company has historically incurred net losses. There is no assurance that sufficient revenues will be generated in the near future. To the extent that the Company has negative operating cash flows in future periods, it may need to deploy a portion of its existing working capital to fund such negative cash flows. The Company may need to raise additional funds through issuances of Common Shares or through loan financing. There is no assurance that additional capital or other types of financing will be available if needed or that these financings will be on terms at least as favorable to the Company as those previously obtained, or at all. If the Company is unable to obtain additional financing from outside sources and eventually generate enough revenues, the Company may be forced to sell a portion or all of the Company's assets or curtail or discontinue the Company's operations.

CAPITAL EXPENDITURES

 

The Company made property and equipment purchases of $0.4 million during the nine months ended January 31, 2025 (2024 - $0.3 million).

 

14

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

OUTSTANDING SHARE DATA

 

The Company’s outstanding share information as of March 27, 2025 is as follows:

 

Security

 

Number

 

 

Exercise Price

 

 

Expiry date

Issued and outstanding common shares

 

 

45,765,118

 

 

 

NA

 

 

NA

Stock options

 

 

220,000

 

 

 

$

8.50

 

 

September 1, 2025

Stock options

 

 

142,000

 

 

 

$

20.30

 

 

January 6, 2026

Stock options

 

 

5,650

 

 

 

$

6.89

 

 

January 2, 2026

Stock options

 

 

235,000

 

 

 

$

7.94

 

 

January 7, 2027

Stock options

 

 

16,000

 

 

 

$

8.30

 

 

January 13, 2027

Stock options

 

 

64,000

 

 

 

$

5.79

 

 

May 15, 2027

Stock options

 

 

7,265

 

 

U.S.

$

4.10

 

 

February 19, 2027

Stock options

 

 

475,452

 

 

U.S.

$

4.10

 

 

February 19, 2028

Stock options

 

 

212,225

 

 

U.S.

$

1.48

 

 

January 19, 2034

Stock options

 

 

8,000

 

 

U.S.

$

1.47

 

 

January 4, 2033

Stock options

 

 

8,000

 

 

U.S.

$

1.47

 

 

January 23, 2033

Stock options

 

 

8,000

 

 

U.S.

$

1.47

 

 

March 1, 2033

Stock options

 

 

4,000

 

 

U.S.

$

1.47

 

 

April 2, 2033

Stock options

 

 

4,000

 

 

U.S.

$

1.47

 

 

May 8, 2033

Stock options

 

 

8,000

 

 

U.S.

$

1.47

 

 

June 11, 2033

Stock options

 

 

4,000

 

 

U.S.

$

1.47

 

 

August 8, 2033

Stock options

 

 

8,000

 

 

U.S.

$

1.47

 

 

November 13, 2033

Stock options

 

 

12,000

 

 

U.S.

$

1.47

 

 

January 1, 2034

Stock options

 

 

4,000

 

 

U.S.

$

1.47

 

 

February 1, 2034

Stock options

 

 

8,000

 

 

U.S.

$

1.47

 

 

February 19, 2034

Stock options

 

 

658,990

 

 

U.S.

$

0.86

 

 

August 2, 2034

Warrants

 

 

130,111

 

 

U.S.

$

16.81

 

 

February 3, 2026

Warrants

 

 

56,650

 

 

U.S.

$

1.00

 

 

December 8, 2028

Total

 

 

48,064,461

 

 

 

 

 

 

 

 

OFF-BALANCE SHEET ARRANGEMENTS

 

The Company does not utilize off-balance sheet transactions.

15

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

 

The preparation of the consolidated financial statements in conformity with IFRS required estimates and judgments that affect the amounts reported in the financial statements. Actual results could differ from these estimates and judgments. Estimates are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised. Estimates and judgments applied in preparation of the consolidated financial statements are the same as those presented in the Company’s audited annual financial statements for the year ended April 30, 2024.

 

ADOPTION OF NEW ACCOUNTING STANDARDS

Standards adopted

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

The amendments to IAS 1 provide a more general approach to the classification of liabilities based on the contractual arrangements in place at the reporting date.

These amendments are effective for reporting periods beginning on or after January 1, 2024, which is our fiscal year ending April 30, 2025. We adopted these amendments in our first fiscal quarter ending July 31, 2024 with no impact noted to our classification of liabilities.

Standards not yet adopted

IFRS 18

The new requirements introduced in IFRS 18 will help to achieve comparability of the financial performance of similar entities, especially related to how ‘operating profit or loss’ is defined. The new disclosures required for some management-defined performance measures will also enhance transparency. The Company does not expect IFRS 18 to have a material impact on the Company's financial statements.

These amendments are effective for reporting periods beginning on or after January 1, 2027.

 

DISCLOSURE CONTROLS AND PROCEDURES

 

The Chief Executive Officer (“CEO”) and the interim Chief Financial Officer (“ICFO”) have designed disclosure controls and procedures, or have caused them to be designed under their supervision. Such procedures are designed to ensure that material information relating to the Company and its consolidated subsidiaries is made known to the CEO and ICFO by others within the Company, and such disclosure controls and procedures were established in order to provide reasonable assurance that:

material information relating to the Company is made known to the CEO and ICFO by others, particularly during the period in which the interim and annual filings are being prepared; and
information required to be disclosed by the Company in its annual filings, interim filings or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation.

Our management, with the participation of our CEO and ICFO, have evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the United States Securities and Exchange Act of 1934, as amended, or the Exchange Act), as of the three months ended January 31, 2025, the end of the period covered by this Quarterly Report on Form 6-K. Based on such evaluation, our CEO and ICFO have concluded that, as of such date, our disclosure controls and procedures were not effective because of a material weakness in our internal control over financial reporting as described below during the three-month period ended January 31, 2025.

16

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

 

MATERIAL WEAKNESS

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our financial statements will not be prevented or detected on a timely basis.

Management identified the following material weakness in internal controls over financial reporting during the three-month period ended January 31, 2025:

Management concluded that we did not have sufficient resources to assist us in identifying, evaluating and addressing complex technical accounting issues that affect our consolidated financial statements on a timely basis.

Ongoing Remediation Efforts to Address the Identified Material Weakness

Management, with oversight from the Audit Committee of our Board of Directors, is taking steps to remediate the control deficiencies which resulted in the material weakness described above by designing and implementing remediation measures intended to address the material weakness as of January 31, 2025, by implementing subject matter expert reviews to our internal control over financial reporting. The remediation measures intended to correct the material weakness includes engaging with expert and subject matter consultants on such complex accounting issues that may arise, as well as providing additional in-house training to personnel to support internal controls over financial reporting. With the additional measures, we intend to enhance our technical accounting expertise within the Company to better identify and address complex technical accounting issues if and when they arise.

As we continue to evaluate and work to improve our internal control over financial reporting, management may determine to take additional measures to strengthen controls or to modify the remediation plan described above. When operational, we believe the controls we have designed or plan to design will remediate the control deficiency that has led to the material weakness that we have identified. The material weakness will not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

Changes in internal control

We are working towards implementing processes and procedures to address the material weakness noted above. Other than changes in personnel, there were no changes in our internal control over financial reporting identified in management’s evaluation pursuant to Rules 13a-15(e) and 15d-15(e) of the Exchange Act during the period covered by this Quarterly Report on Form 6-K that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on effectiveness of controls and procedures

None.

17

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

In connection with National Instrument 52-109 - Certificate of Disclosure in Issuer’s Annual and Interim Filings, the ICFO of the Company has filed a 52-109F2 Certificate of Interim Filings, Full Certificate relating to the establishment and maintenance of disclosure controls and procedures and internal controls over financial reporting with respect to the financial information contained in the unaudited condensed interim consolidated financial statements for the three and nine months ended January 31, 2025 and this accompanying MD&A.

For further information, the reader should refer to the Company’s Certificate of Interim Filings and the Annual Filings on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov/edgar.

FINANCIAL INSTRUMENTS

 

The Company’s financial instruments include cash, amounts receivable, restricted cash, investment, accounts payable and accrued liabilities, deferred acquisition payments, and leases. The fair value of investment is determined based on “Level 3” inputs which consist of unobservable inputs to the valuation methodology used. As at January 31, 2025, the Company believes the carrying values of cash, amounts receivable, restricted cash, accounts payable and accrued liabilities, and deferred payments approximate their fair values because of their nature and relatively short maturity dates or durations.

 

RISKS AND UNCERTAINTIES

 

There are numerous and varied risks, known and unknown, that may prevent the Company from achieving its goals. A detailed description of the risks and uncertainties pertaining to the Company’s operations can be found in the Company’s Annual Information Form for the fiscal year ended April 30, 2024.

 

Nasdaq

On August 19, 2024, the Company first received written notification (the "Notification Letter") from The Nasdaq Stock Market LLC indicating that the Company is not in compliance with the minimum bid price requirement set forth in the Nasdaq Rule 5450(a)(1) based on the closing bid price of the Common Shares being less than US $1.00 per share for the 30 consecutive business days (the "Minimum Bid Requirement") from July 5, 2024 to August 15, 2024. The Company was given a 180-day compliance period, or until February 17, 2025, to regain compliance with the Minimum Requirement.

 

The Company did not regain compliance during the first 180-calendar day compliance period. However, on February 20, 2025, the Company transferred its securities to the Nasdaq Capital Market and was granted an additional 180-day compliance period, or until August 18, 2025, to regain compliance with the Minimum Bid Requirement.

 

The Notification Letter is only a notification of deficiency and it is not a notice of imminent delisting. Nasdaq’s determination is based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market, with the exception of the Minimum Bid Requirement.

 

If at any time before August 18, 2025, the bid price of the Common Shares closes at or above $1.00 per share for a minimum of 10 consecutive trading days, the Company will regain compliance with the Nasdaq Listing Rules, and the matter will be closed. However, Nasdaq may, in its discretion, require the Common Shares to maintain a bid price of at least $1.00 for a period in excess often consecutive business days, but generally no more than 20 consecutive business days, before determining that the Company has demonstrated an ability to maintain long-term compliance. If the Company does not regain compliance with the Bid Price Rule by August 18, 2025, and is not eligible for an additional compliance period at that time, the Nasdaq Staff will provide written notification to the Company that its common stock may be delisted. The Company would then be entitled to appeal the Nasdaq Staff’s determination to a NASDAQ Listing Qualifications Panel and request a hearing. There can be no assurance that, if the Company does appeal a delisting determination by the Nasdaq Staff to the NASDAQ Listing Qualifications Panel such appeal would be successful. However, there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule.

18

 


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IMMUNOPRECISE ANTIBODIES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2025

The Company is not aware of any other significant changes to the risks and uncertainties disclosed at that time.

 

Material weakness

We have identified a material weakness in our internal control over financial reporting. If we are unable to remediate the material weakness, or if we identify additional material weaknesses in the future or otherwise fail to maintain an effective system of internal controls, we may not be able to accurately or timely report our financial condition or results of operations, which may adversely affect our business.
 

As more fully described in Item 4. Controls and Procedures, of this Form 6-K, we have identified a material weakness that existed as of January 31, 2025 related to sufficient resources to assist us in identifying, evaluating and addressing complex technical accounting issues. As a result of this material weakness, management concluded that our disclosure controls and procedures and internal controls over financial reporting were not effective as of January 31, 2025.
 

Unless and until this material weakness is remediated, or if new material weaknesses arise in the future, material misstatements could occur and go undetected in our interim or annual consolidated financial statements, and we may be required to restate our financial statements. In addition, we may experience delays in satisfying our reporting obligations or to comply with Securities and Exchange Commission rules and regulations, which could result in, among other things, regulatory or enforcement actions, securities litigation, limitations on our ability to access capital markets, debt rating agency downgrades or rating withdrawals, or loss in confidence of our investors, any one of which could adversely affect the valuation of our common stock and our business prospects. We can give no assurance that the measures we have taken and plan to take in the future will remediate the material weakness identified or that any additional material weaknesses will not arise in the future due to a failure to implement and maintain adequate internal control over financial reporting.

 

The Company’s Annual Information Form can be found on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov/edgar.

 

FURTHER INFORMATION:

 

Additional information relating to the Company can be found on SEDAR+ at www.sedarplus.com and EDGAR at www.sec.gov/edgar.

 

19

 


Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.

Exhibit 99.2

 

 

 

 

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IMMUNOPRECISE ANTIBODIES LTD.

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

 

(Unaudited - Expressed in Canadian Dollars)

 

 

 

 

 

 


IMMUNOPRECISE ANTIBODIES LTD.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Unaudited - Expressed in Canadian dollars)

 

 

(in thousands)

 

Note

 

January 31,
2025
$

 

 

April 30,
 2024
$

 

ASSETS

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash

 

 

 

 

12,915

 

 

 

3,459

 

Amounts receivable, net

 

 

 

 

3,606

 

 

 

3,790

 

Tax receivable

 

 

 

 

177

 

 

 

414

 

Inventory

 

 

 

 

1,920

 

 

 

2,139

 

Unbilled revenue

 

 

 

 

1,082

 

 

 

277

 

Prepaid expenses

 

 

 

 

1,042

 

 

 

1,408

 

 

 

 

 

 

20,742

 

 

 

11,487

 

Restricted cash

 

 

 

 

90

 

 

 

86

 

Deposit on equipment

 

 

 

 

488

 

 

 

475

 

Property and equipment

 

5, 8

 

 

15,219

 

 

 

16,696

 

Intangible assets

 

6

 

 

1,124

 

 

 

23,557

 

Goodwill

 

 

 

 

7,871

 

 

 

7,687

 

Total assets

 

 

 

 

45,534

 

 

 

59,988

 

LIABILITIES

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

11

 

 

4,391

 

 

 

4,372

 

Deferred revenue

 

 

 

 

2,353

 

 

 

1,353

 

Income taxes payable

 

2

 

 

202

 

 

 

553

 

Leases

 

8

 

 

1,689

 

 

 

1,563

 

Deferred acquisition payments

 

 

 

 

298

 

 

 

284

 

 

 

 

 

 

8,933

 

 

 

8,125

 

Leases

 

8

 

 

11,239

 

 

 

12,118

 

Deferred income tax liability

 

 

 

 

238

 

 

 

4,067

 

Total liabilities

 

 

 

 

20,410

 

 

 

24,310

 

SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Share capital

 

9

 

 

136,354

 

 

 

119,773

 

Contributed surplus

 

9

 

 

12,779

 

 

 

12,387

 

Accumulated other comprehensive loss

 

 

 

 

2,624

 

 

 

2,078

 

Accumulated deficit

 

 

 

 

(126,633

)

 

 

(98,560

)

 

 

 

 

 

25,124

 

 

 

35,678

 

Total liabilities and shareholders’ equity

 

 

 

 

45,534

 

 

 

59,988

 

 

Nature of operations (Note 1)

 

Approved and authorized on behalf of the Board of Directors on March 27, 2025.

 

“Dirk Witters” Director

 

 

 

 

The accompanying notes are an integral part of these condensed interim consolidated financial statements

2


IMMUNOPRECISE ANTIBODIES LTD.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited - Expressed in Canadian dollars)

 

 

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands, except share data)

 

Note

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

REVENUE

 

 

 

 

6,151

 

 

 

6,221

 

 

 

17,539

 

 

 

18,059

 

COST OF SALES

 

 

 

 

2,856

 

 

 

3,024

 

 

 

8,451

 

 

 

9,114

 

GROSS PROFIT

 

 

 

 

3,295

 

 

 

3,197

 

 

 

9,088

 

 

 

8,945

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

 

 

1,057

 

 

 

1,001

 

 

 

3,854

 

 

 

2,783

 

Sales and marketing

 

 

 

 

1,310

 

 

 

649

 

 

 

3,265

 

 

 

2,633

 

General and administrative

 

 

 

 

3,594

 

 

 

4,178

 

 

 

11,029

 

 

 

11,473

 

Amortization of intangible assets

 

6

 

 

623

 

 

 

709

 

 

 

1,842

 

 

 

2,267

 

Asset impairment

 

6

 

 

21,184

 

 

 

 

 

 

21,184

 

 

 

 

 

 

 

 

 

27,768

 

 

 

6,537

 

 

 

41,174

 

 

 

19,156

 

Loss before other income (expenses) and income taxes

 

 

 

 

(24,473

)

 

 

(3,340

)

 

 

(32,086

)

 

 

(10,211

)

OTHER INCOME (EXPENSES)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accretion

 

 

 

 

(3

)

 

 

(5

)

 

 

(8

)

 

 

(15

)

Grant income

 

13

 

 

(4

)

 

 

 

 

 

164

 

 

 

300

 

Interest and other income (expense)

 

 

 

 

(169

)

 

 

3

 

 

 

(286

)

 

 

26

 

Unrealized foreign exchange gain (loss)

 

 

 

 

114

 

 

 

(115

)

 

 

(151

)

 

 

21

 

 

 

 

 

 

(62

)

 

 

(117

)

 

 

(281

)

 

 

332

 

Loss before income taxes

 

 

 

 

(24,535

)

 

 

(3,457

)

 

 

(32,367

)

 

 

(9,879

)

Income taxes

 

2

 

 

3,014

 

 

 

778

 

 

 

4,294

 

 

 

1,374

 

NET LOSS FOR THE PERIOD

 

 

 

 

(21,521

)

 

 

(2,679

)

 

 

(28,073

)

 

 

(8,505

)

OTHER COMPREHENSIVE INCOME (LOSS)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that will be reclassified subsequently to loss

 

 

 

 

 

 

 

Exchange difference on translating foreign operations

 

 

(142

)

 

 

(402

)

 

 

546

 

 

 

(1,110

)

COMPREHENSIVE LOSS FOR THE PERIOD

 

 

 

 

(21,663

)

 

 

(3,081

)

 

 

(27,527

)

 

 

(9,615

)

LOSS PER SHARE – BASIC AND DILUTED

 

 

 

 

(0.66

)

 

 

(0.10

)

 

 

(0.96

)

 

 

(0.34

)

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

 

 

32,851,233

 

 

 

25,800,919

 

 

 

29,367,687

 

 

 

25,298,660

 

 

The accompanying notes are an integral part of these condensed interim consolidated financial statements

3


IMMUNOPRECISE ANTIBODIES LTD.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(Unaudited - Expressed in Canadian dollars)

 

(in thousands, except share data)

 

Number of
Shares

 

 

Share Capital
$

 

 

Contributed
Surplus
$

 

 

Accumulated
Other
Comprehensive
(Loss) Income
$

 

 

Accumulated
Deficit
$

 

 

Total
$

 

Balance, October 31, 2023

 

 

25,050,260

 

 

 

117,470

 

 

 

11,916

 

 

 

1,982

 

 

 

(78,271

)

 

 

53,097

 

Shares issued pursuant to bought deal offering of common shares

 

 

1,265,000

 

 

 

878

 

 

 

57

 

 

 

 

 

 

 

 

 

935

 

Share-based expense

 

 

 

 

 

 

 

 

178

 

 

 

 

 

 

 

 

 

178

 

Comprehensive loss for the period

 

 

 

 

 

 

 

 

 

 

 

(402

)

 

 

(2,679

)

 

 

(3,081

)

Balance, January 31, 2024

 

 

26,315,260

 

 

 

118,348

 

 

 

12,151

 

 

 

1,580

 

 

 

(80,950

)

 

 

51,129

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, October 31, 2024

 

 

30,288,119

 

 

 

122,313

 

 

 

12,709

 

 

 

2,766

 

 

 

(105,112

)

 

 

32,676

 

Shares issued pursuant to conversion of convertible debentures

 

 

4,496,448

 

 

 

3,337

 

 

 

 

 

 

 

 

 

 

 

 

3,337

 

Shares issued pursuant to ATM

 

 

10,980,551

 

 

 

10,704

 

 

 

 

 

 

 

 

 

 

 

 

10,704

 

Share-based expense

 

 

 

 

 

 

 

 

70

 

 

 

 

 

 

 

 

 

70

 

Comprehensive loss for the period

 

 

 

 

 

 

 

 

 

 

 

(142

)

 

 

(21,521

)

 

 

(21,663

)

Balance, January 31, 2025

 

 

45,765,118

 

 

 

136,354

 

 

 

12,779

 

 

 

2,624

 

 

 

(126,633

)

 

 

25,124

 

 

(in thousands, except share data)

 

Number of
Shares

 

 

Share Capital
$

 

 

Contributed
Surplus
$

 

 

Accumulated
Other
Comprehensive
(Loss) Income
$

 

 

Accumulated
Deficit
$

 

 

Total
$

 

Balance, April 30, 2023

 

 

25,050,260

 

 

 

117,470

 

 

 

10,796

 

 

 

2,690

 

 

 

(72,445

)

 

 

58,511

 

Shares issued pursuant to option exercise

 

 

1,265,000

 

 

 

878

 

 

 

57

 

 

 

 

 

 

 

 

 

935

 

Share-based expense

 

 

 

 

 

 

 

 

1,298

 

 

 

 

 

 

 

 

 

1,298

 

Comprehensive loss for the period

 

 

 

 

 

 

 

 

 

 

 

(1,110

)

 

 

(8,505

)

 

 

(9,615

)

Balance, January 31, 2024

 

 

26,315,260

 

 

 

118,348

 

 

 

12,151

 

 

 

1,580

 

 

 

(80,950

)

 

 

51,129

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, April 30, 2024

 

 

26,944,500

 

 

 

119,773

 

 

 

12,387

 

 

 

2,078

 

 

 

(98,560

)

 

 

35,678

 

Shares issued pursuant to conversion of convertible debentures

 

 

5,893,768

 

 

 

4,370

 

 

 

 

 

 

 

 

 

 

 

 

4,370

 

Shares issued pursuant to ATM

 

 

12,926,850

 

 

 

12,211

 

 

 

 

 

 

 

 

 

 

 

 

12,211

 

Share-based expense

 

 

 

 

 

 

 

 

392

 

 

 

 

 

 

 

 

 

392

 

Comprehensive loss for the period

 

 

 

 

 

 

 

 

 

 

 

546

 

 

 

(28,073

)

 

 

(27,527

)

Balance, January 31, 2025

 

 

45,765,118

 

 

 

136,354

 

 

 

12,779

 

 

 

2,624

 

 

 

(126,633

)

 

 

25,124

 

 

The accompanying notes are an integral part of these condensed interim consolidated financial statements

4


IMMUNOPRECISE ANTIBODIES LTD.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

(in thousands)

 

Note

 

2025
$

 

 

2024
$

 

Operating activities:

 

 

 

 

 

 

 

 

Net loss for the period

 

 

 

 

(28,073

)

 

 

(8,505

)

Items not affecting cash:

 

 

 

 

 

 

 

 

Amortization and depreciation

 

5, 6, 14

 

 

4,206

 

 

 

4,156

 

Deferred income taxes

 

 

 

 

(3,935

)

 

 

(1,209

)

Accretion

 

 

 

 

8

 

 

 

15

 

Foreign exchange

 

 

 

 

159

 

 

 

118

 

Gain on investment

 

 

 

 

(7

)

 

 

(21

)

Share-based expense

 

9, 10, 11

 

 

392

 

 

 

1,298

 

Asset impairment

 

 

 

 

21,184

 

 

 

 

 

 

 

 

 

(6,066

)

 

 

(4,148

)

Changes in non-cash working capital related to operations:

 

 

 

 

 

 

 

 

Amounts receivable

 

 

 

 

306

 

 

 

439

 

Inventory

 

 

 

 

253

 

 

 

(513

)

Unbilled revenue

 

 

 

 

(759

)

 

 

(416

)

Prepaid expenses

 

 

 

 

388

 

 

 

184

 

Accounts payable and accrued liabilities

 

11

 

 

(87

)

 

 

1,462

 

Sales and income taxes payable and receivable

 

 

 

 

(298

)

 

 

339

 

Deferred revenue

 

 

 

 

993

 

 

 

1,050

 

Net cash used in operating activities

 

 

 

 

(5,270

)

 

 

(1,603

)

Investing activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

5

 

 

(440

)

 

 

(270

)

Security deposit on leases

 

 

 

 

 

 

 

(157

)

Deferred acquisition payments

 

 

 

 

 

 

 

(146

)

Sale of QVQ Holdings BV shares

 

 

 

 

 

 

 

121

 

Net cash used in investing activities

 

 

 

 

(440

)

 

 

(452

)

Financing activities:

 

 

 

 

 

 

 

 

Proceeds on share issuance, net of transaction costs

 

9

 

 

12,211

 

 

 

935

 

Repayment of leases

 

8

 

 

(1,142

)

 

 

(1,037

)

Proceeds on debenture issuance, net of transaction costs

 

7

 

 

4,242

 

 

 

 

Net cash provided by (used in) financing activities

 

 

 

 

15,311

 

 

 

(102

)

Increase (decrease) in cash during the period

 

 

 

 

9,601

 

 

 

(2,157

)

Foreign exchange

 

 

 

 

(141

)

 

 

80

 

Cash – beginning of the period

 

 

 

 

3,545

 

 

 

8,366

 

Cash – end of the period

 

 

 

 

13,005

 

 

 

6,289

 

Cash is comprised of:

 

 

 

 

 

 

 

 

Cash

 

 

 

 

12,915

 

 

 

6,204

 

Restricted cash

 

 

 

 

90

 

 

 

85

 

 

 

 

 

 

13,005

 

 

 

6,289

 

Cash paid for interest

 

 

 

 

 

 

 

 

Cash paid for income tax

 

 

 

 

 

 

 

 

 

Supplemental cash flow information (Note 15)

The accompanying notes are an integral part of these condensed interim consolidated financial statements

5


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

1.
NATURE OF OPERATIONS

 

ImmunoPrecise Antibodies Ltd. (the "Company" or "IPA") was incorporated under the laws of Alberta on November 22, 1983. The Company is listed on the Nasdaq Capital Market ("Nasdaq") under the trading ticker symbol "IPA". The Company is a supplier of custom antibody discovery services. The address of the Company's corporate office is Industrious 823 Congress Ave Suite 300 Austin, Texas 78701.

 

Going concern basis

 

The condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern. The Company has incurred operating losses since its inception, including $21.5 million for the three months ended January 31, 2025, and has accumulated a deficit of $126.6 million as of January 31, 2025. The Company had $13.0 million cash on hand as of January 31, 2025. The Company expects its cash on hand as of January 31, 2025 will be insufficient to fund the Company's operations for at least one year from the date these financial statements are available to be issued. These conditions raise material uncertainties which cast significant doubt as to whether the Company will be able to continue as a going concern should it not be able to obtain financing necessary to fund its planned revenue growth and working capital requirements.

 

The Company will need to raise additional funds to finance its operations and strategic goals and there can be no assurances that sufficient funding, including adequate financing, will be available. The ability of the Company to arrange additional financing in the future depends in part on the prevailing capital market conditions and profitability of its operations. If the Company is unable to raise sufficient funds, reductions in expenditures will be required, and this may impact the future growth plans of the Company.

 

Nasdaq Deficiency Notice

 

On August 19, 2024, the Company first received written notification (the "Notification Letter") from The Nasdaq Stock MarketLLC indicating that the Company is not in compliance with the minimum bid price requirement set forth in the Nasdaq Rule5450(a)(1) based on the closing bid price of the Common Shares of IPA (the “Common Shares”)being less than U.S.$1.00 per share for the 30 consecutive business days (the “Minimum Bid Requirement”) from July 5,2024 to August 15, 2024. The Company was given a 180-day compliance period, or until February 17, 2025, to regain compliance with the Minimum Bid Requirement.

 

The Company did not regain compliance during the first 180-calendar-day compliance period. However, on February 20, 2025,the Company transferred its securities to the Nasdaq Capital Market and was granted an additional 180-day compliance period,or until August 18, 2025, to regain compliance with the Minimum Bid Requirement.

 

The Notification Letter is only a notification of deficiency, it is not a notice of imminent delisting, and it has no current immediate effect on the listing or trading of the Common Shares on Nasdaq. Nasdaq’s determination is based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market, with the exception of the Minimum Bid Requirement.

 

If at any time before August 18, 2025, the bid price of the Common Shares closes at or above U.S.$1.00 per share for a minimum of 10 consecutive trading days, the Company will regain compliance with the Nasdaq Listing Rules, and the matter will be closed. However, Nasdaq may, in its discretion, require the Common Shares to maintain a bid price of at least U.S.$1.00for a period in excess of ten consecutive business days, but generally no more than 20 consecutive business days, before determining that the Company has demonstrated an ability to maintain long-term compliance. If the Company does not regain compliance with the Bid Price Rule by August 18, 2025, and is not eligible for an additional compliance period at that time, the Nasdaq Staff will provide written notification to the Company that its common stock may be delisted. The Company would then be entitled to appeal the Nasdaq Staff’s determination to a NASDAQ Listing Qualifications Panel and request a hearing. There can be no assurance that, if the Company does appeal a delisting determination by the Nasdaq Staff to the NASDAQ Listing Qualifications Panel, that such appeal would be successful. However, there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule. The Company is not aware of any other significant changes to the risks and uncertainties disclosed at that time.

 

 

6


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

2.
BASIS OF PRESENTATION
(a)
Statement of compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB"), and include the significant accounting policies as described in Note 3.

Certain items have been reclassified in the prior year financial statements to conform to the presentation and classification used in the current year. These reclassifications had no effect on the Company's consolidated operating results, financial position or cash flows.

These condensed interim consolidated financial statements were approved by the Company's Board of Directors.

(b)
Basis of measurement

These condensed interim consolidated financial statements have been prepared on the historical cost basis. In addition, these condensed interim consolidated financial statements have been prepared using the accrual basis of accounting, except for cashflow information.

(c)
Basis of consolidation

These condensed interim consolidated financial statements include the financial statements of the Company and the following subsidiaries which are wholly owned and subject to control by the Company:

 

Name of Subsidiary

 

% Equity
Interest -
January 31, 2025 and
April 30, 2024

 

Country of
Incorporation

 

Functional Currency

ImmunoPrecise Antibodies (Canada) Ltd.

 

100%

 

Canada

 

Canadian dollar

ImmunoPrecise Antibodies (USA) Ltd. ("IPA USA")

 

100%

 

USA

 

US dollar

ImmunoPrecise Antibodies (N.D.) Ltd.

 

100%

 

USA

 

US dollar

ImmunoPrecise Antibodies (MA) LLC

 

100%

 

USA

 

US dollar

Talem Therapeutics LLC ("Talem")

 

100%

 

USA

 

US dollar

ImmunoPrecise Netherlands B.V.

 

100%

 

Netherlands

 

Euro

ImmunoPrecise Antibodies (Europe) B.V. ("IPA Europe")

 

100%

 

Netherlands

 

Euro

BioStrand B.V.

 

100%

 

Belgium

 

Euro

Idea Family B.V.

 

100%

 

Belgium

 

Euro

BioKey B.V.

 

100%

 

Belgium

 

Euro

BioClue B.V.

 

100%

 

Belgium

 

Euro

ImmunoPrecise Antibodies (Quebec), Ltd.

 

100%

 

Canada

 

Canadian dollar

9438-9244 Quebec, Inc.

 

100%

 

Canada

 

Canadian dollar

 

Control is achieved when the Company is exposed, or has rights, to variable returns from its involvement with an entity and has the ability to affect those returns through its power over the investee. Subsidiaries are fully consolidated from the date on which control is obtained and continue to be consolidated until the date that such control ceases. Intercompany balances, transactions and unrealized intercompany gains and losses are eliminated upon consolidation.

(d)
Functional and presentation currency

The functional currency of a company is the currency of the primary economic environment in which the company operates. The presentation currency for a company is the currency in which the company chooses to present its financial statements. The presentation currency of the Company is the Canadian dollar.

 

Foreign currency translation

7


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

 

Entities whose functional currencies differ from the presentation currency are translated into Canadian dollars as follows: assets and liabilities – at the closing rate as at the reporting date, and income and expenses – at the average rate of the period. All resulting changes are recognized in other comprehensive income as cumulative translation differences.

 

Foreign currency transactions

 

Transactions in foreign currencies are translated into the functional currency at exchange rates at the date of the transactions. Foreign currency monetary assets and liabilities are translated at the functional currency exchange rate at the reporting date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. All gains and losses on translation of these foreign currency transactions are included in profit or loss.

 

When the Company disposes of its entire interest in a foreign operation, or loses control, joint control, or significant influence over a foreign operation, the foreign currency gains or losses accumulated in other comprehensive income related to the foreign operation are recognized in profit or loss. If an entity disposes of part of an interest in a foreign operation which remains a subsidiary, a proportionate amount of foreign currency gains or losses accumulated in other comprehensive income related to the subsidiary are reallocated between controlling and non-controlling interests.

(e)
Correction of immaterial error

During the first quarter of fiscal year 2025, we corrected an immaterial error related to fiscal years 2023 and 2024. The adjustment related to the correction of the recognition of a deferred tax asset and resulting offset with the deferred income tax liability for fiscal years 2023 and 2024. The error had the impact of overstating the deferred tax liability and overstating the net loss in fiscal 2023 and 2024. Management evaluated the effect of the adjustment on previously issued interim and annual consolidated financial statements in accordance with IFRS guidelines and concluded that it was immaterial to the interim and annual periods. As a result, in accordance with IFRS, we corrected the comparative periods in our Consolidated Statements of Financial Position and Comprehensive Loss as of January 31, 2025.

 

The effects of this adjustment on the comparative periods in our Consolidated Statements of Financial Position and Comprehensive Loss as of January 31, 2025 are as follows:

 

Previously reported

 

Adjustments

 

As adjusted

 

Balance sheet items:
(in thousands)

4/30/2024

 

4/30/2024

 

4/30/2024

 

Deferred income tax liability

 

5,825

 

 

(1,758

)

 

4,067

 

Total liabilities

 

26,067

 

 

(1,757

)

 

24,310

 

Accumulated deficit

 

(100,265

)

 

1,705

 

 

(98,560

)

Accumulated other comprehensive loss

 

2,025

 

 

53

 

 

2,078

 

Total shareholders' equity

 

33,921

 

 

1,757

 

 

35,678

 

 

 

Previously three months reported

 

Adjustments

 

As adjusted

 

Income statement items:
(in thousands)

1/31/2024

 

1/31/2024

 

1/31/2024

 

Income taxes

 

517

 

 

261

 

 

778

 

Net loss for the period

 

(2,940

)

 

261

 

 

(2,679

)

Exchange difference on translating foreign operations

 

130

 

 

(532

)

 

(402

)

Comprehensive loss for the period

 

(2,810

)

 

(271

)

 

(3,081

)

Basic and diluted loss per share*

 

(0.11

)

 

0.01

 

 

(0.10

)

8


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

 

Previously nine months reported

 

Adjustments

 

As adjusted

 

Income statement items:
(in thousands)

1/31/2024

 

1/31/2024

 

1/31/2024

 

Income taxes

 

749

 

 

625

 

 

1,374

 

Net loss for the period

 

(9,132

)

 

627

 

 

(8,505

)

Exchange difference on translating foreign operations

 

(1,086

)

 

(24

)

 

(1,110

)

Comprehensive loss for the period

 

(10,218

)

 

603

 

 

(9,615

)

Basic and diluted loss per share*

 

(0.36

)

 

0.02

 

 

(0.34

)

* Because of the net loss, basic and diluted loss per share are the same given potential dilutive common shares are excluded from the computation as their effect would be anti-dilutive.

9


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

3.
ADOPTION OF NEW ACCOUNTING STANDARDS

Standards adopted

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

The amendments to IAS 1 provide a more general approach to the classification of liabilities based on the contractual arrangements in place at the reporting date.

These amendments are effective for reporting periods beginning on or after January 1, 2024, which is our fiscal year ending April 30, 2025. We adopted these amendments in our first fiscal quarter ending July 31, 2024 with no impact noted to our classification of liabilities.

Standards not yet adopted

IFRS 18

The new requirements introduced in IFRS 18 will help to achieve comparability of the financial performance of similar entities, especially related to how ‘operating profit or loss’ is defined. The new disclosures required for some management-defined performance measures will also enhance transparency. The Company does not expect IFRS 18 to have a material impact on the Company's financial statements.

These amendments are effective for reporting periods beginning on or after January 1, 2027.

 

4.
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of the condensed interim consolidated financial statements in conformity with IFRS required estimates and judgments that affect the amounts reported in the financial statements. Actual results could differ from these estimates and judgments. Estimates are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised. Estimates and judgments applied in the preparation of the condensed interim consolidated financial statements are the same as those presented in the Company’s audited annual financial statements for the year ended April 30, 2024.

Income taxes are recognized in the statement of comprehensive loss, except where they relate to items recognized directly in equity, in which case the related taxes are recognized in equity. Deferred tax assets and liabilities are recognized based on the difference between the tax and accounting values of assets and liabilities and are calculated using enacted or substantively enacted tax rates for the periods in which the differences are expected to reverse. Deferred tax assets are recognized only to the extent that it is probable that future taxable profits of the relevant entity or group of entities, in a particular jurisdiction, will be available against which the assets can be utilized.

As a result of an asset impairment for the three months ended January 31, 2025, the associated BioStrand deferred tax liability was written off in the amount of $3.9 million. A valuation allowance of $1.6 million was established against the remaining BioStrand deferred tax asset as a result of no longer having a source of future taxable income related to the deferred tax liability.

 

 

10


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

 

5.
PROPERTY AND EQUIPMENT

The table below includes both property and equipment and right-of-use assets.

(in thousands)

 

Computer
Hardware
$

 

 

Furniture &
Equipment
$

 

 

Computer
Software
$

 

 

Building
$

 

 

Automobile
$

 

 

Leasehold
Improvements
$

 

 

Lab
Equipment
$

 

 

WIP -
Leasehold
Improvements
$

 

 

Total
$

 

Cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, April 30, 2023

 

 

288

 

 

 

53

 

 

 

50

 

 

 

9,085

 

 

 

167

 

 

 

626

 

 

 

6,473

 

 

 

31

 

 

 

16,773

 

Additions

 

 

56

 

 

 

 

 

 

 

 

 

7,826

 

 

 

1

 

 

 

27

 

 

 

1,316

 

 

 

 

 

 

9,226

 

Disposals

 

 

(111

)

 

 

(31

)

 

 

(49

)

 

 

(1,634

)

 

 

 

 

 

(344

)

 

 

(2,554

)

 

 

 

 

 

(4,723

)

Foreign exchange

 

 

(4

)

 

 

 

 

 

(1

)

 

 

(133

)

 

 

(3

)

 

 

(1

)

 

 

(92

)

 

 

 

 

 

(234

)

Balance, April 30, 2024

 

 

229

 

 

 

22

 

 

 

 

 

 

15,144

 

 

 

165

 

 

 

308

 

 

 

5,143

 

 

 

31

 

 

 

21,042

 

Additions

 

 

2

 

 

 

17

 

 

 

 

 

 

 

 

 

207

 

 

 

20

 

 

 

205

 

 

 

76

 

 

 

527

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(69

)

 

 

 

 

 

 

 

 

 

 

 

(69

)

Foreign exchange

 

 

13

 

 

 

 

 

 

 

 

 

278

 

 

 

4

 

 

 

1

 

 

 

135

 

 

 

 

 

 

431

 

Balance, January 31, 2025

 

 

244

 

 

 

39

 

 

 

 

 

 

15,422

 

 

 

307

 

 

 

329

 

 

 

5,483

 

 

 

107

 

 

 

21,931

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated Depreciation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, April 30, 2023

 

 

157

 

 

 

33

 

 

 

50

 

 

 

1,752

 

 

 

57

 

 

 

388

 

 

 

3,913

 

 

 

 

 

 

6,350

 

Depreciation

 

 

101

 

 

 

4

 

 

 

 

 

 

1,723

 

 

 

56

 

 

 

58

 

 

 

849

 

 

 

 

 

 

2,791

 

Disposals

 

 

(110

)

 

 

(31

)

 

 

(49

)

 

 

(1,606

)

 

 

 

 

 

(344

)

 

 

(2,554

)

 

 

 

 

 

(4,694

)

Foreign exchange

 

 

(2

)

 

 

 

 

 

(1

)

 

 

(37

)

 

 

(1

)

 

 

 

 

 

(60

)

 

 

 

 

 

(101

)

Balance, April 30, 2024

 

 

146

 

 

 

6

 

 

 

 

 

 

1,832

 

 

 

112

 

 

 

102

 

 

 

2,148

 

 

 

 

 

 

4,346

 

Depreciation

 

 

41

 

 

 

6

 

 

 

 

 

 

1,425

 

 

 

50

 

 

 

49

 

 

 

774

 

 

 

 

 

 

2,345

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(69

)

 

 

 

 

 

 

 

 

 

 

 

(69

)

Foreign exchange

 

 

17

 

 

 

 

 

 

 

 

 

34

 

 

 

4

 

 

 

 

 

 

35

 

 

 

 

 

 

90

 

Balance, January 31, 2025

 

 

204

 

 

 

12

 

 

 

 

 

 

3,291

 

 

 

97

 

 

 

151

 

 

 

2,957

 

 

 

 

 

 

6,712

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Book Value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

April 30, 2024

 

 

83

 

 

 

16

 

 

 

 

 

 

13,312

 

 

 

53

 

 

 

206

 

 

 

2,995

 

 

 

31

 

 

 

16,696

 

January 31, 2025

 

 

40

 

 

 

27

 

 

 

 

 

 

12,131

 

 

 

210

 

 

 

178

 

 

 

2,526

 

 

 

107

 

 

 

15,219

 

 

11


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

6.
INTANGIBLE ASSETS

Changes in the value of the intangible assets during the nine months ended January 31, 2025 and the year ended April 30, 2024 are as follows:

 

(in thousands)

 

Internally
Generated
Development
Costs
$

 

 

Intellectual
Property
$

 

 

Proprietary
Processes
$

 

 

Certifications
$

 

 

Customer List
$

 

 

Total
$

 

Cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, April 30, 2023

 

 

33

 

 

 

35,143

 

 

 

8,103

 

 

 

139

 

 

 

198

 

 

 

43,616

 

Disposals

 

 

 

 

 

(3,830

)

 

 

(40

)

 

 

 

 

 

(193

)

 

 

(4,063

)

Foreign exchange

 

 

 

 

 

(595

)

 

 

(137

)

 

 

(2

)

 

 

(5

)

 

 

(739

)

Balance, April 30, 2024

 

 

33

 

 

 

30,718

 

 

 

7,926

 

 

 

137

 

 

 

 

 

 

38,814

 

Impairments and disposals

 

 

 

 

 

(21,184

)

 

 

(156

)

 

 

 

 

 

 

 

 

(21,340

)

Foreign exchange

 

 

 

 

 

957

 

 

 

190

 

 

 

2

 

 

 

 

 

 

1,149

 

Balance, January 31, 2025

 

 

33

 

 

 

10,491

 

 

 

7,960

 

 

 

139

 

 

 

 

 

 

18,623

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated Amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, April 30, 2023

 

 

14

 

 

 

4,775

 

 

 

7,633

 

 

 

136

 

 

 

132

 

 

 

12,690

 

Amortization

 

 

19

 

 

 

2,666

 

 

 

216

 

 

 

2

 

 

 

65

 

 

 

2,968

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(193

)

 

 

(193

)

Foreign exchange

 

 

 

 

 

(74

)

 

 

(128

)

 

 

(2

)

 

 

(4

)

 

 

(208

)

Balance, April 30, 2024

 

 

33

 

 

 

7,367

 

 

 

7,721

 

 

 

136

 

 

 

 

 

 

15,257

 

Amortization

 

 

 

 

 

1,789

 

 

 

53

 

 

 

 

 

 

 

 

 

1,842

 

Foreign exchange

 

 

 

 

 

211

 

 

 

186

 

 

 

3

 

 

 

 

 

 

400

 

Balance, January 31, 2025

 

 

33

 

 

 

9,367

 

 

 

7,960

 

 

 

139

 

 

 

 

 

 

17,499

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Book Value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

April 30, 2024

 

 

 

 

 

23,351

 

 

 

205

 

 

 

1

 

 

 

 

 

 

23,557

 

January 31, 2025

 

 

 

 

 

1,124

 

 

 

 

 

 

 

 

 

 

 

 

1,124

 

 

 

12


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

Impairment testing

For impairment testing, intellectual property is allocated to the following cash-generating units ("CGU"):

 

(in thousands)

 

January 31,
2025
$

 

 

April 30,
2024
$

 

Utrecht

 

 

1,124

 

 

 

1,401

 

BioStrand

 

 

 

 

 

22,156

 

 

 

 

1,124

 

 

 

23,557

 

 

The recoverable amount of each CGU was based on value-in-use calculations and determined using a five-year forecast for Utrecht and Oss and a seven-year forecast for BioStrand, followed by a terminal growth rate determined by management. The present value of the forecasted cash flows of each CGU is determined by applying a discount rate reflecting a current market assessment of the time value of money and risks specific to the CGU. The recoverable amount, growth rate assumptions and discount rates for each CGU as of January 31, 2025 and April 30, 2024 are as follows:

 

 

 

Recoverable amount

 

Terminal growth rates

 

Discount rates

 

(in thousands)

 

January 31,
2025
$

 

 

April 30,
2024
$

 

 

 

January 31,
2025
$

 

 

April 30,
2024
$

 

 

 

January 31,
2025
$

 

 

April 30,
2024
$

 

Oss

 

 

9,231

 

 

 

5,965

 

 

 

 

2.50

%

 

 

2.50

%

 

 

 

21.4

%

 

 

22.0

%

Utrecht

 

 

12,230

 

 

 

12,737

 

 

 

 

2.50

%

 

 

2.50

%

 

 

 

21.4

%

 

 

19.0

%

BioStrand

 

 

 

 

 

14,611

 

 

 

 

2.50

%

 

 

2.50

%

 

 

 

48.2

%

 

 

45.0

%

 

The terminal growth rates consider the average GDP growth rate of the Netherlands and Belgium. The discount rates reflect management’s assessment of market and specific risk of the CGU. The cash flow forecasts include a key management assumption that future profit margins will remain stable and is based on previous performance of the CGU. The assumption for future profit margins is based on management’s review of the prior three years of performance of the CGU.

During the year ended April 30, 2024, the Company recorded an impairment loss of $11.2 million on impairment of goodwill and $3.9 million on impairment of intangible assets for the BioStrand CGU. The loss was recorded as a reduction in goodwill and the intangible assets. The primary factor for the impairment included a rise in the discount rate as compared to the prior year, along with a delay in expected cash flows in the forecast. The increased discount rate relates to increases in the forecast risk for the BioStrand CGU, increased economic risk, and increased global interest rates as compared to the prior year.

During the three month period ended January 31, 2025, the Company recorded an impairment loss of $21.2 million for the BioStrand CGU. The loss was recorded as a reduction in the intangible assets in BioStrand. The primary factor for the impairment included a delay in expected cash flows of BioStrand due to the strategic plans and expected use of BioStrand's assets. The increased discount rate relates to additional forecast risk for the BioStrand CGU, as compared to period ended April 30, 2024.

 

7.
CONVERTIBLE DEBENTURES

 

On July 16, 2024 YA II PN, Ltd., an investment fund managed by Yorkville Advisors Global, LP (“Yorkville”), entered into a securities purchase agreement (the "Securities Purchase Agreement") under which the Company agreed to sell and issue to Yorkville U.S.$3.0 million aggregate principal amount of convertible debentures (the “Convertible Debentures”) in two tranches and at a purchase price of 95% of the aggregate principal amount.

13


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

The Convertible Debentures were convertible into Common Shares. The sale and issue of the first tranche consisted of U.S.$2.0 million principal amount of Convertible Debentures and was completed on July 16, 2024 with a maturity date of July 16, 2025. The sale and issue of the second tranche consisted of U.S.$1.0 million principal amount of Convertible Debentures and was completed on August 16, 2024, with a maturity date of July 16, 2025.

In connection with the offering, the Company and Yorkville entered into a customary registration rights agreement pursuant to which the Company agreed to provide certain registration rights to Yorkville under the U.S. Securities Act of 1933.

During the three months ended January 31, 2025, the Company completed the complete conversions of both tranches.

8.
LEASES

 

The Company has leases for lab and office space and automobiles. Each lease is reflected in the consolidated statement of financial position as a right-of-use asset and a lease liability. The Company classifies right-of-use assets in a consistent manner to its property and equipment. The following is a schedule of the Company’s future minimum lease payments related to the equipment and automobiles under finance lease and the office lease obligation:

 

(in thousands)

 

$

 

2025 (remainder)

 

 

630

 

2026

 

 

2,504

 

2027

 

 

2,501

 

2028

 

 

2,494

 

2029

 

 

2,190

 

More than 5 years

 

 

5,863

 

Total minimum lease payments

 

 

16,182

 

Less: imputed interest

 

 

(3,254

)

Total present value of minimum lease payments

 

 

12,928

 

Less: Current portion

 

 

(1,689

)

Non-current portion

 

 

11,239

 

Total cash outflow for leases during the nine months ended January 31, 2025 was $1.1 million (2024 - $1.0 million).

The nature of the Company’s leases by type of right-of-use asset as of January 31, 2025 is as follows:

Right-of-use asset type

 

No. of right-of-use assets leased

 

 

Range of remaining term

 

Average remaining lease term

 

No. of leases with extension options

 

 

No. of leases with options to purchase

 

 

No. of leases with variable payments linked to an index

 

 

No. of leases with termination options

 

Lab and office facilities

 

 

3

 

 

3.9 - 8.9 years

 

6.8 years

 

 

1

 

 

 

 

 

 

2

 

 

 

2

 

Automobiles

 

 

6

 

 

0.1 - 4.8 years

 

2.7 years

 

 

 

 

 

 

 

 

6

 

 

 

6

 

 

14


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

 

Right-of-use assets

The changes in the value of right-of-use assets during the nine months ended January 31, 2025 and the year ended April 30, 2024 are as follows:

(in thousands)

 

Building
$

 

 

Automobile
$

 

 

Total
$

 

Cost:

 

 

 

 

 

 

 

 

 

Balance, April 30, 2023

 

 

9,085

 

 

 

167

 

 

 

9,252

 

Additions

 

 

7,826

 

 

 

1

 

 

 

7,827

 

Disposals

 

 

(1,634

)

 

 

 

 

 

(1,634

)

Foreign exchange

 

 

(133

)

 

 

(3

)

 

 

(136

)

Balance, April 30, 2024

 

 

15,144

 

 

 

165

 

 

 

15,309

 

Additions

 

 

 

 

 

207

 

 

 

207

 

Disposals

 

 

 

 

 

(69

)

 

 

(69

)

Foreign exchange

 

 

278

 

 

 

4

 

 

 

282

 

Balance, January 31, 2025

 

 

15,422

 

 

 

307

 

 

 

15,729

 

 

 

 

 

 

 

 

 

 

 

Accumulated Depreciation:

 

 

 

 

 

 

 

 

 

Balance, April 30, 2023

 

 

1,752

 

 

 

57

 

 

 

1,809

 

Depreciation

 

 

1,723

 

 

 

56

 

 

 

1,779

 

Disposals

 

 

(1,606

)

 

 

 

 

 

(1,606

)

Foreign exchange

 

 

(37

)

 

 

(1

)

 

 

(38

)

Balance, April 30, 2024

 

 

1,832

 

 

 

112

 

 

 

1,944

 

Depreciation

 

 

1,425

 

 

 

50

 

 

 

1,475

 

Disposals

 

 

 

 

 

(69

)

 

 

(69

)

Foreign exchange

 

 

34

 

 

 

4

 

 

 

38

 

Balance, January 31, 2025

 

 

3,291

 

 

 

97

 

 

 

3,388

 

 

 

 

 

 

 

 

 

 

 

Net Book Value:

 

 

 

 

 

 

 

 

 

April 30, 2024

 

 

13,312

 

 

 

53

 

 

 

13,365

 

January 31, 2025

 

 

12,131

 

 

 

210

 

 

 

12,341

 

 

Lease payments not recognized as a liability

The Company has elected not to recognize a lease liability for leases with an expected term of 12 months or less. Additionally, certain variable lease payments are not permitted to be recognized as lease liabilities and are recognized in profit and loss as incurred. The expense relating to payments not included in the measurement of the lease liability during the nine months ended January 31, 2025 and 2024 are as follows:

(in thousands)

 

2025
$

 

 

2024
$

 

Leases of low value assets

 

 

10

 

 

 

4

 

Variable lease payments

 

 

415

 

 

 

370

 

 

 

 

425

 

 

 

374

 

 

 

15


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

9.
SHARE CAPITAL
a)
Authorized:

Unlimited common shares without par value.

b)
Share capital transactions:

 

2024 Transactions

 

During the year ended April 30, 2024, the Company issued 1,265,000 Common Shares in an underwritten public offering, including 165,000 Common Shares issued pursuant to the full exercise by the underwriter of its over-allotment option. The public offering price for each Common Share, before the underwriter's discount and commissions, was U.S.$1.00.

During the year ended April 30, 2024, the Company established an at-the-market equity offering facility with Clear Street LLC ("ATM Facility"), replacing its previous at-the-market equity offering facility with Jefferies LLC, which was terminated on February 1, 2024. An Open Market Sales Agreement ("ATM Agreement") was entered into with Clear Street LLC, as sole sales agent ("Agent") on February 23, 2024. On February 23, 2024, in connection with the ATM Facility, the Company filed a prospectus supplement permitting the sales of Common Shares having an aggregate gross sales price of up to U.S.$60.0 million. On July 29, 2024, the Company filed an amendment to the prospectus supplement to reduce the aggregate gross sales price of Common Shares under the ATM Facility to U.S.$8.8 million. During the year ended April 30, 2024, 629,240 Common Shares were sold under the ATM Facility with proceeds net of commissions of $1.8 million.

2025 Transactions

During the three months ended July 31, 2024, the Company sold 357,760 Common Shares under the ATM Facility with proceeds net of commissions of $0.5 million.

During the three months ended October 31, 2024, the Company sold 1,588,539 Common Shares under the ATM Facility with proceeds net of commissions of $1.4 million.

During the three months ended January 31, 2025, the Company sold 10,980,551 Common Shares under the ATM Facility with proceeds net of commissions of $10.1 million.

16


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

c)
Options

 

The following table summarizes stock option awards during the nine months ended January 31, 2025 and the year ended April 30, 2024, including the grant date fair value determined using the Black-Scholes option pricing model:

 

 

 

 

 

 

 

 

 

 

 

Black-Scholes Option Pricing Model Inputs

 

 

Grant date

 

Stock options granted

 

 

Exercisable price/option
$

 

 

Awarded to

 

Share price on grant date
$

 

Dividend yield

 

 

Expected volatility

 

 

Risk-free rate

 

 

Expected life

 

Fair value

January 19, 2024(1)

 

 

240,000

 

 

 

1.48

 

 

Directors

 

1.48(2)

 

 

0

%

 

 

77

%

 

 

3.64

%

 

5.0 years

 

$0.4 million

January 4, 2023(1)

 

 

8,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$12 thousand

January 23, 2023(1)

 

 

8,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$12 thousand

March 1, 2023(1)

 

 

8,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$12 thousand

March 15, 2023(1)

 

 

4,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$6 thousand

April 2, 2023(1)

 

 

4,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$6 thousand

May 8, 2023(1)

 

 

4,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$6 thousand

June 11, 2023(1)

 

 

8,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$12 thousand

August 8, 2023(1)

 

 

4,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$6 thousand

November 13, 2023(1)

 

 

8,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$12 thousand

January 1, 2024(1)

 

 

12,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$18 thousand

February 1, 2024(1)

 

 

4,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$6 thousand

February 19, 2024(1)

 

 

12,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$18 thousand

February 20, 2024(1)

 

 

4,000

 

 

 

1.47

 

 

Employees

 

1.47(2)

 

 

0

%

 

 

77

%

 

 

3.68

%

 

10 years

 

$6 thousand

September 18, 2023(1)

 

 

204,767

 

 

 

0.86

 

 

Executives

 

0.86(2)

 

 

0

%

 

 

77

%

 

 

2.88

%

 

10 years

 

$0.2 million

August 3, 2024(1)

 

 

595,000

 

 

 

0.86

 

 

Executives

 

0.86(2)

 

 

0

%

 

 

77

%

 

 

2.88

%

 

10 years

 

$0.6 million

 

(1)
Vesting conditions are as follows: one-fourth one year from hire date; one thirty-sixth each month after hire date.
(2)
Priced in U.S. dollars

 

Expected volatility of options granted is based on the historical volatility of the Company from January 1, 2019 to the option grant date.

During the nine months ended January 31, 2025 the Company has recorded $0.4 million (2024 - $1.3 million) of share-based payments expense.

17


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

 

The changes in the stock options for the nine months ended January 31, 2025 and the year ended April 30, 2024 are as follows:

 

 

Number of
options
#

 

 

Weighted
average
exercise price
$

 

 

Weighted
average life
remaining
(years)

 

Balance, April 30, 2023 (outstanding)

 

 

1,891,128

 

 

 

7.40

 

 

 

3.39

 

Granted

 

 

300,000

 

 

 

1.25

 

 

 

 

Expired

 

 

(564,195

)

 

 

7.15

 

 

 

 

Forfeited

 

 

(105,566

)

 

 

4.15

 

 

 

 

Balance, April 30, 2024 (outstanding)

 

 

1,521,367

 

 

 

5.90

 

 

 

4.28

 

Granted

 

 

799,767

 

 

 

1.24

 

 

 

 

Expired

 

 

(26,581

)

 

 

14.10

 

 

 

 

Forfeited

 

 

(181,971

)

 

 

1.00

 

 

 

 

Balance, January 31, 2025 (outstanding)

 

 

2,112,582

 

 

 

5.41

 

 

 

4.79

 

Unvested

 

 

(723,417

)

 

 

1.39

 

 

 

8.88

 

Exercisable, January 31, 2025

 

 

1,389,165

 

 

 

7.50

 

 

 

2.66

 

 

Details of the options outstanding as of January 31, 2025 are as follows:

 

Expiry Date

 

Exercise
price $

 

 

Remaining
life (year)

 

 

Options
outstanding

 

 

Unvested

 

 

Vested

 

September 1, 2025

 

 

8.50

 

 

 

0.58

 

 

 

220,000

 

 

 

 

 

 

220,000

 

January 6, 2026

 

 

20.30

 

 

 

0.93

 

 

 

142,000

 

 

 

 

 

 

142,000

 

January 2, 2026

 

 

6.89

 

 

 

0.92

 

 

 

5,650

 

 

 

 

 

 

5,650

 

January 7, 2027

 

 

7.94

 

 

 

1.93

 

 

 

235,000

 

 

 

 

 

 

235,000

 

January 13, 2027

 

 

8.30

 

 

 

1.95

 

 

 

16,000

 

 

 

 

 

 

16,000

 

May 15, 2027

 

 

5.79

 

 

 

2.28

 

 

 

64,000

 

 

 

 

 

 

64,000

 

February 19, 2027(1)

 

 

5.89

 

 

 

2.05

 

 

 

7,265

 

 

 

 

 

 

7,265

 

February 19, 2028(1)

 

 

5.89

 

 

 

3.05

 

 

 

475,452

 

 

 

 

 

 

475,452

 

January 19, 2034(2)

 

 

2.13

 

 

 

3.97

 

 

 

212,225

 

 

 

73,333

 

 

 

138,892

 

January 4, 2033(3)

 

 

2.11

 

 

 

7.93

 

 

 

8,000

 

 

 

4,167

 

 

 

3,833

 

January 23, 2033(3)

 

 

2.11

 

 

 

7.98

 

 

 

8,000

 

 

 

4,167

 

 

 

3,833

 

March 1, 2033(3)

 

 

2.11

 

 

 

8.08

 

 

 

8,000

 

 

 

4,500

 

 

 

3,500

 

April 2, 2033(3)

 

 

2.11

 

 

 

8.17

 

 

 

4,000

 

 

 

2,333

 

 

 

1,667

 

May 8, 2033(3)

 

 

2.11

 

 

 

8.27

 

 

 

4,000

 

 

 

2,417

 

 

 

1,583

 

June 11, 2033(3)

 

 

2.11

 

 

 

8.36

 

 

 

8,000

 

 

 

5,000

 

 

 

3,000

 

August 8, 2033(3)

 

 

2.11

 

 

 

8.52

 

 

 

4,000

 

 

 

2,667

 

 

 

1,333

 

November 13, 2033(3)

 

 

2.11

 

 

 

8.79

 

 

 

8,000

 

 

 

5,833

 

 

 

2,167

 

January 1, 2034(3)

 

 

2.11

 

 

 

8.92

 

 

 

12,000

 

 

 

12,000

 

 

 

 

February 1, 2034(3)

 

 

2.11

 

 

 

9.01

 

 

 

4,000

 

 

 

4,000

 

 

 

 

February 19, 2034(3)

 

 

2.11

 

 

 

9.06

 

 

 

8,000

 

 

 

8,000

 

 

 

 

August 2, 2034(4)

 

 

1.24

 

 

 

9.51

 

 

 

658,990

 

 

 

595,000

 

 

 

63,990

 

Balance, January 1, 2025 (outstanding)

 

 

5.41

 

 

 

4.79

 

 

 

2,112,582

 

 

 

723,417

 

 

 

1,389,165

 

 

(1)
Exercise price of US $4.10 The figure in the table above is translated at the January 31, 2025 rate.
(2)
Exercise price of US $1.48 The figure in the table above is translated at the January 31, 2025 rate.
(3)
Exercise price of US $1.47 The figure in the table above is translated at the January 31, 2025 rate.
(4)
Exercise price of US $0.86 The figure in the table above is translated at the January 31, 2025 rate.

 

18


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

d)
Finder’s Warrants

Details of the finder’s warrants outstanding as of January 31, 2025 are as follows:

 

Expiry Date

 

Exercise price
$

 

 

Remaining life
(year)

 

 

Warrants
outstanding

 

February 3, 2026(1)

 

 

24.14

 

 

 

1.01

 

 

 

130,111

 

December 8, 2028(2)

 

 

1.44

 

 

 

3.85

 

 

 

56,650

 

 

(1)
Exercise price of US $16.81. The figure in the table above is translated at the January 31, 2025 rate.
(2)
Exercise price of US $1.00. The figure in the table above is translated at the January 31, 2025 rate.

 

 

10.
EMPLOYEE REMUNERATION

Expenses recognized for employee benefits for the three and nine months ended January 31, 2025 and 2024 are detailed below:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

Wages, salaries

 

 

2,443

 

 

 

2,533

 

 

 

7,456

 

 

 

8,059

 

Employee benefits

 

 

201

 

 

 

183

 

 

 

671

 

 

 

787

 

Payroll taxes

 

 

182

 

 

 

183

 

 

 

570

 

 

 

547

 

Severance

 

 

 

 

 

 

 

 

 

 

 

60

 

Share-based payments

 

 

70

 

 

 

178

 

 

 

392

 

 

 

1,298

 

 

 

 

2,896

 

 

 

3,077

 

 

 

9,089

 

 

 

10,751

 

 

11.
RELATED PARTY TRANSACTIONS

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, including executive officers. During the three and nine months ended January 31, 2025 and 2024, the compensation for key management is as follows:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

Salaries and other short-term benefits

 

 

1,107

 

 

 

238

 

 

 

2,638

 

 

 

1,811

 

Severance (included in salaries)

 

 

 

 

 

 

 

 

 

 

 

60

 

Share-based payments

 

 

62

 

 

 

(258

)

 

 

341

 

 

 

862

 

Director compensation (included in salaries)

 

 

56

 

 

 

85

 

 

 

224

 

 

 

256

 

 

 

 

1,225

 

 

 

65

 

 

 

3,203

 

 

 

2,989

 

 

At January 31, 2025, included in accounts payable and accrued liabilities is $1.9 million (April 30, 2024 - $1.2 million) due to related parties. The amounts payable are non-interest bearing and unsecured.

These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties, unless otherwise noted.

19


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

12.
COMMITMENTS

 

The share purchase agreement related to the acquisition of BioStrand includes contingent earnout payments based on 20% of the EBITDA of BioStrand, as defined in the share purchase agreement, over a 7-year period ending April 30, 2029, which shall not exceed in total €12.0 million. The Company has determined these payments relate to post-acquisition services because they are contingent on the employment of two key employees and will be expensed in the period earned. As of January 31, 2025, no amount has been earned or paid on the Company's contingent earnout related to the BioStrand acquisition.

13.
GRANT AND SUBSIDY INCOME

 

During May 2022, the Company received a €0.5 million round of grant funding from VLAIO (Flanders Innovation & Entrepreneurship), the research fund of the Flemish regional government in Belgium. During the nine months ended January 31, 2025, the Company recorded €0.1 million in grant income related to this funding.

 

14.
SEGMENTED INFORMATION AND ECONOMIC DEPENDENCE

At January 31, 2025 and April 30, 2024, the Company has one reportable segment, being antibody production and related services.

The Company’s revenues are allocated to geographic regions for the three and nine months ended January 31, 2025 and 2024 as follows:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

United States of America

 

 

2,885

 

 

3,369

 

 

 

9,179

 

 

9,009

 

Europe

 

 

2,718

 

 

2,594

 

 

 

7,207

 

 

7,960

 

Canada

 

 

53

 

 

112

 

 

 

117

 

 

356

 

Australia

 

 

383

 

 

31

 

 

 

753

 

 

179

 

Other

 

 

112

 

 

115

 

 

 

283

 

 

555

 

 

 

 

6,151

 

 

 

6,221

 

 

 

17,539

 

 

 

18,059

 

 

The Company’s revenues are allocated according to revenue types for the three and nine months ended January 31, 2025 and 2024 as follows:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

Project revenue

 

 

5,572

 

 

 

5,774

 

 

 

15,912

 

 

 

16,508

 

Product sales revenue

 

 

501

 

 

 

395

 

 

 

1,452

 

 

 

1,372

 

Cryostorage revenue

 

 

78

 

 

 

52

 

 

 

175

 

 

 

179

 

 

 

 

6,151

 

 

 

6,221

 

 

 

17,539

 

 

 

18,059

 

 

20


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

 

 

The Company’s non-current assets are allocated to geographic regions as of January 31, 2025 and April 30, 2024 as follows:

 

 

 

January 31,
2025
$

 

 

April 30,
2024
$

 

North America - Corporate

 

 

83

 

 

 

80

 

North America

 

 

3,717

 

 

 

4,138

 

Belgium

 

 

260

 

 

 

22,261

 

Netherlands

 

 

20,732

 

 

 

22,022

 

 

 

 

24,792

 

 

 

48,501

 

 

Geographic segmentation of the Company’s net income (loss) for the three and nine months ended January 31, 2025 and 2024 is as follows:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

North America - Corporate

 

 

(2,110

)

 

(3,335

)

 

 

(6,607

)

 

(6,022

)

North America

 

 

266

 

 

765

 

 

 

420

 

 

51

 

Belgium

 

 

(19,735

)

 

(1,227

)

 

 

(22,433

)

 

(3,202

)

Netherlands

 

 

58

 

 

1,118

 

 

 

547

 

 

668

 

 

 

 

(21,521

)

 

 

(2,679

)

 

 

(28,073

)

 

 

(8,505

)

 

Geographic segmentation of the interest and accretion, and amortization and depreciation for the three and nine months ended January 31, 2025 and 2024 is as follows:

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

Interest and accretion
(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

North America - Corporate

 

 

108

 

 

14

 

 

 

39

 

 

4

 

North America

 

 

51

 

 

95

 

 

 

165

 

 

175

 

Belgium

 

 

(127

)

 

(37

)

 

 

 

 

 

Netherlands

 

 

164

 

 

114

 

 

 

528

 

 

352

 

 

 

 

196

 

 

 

186

 

 

 

732

 

 

 

531

 

 

 

 

Three months ended
January 31,

 

 

Nine months ended
January 31,

 

Amortization and depreciation
(in thousands)

 

2025
$

 

 

2024
$

 

 

2025
$

 

 

2024
$

 

North America - Corporate

 

 

1

 

 

3

 

 

 

4

 

 

9

 

North America

 

 

163

 

 

137

 

 

 

496

 

 

439

 

Belgium

 

 

541

 

 

608

 

 

 

1,591

 

 

1,817

 

Netherlands

 

 

692

 

 

561

 

 

 

2,115

 

 

1,891

 

 

 

 

1,397

 

 

 

1,309

 

 

 

4,206

 

 

 

4,156

 

 

 

21


IMMUNOPRECISE ANTIBODIES LTD.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended January 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

15.
SUPPLEMENTAL CASH FLOW INFORMATION

 

Non-cash investing and financing transactions
(in thousands)

 

January 31,
2025
$

 

 

January 31,
2024
$

 

Acquisition of building, vehicle and equipment by lease

 

 

207

 

 

 

7,963

 

Settlement of debentures

 

 

4,242

 

 

 

 

 

The following changes in liabilities arose from financing activities:

 

 

 

 

 

 

 

 

 

Non-cash changes

 

 

 

 

(in thousands)

 

April 30,
2024
$

 

 

Cash Flows
$

 

 

Acquisition
$

 

 

Settlement
/ Disposal
$

 

 

Accretion
$

 

 

Foreign
exchange
movements
and change
in estimates
$

 

 

January 31,
2025
$

 

Deferred acquisition payments

 

 

284

 

 

 

 

 

 

 

 

 

 

 

 

8

 

 

 

7

 

 

 

299

 

Debentures

 

 

 

 

 

 

 

 

4,242

 

 

 

(4,242

)

 

 

 

 

 

 

 

 

 

Leases

 

 

13,680

 

 

 

(1,142

)

 

 

207

 

 

 

 

 

 

 

 

 

183

 

 

 

12,928

 

Total

 

 

13,964

 

 

 

(1,142

)

 

 

4,449

 

 

 

(4,242

)

 

 

8

 

 

 

190

 

 

 

13,227

 

 

 

 

 

 

 

 

 

 

Non-cash changes

 

 

 

 

(in thousands)

 

April 30,
2023
$

 

 

Cash Flows
$

 

 

Acquisition
$

 

 

Settlement
/ Disposal
$

 

 

Accretion
$

 

 

Foreign
exchange
movements
and change
in estimates
$

 

 

January 31,
2024
$

 

Deferred acquisition payments

 

 

717

 

 

 

 

 

 

 

 

 

 

 

 

15

 

 

 

(164

)

 

 

568

 

Leases

 

 

7,267

 

 

 

(1,037

)

 

 

7,963

 

 

 

 

 

 

 

 

 

200

 

 

 

14,393

 

Total

 

 

7,984

 

 

 

(1,037

)

 

 

7,963

 

 

 

 

 

 

15

 

 

 

36

 

 

 

14,961

 

 

22


EX-99.3 4 ipa-ex99_3.htm EX-99.3 EX-99.3

 

Exhibit 99.3

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, Jennifer Bath, Chief Executive Officer, ImmunoPrecise Antibodies, Ltd., certify the following:

 

1.
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of ImmunoPrecise Antibodies, Ltd. (the “issuer”) for the interim period ended January, 31, 2025.

 

2.
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

 

3.
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

 

4.
Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

 

5.
Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

 

(a)
designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

(i)
material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

 

(ii)
information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

(b)
designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1.
Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Internal Control - Integrated Framework.

 

5.2.
ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period (a) a description of the material weakness (b) the impact of the material weakness on the issuer’s financial reporting and its ICFR; and (c) the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

 

5.3.
Limitation on scope of design: N/A

 

 

 

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6.
Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on November 1, 2024 and ended on January 31, 2025 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date: March X, 2025

 

/s/ Jennifer Bath

 

[Signature]

 

Jennifer Bath

 

Chief Executive Officer

 

 

2

 


EX-99.4 5 ipa-ex99_4.htm EX-99.4 EX-99.4

 

Exhibit 99.4

 

Form 52-109F2

Certification of Interim Filings

Full Certificate

 

I, , Interim Chief Financial Officer, ImmunoPrecise Antibodies, Ltd., certify the following:

 

1.
Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of ImmunoPrecise Antibodies, Ltd. (the “issuer”) for the interim period ended January, 31, 2025.

 

2.
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

 

3.
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

 

4.
Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

 

5.
Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

 

(a)
designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

(i)
material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

 

(ii)
information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

(b)
designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1.
Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Internal Control - Integrated Framework.

 

5.2.
ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period (a) a description of the material weakness (b) the impact of the material weakness on the issuer’s financial reporting and its ICFR; and (c) the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

 

5.3.
Limitation on scope of design: N/A

 

 

 

 

 


 

 

 

6.
Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on November 1, 2024 and ended on January 31, 2025 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

Date: March 28, 2024

 

 

/s/ Joseph Scheffler

[Signature]

Joseph Scheffler

Interim Chief Financial Officer