Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 001-40101

BRIACELL THERAPEUTICS CORP.

(Exact name of registrant as specified in its charter)

British Columbia, Canada		47-1099599
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

235 15^th Street, Suite 300, West Vancouver, BC, V7T 2X1

(Address of Principal Executive Offices, including zip code)

604-921-1810

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common shares, no par value	BCTX	The Nasdaq Stock Market LLC

Warrants to purchase common shares, no par value	BCTXW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

☐ Large accelerated filer

☐Accelerated filer

☒ Non-accelerated filer

☒ Smaller reporting company

☒ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes ☒ No ☐

As of June 14, 2024, there were 18,284,661 common shares, no par value per share, of the Company issued and outstanding.

BRIACELL THERAPEUTICS CORP.

Form 10-Q

Table of Contents

		Page
Part I. Financial Information		3

Item 1.	Financial Statements	3
	Condensed Consolidated Balance Sheets as of April 30, 2024 (unaudited) and July 31, 2023 (unaudited)	3
	Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Nine Months ended April 30, 2024	4
	Unaudited Condensed Consolidated Statements of Changes in Shareholders’ Equity for the Three and Nine Months ended April 30, 2024	5
	Unaudited Condensed Consolidated Statement of Cash Flows for the Nine Months ended April 30, 2024	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures Regarding Market Risk	22
Item 4.	Controls and Procedures	23

Part II. Other Information		24

Item 1.	Legal Proceedings	24
Item 1A.	Risk Factors	24
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24
Item 3.	Defaults Upon Senior Securities	24
Item 4.	Mine Safety Disclosures	24
Item 5.	Other Information	24
Item 6.	Exhibits	24

Signatures		25

PART I-FINANCIAL

INFORMATION

Item 1. Financial Statements

BRIACELL THERAPEUTICS CORP.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

	April 30, 2024			July 31, 2023

ASSETS

CURRENT ASSETS:
Cash and cash equivalents	$	935,694		$	21,251,092
Amounts receivable		15,233			18,873
Prepaid expenses		4,579,065			5,678,542
Total current assets		5,529,992			26,948,507

NON-CURRENT ASSETS:
Investments		2			2
Equity investment in BC Therapeutics		469,658			-
Intangible assets, net		203,614			215,068
Total non-current assets		673,274			215,070

Total assets	$	6,203,266		$	27,163,577

LIABILITIES AND SHAREHOLDERS’ EQUITY

CURRENT LIABILITIES:
Trade payables	$	6,422,402		$	1,123,739
Accrued expenses and other payables		335,357			677,718
Total current liabilities		6,757,759			1,801,457

NON-CURRENT LIABILITIES:
Warrant liability		5,678,505			29,139,301
Total non-current liabilities		5,678,505			29,139,301

SHAREHOLDERS’ DEFICIT:
Share Capital of no par value - Authorized: unlimited at April 30, 2024 and July 31, 2023, Issued and outstanding: 15,981,726 shares April 30, 2024 and July 31, 2023, respectively		69,591,784			69,591,784
Share-based payment reserve		8,811,369			7,421,950
Accumulated other comprehensive loss		(138,684	)		(138,684	)
Non-controlling Interest		(267,935	)		-
Accumulated deficit		(84,229,532	)		(80,652,231	)
Total shareholders’ deficit		(6,232,998	)		(3,777,181	)

Total liabilities and shareholders’ deficit	$	6,203,266		$	27,163,577

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

BRIACELL THERAPEUTICS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE THREE AND NINE MONTHS ENDED APRIL 30, 2024

(Unaudited)


	Three months ended						Nine months ended
	April 30,						April 30,
	2024			2023			2024			2023
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Operating Expenses:
Research and development expenses	$	7,657,632			3,860,568		$	22,772,344		$	10,169,140
General and administrative expenses		1,572,016			1,816,461			4,789,778			5,397,363
Total operating expenses		9,229,648			5,677,029			27,562,122			15,566,503

Operating loss		(9,229,648	)		(5,677,029	)		(27,562,122	)		(15,566,503	)
Financial income (expenses), net		10,958,887			781,593			23,934,668			(2,317,236	)
Share of loss on equity investment		(36,997	)		-			(55,342	)		-
Net income (loss) for the period	$	1,692,242		$	(4,895,436	)	$	(3,682,796	)		(17,883,739	)
Net loss attributable to non-controlling interest		(23,517	)		-			(105,495	)		-
Net income (loss) for the period attributable to BriaCell		1,715,759			(4,895,436	)		(3,577,301	)		(17,883,739	)
Net income (loss) per share attributable to BriaCell – basic and diluted	$	0.11		$	(0.32	)	$	(0.22	)	$	(1.15	)
Weighted average number of shares used in computing net basic earnings per share of common stock		15,981,726			15,518,072			15,981,726			15,518,036
Weighted average number of shares used in computing net diluted earnings per share of common stock		15,981,726			15,518,072			15,981,726			15,518,036

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

BRIACELL THERAPEUTICS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

FOR THE THREE AND NINE MONTHS ENDED APRIL 30, 2024


	Share capital				Additional paid in		Accumulated other comprehensive			Accumulated			Non- controlling			Total shareholders’ equity
	Number		Amount		capital		loss			deficit			interest			(deficit)
Balance, January 31, 2024		15,981,726	$	69,591,784	$	8,419,154	$	(138,684	)	$	(85,945,291	)	$	(244,418	)	$	(8,317,455	)
Issuance of options		-		-		392,215		-			-			-			392,215
Income (loss) for the period		-		-		-		-			1,715,759			(23,517	)		1,692,242
Balance, April 30, 2024		15,981,726	$	69,591,784	$	8,811,369	$	(138,684	)	$	(84,229,532	)	$	(267,935	)	$	(6,232,998	)

	Share capital				Additional paid in			Accumulated other comprehensive			Accumulated			Non- controlling			Total shareholders’ equity
	Number		Amount		Capital			loss			deficit			interest			(deficit)
Balance, July 31, 2023		15,981,726	$	69,591,784	$	7,421,950		$	(138,684	)	$	(80,652,231	)		-		$	(3,777,181	)
Instruments issued to minority shareholders at the Arrangement Date		-		-		(36,767	)		-			-			(162,440	)		(199,207	)
Issuance of options		-		-		1,426,186			-			-			-			1,426,186
Loss for the period		-		-		-			-			(3,577,301	)		(105,495	)		(3,682,796	)
Balance, April 30, 2024		15,981,726	$	69,591,784	$	8,811,369		$	(138,684	)	$	(84,229,532	)	$	(267,935	)	$	(6,232,998	)


	Share capital				Additional paid in		Accumulated other comprehensive			Accumulated			Total shareholders’ Equity
	Number		Amount		capital		loss			deficit			(deficit)
Balance, January 31, 2023		15,518,018	$	65,589,293	$	6,606,945	$	(138,684	)	$	(73,338,140	)	$	(1,280,586	)
Exercise of public offering warrants		300		2,491		-		-			-			2,491
Issuance of options		-		-		281,189		-			-			281,189
Net loss for the period		-		-		-		-			(4,895,436	)		(4,895,436	)
Balance, April 30, 2023		15,518,318	$	65,591,784	$	6,888,134	$	(138,684	)	$	(78,233,576	)	$	(5,892,342	)

	Share capital				Additional paid in		Accumulated other comprehensive			Accumulated			Total shareholders’ equity
	Number		Amount		capital		loss			deficit			(deficit)
Balance, July 31, 2022		15,518,018	$	65,589,293	$	5,228,160	$	(138,684	)	$	(60,349,837	)	$	10,328,932
Balance		15,518,018	$	65,589,293	$	5,228,160	$	(138,684	)	$	(60,349,837	)	$	10,328,932
Exercise of public offering warrants		300		2,491		-		-			-			2,491
Issuance of options		-		-		1,659,974		-			-			1,659,974
Net loss for the period		-		-							(17,883,739	)		(17,883,739	)
Income (loss) for the period		-		-							(17,883,739	)		(17,883,739	)
Balance, April 30, 2023		15,518,318	$	65,591,784	$	6,888,134	$	(138,684	)	$	(78,233,576	)	$	(5,892,342	)
Balance		15,518,318	$	65,591,784	$	6,888,134	$	(138,684	)	$	(78,233,576	)	$	(5,892,342	)

The accompanying notes are an integral part of the condensed consolidated financial statements.

BRIACELL THERAPEUTICS CORP.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED APRIL 30, 2024

(Unaudited)


	Nine months ended April 30,
	2024			2023
Cash flow from operating activities
Net loss for the period	$	(3,682,796	)	$	(17,883,739	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		11,453			11,453
Share-based compensation		1,426,186			1,659,974
Share of loss on equity investment		55,342			-
Change in fair value of warrants		(23,660,003	)		2,972,285
Changes in assets and liabilities:
Increase in amounts receivable		3,640			9,207
Decrease (increase) in prepaid expenses		799,477			(37,040	)
Increase in trade payable		5,298,663			531,972
Decrease in accrued expenses and other payables		(342,360	)		(89,965	)
Total cash flow from operating activities		(20,090,398	)		(12,825,853	)

Cash flows from investing activities
Equity Investment in BC Therapeutics (*)		(225,000	)		-
Total cash flow from investing activities		(225,000	)		-
Cash flows from financing activities
Share and warrant buyback program		-			(47,294	)
Proceeds from exercise of warrants		-			1,594
Total cash flow from financing activities		-			(45,700	)

Decrease in cash and cash equivalents		(20,315,398	)		(12,871,553	)
Cash and cash equivalents at beginning of the period		21,251,092			41,041,652
Cash and cash equivalents at end of the period	$	935,694		$	28,170,099

(*)	In Addition, $125,000 was loaned to BC Therapeutics during the year ended July 31, 2023 and an additional $175,000 was loaned to BC Therapeutics between August 1, 2023 and December 20, 2023. The total amount ($300,000) was converted into an investment.

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

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 1: GENERAL AND GOING CONCERN

	a.	BriaCell Therapeutics Corp. (“BriaCell” or the “Company”) was incorporated under the Business Corporations Act (British Columbia) on July 26, 2006 and is listed on the Toronto Stock Exchange (“TSX”) under the symbol “BCT” and on the Nasdaq Capital Market (“NASDAQ”) under the symbols “BCTX” and “BCTXW”.

	b.	BriaCell is an immuno-oncology biotechnology company. The Company is currently advancing its Bria-IMT targeted immunotherapy program against end-stage breast cancer to Phase 3 study which has been approved by the FDA. BriaCell is also developing a personalized off-the-shelf immunotherapy, Bria-OTS™, and a soluble CD80 protein therapeutic which acts both as a stimulator of the immune system as well as an immune checkpoint inhibitor.

	c.	Basis of presentation of the financial statements:

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X promulgated by the U.S Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments consisting of a normal recurring nature which are necessary for a fair presentation of the financial position, operating results, and cash flows for the periods presented.

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report for the year ended July 31, 2023, filed with the SEC on October 25, 2023. The interim period results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year.

The Company continues to devote substantially all of its efforts toward research and development activities. In the course of such activities, the Company has sustained operating losses and expects such losses to continue in the foreseeable future. The Company’s accumulated deficit as of April 30, 2024 was $84,229,532 and negative cash flows from operating activities during the nine-month period ended April 30, 2024 was $20,090,398. The Company is planning to finance its operations from its existing and future working capital resources and to continue to evaluate additional sources of capital and financing. The Company’s ability to continue as a going concern is dependent upon its ability to attain future profitable operations and to obtain the necessary financing to meet its obligations arising from normal business operations when they come due. The uncertainty of the Company’s ability to raise such financial capital casts significant doubt on the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that might be necessary should the Company not be able to continue as a going concern. See note 9 for details of a $5.0 million offering that was completed on May 17, 2024.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 1: GENERAL AND GOING CONCERN (Cont.)

	e.	The Company has two wholly-owned U.S. subsidiaries: (i) BriaCell Therapeutics Corp. (“BTC”), which was incorporated in April 3, 2014, under the laws of the state of Delaware and (ii) BTC has a wholly-owned subsidiary, Sapientia Pharmaceuticals, Inc. (“Sapientia”), which was incorporated in September 20, 2012, under the laws of the state of Delaware. The Company also has one Canadian subsidiary: BriaPro Therapeutics Corp, (“BriaPro”) which was incorporated on May 15, 2023, under the Business Corporations Act (British Columbia). As of July 31, 2023, BriaPro was a wholly-owned subsidiary and one U.S subsidiary, as of February 1, 2024, BC Therapeutics Inc, which was incorporated in September 12, 2022, under the laws of the state of Delaware (see note 3)

	f.	On August 31, 2023, the Company closed a plan of arrangement spinout transaction (the “Arrangement”) pursuant to which certain pipeline assets of the Company, including Bria-TILsRx™ and protein kinase C delta (PKCδ) inhibitors for multiple indications including cancer (the “BriaPro Assets”), were spun-out to BriaPro Therapeutics Corp. (“BriaPro”), resulting in a 2/3rd owned subsidiary of the Company with the remaining 1/3rd held by BriaCell shareholders (“BriaCell Shareholders”).

Pursuant to the terms of the Arrangement, BriaPro has acquired the entire right and interest in and to the BriaPro Assets in consideration for the issuance by BriaPro to the Company of BriaPro common shares. Under the terms of the Arrangement, for each BriaCell share held immediately prior to closing, BriaCell Shareholders receive one (1) common share of BriaPro, and one (1) new common share of BriaCell (retiring their old share) having the same terms and characteristics as the existing BriaCell common shares. The Company will remain listed on the NASDAQ Stock Market and Toronto Stock Exchange, and BriaPro is an unlisted reporting issuer in Canada.

Immediately following the closing of the Arrangement, the Company controls 2/3rd of the BriaPro common shares representing approximately 66.6% of the issued and outstanding common shares of BriaPro.

As a result of the Arrangement, there are 47,945,178 BriaPro common shares issued and outstanding. The Company now beneficially owns or controls approximately 31,963,452 BriaPro common shares, representing 2/3rd of the issued and outstanding BriaPro common shares.

Pursuant to the Arrangement, each BriaCell warrant shall, in accordance with its terms, entitle the holder thereof to receive, upon the exercise thereof, one BriaCell Share and one BriaPro Share for the original exercise price.

Upon the exercise of BriaCell Warrants, BriaCell shall, as agent for BriaPro, collect and pay to BriaPro an amount for each one (1) BriaPro Share so issued that is equal to the exercise price under the BriaCell Warrant multiplied by the fair market value of one (1) BriaPro Share at the Effective Date divided by the total fair market value of one (1) BriaCell Share and one (1) BriaPro Share at the Effective Date (“BriaPro Warrant Shares”).

Pursuant to the Arrangement, all Briacell option holders received the same amount of BriaPro options (“BriaPro Option”) and under the BriaPro incentive plan. The exercise price of the BriaCell options was apportioned between the BriaCell options and the BriaPro options, as follows:

Each one (1) BriaPro Option to acquire one (1) Share shall have an exercise price equal to the product obtained by multiplying the original exercise price of the BriaCell Option by the quotient obtained by dividing (A) the fair market value of a BriaPro Share at the Effective Date by (B) the aggregate fair market value of a BriaCell Share and a BriaPro Share at the Effective Date.

Pursuant to the Arrangement, all BriaCell Restricted Shares Units (“RSU”) holders received the same amount of BriaPro RSU’s under the BriaPro incentive plan.

Transition Services Agreement

On August 31, 2023, the Company and BriaPro executed a transition services agreement (the “Agreement”), pursuant to which BriaCell will provide certain research and development and head office services (the “Services”) to BriaPro for a fixed monthly fee of $20,000.

Briacell and BriaPro acknowledged the transitional nature of the Services and accordingly, as promptly as practicable, BriaPro agreed to use commercially reasonable efforts to transition each Service to its own internal organization or to obtain alternate third party providers to provide the Services.

In accordance with US GAAP’s Accounting Standards Codification 505 “Equity”, the Arrangement was determined to be a spinoff of nonmonetary assets which did not constitute a business. However, since the assets were transferred to an entity under the Company’s control, the assets is being recorded on the Company’s basis (carry value) and not at fair market value.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES

a. Use of estimates:

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company’s management believes that the estimates, judgment and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements, and the reported amount of expenses during the reporting periods. Actual results could differ from those estimates.

b. Equity method investments:

Investments in entities over which the Company does not have a controlling financial interest but has significant influence, are accounted for using the equity method, with the Company’s share of losses reported in loss from equity method investments on the statements of loss and comprehensive loss. Equity method investments are recorded at cost, plus the Company’s share of undistributed earnings or losses, and impairment, if any, within interest in equity investees on the statements of financial position.

c. Recently issued and adopted accounting standards:

As an “emerging growth company,” the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflects this election. The pronouncements below relate to standards that impact the Company.

	1.	In December 2023, the FASB issued ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard modifies the rules on income tax disclosures to require entities to disclose specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations. ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state, and local jurisdictions. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

	2.	In March 2024, the FASB issued ASU 2024-01 - Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards. This standard clarifies whether profits interest and similar awards fall within the scope of stock-based compensation guidance as defined in ASC Topic 718, introducing examples to demonstrate this. The ASU includes scenarios where profits interest awards are classified as equity instruments or liability awards and situations where they fall outside ASC Topic 718, being accounted for under ASC Topic 710. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.)

In July 2023, the FASB issued 2023-03 — Presentation of Financial Statements (Topic 205), Income Statement — Reporting Comprehensive Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation — Stock Compensation (Topic 718): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 120, SEC Staff Announcement at the March 24, 2022, EITF Meeting, and Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280 — General Revision of Regulation S-X: Income or Loss Applicable to Common Stock (SEC Update). The adoption of this standard did not result in amended disclosures in the Company’s Condensed Consolidated Financial Statements, nor did this standard have a material impact the Company’s results of operations.

NOTE 3: INVESTMENT IN BC THERAPEUTICS INC.

On December 21, 2021, the Company and BC Therapeutics, Inc. (“BC Therapeutics” or “the Investee”) entered a share purchase agreement (“SPA”), pursuant to which the Company invested $300,000 at $1.25 per BC Therapeutics share for a 37.5% interest in the Investee. Pursuant to the SPA (“Initial Investment”), Briacell also received two options to invest an additional $225,000 per option at $1.25 per BC Therapeutics share. The first option expires on February 15, 2024 (“First BC Therapeutics Option”) and the second option expires on June 30, 2024 (“Second BC Therapeutics Options”, together, the “BC Therapeutic Options”). In accordance with ASC 321 and ASC 815, the BC Therapeutics Options were valued at $76,350 in accordance with the Black Scholes Option Price Model, using the following assumptions: Share price: $1.25, Exercise price: $1.25, Dividend yield: 0%, Risk free interest rate: $4.902%, Volatility: 100%.

BC Therapeutics has a board of four representatives, with two representatives appointed by BriaCell and two representatives appointed by the existing shareholders. All significant decisions related to BC Therapeutics require the approval of at least a majority of the board members.

On February 1, 2024, the Company exercised the First BC Therapeutics Option and currently holds 51.2% of BC Therapeutics. The value of the BC Therapeutics Options was updated to consider the effect of the exercise of the First BC Therapeutics Option. Consequently, the fair value of the First BC Therapeutics Option, $35,964, has been reclassified to the investment.

In accordance with ASC 810, the Company continues to account for the investment under the equity method of accounting as the Company does not exercise control over BC Therapeutics.

Changes in the Company’s equity investment in BC Therapeutics is summarized as follows:

SCHEDULE OF CHANGES IN INVESTMENT


Balance – August 1, 2023	$	-
Funding (including the value of the BC Therapeutics Options)		525,000
Share of losses:
Consulting		(49,064	)
Legal and Professional Services		(5,576	)
Dues & Subscriptions		(621	)
Office Expenses		(76	)
Bank Charges		(5	)
Balance – April 30, 2024	$	469,658

The following amounts represent the Company’s 51.2% share of the assets of BC Therapeutics:

As of

April 30, 2024

Current assets: Cash

83,978

Net assets

83,978

NOTE 4: CONTINGENT LIABILITIES AND COMMITMENTS

BriaPro Warrants

As detailed in note 1(f), upon the exercise of BriaCell Warrants, BriaCell shall, as agent for BriaPro, collect and pay to BriaPro an amount of up to $241,164.

Lease

The Company is currently in a 12-month commitment (ending August 31, 2024) for office and lab space in Philadelphia, PA, costing the company approximately $36,000 per month.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 5: FAIR VALUE MEASUREMENTS

The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of April 30, 2024, and July 31, 2023:

	Fair Value Measurements at
	April 30, 2024						July 31, 2023
	Level 1		Level 2		Total		Level 1		Level 2		Total
Financial Assets:
Cash and cash equivalents		935,694		-		935,694		21,251,092		-		21,251,092

Total assets measured at fair value	$	935,694	$	-	$	935,694	$	21,251,092	$	-	$	21,251,092

Financial liabilities:
Warrants liability		3,546,096		2,132,409		5,678,505		9,742,023		19,397,278		29,139,301

Total liabilities measured at fair value	$	3,546,096	$	2,132,409	$	5,678,505	$	9,742,023	$	19,397,278	$	29,139,301

The Company classifies its cash and cash equivalents and the liability in respect of publicly traded warrants within Level 1 because we use quoted market prices in active markets.

The fair value of the warrant liability for non-public warrants is measured using inputs other than quoted prices included in Level 1 that are observable for the liability either directly or indirectly, and thus are classified as Level 2 financial instruments.

NOTE 6: SHAREHOLDERS’ EQUITY

a. Authorized share capital

The authorized share capital consists of an unlimited number of common shares with no par value.

b. Issued share capital

No shares were issued during the nine-month period ended April 30, 2024.

c. Share Purchase Warrants

SUMMARY OF CHANGES IN WARRANTS

(i)

There were no changes in share purchase warrants for the nine-month period ended April 30, 2024 as presented below:

	Number of		Weighted
	warrants		average exercise
	outstanding		price
Balance, July 31, 2023 and April 30, 2024		8,121,650	$	5.75

SCHEDULE OF WARRANTS OUTSTANDING

(ii)

As of April 30, 2024, warrants outstanding were as follows:

Number of				Exercisable At
Warrants		Exercise Price(*)		April 30, 2024		Expiry Date
	51,698	$	3.91		51,698	November 16, 2025
	3,896,809	$	5.31		3,896,809	February 26, 2026 – April 26, 2026
	4,173,143	$	6.19		4,173,143	December 7, 2026
	8,121,650				8,121,650

(*)	See note 4(a).

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 6: SHAREHOLDERS’ EQUITY (Cont.)

d. Compensation Warrants

	(i)	There were no changes to compensation warrants for the nine-month period ended April 30, 2024.

	(ii)	As of April 30, 2024, compensation warrants outstanding were as follows:

SCHEDULE OF WARRANTS OUTSTANDING

Number of				Exercisable At
Warrants		Exercise Price(*)		April 30, 2024		Expiry Date
	4,890	$	3.91		4,890	November 16, 2025
	17,074	$	5.31		17,074	February 26, 2026
	24,688	$	6.19		24,688	June 7, 2026
	46,652				46,652

(*)

See note 4(a).

e. Warrant liability continuity

The following table presents the summary of the changes in the fair value of the warrants:

	Warrants liability

Balance as of August 1, 2023	$	29,139,301
Fair value of BriaPro Warrant Shares at Effective Date	$	199,207
Change in fair value during the period	$	(23,660,003	)

Balance as of April 30, 2024	$	5,678,505

The key inputs used in the valuation of the non-public warrants as of April 30, 2024 and at July 31, 2023 were as follows:

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 6: SHAREHOLDERS’ EQUITY (Cont.)

SCHEDULE OF VALUATION OF WARRANTS

	April 30, 2024			July 31, 2023

Share price	$	2.17		$	6.69
Exercise price	$	5.31-6.19		$	5.31-6.19
Expected life (years)		1.55-2.60			2.58-3.35
Volatility		69-74	%		100	%
Dividend yield		0	%		0	%
Risk free rate		4.34-5.05	%		4.51	%

The key inputs used in the valuation of the of the BriaPro Warrant Shares as of April 30, 2024 were as follows:

SCHEDULE OF VALUATION OF WARRANTS

				August 31,
	April 30,			2023
	2024			(Effective Date)

Share price	$	0.0365		$	0.0365
Exercise price	$	0.0206-0.0308		$	0.0206-0.0308
Expected life (years)		1.55-2.60			2.21-3.27
Volatility		69-74	%		100	%
Dividend yield		0	%		0	%
Risk free rate		4.23-4.34	%		4.40	%

NOTE 7: SHARE-BASED COMPENSATION

	a.	On August 2, 2022, the Company approved an omnibus equity incentive plan (“Omnibus Plan), which will permit the Company to grant incentive stock options, preferred share units, RSU, and deferred share units (collectively, the “Awards”) for the benefit of any employee, officer, director, or consultant of the Company or any subsidiary of the Company. The maximum number of shares available for issuance under the Omnibus Plan shall not exceed 15% of the issued and outstanding Shares, from time to time, less the number of Shares reserved for issuance under all other security-based compensation arrangements of the Company, including the existing Stock Option Plan. On February 9, 2023, the Omnibus Plan was approved by the shareholders.

	b.	The following table summarizes the number of options granted to directors, officers, employees, and consultants under the option plan for nine-month period ended April 30, 2024 and related information:

SUMMARY OF NUMBER OF OPTIONS GRANTED

	Number of options		Weighted average exercise price		Weighted average remaining contractual term (in years)		Aggregate intrinsic value

Balance as of July 31, 2023		2,131,400	$	6.19		3.55	$	1,065,700

Balance as of April 30, 2024		2,131,400		6.16		2.80		-


Exercisable as of April 30, 2024		1,881,013	$	6.17		2.64	$	-

As of April 30, 2024 there are $1,164,462 of total unrecognized costs related to share-based compensation that is expected to be recognized over a period of up to 1 year.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 7: SHARE-BASED COMPENSATION (Cont.)

c.	The following table summarizes information about the Company’s outstanding and exercisable options granted to employees as of April 30, 2024.

Exercise price		Options outstanding as of April 30, 2024		Options exercisable as of April 30, 2024		Weighted average remaining contractual term (years)		Expiry Date

$	6.03		440,000		220,000		4.14	June 20, 2028
$	7.16		21,000		13,125		3.83	February 27, 2028
$	6.10		180,100		157,588		3.26	August 02, 2027
$	4.71		31,000		31,000		3.06	May 20, 2027
$	7.51		150,000		150,000		2.79	February 16, 2027
$	8.47		524,700		524,700		2.70	January 13, 2027
$	7.22		12,600		12,600		2.50	November 01, 2026
$	5.74		100,000		100,000		2.34	September 01, 2026
$	4.24		60,000		60,000		1.97	April 19, 2026
$	4.24		612,000		612,000		1.91	March 29, 2026
			2,131,400		1,881,013

d.	As result of the Arrangement, 2,131,400 BriaPro Options were issued and are outstanding as of April 30, 2024:

Exercise		Options outstanding as of		Options exercisable as of
Price		April 30, 2024		April 30, 2024		Expiry Date

$	0.0933		440,000		220,000	June 20, 2028
$	0.1108		21,000		13,125	February 27, 2028
$	0.0984		180,100		157,588	August 02, 2027
$	0.0729		31,000		31,000	May 20, 2027
$	0.1162		150,000		150,000	February 16, 2027
$	0.1310		524,700		524,700	January 13, 2027
$	0.1165		12,600		12,600	November 01, 2026
$	0.0888		100,000		100,000	September 01, 2026
$	0.0656		60,000		60,000	April 19, 2026
$	0.0656		612,000		612,000	March 29, 2026
			2,131,400		1,881,013

e.	Restricted Share Unit Plan

The following table summarizes the number of RSU’s granted to directors under the Omnibus plan as of April 30, 2024:

	Number of
	RSU’s		Aggregate
	outstanding		intrinsic value
Balance, July 31, 2023		19,200	$	128,448
Balance, April 30, 2024		19,200	$	41,664

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 7: SHARE-BASED COMPENSATION (Cont.)

f.	The total share-based compensation expense related to all of the Company’s equity-based awards, recognized for the three and nine-month period ended

April 30, 2024 and 2023 is comprised as follows:

	2024		2023		2024		2023
	Three months ended April 30,				Nine months ended April 30,
	2024		2023		2024		2023
	(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)
Research and development expenses	$	126,313		239,435	$	618,375		814,782
General and administrative expenses		265,902		41,754		807,811		845,192
Total share-based compensation	$	392,215		281,189	$	1,426,186		1,659,974

NOTE 8: BASIC AND DILUTED NET LOSS PER SHARE

Basic net income (loss) per ordinary share is computed by dividing net income (loss) for each reporting period by the weighted-average number of ordinary shares outstanding during each year. Diluted net income (loss) per ordinary share is computed by dividing net income (loss) for each reporting period by the weighted average number of ordinary shares outstanding during the period, plus dilutive potential ordinary shares considered outstanding during the period, in accordance with ASC No. 260-10 “Earnings Per Share”. The company reported a loss for the three and nine month period ending April 30, 2023 and for the nine months ended April 30, 2024, leading to the exclusion of potentially dilutive ordinary shares. Conversely, for the three-month period ended April 30, 2024, the Company reported a gain. However, due to the specific characteristics and terms of the outstanding warrants and options, they were not considered dilutive for this period and, therefore, no adjustment was made to include them in the calculation of diluted net income per ordinary share.


	Three months ended April 30,					Nine months ended April 30,
	2024		2023			2024			2023
	(Unaudited)		(Unaudited)			(Unaudited)			(Unaudited)
Basic EPS
Numerator:
Net income (loss)	$	1,715,759	$	(4,895,436	)	$	(3,577,301	)	$	(17,883,739	)
Denominator:
Shares used in computation of basic earnings per share		15,981,726		15,518,072			15,981,726			15,518,036
Basic EPS	$	0.11	$	(0.32	)	$	(0.22	)	$	(1.15	)
Diluted EPS
Numerator:
Net income (loss) attributable to common stock, basic	$	1,715,759	$	(4,895,436	)	$	(3,577,301	)	$	(17,883,739	)
Net (loss) attributable to common stock, diluted		-		-			-			-
Denominator:
Shares used in computing net EPS of common stock, basic		15,981,726		15,518,072			15,981,726			15,518,036
Stock Options		-		-			-			-
Warrants		-		-			-			-
Shares used in computation of diluted earnings per share		15,981,726		15,518,072			15,981,726			15,518,036
Diluted EPS	$	0.11	$	(0.32	)	$	(0.22	)	$	(1.15	)

NOTE 9: FINANCIAL INCOME (EXPENSES), NET

	2024			2023			2024			2023
	Three months ended April 30,						Nine months ended April 30,
	2024			2023			2024			2023
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Interest income	$	15,606			253,489		$	288,016			682,437
Change in fair value of warrant liability		10,945,672			539,427			23,660,003			(2,972,285	)
Foreign exchange gain (loss)		(2,391	)		(11,323	)		(13,351	)		(27,388	)
Financial income (expenses), net	$	10,958,887		$	781,593		$	23,934,668		$	(2,317,236	)

NOTE 10: SUBSEQUENT EVENT

The Company evaluated the possibility of subsequent events existing in the Company’s unaudited condensed consolidated financial statements through June 14, 2024, the date that the condensed consolidated financial statements were available for issuance. The Company is not aware of any subsequent events which would require recognition or disclosure in the consolidated financial statements, except as follows:

On May 17, 2024, the Company closed a registered direct offering with healthcare-focused institutional investors and a certain existing investor and a director of the Company for the purchase and sale of 2,402,935 common shares of the Company (or pre-funded warrants in lieu thereof) and warrants to purchase up to an aggregate of 2,402,935 common shares of the Company for aggregate gross proceeds of approximately $5.0 million before deducting placement agent fees and other offering expenses (the “Offering”). Each common share (or pre-funded warrant in lieu thereof) was sold together with one warrant to purchase one common share at a combined purchase price of $2.00 to the institutional investors and $2.215 to the existing investor and director of the Company. The warrants have an exercise price of $2.11 per share, will become exercisable six months from the date of issuance and expire five years from the initial exercise date.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

References to the “Company,” “our,” “us” or “we” refer to BriaCell Therapeutics Corp. The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto contained elsewhere in this report. Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.

Introduction

This Management’s Discussion and Analysis (“MD&A”) should be read together with other information, including our unaudited condensed interim consolidated financial statements and the related notes to those statements included in Part I, Item 1 of this Quarterly Report (the “Condensed Consolidated Financial Statements”), our consolidated financial statements appearing in our Annual Report on Form 10-K for the year ended July 31, 2023 (the “Annual Report”) and Part I, Item 1A, Risk Factors, of the Annual Report. This MD&A provides additional information on our business, recent developments, financial condition, cash flows and results of operations, and is organized as follows:

●

Part 1 - Business Overview. This section provides a general description of our business, which we believe is important in understanding the results of our operations, financial condition, and potential future trends.

●

Part 2 - Results of Operations. This section provides an analysis of our results of operations for the first half and second quarter of fiscal 2024 in comparison to the first half and second quarter of fiscal 2023.

●

Part 3 - Financial Liquidity and Capital Resources. This section provides an analysis of our cash flows and outstanding debt and commitments. Included in this analysis is a discussion of the amount of financial capacity available to fund our ongoing operations and future commitments.

We prepare and report our unaudited Condensed Consolidated Financial Statements in accordance with U.S. GAAP. Our unaudited Condensed Consolidated Financial Statements, and the financial information contained herein, are reported in U.S Dollars.

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other SEC filings.

Overview

BriaCell Therapeutics Corp. (the “Company”), is a clinical-stage biotechnology company that is developing novel immunotherapies to transform cancer care. Immunotherapies have come to the forefront in the fight against cancer as they harness the body’s own immune system to recognize and destroy cancer cells. The Company is currently advancing its Bria-IMT™ targeted immunotherapy in combination with an immune check point inhibitor.

(Retifanlimab) in a pivotal¹ Phase 3 study in advanced metastatic breast cancer. Bria-IMT™ is currently under Fast Track Designation by the U.S. FDA intended to accelerate the review process of novel treatments that address unmet medical needs. Positive completion of the pivotal study, following review by FDA, could lead to full approval of the Bria-IMT™ immune checkpoint inhibitor combination in advanced metastatic breast cancer. BriaCell reported benchmark-beating patient survival and clinical benefit in advanced metastatic breast cancer with median overall survival of 13.4 months in BriaCell’s advanced metastatic breast cancer patients vs. 6.7-9.8 months for similar patients reported in the literature in its Phase 2 study of Bria-IMT™ combination study with retifanlimab at the 2023 San Antonio Breast Cancer Symposium. A completed Bria-IMT™ Phase 1 combination study with retifanlimab (an anti-PD1 antibody manufactured by Incyte) confirmed tolerability and early-stage efficacy. BriaCell is also developing a personalized off-the-shelf immunotherapy, Bria-OTS™, which provides a platform technology to develop personalized off-the-shelf immunotherapies for numerous types of cancer, and a soluble CD80 protein therapeutic which acts both as a stimulator of the immune system as well as an immune checkpoint inhibitor.

¹“Pivotal” is an industry term referring to a Phase 3 clinical study intended to show and confirm the safety and efficacy of a treatment.

Recent Developments

On August 31, 2023, the Company closed the previously announced plan of arrangement spinout transaction (the “Arrangement”) pursuant to which certain pipeline assets of the Company, including Bria-TILsRx™ and protein kinase C delta (PKCδ) inhibitors for multiple indications including cancer (the “BriaPro Assets”), were spun-out to BriaPro Therapeutics Corp. (“BriaPro”), resulting in a 2/3rd owned subsidiary of the Company with the remaining 1/3rd held by BriaCell shareholders (“BriaCell Shareholders”).

As noted above, immediately following the closing of the Arrangement, the Company controlled 2/3rd of the BriaPro common shares representing approximately 66.6% of the issued and outstanding common shares of BriaPro As a result of the Arrangement, there were approximately 47,945,178 BriaPro common shares issued and outstanding immediately following consummation of the Arrangement. The Corporation now beneficially owns or controls approximately 31,963,452 BriaPro common shares, representing 2/3rd of the issued and outstanding BriaPro common shares.

On October 3, 2023, BriaCell initiated its pivotal Phase 3 Study of Bria-IMT™ in advanced metastatic breast Cancer. The study will evaluate the efficacy and safety of the Bria-IMT™ combination regimen with an immune check point inhibitor (Retifanlimab) in patients who have failed at least two approved therapies for the disease. Bria-IMT™ is currently under Fast Track Designation by the U.S. FDA intended to accelerate the review process of novel treatments that address unmet medical needs. Positive completion of the pivotal study, following review by FDA, could lead to full approval of the Bria-IMT™ immune checkpoint inhibitor combination in advanced metastatic breast cancer. FDA has agreed that improvement in overall survival in the Bria-IMT™ combination arm as compared to the physician’s choice of treatment arm will be the primary endpoint of the study. The study will enroll 177 patients in the Bria-IMT™ combination therapy arm and 177 patients in the treatment of physician’s choice arm. To gather additional information on the Bria-IMT™ regimen alone, 50 patients will be enrolled in this regimen and will be eligible for combination therapy following their initial post treatment evaluation. BriaCell expects frequent and responsive FDA communication under its Fast Track status during the pivotal Phase 3 study. The successful completion of the pivotal Phase 3 study would allow BriaCell to subsequently submit a Biologics License Application and accelerate the path to commercialization.

Results of Operations for the Three Months Ended April 30, 2024 and 2023

	Three months ended April 30,
	2024			2023
	(Unaudited)			(Unaudited)
Operating Expenses:
Research and development expenses	$	7,657,632		$	3,860,568
General and administrative expenses		1,572,016			1,816,461
Total operating expenses		9,229,648			5,677,029

Operating loss		(9,229,648	)		(5,677,029	)
Financial expenses, net		10,958,887			781,593
Share of loss on equity investments		(36,997	)		-
Net loss for the period	$	1,692,242		$	(4,895,436	)
Net loss attributable to non-controlling interest		(23,517	)		-
Net loss for the period attributable to BriaCell		1,715,759			(4,895,436	)
Net loss per share attributable to BriaCell – basic and diluted	$	0.11		$	(0.32	)

Research and Development Costs

Research costs are comprised primarily of (i) salaries and wages to Company employees at our laboratory; and (ii) clinical trials and investigational drug costs, which include the testing and manufacture of our investigational drugs and costs of our clinical trials.

The following is a breakdown of our research and development costs by project:

	Three months ended April 30,
	2024		2023

Clinical trials	$	4,663,049	$	1,617,172
Pre-clinical projects		2,109,316		908,800
Chemical, Manufacturing and Control Costs (“CMC Costs”)		458,172		671,590
Other		427,095		667,006
	$	7,657,632	$	3,860,568

Our clinical trial expenses include the extra costs for our immunotherapy program, Bria-IMT™, Phase I/IIa clinical trial. Clinical trial expenses increased in 2024 as patients stayed in the trial for a longer period of time (i.e. a longer than expected overall survival). Additionally, our costs increased significantly compared with the same period in 2023 for much higher set up costs for the pivotal Phase 3 study of Bria-IMT™ combination regimen with Retifanlimab in advanced breast cancer, and additional expenses in preparation for the upcoming clinical studies of Bria-OTS™.

Pre-clinical projects include expenses incurred in our off-the-shelf personalized immunotherapies, including Bria-OTS+™, and Bria-PROS™. Our pre-clinical costs have increased in 2024 as we hired more staff to accelerate our existing pre-clinical program and added an additional pre-clinical program (sCD80).

Other costs are ancillary expenses we incur such as costs to maintain our patents, investigation of early-stage projects, scientific advisory board expenses, contracts with vendors for pre-clinical work, and administration costs associated with all our research and development expenditure.

The following is a breakdown of our research and development costs by nature of expenses:

	Three months ended April 30,
	2024		2023

Clinical trial sites and investigational drug costs	$	6,165,072	$	2,469,105
Wages and salaries		1,090,902		947,509
Laboratory Rent		109,500		49,440
Supplies		165,264		155,079
Professional fees		581		-
Share-based compensation		126,313		239,435
	$	7,657,632	$	3,860,568

For the three-month period ended April 30, 2024, total research costs amounted to $7,657,632 as compared to $3,860,568 for the three-month period ended April 30, 2023. The rise in these costs is primarily attributed to the continued expansion of the Company’s clinical trials, specifically our Bria-IMT™ trial. Clinical trials and investigational drug costs increased from $2,469,105 in 2023 to $6,165,072 in 2024. Laboratory costs increase during 2024 as well, including the hiring of additional lab employees which increased from $947,509 in 2023 to $1,090,902 in 2024 and increased supplies from $155,079 in 2023 to $165,264 in 2024.

General and Administrative Expenses

For the three-month period ended April 30, 2024, general and administrative expenses amounted to $1,572,016 as compared to $1,816,461 for the three-month period ended April 30, 2023. The decrease relates primarily to a lowering of shareholder communication expense, insurance expenses, and professional fees.

Financial income (expenses), net

For the three-month period ended April 30, 2024, financial expense, net, amounted to $10,958,887 as compared to $781,593 for the three-month period ended April 30, 2023. The large difference is due to the change in value of the Company’s warrant liability which amounted to a gain of $10,945,672 in the three-month period ending April 30, 2024, and a gain of $539,427 in the three-month period ending April 30, 2023.

Loss (profit) for the period

The Company reported a profit for the three-month period ended April 30, 2024, of $1,692,242, as compared to a loss of $4,895,436 for the three-month period ended April 30, 2023. The profit in 2024 is due to a significant decrease in fair value of the warrant liability.

Results of Operations for the Nine Months Ended April 30, 2024 and 2023

	Nine months ended April 30,
	2024			2023
	(Unaudited)			(Unaudited)
Operating Expenses:
Research and development expenses	$	22,772,344		$	10,169,140
General and administrative expenses		4,789,778			5,397,363
Total operating expenses		27,562,122			15,566,503

Operating loss		(27,562,122	)		(15,566,503	)
Financial expenses, net		23,934,668			(2,317,236	)
Share of loss on equity investments		(55,342	)		-
Net loss for the period	$	(3,682,796	)		(17,883,739	)
Net loss attributable to non-controlling interest		(105,495	)		-
Net loss for the period attributable to BriaCell		(3,577,301	)		(17,883,739	)
Net loss per share attributable to BriaCell – basic and diluted	$	(0.22	)	$	(1.15	)
Weighted average number of shares used in computing net basic earnings per share of common stock		15,981,726			15,518,036
Weighted average number of shares used in computing net diluted earnings per share of common stock		15,981,726			15,518,036

Research and Development Costs

Research costs are comprised primarily of (i) salaries and wages to Company employees at our laboratory; and (ii) Clinical trials and investigational drug costs, which include the testing and manufacture of our investigational drugs and costs of our clinical trials.

The following is a breakdown of our research and development costs by project:

	Nine months ended April 30,
	2024		2023

Clinical trials	$	12,650,189	$	4,656,919
Pre-clinical projects		7,171,285		2,513,141
CMC Costs		1,425,481		1,416,198
Other		1,525,389		1,582,882
	$	22,772,344	$	10,169,140

Our clinical trial expenses include the extra costs for our immunotherapy program, Bria-IMT™, Phase I/IIa clinical trial. Clinical trial expenses increased in 2024 as patients stayed in the trial for a longer period of time (i.e. longer than expected overall survival). Additionally, our costs increased significantly compared with those in the same period in 2023 for much higher set up costs for the pivotal Phase 3 study of Bria-IMT™ combination regimen with Retifanlimab in advanced breast cancer, and additional expenses in preparation for the upcoming clinical studies of Bria-OTS™.

Pre-clinical projects include expenses incurred in our off-the-shelf personalized immunotherapies, including Bria-OTS+™, and Bria-PROS™. Our pre-clinical costs have increased in 2023 as we hired more staff to accelerate our existing pre-clinical program and added an additional pre-clinical program (sCD80).

CMC Costs include the manufacturing of Bria-IMT™ and Bria-OTS™. CMC Costs increased in 2024 to support the pivotal Phase 3 study, and the upcoming clinical studies of Bria-OTS™.

The following is a breakdown of our research and development costs by nature of expenses:

	Nine months ended April 30,
	2024		2023

Clinical trial sites and Investigational drug costs	$	17,763,490	$	5,799,621
Wages and salaries		3,513,306		2,946,494
Laboratory Rent		305,980		145,440
Supplies		566,830		455,504
Professional fees		4,363		7,299
Share-based compensation		618,375		814,782
	$	22,772,344	$	10,169,140

For the nine-month period ending April 30, 2024, research costs amounted to $22,772,344, a significant increase from the $10,169,140 incurred during the same period in 2023. This upturn was primarily fueled by the expansion of the Company’s Phase 2 trial, and initiation of the Phase 3 trial of the Bria-IMT™ regimen, and heightened costs associated with clinical trials and investigational drugs, surging from $5,799,621 in 2023 to $17,763,490 in 2024. Concurrently, laboratory costs increased due to the recruitment of additional employees, growing from $145,440 to $305,980. Notably, non-cash share-based compensation expenses decreased from $814,782 in 2023 to $618,375 in 2024, mitigating some of the overall increase in research and development expenses.

General and Administrative Expenses

For the nine-month period ended April 30, 2024, general and administrative expenses amounted to $4,789,778 as compared to $5,397,363 for the nine-month period ended April 30, 2023. This reduction is mainly attributed to a decrease in professional fees, which declined from $1,230,220 in 2023 to $970,569 in 2024 and insurance expenses which declined from $1,241,716 in 2023 to $859,287 in 2024.

Financial income (expenses), net

For the nine-month period ending April 30, 2024, net financial income amounted to $23,934,668, a significant increase from the loss of $2,317,236 recorded in the same period of 2023. This substantial difference is primarily attributed to the change in the value of the Company’s warrant liability, which is directly affected by the shortened life of the warrants and decrease in share price, resulting in a gain of $23,660,003 for the nine-month period ended April 30, 2024, compared to a loss of $2,972,285 in the nine-month period ended April 30, 2023.

Loss for the period

The Company reported a loss for the period ended April 30, 2024, of $3,682,796 as compared to $17,883,739 for the period ended April 30, 2023. The reduced loss in 2024 was primarily due to a significant increase in operational spending, offset by a large gain resulting from the decrease in the fair value of the warrant liability. In contrast, the larger loss in the prior period was primarily due to higher operational spending and an increase in the value of the Company’s warrant liability.

Going Concern Uncertainty

The financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The continuing operations of the Company are dependent upon its ability to continue to raise adequate financing and to commence profitable operations in the future.

As of April 30, 2024, the Company has total assets of $6,203,266 (July 31, 2023 - $27,163,577) and a negative working capital balance of $1,227,767 (July 31, 2023 - positive $25,147,050). The Company had negative cash flows from operating activities during the nine-month period ended April 30, 2024 of $20,090,398.

The Company is planning to finance its research and developmental activities from its existing and future working capital resources and will continue to evaluate additional sources of capital and financing. The uncertainty of the Company’s ability to raise such financial capital casts significant doubt on the Company’s ability to continue as a going concern.

Liquidity and Capital Resources

As of April 30, 2024, the Company has a negative working capital of $1,227,767 (July 31, 2023 – positive $25,147,050) and an accumulated deficit of $84,229,532 (July 31, 2023 - $80,652,231).

As of April 30, 2024, the Company’s capital resources consist primarily of cash and cash equivalents, comprising mostly of cash on deposit with banks, investments in money market funds, investments in U.S. government securities, U.S. government agency securities, and investment grade corporate debt securities. Our investment policy and strategy are focused on preservation of capital and supporting our liquidity requirements.

Historically, the Company has financed its operation through private and public placement of equity securities, as well as debt financing. The Company’s ability to fund its longer-term cash requirements is subject to multiple risks, many of which are beyond its control. The Company intends to raise additional capital, either through debt or equity financings in order to achieve its business plan objectives. Management believes that it can be successful in obtaining additional capital; however, there can be no assurance that the Company will be able to do so. There is no assurance that any funds raised will be sufficient to enable the Company to attain profitable operations or continue as a going concern. To the extent that the Company is unsuccessful, the Company may need to curtail or cease its operations and implement a plan to extend payables or reduce overhead until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful. To this end, as of March 1, 2024, certain directors and officers have agreed to defer payment of their directors’ fees/compensation until further notice. In addition, we are reducing expenditure on certain non-core activities whilst maintaining our focus on our Phase 3 Bria-IMT™ pivotal study in advanced metastatic breast cancer.

During the nine-month period ended April 30, 2024, the Company’s overall position of cash and cash equivalents decreased by $20,315,398, as compared to $12,871,553 for the nine-month period ended April 30, 2023. This decrease in cash can be attributed to the following:

The Company’s net cash used in operating activities during the nine-month period ended April 30, 2024, was $20,090,398, as compared to $12,825,853 for the nine-month period ended April 30, 2023.

Cash used in investing activities for the nine-month period ended April 30, 2024, was $225,000 compared to nil for the nine-month period ended April 30, 2023.

Cash used in financing activities for the nine-month period ended April 30, 2024, was nil, as compared to $45,700 for the nine-month period ended April 30, 2023.

Off-Balance Sheet Arrangements

None.

Tabular Disclosure of Contractual Obligations

None.

Critical Accounting Policies and Estimates

There have been no material changes to our critical accounting policies and estimates from the information provided in the MD&A section in our Annual Report.

New Accounting Policies Adopted

The Company did not adopt any new accounting policies during the nine-month period ended April 30, 2024.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

The Company’s financial instruments consist of cash and cash equivalents, investments, trade payable, and accrued expenses and other payables. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. The fair value of these financial instruments approximates their carrying values, unless otherwise noted.

Management understands that the Company is exposed to financial risk arising from fluctuations in foreign exchange rates and the degree of volatility of these rates as a portion of the Company’s transactions occur in Canadian Dollars (mainly costs relating to being a public company in Canada), and the Company’s functional and presentation currency is the US dollar. The Company does not use derivative instruments to reduce its exposure to foreign currency risk.

The Company is exposed in varying degrees to a variety of financial instrument related risks. The Board of Directors approves and monitors the risk management process. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Company’s competitiveness and flexibility.

The type of risk exposure and the way in which such exposure is managed is as follows:

Credit Risk

The Company has no significant concentration of credit risk arising from operations. Management believes that the credit risk concentration with respect to financial instruments is remote.

Liquidity Risk

The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities as they come due. As of April 30, 2024, the Company has total assets of $6,203,266 (July 31, 2023 - $27,163,577) and a negative working capital balance of $1,227,767 (July 31, 2023 – positive $25,147,050).

Market Risk

Interest rate risk

Interest Rate risk is the risk that the fair value of a financial instrument will fluctuate because of changes in market interest rates. The Company does not believe it is exposed to material interest rate risk as it has no interest-bearing debt.

Price risk

As the Company has no revenues, price risk is remote.

Exchange risk

The Company is exposed to foreign exchange risk as a portion of the Company’s transactions occur in Canadian Dollars (mainly costs relating to being a public company in Canada) and, therefore, the Company is exposed to foreign currency risk at the end of the reporting period through its Canadian denominated trade payable and cash. As of April 30, 2024, a 5% depreciation or appreciation of the Canadian dollar against the US dollar would not have a material effect on the in total loss and comprehensive loss.

Fair Values

The carrying values of cash and cash equivalents, trade payable, and accrued expenses and other payables approximate their fair values due to their short terms to maturity.

Cash and cash equivalents are valued using quoted market prices in active markets. The fair value of the warrant liability is determined based on the nature of the warrant. For publicly traded warrants we use the quoted market price and for all other warrants we use the Black-Scholes pricing model.

Item 4. Controls and Procedures.

Disclosure Controls and Procedures

We maintain “disclosure controls and procedures,” as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

Our management, with the participation of our principal executive officer and principal accounting and financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 under the Securities Exchange Act of 1934, as amended, or the Exchange Act), as of the end of the period covered by this Quarterly Report on Form 10-Q. Our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and our management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on such evaluation, our principal executive officer and principal accounting and financial officer have concluded that as of April 30, 2024, our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There have not been material changes in our internal control over financial reporting during the quarter ended April 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

As of the date of this Quarterly Report on Form 10-Q, there have been no material changes from the risk factors previously disclosed in our Annual Report for the year ended July 31, 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

There were no unregistered sales of equity securities during the three months ended April 30, 2024

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not Applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.

EXHIBIT INDEX

Exhibit		Description
31.1		Certification of Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
31.2		Certification of Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
32.1		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
32.2		Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
101.INS		Inline XBRL Instance Document*
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document*
101.SCH		Inline XBRL Taxonomy Extension Schema Document*
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document*
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document*
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Filed herewith.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BRIACELL THERAPEUTICS CORP.

June 14, 2024	By:	/s/ William V. Williams
	Name:	William V. Williams
	Title:	Chief Executive Officer
		(Principal Executive Officer)

June 14, 2024	By:	/s/ Gadi Levin
	Name:	Gadi Levin
	Title:	Chief Financial Officer
		(Principal Financial and Accounting Officer)

Exhibit 31.1

CERTIFICATION

I, William V. Williams, certify that:

	1.	I have reviewed this Quarterly Report on Form 10-Q of BriaCell Therapeutics Corp.;

	2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

	3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

	4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting 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 generally accepted accounting principles;

	c.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

June 14, 2024	/s/ William V. Williams
	William V. Williams
	President and Chief Executive Officer
	(Principal Executive Officer)

Exhibit 31.2

CERTIFICATION

I, Gadi Levin, certify that:

	1.	I have reviewed this Quarterly Report on Form 10-Q of BriaCell Therapeutics Corp.;

	2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

	3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

	4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting 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 generally accepted accounting principles;

	c.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

	a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

June 14, 2024	/s/ Gadi Levin
	Gadi Levin
	Chief Financial Officer
	(Principal Financial and Accounting Officer)

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of BriaCell Therapeutics Corp. (the “Company”) for the quarter ended April 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, William V. Willams, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

June 14, 2024	/s/ William V. Williams
	William V. Williams
	President and Chief Executive Officer
	(Principal Executive Officer)

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of BriaCell Therapeutics Corp. (the “Company”) for the quarter ended April 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Gadi Levin, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of knowledge:

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

June 14, 2024	/s/ Gadi Levin
	Gadi Levin
	Chief Financial Officer
	(Principal Financial and Accounting Officer)

Cover - shares	9 Months Ended
Cover - shares	Apr. 30, 2024	Jun. 14, 2024
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Apr. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--07-31
Entity File Number	001-40101
Entity Registrant Name	BRIACELL THERAPEUTICS CORP.
Entity Central Index Key	0001610820
Entity Tax Identification Number	47-1099599
Entity Incorporation, State or Country Code	A1
Entity Address, Address Line One	235 15th Street
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	West Vancouver
Entity Address, State or Province	BC
Entity Address, Postal Zip Code	V7T 2X1
City Area Code	604
Local Phone Number	921-1810
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	true
Entity Common Stock, Shares Outstanding		18,284,661
Common Shares No Par Value [Member]
Title of 12(b) Security	Common shares, no par value
Trading Symbol	BCTX
Security Exchange Name	NASDAQ
Warrants To Purchase Common Shares No Par Value [Member]
Title of 12(b) Security	Warrants to purchase common shares, no par value
Trading Symbol	BCTXW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Apr. 30, 2024	Jul. 31, 2023
CURRENT ASSETS:
Cash and cash equivalents	$ 935,694	$ 21,251,092
Amounts receivable	15,233	18,873
Prepaid expenses	4,579,065	5,678,542
Total current assets	5,529,992	26,948,507
NON-CURRENT ASSETS:
Investments	2	2
Equity investment in BC Therapeutics	469,658
Intangible assets, net	203,614	215,068
Total non-current assets	673,274	215,070
Total assets	6,203,266	27,163,577
CURRENT LIABILITIES:
Trade payables	6,422,402	1,123,739
Accrued expenses and other payables	335,357	677,718
Total current liabilities	6,757,759	1,801,457
NON-CURRENT LIABILITIES:
Warrant liability	5,678,505	29,139,301
Total non-current liabilities	5,678,505	29,139,301
SHAREHOLDERS’ DEFICIT:
Share Capital of no par value - Authorized: unlimited at April 30, 2024 and July 31, 2023, Issued and outstanding: 15,981,726 shares April 30, 2024 and July 31, 2023, respectively	69,591,784	69,591,784
Share-based payment reserve	8,811,369	7,421,950
Accumulated other comprehensive loss	(138,684)	(138,684)
Non-controlling Interest	(267,935)
Accumulated deficit	(84,229,532)	(80,652,231)
Total shareholders’ deficit	(6,232,998)	(3,777,181)
Total liabilities and shareholders’ deficit	$ 6,203,266	$ 27,163,577

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	9 Months Ended	12 Months Ended
	Apr. 30, 2024	Jul. 31, 2023
Statement of Financial Position [Abstract]
Common stock, no par value	$ 0	$ 0
Common stock, shares authorized, unlimited	Unlimited	Unlimited
Common stock, shares outstanding	15,981,726	15,981,726
Common stock, shares outstanding	15,981,726	15,981,726

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Operating Expenses:
Research and development expenses	$ 7,657,632	$ 3,860,568	$ 22,772,344	$ 10,169,140
General and administrative expenses	1,572,016	1,816,461	4,789,778	5,397,363
Total operating expenses	9,229,648	5,677,029	27,562,122	15,566,503
Operating loss	(9,229,648)	(5,677,029)	(27,562,122)	(15,566,503)
Financial income (expenses), net	10,958,887	781,593	23,934,668	(2,317,236)
Share of loss on equity investment	(36,997)		(55,342)
Net income (loss) for the period	1,692,242	(4,895,436)	(3,682,796)	(17,883,739)
Net loss attributable to non-controlling interest	(23,517)		(105,495)
Net income (loss) for the period attributable to BriaCell	$ 1,715,759	$ (4,895,436)	$ (3,577,301)	$ (17,883,739)
Net income (loss) per share attributable to - basic	$ 0.11	$ (0.32)	$ (0.22)	$ (1.15)
Net income (loss) per share attributable to - diluted	$ 0.11	$ (0.32)	$ (0.22)	$ (1.15)
Weighted average number of shares used in computing net basic earnings per share of common stock	15,981,726	15,518,072	15,981,726	15,518,036
Weighted average number of shares used in computing net diluted earnings per share of common stock	15,981,726	15,518,072	15,981,726	15,518,036

Condensed Consolidated Statements of Changes in Shareholders' Equity (Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Noncontrolling Interest [Member]	Total
Balance at Jul. 31, 2022	$ 65,589,293	$ 5,228,160	$ (138,684)	$ (60,349,837)		$ 10,328,932
Balance, shares at Jul. 31, 2022	15,518,018
Issuance of options		1,659,974				1,659,974
Income (loss) for the period				(17,883,739)		(17,883,739)
Exercise of public offering warrants	$ 2,491					2,491
Exercise of public offering warrants, shares	300
Balance at Apr. 30, 2023	$ 65,591,784	6,888,134	(138,684)	(78,233,576)		(5,892,342)
Balance, shares at Apr. 30, 2023	15,518,318
Balance at Jan. 31, 2023	$ 65,589,293	6,606,945	(138,684)	(73,338,140)		(1,280,586)
Balance, shares at Jan. 31, 2023	15,518,018
Issuance of options		281,189				281,189
Income (loss) for the period				(4,895,436)		(4,895,436)
Exercise of public offering warrants	$ 2,491					2,491
Exercise of public offering warrants, shares	300
Balance at Apr. 30, 2023	$ 65,591,784	6,888,134	(138,684)	(78,233,576)		(5,892,342)
Balance, shares at Apr. 30, 2023	15,518,318
Balance at Jul. 31, 2023	$ 69,591,784	7,421,950	(138,684)	(80,652,231)		(3,777,181)
Balance, shares at Jul. 31, 2023	15,981,726
Issuance of options		1,426,186				1,426,186
Income (loss) for the period				(3,577,301)	(105,495)	(3,682,796)
Instruments issued to minority shareholders at the Arrangement Date		(36,767)			(162,440)	(199,207)
Balance at Apr. 30, 2024	$ 69,591,784	8,811,369	(138,684)	(84,229,532)	(267,935)	(6,232,998)
Balance, shares at Apr. 30, 2024	15,981,726
Balance at Jan. 31, 2024	$ 69,591,784	8,419,154	(138,684)	(85,945,291)	(244,418)	(8,317,455)
Balance, shares at Jan. 31, 2024	15,981,726
Issuance of options		392,215				392,215
Income (loss) for the period				1,715,759	(23,517)	1,692,242
Balance at Apr. 30, 2024	$ 69,591,784	$ 8,811,369	$ (138,684)	$ (84,229,532)	$ (267,935)	$ (6,232,998)
Balance, shares at Apr. 30, 2024	15,981,726

Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($)

3 Months Ended

9 Months Ended

Apr. 30, 2024

Apr. 30, 2023

Apr. 30, 2024

Apr. 30, 2023

Cash flow from operating activities

Net loss for the period

$ 1,692,242

$ (4,895,436)

$ (3,682,796)

$ (17,883,739)

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization

11,453

Share-based compensation

1,426,186

1,659,974

Share of loss on equity investment

36,997

55,342

Change in fair value of warrants

(10,945,672)

(539,427)

(23,660,003)

2,972,285

Changes in assets and liabilities:

Increase in amounts receivable

3,640

9,207

Decrease (increase) in prepaid expenses

799,477

(37,040)

Increase in trade payable

5,298,663

531,972

Decrease in accrued expenses and other payables

(342,360)

(89,965)

Total cash flow from operating activities

(20,090,398)

(12,825,853)

Cash flows from investing activities

Equity Investment in BC Therapeutics ()

^[1]

(225,000)

Total cash flow from investing activities

(225,000)

Cash flows from financing activities

Share and warrant buyback program

(47,294)

Proceeds from exercise of warrants

1,594

Total cash flow from financing activities

(45,700)

Decrease in cash and cash equivalents

(20,315,398)

(12,871,553)

Cash and cash equivalents at beginning of the period

21,251,092

41,041,652

Cash and cash equivalents at end of the period

$ 935,694

$ 28,170,099

$ 935,694

$ 28,170,099

[1]	In Addition, $125,000 was loaned to BC Therapeutics during the year ended July 31, 2023 and an additional $175,000 was loaned to BC Therapeutics between August 1, 2023 and December 20, 2023. The total amount ($300,000) was converted into an investment.

Condensed Consolidated Statement of Cash Flows (Unaudited) (Parenthetical) - USD ($)				9 Months Ended
	Dec. 20, 2023	Aug. 01, 2023	Jul. 31, 2023	Apr. 30, 2024
Statement of Cash Flows [Abstract]
Loan amount	$ 175,000	$ 175,000	$ 125,000
Equity Investment				$ 300,000

GENERAL AND GOING CONCERN

9 Months Ended

Apr. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GENERAL AND GOING CONCERN

NOTE 1: GENERAL AND GOING CONCERN

	a.	BriaCell Therapeutics Corp. (“BriaCell” or the “Company”) was incorporated under the Business Corporations Act (British Columbia) on July 26, 2006 and is listed on the Toronto Stock Exchange (“TSX”) under the symbol “BCT” and on the Nasdaq Capital Market (“NASDAQ”) under the symbols “BCTX” and “BCTXW”.

	b.	BriaCell is an immuno-oncology biotechnology company. The Company is currently advancing its Bria-IMT targeted immunotherapy program against end-stage breast cancer to Phase 3 study which has been approved by the FDA. BriaCell is also developing a personalized off-the-shelf immunotherapy, Bria-OTS™, and a soluble CD80 protein therapeutic which acts both as a stimulator of the immune system as well as an immune checkpoint inhibitor.

	c.	Basis of presentation of the financial statements:

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 1: GENERAL AND GOING CONCERN (Cont.)

	e.	The Company has two wholly-owned U.S. subsidiaries: (i) BriaCell Therapeutics Corp. (“BTC”), which was incorporated in April 3, 2014, under the laws of the state of Delaware and (ii) BTC has a wholly-owned subsidiary, Sapientia Pharmaceuticals, Inc. (“Sapientia”), which was incorporated in September 20, 2012, under the laws of the state of Delaware. The Company also has one Canadian subsidiary: BriaPro Therapeutics Corp, (“BriaPro”) which was incorporated on May 15, 2023, under the Business Corporations Act (British Columbia). As of July 31, 2023, BriaPro was a wholly-owned subsidiary and one U.S subsidiary, as of February 1, 2024, BC Therapeutics Inc, which was incorporated in September 12, 2022, under the laws of the state of Delaware (see note 3)

	f.	On August 31, 2023, the Company closed a plan of arrangement spinout transaction (the “Arrangement”) pursuant to which certain pipeline assets of the Company, including Bria-TILsRx™ and protein kinase C delta (PKCδ) inhibitors for multiple indications including cancer (the “BriaPro Assets”), were spun-out to BriaPro Therapeutics Corp. (“BriaPro”), resulting in a 2/3rd owned subsidiary of the Company with the remaining 1/3rd held by BriaCell shareholders (“BriaCell Shareholders”).

Immediately following the closing of the Arrangement, the Company controls 2/3rd of the BriaPro common shares representing approximately 66.6% of the issued and outstanding common shares of BriaPro.

Pursuant to the Arrangement, all BriaCell Restricted Shares Units (“RSU”) holders received the same amount of BriaPro RSU’s under the BriaPro incentive plan.

Transition Services Agreement

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Apr. 30, 2024

Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES

a. Use of estimates:

b. Equity method investments:

c. Recently issued and adopted accounting standards:

	1.	In December 2023, the FASB issued ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard modifies the rules on income tax disclosures to require entities to disclose specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations. ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state, and local jurisdictions. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

	2.	In March 2024, the FASB issued ASU 2024-01 - Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards. This standard clarifies whether profits interest and similar awards fall within the scope of stock-based compensation guidance as defined in ASC Topic 718, introducing examples to demonstrate this. The ASU includes scenarios where profits interest awards are classified as equity instruments or liability awards and situations where they fall outside ASC Topic 718, being accounted for under ASC Topic 710. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.)

INVESTMENT IN BC THERAPEUTICS INC

9 Months Ended

Apr. 30, 2024

Investments, All Other Investments [Abstract]

INVESTMENT IN BC THERAPEUTICS INC

NOTE 3: INVESTMENT IN BC THERAPEUTICS INC.

In accordance with ASC 810, the Company continues to account for the investment under the equity method of accounting as the Company does not exercise control over BC Therapeutics.

Changes in the Company’s equity investment in BC Therapeutics is summarized as follows:

SCHEDULE OF CHANGES IN INVESTMENT


Balance – August 1, 2023	$	-
Funding (including the value of the BC Therapeutics Options)		525,000
Share of losses:
Consulting		(49,064	)
Legal and Professional Services		(5,576	)
Dues & Subscriptions		(621	)
Office Expenses		(76	)
Bank Charges		(5	)
Balance – April 30, 2024	$	469,658

The following amounts represent the Company’s 51.2% share of the assets of BC Therapeutics:

As of

April 30, 2024

Current assets: Cash

83,978

Net assets

83,978

CONTINGENT LIABILITIES AND COMMITMENTS

9 Months Ended

Apr. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

CONTINGENT LIABILITIES AND COMMITMENTS

NOTE 4: CONTINGENT LIABILITIES AND COMMITMENTS

BriaPro Warrants

As detailed in note 1(f), upon the exercise of BriaCell Warrants, BriaCell shall, as agent for BriaPro, collect and pay to BriaPro an amount of up to $241,164.

Lease

The Company is currently in a 12-month commitment (ending August 31, 2024) for office and lab space in Philadelphia, PA, costing the company approximately $36,000 per month.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

FAIR VALUE MEASUREMENTS

9 Months Ended

Apr. 30, 2024

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 5: FAIR VALUE MEASUREMENTS

The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of April 30, 2024, and July 31, 2023:

	Fair Value Measurements at
	April 30, 2024						July 31, 2023
	Level 1		Level 2		Total		Level 1		Level 2		Total
Financial Assets:
Cash and cash equivalents		935,694		-		935,694		21,251,092		-		21,251,092

Total assets measured at fair value	$	935,694	$	-	$	935,694	$	21,251,092	$	-	$	21,251,092

Financial liabilities:
Warrants liability		3,546,096		2,132,409		5,678,505		9,742,023		19,397,278		29,139,301

Total liabilities measured at fair value	$	3,546,096	$	2,132,409	$	5,678,505	$	9,742,023	$	19,397,278	$	29,139,301

The Company classifies its cash and cash equivalents and the liability in respect of publicly traded warrants within Level 1 because we use quoted market prices in active markets.

SHAREHOLDERS’ EQUITY

9 Months Ended

Apr. 30, 2024

Equity [Abstract]

SHAREHOLDERS’ EQUITY

NOTE 6: SHAREHOLDERS’ EQUITY

a. Authorized share capital

The authorized share capital consists of an unlimited number of common shares with no par value.

b. Issued share capital

No shares were issued during the nine-month period ended April 30, 2024.

c. Share Purchase Warrants

SUMMARY OF CHANGES IN WARRANTS

(i)

There were no changes in share purchase warrants for the nine-month period ended April 30, 2024 as presented below:

	Number of		Weighted
	warrants		average exercise
	outstanding		price
Balance, July 31, 2023 and April 30, 2024		8,121,650	$	5.75

SCHEDULE OF WARRANTS OUTSTANDING

(ii)

As of April 30, 2024, warrants outstanding were as follows:

Number of				Exercisable At
Warrants		Exercise Price(*)		April 30, 2024		Expiry Date
	51,698	$	3.91		51,698	November 16, 2025
	3,896,809	$	5.31		3,896,809	February 26, 2026 – April 26, 2026
	4,173,143	$	6.19		4,173,143	December 7, 2026
	8,121,650				8,121,650

(*)	See note 4(a).

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 6: SHAREHOLDERS’ EQUITY (Cont.)

d. Compensation Warrants

	(i)	There were no changes to compensation warrants for the nine-month period ended April 30, 2024.

	(ii)	As of April 30, 2024, compensation warrants outstanding were as follows:

SCHEDULE OF WARRANTS OUTSTANDING

Number of				Exercisable At
Warrants		Exercise Price(*)		April 30, 2024		Expiry Date
	4,890	$	3.91		4,890	November 16, 2025
	17,074	$	5.31		17,074	February 26, 2026
	24,688	$	6.19		24,688	June 7, 2026
	46,652				46,652

(*)

See note 4(a).

e. Warrant liability continuity

The following table presents the summary of the changes in the fair value of the warrants:

	Warrants liability

Balance as of August 1, 2023	$	29,139,301
Fair value of BriaPro Warrant Shares at Effective Date	$	199,207
Change in fair value during the period	$	(23,660,003	)

Balance as of April 30, 2024	$	5,678,505

The key inputs used in the valuation of the non-public warrants as of April 30, 2024 and at July 31, 2023 were as follows:

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 6: SHAREHOLDERS’ EQUITY (Cont.)

SCHEDULE OF VALUATION OF WARRANTS

	April 30, 2024			July 31, 2023

Share price	$	2.17		$	6.69
Exercise price	$	5.31-6.19		$	5.31-6.19
Expected life (years)		1.55-2.60			2.58-3.35
Volatility		69-74	%		100	%
Dividend yield		0	%		0	%
Risk free rate		4.34-5.05	%		4.51	%

The key inputs used in the valuation of the of the BriaPro Warrant Shares as of April 30, 2024 were as follows:

SCHEDULE OF VALUATION OF WARRANTS

				August 31,
	April 30,			2023
	2024			(Effective Date)

Share price	$	0.0365		$	0.0365
Exercise price	$	0.0206-0.0308		$	0.0206-0.0308
Expected life (years)		1.55-2.60			2.21-3.27
Volatility		69-74	%		100	%
Dividend yield		0	%		0	%
Risk free rate		4.23-4.34	%		4.40	%

SHARE-BASED COMPENSATION

9 Months Ended

Apr. 30, 2024

Share-Based Payment Arrangement [Abstract]

SHARE-BASED COMPENSATION

NOTE 7: SHARE-BASED COMPENSATION

	a.	On August 2, 2022, the Company approved an omnibus equity incentive plan (“Omnibus Plan), which will permit the Company to grant incentive stock options, preferred share units, RSU, and deferred share units (collectively, the “Awards”) for the benefit of any employee, officer, director, or consultant of the Company or any subsidiary of the Company. The maximum number of shares available for issuance under the Omnibus Plan shall not exceed 15% of the issued and outstanding Shares, from time to time, less the number of Shares reserved for issuance under all other security-based compensation arrangements of the Company, including the existing Stock Option Plan. On February 9, 2023, the Omnibus Plan was approved by the shareholders.

	b.	The following table summarizes the number of options granted to directors, officers, employees, and consultants under the option plan for nine-month period ended April 30, 2024 and related information:

SUMMARY OF NUMBER OF OPTIONS GRANTED

	Number of options		Weighted average exercise price		Weighted average remaining contractual term (in years)		Aggregate intrinsic value

Balance as of July 31, 2023		2,131,400	$	6.19		3.55	$	1,065,700

Balance as of April 30, 2024		2,131,400		6.16		2.80		-


Exercisable as of April 30, 2024		1,881,013	$	6.17		2.64	$	-

As of April 30, 2024 there are $1,164,462 of total unrecognized costs related to share-based compensation that is expected to be recognized over a period of up to 1 year.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 7: SHARE-BASED COMPENSATION (Cont.)

c.	The following table summarizes information about the Company’s outstanding and exercisable options granted to employees as of April 30, 2024.

Exercise price		Options outstanding as of April 30, 2024		Options exercisable as of April 30, 2024		Weighted average remaining contractual term (years)		Expiry Date

$	6.03		440,000		220,000		4.14	June 20, 2028
$	7.16		21,000		13,125		3.83	February 27, 2028
$	6.10		180,100		157,588		3.26	August 02, 2027
$	4.71		31,000		31,000		3.06	May 20, 2027
$	7.51		150,000		150,000		2.79	February 16, 2027
$	8.47		524,700		524,700		2.70	January 13, 2027
$	7.22		12,600		12,600		2.50	November 01, 2026
$	5.74		100,000		100,000		2.34	September 01, 2026
$	4.24		60,000		60,000		1.97	April 19, 2026
$	4.24		612,000		612,000		1.91	March 29, 2026
			2,131,400		1,881,013

d.	As result of the Arrangement, 2,131,400 BriaPro Options were issued and are outstanding as of April 30, 2024:

Exercise		Options outstanding as of		Options exercisable as of
Price		April 30, 2024		April 30, 2024		Expiry Date

$	0.0933		440,000		220,000	June 20, 2028
$	0.1108		21,000		13,125	February 27, 2028
$	0.0984		180,100		157,588	August 02, 2027
$	0.0729		31,000		31,000	May 20, 2027
$	0.1162		150,000		150,000	February 16, 2027
$	0.1310		524,700		524,700	January 13, 2027
$	0.1165		12,600		12,600	November 01, 2026
$	0.0888		100,000		100,000	September 01, 2026
$	0.0656		60,000		60,000	April 19, 2026
$	0.0656		612,000		612,000	March 29, 2026
			2,131,400		1,881,013

e.	Restricted Share Unit Plan

The following table summarizes the number of RSU’s granted to directors under the Omnibus plan as of April 30, 2024:

	Number of
	RSU’s		Aggregate
	outstanding		intrinsic value
Balance, July 31, 2023		19,200	$	128,448
Balance, April 30, 2024		19,200	$	41,664

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 7: SHARE-BASED COMPENSATION (Cont.)

f.	The total share-based compensation expense related to all of the Company’s equity-based awards, recognized for the three and nine-month period ended

April 30, 2024 and 2023 is comprised as follows:

	2024		2023		2024		2023
	Three months ended April 30,				Nine months ended April 30,
	2024		2023		2024		2023
	(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)
Research and development expenses	$	126,313		239,435	$	618,375		814,782
General and administrative expenses		265,902		41,754		807,811		845,192
Total share-based compensation	$	392,215		281,189	$	1,426,186		1,659,974

BASIC AND DILUTED NET LOSS PER SHARE

9 Months Ended

Apr. 30, 2024

Earnings Per Share [Abstract]

BASIC AND DILUTED NET LOSS PER SHARE

NOTE 8: BASIC AND DILUTED NET LOSS PER SHARE


	Three months ended April 30,					Nine months ended April 30,
	2024		2023			2024			2023
	(Unaudited)		(Unaudited)			(Unaudited)			(Unaudited)
Basic EPS
Numerator:
Net income (loss)	$	1,715,759	$	(4,895,436	)	$	(3,577,301	)	$	(17,883,739	)
Denominator:
Shares used in computation of basic earnings per share		15,981,726		15,518,072			15,981,726			15,518,036
Basic EPS	$	0.11	$	(0.32	)	$	(0.22	)	$	(1.15	)
Diluted EPS
Numerator:
Net income (loss) attributable to common stock, basic	$	1,715,759	$	(4,895,436	)	$	(3,577,301	)	$	(17,883,739	)
Net (loss) attributable to common stock, diluted		-		-			-			-
Denominator:
Shares used in computing net EPS of common stock, basic		15,981,726		15,518,072			15,981,726			15,518,036
Stock Options		-		-			-			-
Warrants		-		-			-			-
Shares used in computation of diluted earnings per share		15,981,726		15,518,072			15,981,726			15,518,036
Diluted EPS	$	0.11	$	(0.32	)	$	(0.22	)	$	(1.15	)

FINANCIAL INCOME (EXPENSES), NET

9 Months Ended

Apr. 30, 2024

Other Income and Expenses [Abstract]

FINANCIAL INCOME (EXPENSES), NET

NOTE 9: FINANCIAL INCOME (EXPENSES), NET

	2024			2023			2024			2023
	Three months ended April 30,						Nine months ended April 30,
	2024			2023			2024			2023
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Interest income	$	15,606			253,489		$	288,016			682,437
Change in fair value of warrant liability		10,945,672			539,427			23,660,003			(2,972,285	)
Foreign exchange gain (loss)		(2,391	)		(11,323	)		(13,351	)		(27,388	)
Financial income (expenses), net	$	10,958,887		$	781,593		$	23,934,668		$	(2,317,236	)

SUBSEQUENT EVENT

9 Months Ended

Apr. 30, 2024

Subsequent Events [Abstract]

SUBSEQUENT EVENT

NOTE 10: SUBSEQUENT EVENT

SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Apr. 30, 2024

Accounting Policies [Abstract]

Use of estimates

a. Use of estimates:

Equity method investments

b. Equity method investments:

Recently issued and adopted accounting standards

c. Recently issued and adopted accounting standards:

	1.	In December 2023, the FASB issued ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard modifies the rules on income tax disclosures to require entities to disclose specific categories in the rate reconciliation, the income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations. ASU 2023-09 also requires entities to disclose their income tax payments to international, federal, state, and local jurisdictions. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

	2.	In March 2024, the FASB issued ASU 2024-01 - Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards. This standard clarifies whether profits interest and similar awards fall within the scope of stock-based compensation guidance as defined in ASC Topic 718, introducing examples to demonstrate this. The ASU includes scenarios where profits interest awards are classified as equity instruments or liability awards and situations where they fall outside ASC Topic 718, being accounted for under ASC Topic 710. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.

BriaCell Therapeutics Corp

Notes to the Condensed Consolidated Financial Statements

(Unaudited, expressed in US Dollars, except share and per share data and unless otherwise indicated)

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.)

INVESTMENT IN BC THERAPEUTICS INC (Tables)

9 Months Ended

Apr. 30, 2024

Investments, All Other Investments [Abstract]

SCHEDULE OF CHANGES IN INVESTMENT

Changes in the Company’s equity investment in BC Therapeutics is summarized as follows:

SCHEDULE OF CHANGES IN INVESTMENT


Balance – August 1, 2023	$	-
Funding (including the value of the BC Therapeutics Options)		525,000
Share of losses:
Consulting		(49,064	)
Legal and Professional Services		(5,576	)
Dues & Subscriptions		(621	)
Office Expenses		(76	)
Bank Charges		(5	)
Balance – April 30, 2024	$	469,658

SCHEDULE OF ASSETS AND LIABILITIES OF BC THERAPEUTICS

The following amounts represent the Company’s 51.2% share of the assets of BC Therapeutics:

As of

April 30, 2024

Current assets: Cash

83,978

Net assets

83,978

FAIR VALUE MEASUREMENTS (Tables)

9 Months Ended

Apr. 30, 2024

Fair Value Disclosures [Abstract]

SCHEDULE OF FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE ON A RECURRING BASIS

The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of April 30, 2024, and July 31, 2023:

	Fair Value Measurements at
	April 30, 2024						July 31, 2023
	Level 1		Level 2		Total		Level 1		Level 2		Total
Financial Assets:
Cash and cash equivalents		935,694		-		935,694		21,251,092		-		21,251,092

Total assets measured at fair value	$	935,694	$	-	$	935,694	$	21,251,092	$	-	$	21,251,092

Financial liabilities:
Warrants liability		3,546,096		2,132,409		5,678,505		9,742,023		19,397,278		29,139,301

Total liabilities measured at fair value	$	3,546,096	$	2,132,409	$	5,678,505	$	9,742,023	$	19,397,278	$	29,139,301

SHAREHOLDERS’ EQUITY (Tables)

9 Months Ended

Apr. 30, 2024

Accumulated Other Comprehensive Income (Loss) [Line Items]

SCHEDULE OF CHANGE IN FAIR VALUE OF WARRANTS

The following table presents the summary of the changes in the fair value of the warrants:

	Warrants liability

Balance as of August 1, 2023	$	29,139,301
Fair value of BriaPro Warrant Shares at Effective Date	$	199,207
Change in fair value during the period	$	(23,660,003	)

Balance as of April 30, 2024	$	5,678,505

BriaPro Therapeutics Corp [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

SCHEDULE OF VALUATION OF WARRANTS

The key inputs used in the valuation of the of the BriaPro Warrant Shares as of April 30, 2024 were as follows:

SCHEDULE OF VALUATION OF WARRANTS

				August 31,
	April 30,			2023
	2024			(Effective Date)

Share price	$	0.0365		$	0.0365
Exercise price	$	0.0206-0.0308		$	0.0206-0.0308
Expected life (years)		1.55-2.60			2.21-3.27
Volatility		69-74	%		100	%
Dividend yield		0	%		0	%
Risk free rate		4.23-4.34	%		4.40	%

Non Public Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

SCHEDULE OF VALUATION OF WARRANTS

	April 30, 2024			July 31, 2023

Share price	$	2.17		$	6.69
Exercise price	$	5.31-6.19		$	5.31-6.19
Expected life (years)		1.55-2.60			2.58-3.35
Volatility		69-74	%		100	%
Dividend yield		0	%		0	%
Risk free rate		4.34-5.05	%		4.51	%

Share Purchase Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

SUMMARY OF CHANGES IN WARRANTS

(i)

There were no changes in share purchase warrants for the nine-month period ended April 30, 2024 as presented below:

	Number of		Weighted
	warrants		average exercise
	outstanding		price
Balance, July 31, 2023 and April 30, 2024		8,121,650	$	5.75

SCHEDULE OF WARRANTS OUTSTANDING

(ii)

As of April 30, 2024, warrants outstanding were as follows:

Number of				Exercisable At
Warrants		Exercise Price(*)		April 30, 2024		Expiry Date
	51,698	$	3.91		51,698	November 16, 2025
	3,896,809	$	5.31		3,896,809	February 26, 2026 – April 26, 2026
	4,173,143	$	6.19		4,173,143	December 7, 2026
	8,121,650				8,121,650

(*)	See note 4(a).

Compensation Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

SCHEDULE OF WARRANTS OUTSTANDING

Number of				Exercisable At
Warrants		Exercise Price(*)		April 30, 2024		Expiry Date
	4,890	$	3.91		4,890	November 16, 2025
	17,074	$	5.31		17,074	February 26, 2026
	24,688	$	6.19		24,688	June 7, 2026
	46,652				46,652

(*)

See note 4(a).

SHARE-BASED COMPENSATION (Tables)

9 Months Ended

Apr. 30, 2024

Defined Benefit Plan Disclosure [Line Items]

SUMMARY OF NUMBER OF OPTIONS GRANTED

	Number of options		Weighted average exercise price		Weighted average remaining contractual term (in years)		Aggregate intrinsic value

Balance as of July 31, 2023		2,131,400	$	6.19		3.55	$	1,065,700

Balance as of April 30, 2024		2,131,400		6.16		2.80		-


Exercisable as of April 30, 2024		1,881,013	$	6.17		2.64	$	-

SUMMARY OF RESTRICTED STOCK UNITS GRANTED

The following table summarizes the number of RSU’s granted to directors under the Omnibus plan as of April 30, 2024:

	Number of
	RSU’s		Aggregate
	outstanding		intrinsic value
Balance, July 31, 2023		19,200	$	128,448
Balance, April 30, 2024		19,200	$	41,664

SCHEDULE OF SHARE-BASED COMPENSATION EXPENSES

	2024		2023		2024		2023
	Three months ended April 30,				Nine months ended April 30,
	2024		2023		2024		2023
	(Unaudited)		(Unaudited)		(Unaudited)		(Unaudited)
Research and development expenses	$	126,313		239,435	$	618,375		814,782
General and administrative expenses		265,902		41,754		807,811		845,192
Total share-based compensation	$	392,215		281,189	$	1,426,186		1,659,974

Employees [Member]

Defined Benefit Plan Disclosure [Line Items]

SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS

Exercise price		Options outstanding as of April 30, 2024		Options exercisable as of April 30, 2024		Weighted average remaining contractual term (years)		Expiry Date

$	6.03		440,000		220,000		4.14	June 20, 2028
$	7.16		21,000		13,125		3.83	February 27, 2028
$	6.10		180,100		157,588		3.26	August 02, 2027
$	4.71		31,000		31,000		3.06	May 20, 2027
$	7.51		150,000		150,000		2.79	February 16, 2027
$	8.47		524,700		524,700		2.70	January 13, 2027
$	7.22		12,600		12,600		2.50	November 01, 2026
$	5.74		100,000		100,000		2.34	September 01, 2026
$	4.24		60,000		60,000		1.97	April 19, 2026
$	4.24		612,000		612,000		1.91	March 29, 2026
			2,131,400		1,881,013

BriaPro Therapeutics Corp [Member]

Defined Benefit Plan Disclosure [Line Items]

SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS

Exercise		Options outstanding as of		Options exercisable as of
Price		April 30, 2024		April 30, 2024		Expiry Date

$	0.0933		440,000		220,000	June 20, 2028
$	0.1108		21,000		13,125	February 27, 2028
$	0.0984		180,100		157,588	August 02, 2027
$	0.0729		31,000		31,000	May 20, 2027
$	0.1162		150,000		150,000	February 16, 2027
$	0.1310		524,700		524,700	January 13, 2027
$	0.1165		12,600		12,600	November 01, 2026
$	0.0888		100,000		100,000	September 01, 2026
$	0.0656		60,000		60,000	April 19, 2026
$	0.0656		612,000		612,000	March 29, 2026
			2,131,400		1,881,013

BASIC AND DILUTED NET LOSS PER SHARE (Tables)

9 Months Ended

Apr. 30, 2024

Earnings Per Share [Abstract]

SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE


	Three months ended April 30,					Nine months ended April 30,
	2024		2023			2024			2023
	(Unaudited)		(Unaudited)			(Unaudited)			(Unaudited)
Basic EPS
Numerator:
Net income (loss)	$	1,715,759	$	(4,895,436	)	$	(3,577,301	)	$	(17,883,739	)
Denominator:
Shares used in computation of basic earnings per share		15,981,726		15,518,072			15,981,726			15,518,036
Basic EPS	$	0.11	$	(0.32	)	$	(0.22	)	$	(1.15	)
Diluted EPS
Numerator:
Net income (loss) attributable to common stock, basic	$	1,715,759	$	(4,895,436	)	$	(3,577,301	)	$	(17,883,739	)
Net (loss) attributable to common stock, diluted		-		-			-			-
Denominator:
Shares used in computing net EPS of common stock, basic		15,981,726		15,518,072			15,981,726			15,518,036
Stock Options		-		-			-			-
Warrants		-		-			-			-
Shares used in computation of diluted earnings per share		15,981,726		15,518,072			15,981,726			15,518,036
Diluted EPS	$	0.11	$	(0.32	)	$	(0.22	)	$	(1.15	)

FINANCIAL INCOME (EXPENSES), NET (Tables)

9 Months Ended

Apr. 30, 2024

Other Income and Expenses [Abstract]

SCHEDULE OF FINANCIAL INCOME (EXPENSES), NET

	2024			2023			2024			2023
	Three months ended April 30,						Nine months ended April 30,
	2024			2023			2024			2023
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Interest income	$	15,606			253,489		$	288,016			682,437
Change in fair value of warrant liability		10,945,672			539,427			23,660,003			(2,972,285	)
Foreign exchange gain (loss)		(2,391	)		(11,323	)		(13,351	)		(27,388	)
Financial income (expenses), net	$	10,958,887		$	781,593		$	23,934,668		$	(2,317,236	)

GENERAL AND GOING CONCERN (Details Narrative) - USD ($)			9 Months Ended
GENERAL AND GOING CONCERN (Details Narrative) - USD ($)	May 17, 2024	Aug. 31, 2023	Apr. 30, 2024	Apr. 30, 2023	Jul. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Accumulated deficit			$ 84,229,532		$ 80,652,231
Cash flow from operating activities			$ 20,090,398	$ 12,825,853
Common stock, shares issued			15,981,726		15,981,726
Common stock, shares outstanding			15,981,726		15,981,726
Services Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Monthly fees		$ 20,000
BriaPro Therapeutics Corp [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Percentage of shares issued and outstanding			66.60%
Common stock, shares issued			47,945,178
Common stock, shares outstanding			47,945,178
Common shares owned			31,963,452
Subsequent Event [Member] \| Investor And Director [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Aggregate gross proceeds	$ 5,000,000.0

SCHEDULE OF CHANGES IN INVESTMENT (Details) - USD ($)

3 Months Ended

9 Months Ended

Apr. 30, 2024

Apr. 30, 2023

Apr. 30, 2024

Apr. 30, 2023

Restructuring Cost and Reserve [Line Items]

Funding (including the value of the BC Therapeutics Options)

^[1]

$ 225,000

Consulting

$ (36,997)

(55,342)

BC Therapeutics [Member]

Restructuring Cost and Reserve [Line Items]

Balance – August 1, 2023

Funding (including the value of the BC Therapeutics Options)

525,000

Consulting

(49,064)

Legal and Professional Services

(5,576)

Dues & Subscriptions

(621)

Office Expenses

(76)

Bank Charges

(5)

Balance – April 30, 2024

$ 469,658

[1]	In Addition, $125,000 was loaned to BC Therapeutics during the year ended July 31, 2023 and an additional $175,000 was loaned to BC Therapeutics between August 1, 2023 and December 20, 2023. The total amount ($300,000) was converted into an investment.

INVESTMENT IN BC THERAPEUTICS INC (Details Narrative) - USD ($)

9 Months Ended

Dec. 21, 2021

Apr. 30, 2024

Apr. 30, 2023

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Payment for equity investments

^[1]

$ 225,000

BC Therapeutics [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Payment for equity investments

$ 525,000

Share Purchase Agreement [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Share price

$ 1.25

Fair Value, Option, Changes in Fair Value, Gain (Loss)

$ 76,350

Exercise price

$ 1.25

Dividend yield

0.00%

Risk free interest rate

4.902%

Volatility

100.00%

Share Purchase Agreement [Member] | BC Therapeutics [Member] | Two Options [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Payment for equity investments

$ 225,000

Share price

$ 1.25

Share Purchase Agreement [Member] | BC Therapeutics [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Payment for equity investments

$ 3,000

Share price

$ 0.0125

Equity interest percentage

37.50%

[1]	In Addition, $125,000 was loaned to BC Therapeutics during the year ended July 31, 2023 and an additional $175,000 was loaned to BC Therapeutics between August 1, 2023 and December 20, 2023. The total amount ($300,000) was converted into an investment.

SCHEDULE OF ASSETS AND LIABILITIES OF BC THERAPEUTICS (Details) - BC Therapeutics [Member]	Apr. 30, 2024 USD ($)
Restructuring Cost and Reserve [Line Items]
Current assets: Cash	$ 83,978
Net assets	$ 83,978

INVESTMENT IN BC THERAPEUTICS INC. (Details Narrative)	Apr. 30, 2024
Share Purchase Agreement [Member] \| BC Therapeutics [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Assets and liabilities owned percentage	51.20%

CONTINGENT LIABILITIES AND COMMITMENTS (Details Narrative)	9 Months Ended
	Apr. 30, 2024 USD ($)
Office And Lab Space [Member]
Loss Contingencies [Line Items]
Lease term	12 months
Lease maturity date	Aug. 31, 2024
Lease cost per month	$ 36,000
BriaPro Therapeutics Corp [Member] \| Maximum [Member]
Loss Contingencies [Line Items]
Warrant exercise amount payable	$ 241,164

SCHEDULE OF FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE ON A RECURRING BASIS (Details) - USD ($)	Apr. 30, 2024	Jul. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value	$ 935,694	$ 21,251,092
Total liabilities measured at fair value	5,678,505	29,139,301
Warrants Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities measured at fair value	5,678,505	29,139,301
Cash and Cash Equivalents [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value	935,694	21,251,092
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value	935,694	21,251,092
Total liabilities measured at fair value	3,546,096	9,742,023
Fair Value, Inputs, Level 1 [Member] \| Warrants Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities measured at fair value	3,546,096	9,742,023
Fair Value, Inputs, Level 1 [Member] \| Cash and Cash Equivalents [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value	935,694	21,251,092
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value
Total liabilities measured at fair value	2,132,409	19,397,278
Fair Value, Inputs, Level 2 [Member] \| Warrants Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities measured at fair value	2,132,409	19,397,278
Fair Value, Inputs, Level 2 [Member] \| Cash and Cash Equivalents [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value

SUMMARY OF CHANGES IN WARRANTS (Details) - Share Purchase Warrants [Member]	Apr. 30, 2024 $ / shares shares
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of warrants outstanding, Beginning balance \| shares	8,121,650
Number of warrants outstanding, Ending balance \| shares	8,121,650
Weighted average exercise price, Beginning balance \| $ / shares	$ 5.75
Weighted average exercise price, Ending balance \| $ / shares	$ 5.75

SCHEDULE OF WARRANTS OUTSTANDING (Details)

Apr. 30, 2024

$ / shares

Share Purchase Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

8,121,650

Number of warrants exercisable

8,121,650

Share Purchase Warrants [Member] | Warrant One [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

51,698

Exercise price | $ / shares

$ 3.91

^[1]

Number of warrants exercisable

51,698

Expiry date

Nov. 16, 2025

Share Purchase Warrants [Member] | Warrant Two [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

3,896,809

Exercise price | $ / shares

$ 5.31

^[1]

Number of warrants exercisable

3,896,809

Share Purchase Warrants [Member] | Warrant Two [Member] | Minimum [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Expiry date

Feb. 26, 2026

Share Purchase Warrants [Member] | Warrant Two [Member] | Maximum [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Expiry date

Apr. 26, 2026

Share Purchase Warrants [Member] | Warrant Three [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

4,173,143

Exercise price | $ / shares

$ 6.19

^[1]

Number of warrants exercisable

4,173,143

Expiry date

Dec. 07, 2026

Compensation Warrants [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

46,652

Number of warrants exercisable

46,652

Compensation Warrants [Member] | Warrant One [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

4,890

Exercise price | $ / shares

$ 3.91

^[2]

Number of warrants exercisable

4,890

Expiry date

Nov. 16, 2025

Compensation Warrants [Member] | Warrant Two [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

17,074

Exercise price | $ / shares

$ 5.31

^[2]

Number of warrants exercisable

17,074

Expiry date

Feb. 26, 2026

Compensation Warrants [Member] | Warrant Three [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of warrants outstanding

24,688

Exercise price | $ / shares

$ 6.19

^[2]

Number of warrants exercisable

24,688

Expiry date

Jun. 07, 2026

[1]	See note 4(a).
[2]	See note 4(a).

SCHEDULE OF CHANGE IN FAIR VALUE OF WARRANTS (Details) - Warrant [Member]	9 Months Ended
	Apr. 30, 2024 USD ($)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant liability, beginning balance	$ 29,139,301
Fair value of BriaPro Warrant Shares at Effective Date	199,207
Change in fair value during the period	(23,660,003)
Warrant liability, ending balance	$ 5,678,505

SCHEDULE OF VALUATION OF WARRANTS (Details) - $ / shares		9 Months Ended	12 Months Ended
	Aug. 31, 2023	Apr. 30, 2024	Jul. 31, 2023
BriaPro Therapeutics Corp [Member]
Class of Warrant or Right [Line Items]
Share price	$ 0.0365	$ 0.0365
Volatility	100.00%
Dividend yield	0.00%	0.00%
Risk free rate	4.40%
Minimum [Member] \| BriaPro Therapeutics Corp [Member]
Class of Warrant or Right [Line Items]
Exercise price	$ 0.0206	$ 0.0206
Expected life	2 years 2 months 15 days	1 year 6 months 18 days
Volatility		69.00%
Risk free rate		4.23%
Maximum [Member] \| BriaPro Therapeutics Corp [Member]
Class of Warrant or Right [Line Items]
Exercise price	$ 0.0308	$ 0.0308
Expected life	3 years 3 months 7 days	2 years 7 months 6 days
Volatility		74.00%
Risk free rate		4.34%
Non Public Warrants [Member]
Class of Warrant or Right [Line Items]
Share price		$ 2.17	$ 6.69
Volatility			100.00%
Dividend yield		0.00%	0.00%
Risk free rate			4.51%
Non Public Warrants [Member] \| Minimum [Member]
Class of Warrant or Right [Line Items]
Exercise price		$ 5.31	$ 5.31
Expected life		1 year 6 months 18 days	2 years 6 months 29 days
Volatility		69.00%
Risk free rate		4.34%
Non Public Warrants [Member] \| Maximum [Member]
Class of Warrant or Right [Line Items]
Exercise price		$ 6.19	$ 6.19
Expected life		2 years 7 months 6 days	3 years 4 months 6 days
Volatility		74.00%
Risk free rate		5.05%

SHAREHOLDERS’ EQUITY (Details Narrative) - $ / shares	9 Months Ended	12 Months Ended
SHAREHOLDERS’ EQUITY (Details Narrative) - $ / shares	Apr. 30, 2024	Jul. 31, 2023
Equity [Abstract]
Common stock, shares authorized	Unlimited	Unlimited
Common stock, no par value	$ 0	$ 0
Number of shares issued during period	0

SUMMARY OF NUMBER OF OPTIONS GRANTED (Details) - Stock Option Plan [Member] - USD ($)	9 Months Ended	12 Months Ended
	Apr. 30, 2024	Jul. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options, beginning balance	2,131,400
Weighted average exercise price, beginning balance	$ 6.19
Weighted average remaining contractual term (in years), ending balance	2 years 9 months 18 days	3 years 6 months 18 days
Aggregate intrinsic value, beginning balance	$ 1,065,700
Number of options, ending balance	2,131,400	2,131,400
Weighted average exercise price, ending balance	$ 6.16	$ 6.19
Aggregate intrinsic value, ending balance		$ 1,065,700
Number of options, exercisable	1,881,013
Weighted average exercise price, exercisable	$ 6.17
Weighted average remaining contractual term (in years), exercisable	2 years 7 months 20 days
Aggregate intrinsic value, exercisable

SUMMARY OF OUTSTANDING AND EXERCISABLE OPTIONS (Details)	9 Months Ended
	Apr. 30, 2024 $ / shares shares
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Options outstanding	2,131,400
Options exercisable	1,881,013
Exercise Price 6.03 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 6.03
Options outstanding	440,000
Options exercisable	220,000
Weighted average remaining contractual term (years)	4 years 1 month 20 days
Expiry date	Jun. 20, 2028
Exercise Price 7.16 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 7.16
Options outstanding	21,000
Options exercisable	13,125
Weighted average remaining contractual term (years)	3 years 9 months 29 days
Expiry date	Feb. 27, 2028
Exercise Price 6.10 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 6.10
Options outstanding	180,100
Options exercisable	157,588
Weighted average remaining contractual term (years)	3 years 3 months 3 days
Expiry date	Aug. 02, 2027
Exercise Price 4.71 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 4.71
Options outstanding	31,000
Options exercisable	31,000
Weighted average remaining contractual term (years)	3 years 21 days
Expiry date	May 20, 2027
Exercise Price 7.51 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 7.51
Options outstanding	150,000
Options exercisable	150,000
Weighted average remaining contractual term (years)	2 years 9 months 14 days
Expiry date	Feb. 16, 2027
Exercise Price 8.47 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 8.47
Options outstanding	524,700
Options exercisable	524,700
Weighted average remaining contractual term (years)	2 years 8 months 12 days
Expiry date	Jan. 13, 2027
Exercise Price 7.22 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 7.22
Options outstanding	12,600
Options exercisable	12,600
Weighted average remaining contractual term (years)	2 years 6 months
Expiry date	Nov. 01, 2026
Exercise Price 5.74 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 5.74
Options outstanding	100,000
Options exercisable	100,000
Weighted average remaining contractual term (years)	2 years 4 months 2 days
Expiry date	Sep. 01, 2026
Exercise Price 4.24 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 4.24
Options outstanding	60,000
Options exercisable	60,000
Weighted average remaining contractual term (years)	1 year 11 months 19 days
Expiry date	Apr. 19, 2026
Exercise Price 4.24 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 4.24
Options outstanding	612,000
Options exercisable	612,000
Weighted average remaining contractual term (years)	1 year 10 months 28 days
Expiry date	Mar. 29, 2026
Exercise Price 0.0933 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.0933
Options outstanding	440,000
Options exercisable	220,000
Expiry date	Jun. 20, 2028
Exercise Price 0.1108 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.1108
Options outstanding	21,000
Options exercisable	13,125
Expiry date	Feb. 27, 2028
Exercise Price 0.0984 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.0984
Options outstanding	180,100
Options exercisable	157,588
Expiry date	Aug. 02, 2027
Exercise Price 0.0729 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.0729
Options outstanding	31,000
Options exercisable	31,000
Expiry date	May 20, 2027
Exercise Price 0.1162 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.1162
Options outstanding	150,000
Options exercisable	150,000
Expiry date	Feb. 16, 2027
Exercise Price 0.1310 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.1310
Options outstanding	524,700
Options exercisable	524,700
Expiry date	Jan. 13, 2027
Exercise Price 0.1165 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.1165
Options outstanding	12,600
Options exercisable	12,600
Expiry date	Nov. 01, 2026
Exercise Price 0.0888 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.0888
Options outstanding	100,000
Options exercisable	100,000
Expiry date	Sep. 01, 2026
Exercise Price 0.0656 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.0656
Options outstanding	60,000
Options exercisable	60,000
Expiry date	Apr. 19, 2026
Exercise Price 0.0656 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price \| $ / shares	$ 0.0656
Options outstanding	612,000
Options exercisable	612,000
Expiry date	Mar. 29, 2026

SUMMARY OF RESTRICTED STOCK UNITS GRANTED (Details) - Restricted Stock Units (RSUs) [Member]	Apr. 30, 2024 USD ($) shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of RSU's outstanding, Beginning balance \| shares	19,200
Aggregate intrinsic value, Beginning balance \| $	$ 128,448
Number of RSU's outstanding, Ending balance \| shares	19,200
Aggregate intrinsic value, Ending balance \| $	$ 41,664

SCHEDULE OF SHARE-BASED COMPENSATION EXPENSES (Details) - USD ($)	3 Months Ended		9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total share-based compensation	$ 392,215	$ 281,189	$ 1,426,186	$ 1,659,974
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total share-based compensation	126,313	239,435	618,375	814,782
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total share-based compensation	$ 265,902	$ 41,754	$ 807,811	$ 845,192

SHARE-BASED COMPENSATION (Details Narrative) - USD ($)		9 Months Ended
SHARE-BASED COMPENSATION (Details Narrative) - USD ($)	Aug. 02, 2022	Apr. 30, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options issued and outstanding		2,131,400
Stock Option Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized share-based compensation costs		$ 1,164,462
Unrecognized share-based compensation, recognition period		1 year
Stock Option Plan [Member] \| Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Acquiring percentage of issued and outstanding of common stock	15.00%

SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE (Details) - USD ($)	3 Months Ended		9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Earnings Per Share [Abstract]
Net income (loss)	$ 1,715,759	$ (4,895,436)	$ (3,577,301)	$ (17,883,739)
Shares used in computation of basic earnings per share	15,981,726	15,518,072	15,981,726	15,518,036
Basic EPS	$ 0.11	$ (0.32)	$ (0.22)	$ (1.15)
Net income (loss) attributable to common stock, basic	$ 1,715,759	$ (4,895,436)	$ (3,577,301)	$ (17,883,739)
Net (loss) attributable to common stock, diluted
Shares used in computation of diluted earnings per share	15,981,726	15,518,072	15,981,726	15,518,036
Stock Options
Warrants
Diluted EPS	$ 0.11	$ (0.32)	$ (0.22)	$ (1.15)

SCHEDULE OF FINANCIAL INCOME (EXPENSES), NET (Details) - USD ($)	3 Months Ended		9 Months Ended
	Apr. 30, 2024	Apr. 30, 2023	Apr. 30, 2024	Apr. 30, 2023
Other Income and Expenses [Abstract]
Interest income	$ 15,606	$ 253,489	$ 288,016	$ 682,437
Change in fair value of warrant liability	10,945,672	539,427	23,660,003	(2,972,285)
Foreign exchange gain (loss)	(2,391)	(11,323)	(13,351)	(27,388)
Financial income (expenses), net	$ 10,958,887	$ 781,593	$ 23,934,668	$ (2,317,236)

SUBSEQUENT EVENT (Details Narrative) - USD ($) $ / shares in Units, $ in Millions		9 Months Ended
	May 17, 2024	Apr. 30, 2024
Subsequent Event [Line Items]
Purchase and sale of common shares		0
Subsequent Event [Member]
Subsequent Event [Line Items]
Warrant to purchase, shares	2,402,935
Warrants exercise price	$ 2.11
Subsequent Event [Member] \| One Warrant [Member]
Subsequent Event [Line Items]
Warrants exercise price	2.00
Subsequent Event [Member] \| Investor And Director [Member]
Subsequent Event [Line Items]
Warrants exercise price	$ 2.215
Subsequent Event [Member] \| Investor And Director [Member]
Subsequent Event [Line Items]
Purchase and sale of common shares	2,402,935
Aggregate gross proceeds	$ 5.0