MindWalk Holdings (NASDAQ: IPA) grows revenue 45% and boosts margins amid AI pivot
Rhea-AI Filing Summary
MindWalk Holdings Corp. reported strong top-line growth while remaining loss-making as it pivots to a software-led AI model. Revenue reached
Quarterly gross margin was
Cash was
Positive
- None.
Negative
- None.
Insights
Strong revenue growth and margins, but business remains loss-making and cash-dependent.
MindWalk is showing rapid growth as it leans into its HYFT and LensAI platforms. Revenue rose to
Gross margin of
Cash of
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of March,
Commission File Number: 001-39530
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ |
Form 40-F ☐ |
INCORPORATION BY REFERENCE
Exhibits 99.1 and 99.2 of this Form 6-K are incorporated by reference into the Registration Statements on Form S-8 (File Nos. 333-256730 and 333-290949) and Registration Statements on Form F-3 (File Nos. 333-273197 and 333-281312) of the Registrant, MindWalk Holdings Corp.
EXHIBIT INDEX
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Exhibit
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Description
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99.1 |
Management’s Discussion and Analysis for the three and nine months ended January 31, 2026 and 2025 |
99.2 |
Condensed Interim Consolidated Financial Statements for the three and nine months ended January 31, 2026 and 2025 |
99.3 |
CEO Certification (pursuant to Canadian regulations) |
99.4 |
CFO Certification (pursuant to Canadian regulations) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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MINDWALK HOLDINGS CORP. |
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Date: March 12, 2026 |
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By: |
/s/ Jennifer Bath
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Name: |
Jennifer Bath |
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Title: |
Chief Executive Officer |
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Exhibit 99.1
The following Management’s Discussion and Analysis (“MD&A”) should be read in conjunction with the unaudited condensed interim consolidated financial statements of MindWalk Holdings Corp. (the "Company” or, “MindWalk” for the three and nine months ended January 31, 2026, together with the audited consolidated financial statements and accompanying MD&A of the Company for the year ended April 30, 2025. This MD&A is the responsibility of management and was reviewed and approved by the Board of Directors of MindWalk on March 11, 2026.
The referenced financial statements have been prepared in accordance with IFRS Accounting Standards, as issued by the International Accounting Standards Board (“IFRS”) and as applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. Except as otherwise noted, all dollar figures in this MD&A are stated in Canadian dollars, which is the Company’s reporting currency.
We have prepared this MD&A with reference to National Instrument 51-102 "Continuous Disclosure Obligations" of the Canadian Securities Administrators. Additional information relating to MindWalk Holdings Corp., including our Annual Report on Form 20-F for the fiscal year ended April 30, 2025, is available on our website at www.mindwalkAI.com and can be found on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov/search-filings.
FORWARD-LOOKING INFORMATION
This MD&A includes forward looking statements within the meaning of National Instrument 51-102 – Continuous Disclosure Obligations. Forward looking statements relate to future events or future performance and reflect management’s current expectations, estimates and projections.
Forward looking statements in this MD&A include, without limitation, statements about MindWalk’s:
• business strategy and priorities, including the shift toward a software-led model centered on LensAI
• plans and expectations for LensAI subscriptions, HYFT-based analytics and data services, and selected wet lab offerings
• expectations regarding revenue growth, margins, operating costs, liquidity and capital resources
• research and development activities and internal asset programs, including programs related to dengue and GLP-1 and longevity
• expectations regarding the protection, expansion and use of the Company’s intellectual property, including HYFT patterns and related biological assets
• expectations regarding client adoption of AI-driven and SaaS-based drug discovery tools
• views on industry, market size and growth rates in AI in drug discovery, drug discovery informatics, cloud-based drug discovery platforms and life science analytics
• expectations regarding the advancement of MindWalk's therapeutic and vaccine pipeline, including the progression of internal proprietary asset programs and the translation of AI-driven discoveries into clinical candidates
• expectations about future financing, capital allocation and shareholder value
Forward looking statements often use words such as “expects”, “plans”, “targets”, “believes”, “forecasts”, “intends”, “estimates” or similar expressions and include statements about events or results that are “anticipated” or “projected”. Any statements that describe future plans, objectives or goals are forward looking statements.
These statements are based on a number of assumptions, including management’s assumptions regarding:
• the progress, timing and costs associated with executing MindWalk’s business plan and strategy
• the performance, safety and regulatory profile of the Company’s technologies and internal programs
• the accuracy of industry data and growth forecasts referenced in this MD&A
• the competitive environment and the pace of adoption of AI-driven and SaaS-based solutions in drug discovery
• the ability to maintain and expand customer and partner relationships
• the availability of qualified personnel, contractors and key infrastructure
• the continued availability of financing on acceptable terms
• the absence of material adverse changes in general business, economic, geopolitical, market, tax, regulatory or legal conditions
1
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Forward looking statements involve known and unknown risks and uncertainties. Actual results, performance and achievements differ in many cases from those expressed or implied in forward looking statements. Risks and uncertainties include, among others:
• the risk that MindWalk does not successfully execute its software-led strategy or achieve anticipated levels of LensAI usage
• the risk of slower than expected adoption of AI-based and SaaS-based tools by current or potential clients
• risks related to research and development, including technical challenges, data quality, model performance and regulatory expectations for AI in life sciences
• risks related to the protection, enforcement and value of intellectual property, including HYFT-related IP and related biological assets
• competition from existing or new market participants, including larger companies with greater resources
• risks related to dependence on key personnel, partners, vendors and critical infrastructure
• risks related to the execution and transition of wet lab operations, including the ability to maintain service quality and client relationships during the Company's shift toward a software-led model
• risks related to compliance with evolving laws and regulations, including those relating to data privacy, data security and the use of AI
• financing, liquidity and capital market risks, including dilution risk from future financings
• risks related to the development, advancement and commercial potential of internal programs, including dengue, influenza and GLP-1 and longevity
• general economic, market and geopolitical risks that affect the Company and its clients
• risks related to the accuracy of third-party industry data, market size estimates and growth forecasts referenced in this MD&A, which may differ materially from actual market conditions
Additional information about these and other risks is included in the “Risks and Uncertainties” section of this MD&A and in MindWalk’s other filings with Canadian securities regulators and the United States Securities and Exchange Commission.
Forward looking statements in this MD&A speak only as of the date of this document. MindWalk does not undertake any obligation to update or revise forward looking statements as a result of new information, future events or otherwise, except as required by applicable securities laws. Readers should not place undue reliance on forward looking statements.
CAUTION REGARDING NON-IFRS MEASURES
In addition to the results reported in accordance with IFRS, this MD&A makes reference to certain measures that are not recognized under IFRS and do not have a standardized meaning prescribed by IFRS. They are therefore unlikely to be comparable to similar measures presented by other companies. The Company uses non-IFRS measures, including “adjusted EBITDA” as additional information to complement IFRS measures by providing further understanding of the Company’s results of operations from management’s perspective. Management believes that these measures provide useful information in that they may exclude amounts that are not indicative of the Company’s core operating results and ongoing operations and provide a more consistent basis for comparison between periods. For further details, please refer to the Non-IFRS Financial Measures section later in this document.
GENERAL
MindWalk Holdings Corp. (the "Company" or "MindWalk") was incorporated under the laws of Alberta on November 22, 1983. The Company is listed on the Nasdaq Capital Market under the trading ticker symbol "HYFT." The Company changed its corporate name from ImmunoPrecise Antibodies Ltd. to MindWalk Holdings Corp. on September 3, 2025.
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MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
The corporate headquarters is situated at 3204 – 4464 Markham Street, Victoria, BC V8Z 7X8. This MD&A was reviewed and approved by the Board of Directors of MindWalk and should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and nine months ended January 31, 2026.
All dollar figures in this MD&A are stated in Canadian dollars unless otherwise noted.
WHO WE ARE
MindWalk is a Bio-Native AI company operating at the intersection of artificial intelligence, deep biological data, and advanced laboratory research. Our mission is to make complex biology more computable — and to translate that capability into validated therapeutic and vaccine candidates that partners can advance.
The Company’s integrated platform connects in silico analysis with a full-stack wet lab, enabling a closed-loop discovery model in which computational insights inform experimental design, and experimental results continuously enrich our data layer. This architecture is intended to improve efficiency across the biologics discovery and development process. MindWalk's integrated discovery and development platform has supported the clinical advancement of over 15 molecules through client and partner programs, and a growing internal pipeline is now leveraging our AI-driven discovery engine..
The HYFT Technology Advantage
At the core of MindWalk’s platform is HYFT®, a patented biological pattern technology that represents a distinct approach to understanding molecular biology. Rather than relying on sequence alignment — which misses functional relationships masked by genetic variation — HYFT captures the minimal subsequence information required to determine molecular structure and function.
These HYFT patterns are evolution-defined. They represent the regions of biology that cannot change without loss of essential function: conserved patterns that persist across mutation and species variation. Because these patterns encode functional constraint rather than surface-level similarity, they identify functional relationships that sequence-alignment approaches may not detect.
HYFT patterns are indexed and linked across more than 25 billion biological relationships within LensAI™, the Company’s explainable AI platform. This creates a shared biological knowledge layer that harmonizes sequence, structure, functional assays, omics data, and scientific literature into a single, queryable computational space. This computational architecture supports traceable, evidence-linked biological analysis..
Critically, HYFT patterns are patented assets owned exclusively by MindWalk. No other organization has the right to use these patterns. This IP exclusivity provides a structural competitive advantage that may deepen with broader application across programs, modalities, and therapeutic areas.
LensAI: The Platform
LensAI is MindWalk’s Bio-Native AI platform for biologics discovery and development, built on the HYFT pattern framework. Partners access LensAI through expert-led analytics projects, SaaS subscriptions, and API-based integrations, creating a flexible engagement model that scales with client need.
LensAI capabilities include target profiling, antigen and epitope analysis, immunogenicity and liability screening, candidate triage, de novo variant sequence design, developability assessment, and portfolio-level analysis. Across these applications, HYFT patterns provide the connective tissue that links modalities and makes results traceable to specific biological evidence rather than opaque model behavior.
3
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Beyond client-facing applications, LensAI also drives MindWalk’s internal proprietary asset programs, where the same platform that powers partner work is generating de novo therapeutic and vaccine candidates supported by proprietary IP and HYFT-defined biological analysis, with potential future partnering opportunities.
AI-Driven Internal Asset Pipeline
MindWalk's internal pipeline includes LensAI-generated assets that the Company owns, protects, and intends to advance through partnerships or licensing. Each program is grounded in HYFT-defined biology and anchored in wet-lab validation. The programs below are those where HYFT technology and the LensAI platform served as the primary discovery and design engine.
Program |
Target / Indication |
Modality |
Stage |
Key Achievement |
GLP-1 Receptor Agonist |
Metabolic disease |
AI-designed peptide; in silico-led design via LensAI™ and HYFT® |
Preclinical — in vitro validated |
In vitro GLP-1 receptor activation confirmed by independent third-party assay; results demonstrate activity relative to semaglutide benchmark. |
Longevity Companion Therapeutic |
Aging biology / healthspan (undisclosed target) |
Undisclosed; in silico-designed via LensAI™ |
Preclinical — in silico identified; validation underway |
Separate, independently protectable asset targeting a distinct, non-overlapping longevity pathway. Identified as a potential co-administration candidate alongside the GLP-1 RA — though each asset is designed to stand alone. Target undisclosed pending IP protection. Longevity therapeutics market projected at >$60B by 2030. |
Universal Dengue Vaccine |
Dengue fever (all 4 serotypes) |
Monoclonal antibody / vaccine |
Third-party neutralization testing underway |
Conserved discontinuous epitope identified across all 4 serotypes; rabbit immunization completed; serum antibody binding analysis underway. |
Universal Influenza |
Influenza A & B (all major subtypes) |
Vaccine / functional antigen |
Research — functional constraint identified |
HYFT-defined functional constraint confirmed across >900 influenza sequence variations spanning Influenza A (H3N2, H5, H7, H9, H1N1 swine) and both Influenza B lineages (Victoria & Yamagata) |
4
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Each AI-driven internal program is designed to be housed and independently financed, allowing individual programs to attract dedicated capital partners without diluting the MindWalk parent entity — preserving shareholder value while enabling non-dilutive program-level financing.
Broader Biologics Portfolio
MindWalk’s discovery capabilities extend well beyond its HYFT/LensAI-driven internal programs. Through its integrated discovery platform — combining wet lab expertise, antibody engineering, and AI tools — the Company has built a portfolio of 16 partner-ready assets spanning oncology, immuno-oncology, vascular disease, ophthalmology, and infectious disease.
Select programs of note include:
Several assets in the portfolio are partnered, reflecting the translational quality of MindWalk’s discovery output and the commercial relevance of the Vault. The full portfolio, including additional oncology and immuno-oncology assets, is available at mindwalkai.com/partner-ready-assets/biologics-pipeline.
The TDP-43 neurodegeneration program was developed through a client-driven engagement using MindWalk's integrated discovery platform and has been externally peer-reviewed (bioRxiv, DOI: 10.1101/2025.06.10.658846).
5
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
2.5 Functional Adjacency
A recent application of HYFT technology has revealed an additional, commercially significant capability: the detection of functional adjacency. Functional adjacency refers to the phenomenon where distinct molecules produce the same therapeutic effect despite low sequence similarity — a condition that sequence-alignment-based analysis routinely fails to identify.
MindWalk has applied HYFT to detect shared biological signatures between AI-designed therapeutics, including cases where independently developed molecules converge on the same functional space. This capability has direct implications for competitive intelligence, IP strategy, M&A diligence, and portfolio risk assessment — positioning HYFT as a strategic intelligence layer for biopharma organizations navigating an increasingly AI-dense discovery landscape.
STRATEGY AND OUTLOOK
3.1 The AI Acceleration Tailwind
The broader AI landscape is undergoing rapid, disruptive change — and management believes this trend may benefit demand for MindWalk's platform capabilities.
As AI tools become faster, cheaper, and more widely accessible, the pace of molecule design across the industry is accelerating sharply. General-purpose AI models can now generate novel therapeutic sequences at scale, lowering the cost and time of early discovery for any organization with compute access. This democratization of AI-assisted design is expanding the volume and variety of candidate molecules entering development pipelines globally.
This acceleration does not commoditize MindWalk’s position — it deepens the demand for it. Generic AI can produce sequences. What it cannot do is evaluate whether those sequences are functionally equivalent to existing IP, identify whether a candidate engages a target through the same biological mechanism as a competitor’s molecule, or determine whether a vaccine epitope will hold across viral evolution. Those questions require the kind of functional biological reasoning that HYFT® is intended to address — and that sequence-alignment and generative models are not designed to provide.
As AI floods the discovery space with novel molecules, several consequential problems scale with it: IP crowding, functional overlap, and regulatory scrutiny of AI-derived evidence. MindWalk’s HYFT technology — and specifically its functional adjacency detection capability — becomes more strategically valuable as the volume of AI-designed assets grows. The Company is positioned not just as a participant in the AI-driven discovery wave, but as a layer of biological intelligence that the wave itself requires.
This is reinforced by regulatory direction. In January 2025, the FDA clarified its expectations for AI-derived information in drug and biologics submissions, emphasizing transparency, reproducibility, and traceability of AI outputs — criteria that black-box generative models cannot satisfy by design. HYFT patterns are designed to support these standards. Management believes these regulatory standards favor platforms with traceable, evidence-linked AI outputs, such as LensAI™.
Strategic Positioning
MindWalk is executing against a clear and differentiated thesis: that biologics development will increasingly require biologically grounded AI analysis alongside wet-lab capabilities. MindWalk's integrated platform is designed to address this need, and our integrated wet lab ensures that computational insight translates into experimentally validated, IP-protected assets.
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MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
This quarter continues to build on prior periods. Continued revenue growth and a healthy gross margin of 59% provide the financial runway to execute on the concurrent advancement of four AI/HYFT-driven internal programs — spanning metabolic disease, aging biology, and infectious disease.
Three Strategic Pillars
Pillar 1: Build Intelligence-Driven Recurring Revenue
Management’s primary commercial objective is to grow recurring, intelligence-driven revenue from LensAI — engagements in which HYFT-based biological reasoning is embedded directly in a partner’s discovery workflow. The Company is transitioning from a project-revenue model toward a higher-margin, scalable mix that includes subscription-based platform access, HYFT-based analytics engagements, and API integrations. This shift improves revenue predictability, reduces per-engagement overhead, and creates compounding value as each client interaction enriches the shared HYFT data layer.
Pillar 2: Advance and Protect the Internal Asset Portfolio
MindWalk’s internal programs are not ancillary to the platform — they are a direct application of the platform. By generating proprietary assets through LensAI and anchoring them in bio-native wet-lab validation, the Company is building an IP portfolio with independent value that can attract non-dilutive program-level capital.
The segregated portfolio structure is designed precisely for this purpose. Each AI-driven internal program — the GLP-1 receptor agonist, its separately protectable longevity companion therapeutic, universal dengue, and universal influenza — is intended to be housed in its own portfolio, financed by dedicated investors who are aligned with that program’s specific risk-return profile. Management was in active discussions with interested investors and has committed to providing formal program-level updates as each program reaches key milestones.
Pillar 3: Deepen Enterprise Partnerships
MindWalk’s platform is most valuable when embedded in a partner’s discovery workflow over an extended period. Management is actively pursuing multi-year enterprise engagements in which LensAI serves as a persistent analytical layer — informing target selection, immunogenicity screening, candidate triage, and portfolio decisions at scale. These relationships generate recurring revenue, produce data that strengthens the HYFT knowledge layer, and create meaningful switching costs that improve retention.
The TDP-43 neurodegeneration program exemplifies this model: generated through a client-driven engagement using MindWalk’s integrated discovery platform, and externally peer-reviewed (bioRxiv, DOI: 10.1101/2025.06.10.658846). This work demonstrated the Company’s ability to discriminate with structural precision between toxic and healthy protein conformations — a long-standing challenge in neurodegeneration drug development — and now serves as a validation reference supporting expanded engagement across the neurodegenerative drug discovery community. Importantly, this result was achieved through MindWalk's wet lab infrastructure, illustrating that the Company's value to enterprise partners extends beyond its AI-native HYFT platform to encompass its full integrated discovery capabilities.
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MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Market Opportunity
Management views MindWalk as operating at the convergence of several high-growth markets, each of which is being reshaped by AI adoption:
Market Segment |
2024/2025 Size |
Projected Size |
CAGR |
AI in Drug Discovery |
USD 6.93B (2025) |
USD 16.52B (2034) |
~10% |
Drug Discovery Informatics |
USD 3.65B (2024) |
USD 7.03B (2030) |
11.6% |
Cloud-Based Drug Discovery Platforms |
USD 3.5B (2025) |
USD 11.3B (2035) |
12.6% |
Life Science Analytics (Broad) |
USD 40.0B (2025) |
USD 68.8B (2030) |
11.4% |
Approximately two-thirds of life science professionals reported using AI in their workflows in 2024, up from just over half the prior year, and a large majority of pharma and biotech organizations are now applying AI in active pipeline programs. This rapid adoption reflects the expanding addressable market for AI-driven biologics platforms.
OVERALL PERFORMANCE AND LIQUIDITY OF CONTINUING OPERATIONS
The Company achieved revenues of $4.2 million and $11.4 million during the three and nine months ended January 31, 2026, roughly a 52% and a 45% increase from 2025 revenues of $2.7 million and $7.9 million, respectively. The Company incurred cost of sales of $1.7 million and $4.8 million during the three and nine months ended January 31, 2026, a $0.7 and $1.0 million increase for the three and nine months ended January 31, 2025 cost of sales, respectively. The Company incurred total operating expenses of $6.1 million during the three months ended January 31, 2026, compared to the $26.6 million in the three months ended January 31, 2026 due to a $21.2 million asset impairment. Operating expenses totaled $17.3 million during the nine months ended January 31, 2026, compared to operating expenses of $37.9 million for the nine months ended January 31, 2025. Net loss totaled $3.9 million and $10.1 million for the three and nine months ended January 31, 2026, respectively compared to a net loss of $21.5 million and $28.1 million during the same periods last year.
As of January 31, 2026, the Company had cash on hand of $14.1 million compared to $10.7 million as of April 30, 2025. The Company expects its cash on hand as of January 31, 2026 will be sufficient to fund the Company's operations for at least one year from the date these financial statements are available to be issued.
8
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
RESULTS OF OPERATIONS
Comparison of the three months ended January 31, 2026 and 2025
Revenue
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Three Months Ended |
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(in thousands) |
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2026 |
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2025 |
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Change |
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Change |
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||||
Project revenue |
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4,110 |
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2,654 |
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|
1,456 |
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54.9 |
% |
Product sales revenue |
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|
— |
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|
2 |
|
|
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(2 |
) |
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|
-100.0 |
% |
Cryostorage revenue |
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48 |
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72 |
|
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|
(24 |
) |
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-33.3 |
% |
Total revenue |
|
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4,158 |
|
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|
2,728 |
|
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|
1,430 |
|
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|
52.4 |
% |
The Company achieved revenue of $4.2 million during the three months ended January 31, 2026, a 52% increase from the three months ended January 31, 2025, due to an increase in Canada's B cell project revenue.
Gross Profit
|
|
Three Months Ended |
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|||||||
(in thousands) |
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2026 |
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2025 |
|
|
Change |
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Change |
|
||||
Gross profit |
|
|
2,464 |
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|
1,761 |
|
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|
703 |
|
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|
39.9 |
% |
% of total revenue |
|
|
59 |
% |
|
|
65 |
% |
|
|
|
|
|
|
||
Gross profit totaled $2.5 million during the three months ended January 31, 2026, an increase of 40% compared to the three months ended January 31, 2025, due primarily to improved project revenue.
Research and development
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Three Months Ended |
|
|
|
|
|
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|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
Research and development |
|
|
1,214 |
|
|
|
914 |
|
|
|
300 |
|
|
|
32.8 |
% |
During the three months ended January 31, 2026, R&D expenses increased to $1.2 million from $0.9 million during the three months ended January 31, 2025. R&D expenses for the three months ended January 31, 2026 reflect ongoing investments in R&D on the LensAI platform.
9
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Sales and marketing
|
|
Three Months Ended |
|
|
|
|
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|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
Sales and marketing |
|
|
1,800 |
|
|
|
1,138 |
|
|
|
662 |
|
|
|
58.2 |
% |
Sales and marketing expenses totaled $1.8 million during the three months ended January 31, 2026, compared to $1.1 million during the three months ended January 31, 2025. Expenditures during the three months ended January 31, 2026 reflect ongoing commercialization efforts to drive awareness of MindWalk.
General and administrative
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
General and administrative |
|
|
3,124 |
|
|
|
2,864 |
|
|
|
260 |
|
|
|
9.1 |
% |
During the three months ended January 31, 2026, general and administrative expenses totaled $3.1 million, an increase of 9% compared to the three months ended January 31, 2025, due to an increase in salaries.
Other Income / Expense
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|
Three Months Ended |
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|
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||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||
Accretion |
|
|
— |
|
|
|
(3 |
) |
|
|
3 |
|
Grant income |
|
|
15 |
|
|
|
— |
|
|
|
15 |
|
Interest and other income (expense) |
|
|
30 |
|
|
|
(183 |
) |
|
|
213 |
|
Loss on disposal of Europe B.V. |
|
|
(53 |
) |
|
|
— |
|
|
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(53 |
) |
Unrealized foreign exchange loss |
|
|
(266 |
) |
|
|
80 |
|
|
|
(346 |
) |
Total other expense |
|
|
(274 |
) |
|
|
(106 |
) |
|
|
(168 |
) |
The Company recorded other expense of $(0.3) million during the three months ended January 31, 2026, compared $(0.1) million during the three months ended January 31, 2025. The increase in other expense is due to the unrealized foreign exchange loss.
10
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Comparison of the nine months ended January 31, 2026 and 2025
Revenue
|
|
Nine Months Ended |
|
|
|
|
|
|
|
|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
Project revenue |
|
|
11,294 |
|
|
|
7,705 |
|
|
|
3,589 |
|
|
|
46.6 |
% |
Product sales revenue |
|
|
1 |
|
|
|
7 |
|
|
|
(6 |
) |
|
|
-85.7 |
% |
Cryostorage revenue |
|
|
148 |
|
|
|
167 |
|
|
|
(19 |
) |
|
|
-11.4 |
% |
Total revenue |
|
|
11,443 |
|
|
|
7,879 |
|
|
|
3,564 |
|
|
|
45.2 |
% |
The Company achieved revenue of $11.4 million during the nine months ended January 31, 2026, a 45% increase from the nine months ended January 31, 2025.
Gross Profit
|
|
Nine Months Ended |
|
|
|
|
|
|
|
|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
Gross profit |
|
|
6,653 |
|
|
|
4,139 |
|
|
|
2,514 |
|
|
|
60.7 |
% |
% of total revenue |
|
|
58 |
% |
|
|
53 |
% |
|
|
|
|
|
|
||
Gross profit totaled $6.7 million during the nine months ended January 31, 2026, an increase of 61% compared to the nine months ended January 31, 2025, due primarily to improved project revenue.
Research and development
|
|
Nine Months Ended |
|
|
|
|
|
|
|
|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
Research and development |
|
|
3,362 |
|
|
|
3,385 |
|
|
|
(23 |
) |
|
|
-0.7 |
% |
During the nine months ended January 31, 2026, R&D expenses stayed flat compared to the nine months ended January 31, 2025.
Sales and marketing
|
|
Nine Months Ended |
|
|
|
|
|
|
|
|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
Sales and marketing |
|
|
4,409 |
|
|
|
2,754 |
|
|
|
1,655 |
|
|
|
60.1 |
% |
Sales and marketing expenses totaled $4.4 million during the nine months ended January 31, 2026, compared to $2.8 million during the nine months ended January 31, 2025. Sales and marketing investment increased 60% for the nine months ended January 31, 2026.
11
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
The increase is due to increased commercialization efforts to drive awareness of MindWalk, as well as the addition of a Chief Business Officer in October 2025.
General and administrative
|
|
Nine Months Ended |
|
|
|
|
|
|
|
|||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|
Change |
|
||||
General and administrative |
|
|
9,490 |
|
|
|
9,072 |
|
|
|
418 |
|
|
|
4.6 |
% |
During the nine months ended January 31, 2026, general and administrative expenses totaled $9.5 million, an increase of $0.4 million compared to the nine months ended January 31, 2025, due primarily to salaries and share based payment increases.
Other Income / Expense
|
|
Nine Months Ended |
|
|
|
|
||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||
Accretion |
|
|
— |
|
|
|
(5 |
) |
|
|
5 |
|
Grant income |
|
|
34 |
|
|
|
138 |
|
|
|
(104 |
) |
Interest and other income (expense) |
|
|
70 |
|
|
|
(302 |
) |
|
|
372 |
|
Loss on disposal of Europe B.V. |
|
|
(511 |
) |
|
|
— |
|
|
|
(511 |
) |
Unrealized foreign exchange loss |
|
|
(305 |
) |
|
|
(164 |
) |
|
|
(141 |
) |
Total other expense |
|
|
(712 |
) |
|
|
(333 |
) |
|
|
(379 |
) |
The Company recorded other expense of $(0.7) million during the nine months ended January 31, 2026, compared $(0.3) million during the nine months ended January 31, 2025. The increase in other expense is attributed to the legal fees associated with the sale of IPA Europe B.V..
12
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
SUMMARY OF QUARTERLY RESULTS
The following table sets out financial information for the past eight quarters:
|
|
Three Months Ended ($) |
|
|||||||||||||
(in thousands, except share data) |
|
January 31, |
|
|
October 31, |
|
|
July 31, |
|
|
April 30, |
|
||||
Total revenue |
|
|
4,158 |
|
|
|
4,124 |
|
|
|
3,161 |
|
|
|
2,746 |
|
Cost of sales |
|
|
1,694 |
|
|
|
1,462 |
|
|
|
1,634 |
|
|
|
1,155 |
|
Gross profit |
|
|
2,464 |
|
|
|
2,662 |
|
|
|
1,527 |
|
|
|
1,591 |
|
Operating expenses |
|
|
6,138 |
|
|
|
5,437 |
|
|
|
5,686 |
|
|
|
4,713 |
|
Other income (expenses) |
|
|
(274 |
) |
|
|
(419 |
) |
|
|
(20 |
) |
|
|
(390 |
) |
Income taxes |
|
|
(18 |
) |
|
|
25 |
|
|
|
(91 |
) |
|
|
(75 |
) |
Net loss from continuing operations |
|
|
(3,930 |
) |
|
|
(3,219 |
) |
|
|
(4,088 |
) |
|
|
(3,437 |
) |
Net income from discontinued operations |
|
|
— |
|
|
|
24 |
|
|
|
1,129 |
|
|
|
1,276 |
|
Net loss |
|
|
(3,930 |
) |
|
|
(3,195 |
) |
|
|
(2,959 |
) |
|
|
(2,161 |
) |
Basic and diluted loss per share* |
|
|
(0.08 |
) |
|
|
(0.07 |
) |
|
|
(0.07 |
) |
|
|
(0.05 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three Months Ended ($) |
|
|||||||||||||
(in thousands, except share data) |
|
January 31, |
|
|
October 31, |
|
|
July 31, |
|
|
April 30, |
|
||||
Total revenue |
|
|
2,728 |
|
|
|
2,679 |
|
|
|
2,473 |
|
|
|
2,518 |
|
Cost of sales |
|
|
967 |
|
|
|
1,310 |
|
|
|
1,463 |
|
|
|
1,923 |
|
Gross profit |
|
|
1,761 |
|
|
|
1,369 |
|
|
|
1,010 |
|
|
|
595 |
|
Operating expenses |
|
|
26,620 |
|
|
|
5,424 |
|
|
|
5,884 |
|
|
|
20,605 |
|
Other income (expenses) |
|
|
(106 |
) |
|
|
(224 |
) |
|
|
(4 |
) |
|
|
55 |
|
Income taxes |
|
|
(3,013 |
) |
|
|
(731 |
) |
|
|
(666 |
) |
|
|
(1,414 |
) |
Net loss from continuing operations |
|
|
(21,952 |
) |
|
|
(3,548 |
) |
|
|
(4,212 |
) |
|
|
(18,541 |
) |
Net income from discontinued operations |
|
|
431 |
|
|
|
995 |
|
|
|
213 |
|
|
|
932 |
|
Net loss |
|
|
(21,521 |
) |
|
|
(2,553 |
) |
|
|
(3,999 |
) |
|
|
(17,609 |
) |
Basic and diluted loss per share* |
|
|
(0.66 |
) |
|
|
(0.09 |
) |
|
|
(0.15 |
) |
|
|
(0.71 |
) |
* Because of the net loss, basic and diluted loss per share are the same given potential dilutive common shares are excluded from the computation as their effect would be anti-dilutive.
Revenue
The Company achieved revenue of $4.2 million during the three months ended January 31, 2026, an increase of 52% from the same period in the previous year.
Gross Profit
The Company recorded a gross profit margin of 59% during the three months ended January 31, 2026, while gross profit margins have historically been in the 48-57% range. The increase in gross profit margin during the three months ended January 31, 2026 is due primarily to increased project revenue.
Operating Expense
Fluctuations in operating expenses have historically been driven primarily by R&D expenses, sales, marketing, and recorded impairments, while general and administrative expenses have been more stable.
13
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Other Income (Expense)
Other income (expense) includes the impact of unrealized foreign exchange gains or losses stemming from contractual and cash holdings denominated in euros or U.S. dollars. This component can vary from quarter to quarter, transitioning between gains and losses due to fluctuations in foreign currency exchange rates.
NON-IFRS MEASURES
The following are non-IFRS measures and investors are cautioned not to place undue reliance on them and are urged to read all IFRS accounting disclosures present in the condensed consolidated financial statements and accompanying notes for the year ended April 30, 2025.
The Company uses certain non-IFRS financial measures as supplemental indicators of its financial and operating performance. These non-IFRS financial measures are adjusted operating EBITDA and adjusted operating expenses. The Company believes these supplementary financial measures reflect the Company’s ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in its business. These non-IFRS measures do not have any standardized meaning prescribed under IFRS and are therefore unlikely to be comparable to similar measures presented by other companies.
The Company defines adjusted operating EBITDA as operating earnings before interest, accretion, taxes, depreciation, amortization, share-based compensation, foreign exchange gain/loss, and asset impairment charges. Adjusted operating EBITDA is presented on a basis consistent with the Company’s internal management reports. The Company discloses adjusted operating EBITDA to capture the profitability of its business before the impact of items not considered in management’s evaluation of operating unit performance. The most directly comparable IFRS measure to adjusted operating EBITDA is net loss.
The Company defines adjusted operating expenses as operating expenses before taxes, interest, share-based compensation, depreciation, amortization, accretion, foreign exchange loss, and asset impairment charges. Adjusted operating expenses are presented on a basis consistent with the Company’s internal management reports. The most directly comparable IFRS measure to adjusted operating expenses is operating expenses.
The non-IFRS measures are reconciled to reported IFRS figures in the tables below:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Net loss |
|
|
(3,930 |
) |
|
|
(21,521 |
) |
|
|
(10,084 |
) |
|
|
(28,073 |
) |
Income taxes |
|
|
(18 |
) |
|
|
(3,013 |
) |
|
|
(83 |
) |
|
|
(4,408 |
) |
Amortization and depreciation |
|
|
218 |
|
|
|
705 |
|
|
|
628 |
|
|
|
2,091 |
|
Accretion |
|
|
— |
|
|
|
3 |
|
|
|
— |
|
|
|
5 |
|
Asset impairment |
|
|
— |
|
|
|
21,184 |
|
|
|
— |
|
|
|
21,184 |
|
Foreign exchange realized gain (loss) |
|
|
64 |
|
|
|
48 |
|
|
|
99 |
|
|
|
36 |
|
Interest expense |
|
|
56 |
|
|
|
227 |
|
|
|
172 |
|
|
|
376 |
|
Interest and other income (expense) |
|
|
(30 |
) |
|
|
183 |
|
|
|
(70 |
) |
|
|
302 |
|
Loss on disposal of Europe B.V. |
|
|
53 |
|
|
|
— |
|
|
|
511 |
|
|
|
— |
|
Unrealized foreign exchange gain (loss) |
|
|
266 |
|
|
|
(80 |
) |
|
|
305 |
|
|
|
164 |
|
Share-based expense |
|
|
257 |
|
|
|
70 |
|
|
|
465 |
|
|
|
392 |
|
Adjusted EBITDA |
|
|
(3,064 |
) |
|
|
(2,194 |
) |
|
|
(8,057 |
) |
|
|
(7,931 |
) |
14
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Operating expenses |
|
|
(6,138 |
) |
|
|
(26,620 |
) |
|
|
(17,261 |
) |
|
|
(37,925 |
) |
Amortization and depreciation |
|
|
22 |
|
|
|
651 |
|
|
|
68 |
|
|
|
2,392 |
|
Asset impairment |
|
|
— |
|
|
|
21,184 |
|
|
|
— |
|
|
|
21,184 |
|
Foreign exchange gain (loss) |
|
|
64 |
|
|
|
48 |
|
|
|
99 |
|
|
|
36 |
|
Interest expense |
|
|
56 |
|
|
|
227 |
|
|
|
172 |
|
|
|
376 |
|
Share-based expense |
|
|
257 |
|
|
|
70 |
|
|
|
465 |
|
|
|
392 |
|
Adjusted Operating Expenses |
|
|
(5,739 |
) |
|
|
(4,440 |
) |
|
|
(16,457 |
) |
|
|
(13,545 |
) |
LIQUIDITY AND CAPITAL RESOURCES
The Company’s objectives when managing capital are to ensure sufficient liquidity for operations and adequate funding for growth and capital expenditures while maintaining an efficient balance between debt and equity. The capital structure of the Company consists of shareholders’ equity.
The Company adjusts its capital structure upon approval from its Board of Directors, considering economic conditions and the Company’s working capital requirements. There were no changes in the Company’s approach to capital management during the year. The Company is not subject to any externally imposed capital requirements.
On July 16, 2024, YA II PN, Ltd., an investment fund managed by Yorkville Advisors Global, LP (“Yorkville”), under which the Company agreed to sell and issue to Yorkville U.S.$3.0 million aggregate principal amount of convertible debentures in two tranches and at a purchase price of 95% of the aggregate principal amount. In connection with the offering, the Company and Yorkville entered into a customary Registration Rights Agreement (the “Registration Rights Agreement”) pursuant to which the Company provided certain registration rights to Yorkville under the U.S. Securities Act of 1933, as amended.
As of January 31, 2025, the company completed the full conversion of the debenture with Yorkville.
As of January 31, 2026, the Company held cash of $14.1 million as compared to $10.7 million as of April 30, 2025. During the nine months ended January 31, 2026, the cash used in operating activities was $10.1 million. As part of the investing activities, the Company made property and equipment purchases of $0.4 million. As part of the financing activities, the Company incurred lease repayments of $0.5 million.
The consideration paid for the acquisition of BioStrand includes a contingent earnout payment based on the profitability of BioStrand over a 7-year period ending April 30, 2029, which shall not exceed in total €12.0 million. As of January 31, 2026, no amount has been earned or paid on the Company's contingent earnout related to the BioStrand acquisition.
Although the Company is a going concern, the Company does have enough cash reserves to fund its operations for one year. The Company has historically incurred net losses. There is no assurance that sufficient revenues will be generated in the near future. To the extent that the Company has negative operating cash flows in future periods, it may need to deploy a portion of its existing working capital to fund such negative cash flows. The Company may need to raise additional funds through issuances of common shares. There is no assurance that additional capital or other types of financing will be available if needed or that these financings will be on terms at least as favorable to the Company as those previously obtained, or at all. If the Company is unable to obtain additional financing from outside sources and eventually generate enough revenues, the Company may be forced to sell a portion or all of the Company's assets or curtail or discontinue the Company's operations.
On August 6, 2025, the Company completed the sale of its IPA Europe B.V. to AVS Bio, a portfolio company of Arlington Capital Partners for total enterprise value of $12.0 million USD. The transaction generated $10.2 million USD in net proceeds. The divestiture
15
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
included the sale of the net assets of IPA Europe B.V., including the Oss and Utrecht locations. The impact of this transaction will be reflected in the Company’s consolidated financial statements for the fiscal year ending April 30, 2026, subject to the customary post-closing adjustments. The final amount of the gain or loss has not yet been determined as the purchase price adjustments are ongoing.
CAPITAL EXPENDITURES
The Company made property and equipment purchases of $0.4 million and $0.4 million during the nine months ended January 31, 2026 and 2025, respectively.
OUTSTANDING SHARE DATA
The Company’s outstanding share information as of March 11, 2026 is as follows:
Security |
|
Number |
|
Exercise Price |
|
|
|||
Issued and outstanding common shares |
|
|
46,711,866 |
|
|
NA |
|
|
|
Stock options |
|
|
223,000 |
|
|
$ |
7.94 |
|
|
Stock options |
|
|
16,000 |
|
|
$ |
8.30 |
|
|
Stock options |
|
|
64,000 |
|
|
$ |
5.79 |
|
|
Stock options(1) |
|
|
7,265 |
|
|
$ |
5.60 |
|
|
Stock options(1) |
|
|
471,452 |
|
|
$ |
5.60 |
|
|
Stock options(2) |
|
|
60,000 |
|
|
$ |
2.02 |
|
|
Stock options(3) |
|
|
8,000 |
|
|
$ |
2.01 |
|
|
Stock options(3) |
|
|
4,000 |
|
|
$ |
2.01 |
|
|
Stock options(3) |
|
|
8,000 |
|
|
$ |
2.01 |
|
|
Stock options(3) |
|
|
4,000 |
|
|
$ |
2.01 |
|
|
Stock options(3) |
|
|
8,000 |
|
|
$ |
2.01 |
|
|
Stock options(3) |
|
|
8,000 |
|
|
$ |
2.01 |
|
|
Stock options(4) |
|
|
595,000 |
|
|
$ |
1.18 |
|
|
Restricted stock units(5) |
|
|
11,500 |
|
|
$ |
0.55 |
|
|
Restricted stock units(6) |
|
|
18,528 |
|
|
$ |
2.72 |
|
|
Restricted stock units(7) |
|
|
750,000 |
|
|
$ |
2.73 |
|
|
Restricted stock units(8) |
|
|
410,000 |
|
|
$ |
2.21 |
|
|
Restricted stock units(8) |
|
|
23,000 |
|
|
$ |
2.21 |
|
|
Restricted stock units(9) |
|
|
78,000 |
|
|
$ |
2.45 |
|
|
Warrants(10) |
|
|
130,111 |
|
|
$ |
22.97 |
|
|
Warrants(11) |
|
|
56,650 |
|
|
$ |
1.37 |
|
|
Total |
|
|
49,666,372 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
16
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
OFF-BALANCE SHEET ARRANGEMENTS
The Company does not utilize off-balance sheet transactions.
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
The preparation of the consolidated financial statements in conformity with IFRS required estimates and judgments that affect the amounts reported in the financial statements. Actual results could differ from these estimates and judgments. Estimates are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised. Estimates and judgments applied in preparation of the consolidated financial statements are the same as those presented in the Company’s audited annual financial statements for the year ended April 30, 2025.
ADOPTION OF NEW ACCOUNTING STANDARDS
Standards not yet adopted
IFRS 18
The new requirements introduced in IFRS 18 will help to achieve comparability of the financial performance of similar entities, especially related to how ‘operating profit or loss’ is defined. The new disclosures required for some management-defined performance measures will also enhance transparency. The Company is currently evaluating the impact of this standard to the financial statements.
These amendments are effective for reporting periods beginning on or after January 1, 2027.
DISCLOSURE CONTROLS AND PROCEDURES
The Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”) have designed disclosure controls and procedures or have caused them to be designed under their supervision. Such procedures are designed to ensure that material information relating to the Company and its consolidated subsidiaries is made known to the CEO and CFO by others within the Company, and such disclosure controls and procedures were established in order to provide reasonable assurance that:
Our management, with the participation of our CEO and CFO, have evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Based on such evaluation, our CEO and CFO have concluded that, as of such date, our disclosure controls and procedures were not effective because of a material weakness in our internal control over financial reporting as described below during the three-month period ended January 31, 2026.
Material Weakness
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our financial statements will not be prevented or detected on a timely basis. Management identified the following material weakness in internal controls over financial reporting during the three-month period ended January 31, 2025, which continues to exist at January 31, 2026:
17
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
Management concluded that we did not have sufficient resources to assist in identifying, evaluating and addressing complex technical accounting issues that affect our consolidated financial statements on a timely basis.
Ongoing Remediation Efforts to Address the Identified Material Weakness
Management, with oversight from the Audit Committee of our Board of Directors, is taking steps to remediate the control deficiencies which resulted in the material weakness described above by designing and implementing remediation measures intended to address the material weakness as of January 31, 2026, by implementing subject matter expert reviews to our internal control over financial reporting. The remediation measures intended to correct the material weakness includes engaging with expert and subject matter consultants on such complex accounting issues that may arise, as well as providing additional in-house training to personnel to support internal controls over financial reporting. With the additional measures, we intend to enhance our technical accounting expertise within the Company to better identify and address complex technical accounting issues if and when they arise.
As we continue to evaluate and work to improve our internal control over financial reporting, management may determine to take additional measures to strengthen controls or to modify the remediation plan described above. When operational, we believe the controls we have designed or plan to design will remediate the control deficiency that has led to the material weakness that we have identified. The material weakness will not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.
Changes in internal control
We are working towards implementing processes and procedures to address the material weakness noted above. Other than changes in personnel, there were no changes in our internal control over financial reporting identified in management’s evaluation during the three-month period ended January 31, 2026, that materially affected or are reasonably likely to materially affect, our internal control over financial reporting.
In connection with National Instrument 52-109 - Certificate of Disclosure in Issuer’s Annual and Interim Filings, the CFO of the Company has filed a 52-109F2 Certificate of Interim Filings, Full Certificate relating to the establishment and maintenance of disclosure controls and procedures and internal controls over financial reporting with respect to the financial information contained in the unaudited condensed interim consolidated financial statements for the three months ended January 31, 2026 and this accompanying MD&A.
For further information, the reader should refer to the Company’s Certificate of Interim Filings and the Annual Filings on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov/searchfilings.
FINANCIAL INSTRUMENTS
The Company’s financial instruments include cash, amounts receivable, restricted cash, investment, accounts payable and accrued liabilities, deferred acquisition payments, and leases. The fair value of investment is determined based on “Level 3” inputs which consist of unobservable inputs to the valuation methodology used. As at January 31, 2026, the Company believes the carrying values of cash, amounts receivable, restricted cash, accounts payable and accrued liabilities, and deferred payments approximate their fair values because of their nature and relatively short maturity dates or durations.
RISKS AND UNCERTAINTIES
There are numerous and varied risks, known and unknown, that may prevent the Company from achieving its goals. A detailed description of the risks and uncertainties pertaining to the Company’s operations can be found in the Company’s Annual Report on Form 20-F for the fiscal year ended April 30, 2025. The Company is not aware of any significant changes to the risks and uncertainties disclosed at that time.
18
MINDWALK HOLDINGS CORP.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2026
The Company’s Annual Report on Form 20-F for the fiscal year ended April 30, 2025 can be found on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov/searchfilings.
FURTHER INFORMATION:
Additional information relating to the Company can be found on SEDAR+ at www.sedarplus.com and EDGAR at www.sec.gov/searchfilings.
19
Exhibit 99.2
MINDWALK HOLDINGS CORP.
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian Dollars)
|
|
|
MINDWALK HOLDINGS CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Unaudited - Expressed in Canadian dollars)
(in thousands) |
|
Note |
|
January 31, |
|
|
April 30, |
|
||
ASSETS |
|
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||
Current assets |
|
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||
Cash |
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||
Amounts receivable, net |
|
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||
Tax receivable |
|
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||
Inventory |
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||
Unbilled revenue |
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||
Prepaid expenses |
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||
|
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||
Restricted cash |
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|
||
Deposit on equipment |
|
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||
Property and equipment |
|
5, 8 |
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Intangible assets |
|
6 |
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||
Goodwill |
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Total assets |
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||
LIABILITIES |
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||
Current liabilities |
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||
Accounts payable and accrued liabilities |
|
12 |
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||
Deferred revenue |
|
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||
Income taxes payable |
|
2 |
|
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||
Leases |
|
8 |
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||
Deferred acquisition payments |
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||
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||
Leases |
|
8 |
|
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||
Deferred income tax liability |
|
2 |
|
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|
||
Total liabilities |
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|
||
SHAREHOLDERS' EQUITY |
|
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||
Share capital |
|
9 |
|
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|
||
Contributed surplus |
|
9 |
|
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|
||
Accumulated other comprehensive loss |
|
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|
||
Accumulated deficit |
|
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|
|
( |
) |
|
|
( |
) |
|
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|
|
|
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|
||
Total liabilities and shareholders’ equity |
|
|
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|
||
Nature of operations (Note 1)
Approved and authorized on behalf of the Board of Directors on March 11, 2026.
“Dirk Witters” Director “Jon Lieber” Director
The accompanying notes are an integral part of these condensed interim consolidated financial statements
2
MINDWALK HOLDINGS CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited - Expressed in Canadian dollars)
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands, except share data) |
|
Note |
|
2026 |
|
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2025 |
|
|
2026 |
|
|
2025 |
|
||||
REVENUE |
|
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|
||||
COST OF SALES |
|
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|
||||
GROSS PROFIT |
|
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|
||||
EXPENSES |
|
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|
||||
Research and development |
|
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|
|
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|
|
|
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|
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|
||||
Sales and marketing |
|
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|
||||
General and administrative |
|
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|
||||
Amortization of intangible assets |
|
|
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|
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|
|
|
|
|
|
|
||||
Asset Impairment |
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Loss before other income (expenses) and income taxes |
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
OTHER INCOME (EXPENSES) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Accretion |
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Grant income |
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest and other income (expense) |
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Loss on disposal of Europe B.V. |
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Unrealized foreign exchange loss |
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Loss before income taxes |
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Income taxes |
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
NET LOSS FROM CONTINUING OPERATIONS |
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
NET INCOME FROM DISCONTINUED OPERATIONS |
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
NET LOSS FOR THE PERIOD |
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
OTHER COMPREHENSIVE INCOME (LOSS) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Items that will be reclassified subsequently to loss |
|
|
|
|
|
|
|
|||||||||||
Exchange difference on translating foreign operations |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||||
COMPREHENSIVE LOSS FOR THE PERIOD |
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
LOSS PER SHARE FROM CONTINUING OPERATIONS– BASIC AND DILUTED |
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
INCOME PER SHARE FROM DISCONTINUED OPERATIONS– BASIC AND DILUTED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING |
|
|
|
|
|
|
|
|
|
|
|
|
||||||
The accompanying notes are an integral part of these condensed interim consolidated financial statements
3
MINDWALK HOLDINGS CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(Unaudited - Expressed in Canadian dollars)
(in thousands, except share data) |
|
Number of |
|
|
Share Capital |
|
|
Contributed |
|
|
Accumulated |
|
|
Accumulated |
|
|
Total |
|
||||||
Balance, October 31, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Shares issued pursuant to conversion of convertible debentures |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Shares issued pursuant to ATM |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Share-based expense |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Comprehensive loss for the period |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Balance, January 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance, October 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Shares issued pursuant to conversion RSU |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Shares issued pursuant to ATM |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Share-based expense |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Sale of Europe B.V. |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|||
Comprehensive loss for the period |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
(in thousands, except share data) |
|
Number of |
|
|
Share Capital |
|
|
Contributed |
|
|
Accumulated |
|
|
Accumulated |
|
|
Total |
|
||||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Shares issued pursuant to conversion of convertible debentures |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Shares issued pursuant to ATM |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Share-based expense |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Comprehensive loss for the period |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Balance, January 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Shares issued pursuant to conversion RSU |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Shares issued pursuant to ATM |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Share-based expense |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Sale of Europe B.V. |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Comprehensive loss for the period |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
The accompanying notes are an integral part of these condensed interim consolidated financial statements
4
MINDWALK HOLDINGS CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
For the nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
(in thousands) |
|
Note |
|
2026 |
|
|
2025 |
|
||
Operating activities: |
|
|
|
|
|
|
|
|
||
Net loss for the period |
|
|
|
|
( |
) |
|
|
( |
) |
Items not affecting cash: |
|
|
|
|
|
|
|
|
||
Amortization and depreciation |
|
5, 6, 14 |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
|
|
|
|
|
( |
) |
|
Accretion |
|
|
|
|
|
|
|
|
||
Foreign exchange |
|
|
|
|
|
|
|
|
||
Gain on investment |
|
|
|
|
|
|
|
( |
) |
|
Loss on sale of Europe B.V. |
|
2 |
|
|
|
|
|
|
||
Asset Impairment |
|
|
|
|
|
|
|
|
||
Share-based expense |
|
9, 10,11 |
|
|
|
|
|
|
||
|
|
|
|
|
( |
) |
|
|
( |
) |
Changes in non-cash working capital related to operations: |
|
|
|
|
|
|
|
|
||
Amounts receivable |
|
|
|
|
( |
) |
|
|
|
|
Inventory |
|
|
|
|
( |
) |
|
|
|
|
Unbilled revenue |
|
|
|
|
( |
) |
|
|
( |
) |
Prepaid expenses |
|
|
|
|
( |
) |
|
|
|
|
Accounts payable and accrued liabilities |
|
11 |
|
|
( |
) |
|
|
( |
) |
Sales and income taxes payable and receivable |
|
|
|
|
|
|
|
( |
) |
|
Deferred revenue |
|
|
|
|
|
|
|
|
||
Net cash used in operating activities |
|
|
|
|
( |
) |
|
|
( |
) |
Investing activities: |
|
|
|
|
|
|
|
|
||
Purchases of property and equipment |
|
5 |
|
|
( |
) |
|
|
( |
) |
Deferred acquisition payments |
|
6 |
|
|
( |
) |
|
|
|
|
Proceeds on sale of Europe B.V. |
|
2 |
|
|
|
|
|
|
||
Net cash used in investing activities |
|
|
|
|
|
|
|
( |
) |
|
Financing activities: |
|
|
|
|
|
|
|
|
||
Proceeds on share issuance, net of transaction costs (ATM fees) |
|
9 |
|
|
|
|
|
|
||
Repayment of leases |
|
8 |
|
|
( |
) |
|
|
( |
) |
Proceeds on debenture issuance, net of transaction costs |
|
7 |
|
|
|
|
|
|
||
Net cash provided by financing activities |
|
|
|
|
|
|
|
|
||
Increase in cash during the period |
|
|
|
|
|
|
|
|
||
Foreign exchange |
|
|
|
|
( |
) |
|
|
( |
) |
Cash – beginning of the period |
|
|
|
|
|
|
|
|
||
Cash – end of the period |
|
|
|
|
|
|
|
|
||
Cash is comprised of: |
|
|
|
|
|
|
|
|
||
Cash |
|
|
|
|
|
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||
Restricted cash |
|
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||
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|
||
Cash paid for interest |
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|
||
Cash paid for income tax |
|
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|
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|
||
Cash from discontinued operations: |
|
|
|
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|
|
|
|
||
Net cash used in operating activities |
|
|
|
|
|
|
|
|
||
Net cash used in investing activities |
|
|
|
|
( |
) |
|
|
( |
) |
Net cash used in financing activities |
|
|
|
|
( |
) |
|
|
( |
) |
Supplemental cash flow information (Note 15)
The accompanying notes are an integral part of these condensed interim consolidated financial statements
5
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
MindWalk Holdings Corp. (the "Company" or “MindWalk”) was incorporated under the laws of Alberta on November 22, 1983. The Company is listed on the Nasdaq Capital Market (“Nasdaq”) under the trading symbol “HYFT.” The Company changed its corporate name from ImmunoPrecise Antibodies Ltd. to MindWalk Holdings Corp. on September 3, 2025. The Company is a supplier of custom antibody discovery services. The address of the Company's corporate office is 3204 - 4464 Markham Street, Victoria, BC, V8Z 7X8.
Going concern basis
The condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern. The Company has incurred operating losses since its inception, including $
These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”). They are condensed as they do not include all of the information required for full annual financial statements, and they should be read in conjunction with the audited annual consolidated financial statements ("annual consolidated financial statements") of the Company for the year ended April 30, 2025 which are available on SEDAR at www.sedarplus.ca and with the SEC at www.sec.gov/searchfilings.
Certain items have been reclassified in the prior year financial statements to conform to the presentation and classification used in the current year and for discontinued operations. These reclassifications had no effect on the Company's consolidated operating results, financial position or cash flows.
These condensed interim consolidated financial statements were approved by the Company's Board of Directors on March 11, 2026.
These condensed interim consolidated financial statements have been prepared on the historical cost basis. In addition, these condensed interim consolidated financial statements have been prepared using the accrual basis of accounting, except for cashflow information.
6
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
These condensed interim consolidated financial statements include the financial statements of the Company and the following subsidiaries, using their historical names, which are wholly owned and subject to control by the Company:
Name of Subsidiary |
|
% Equity |
|
% Equity |
|
Country of |
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Functional Currency |
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|
Control is achieved when the Company is exposed, or has rights, to variable returns from its involvement with an entity and has the ability to affect those returns through its power over the investee. Subsidiaries are fully consolidated from the date on which control is obtained and continue to be consolidated until the date that such control ceases. Intercompany balances, transactions and unrealized intercompany gains and losses are eliminated upon consolidation.
The functional currency of a company is the currency of the primary economic environment in which the company operates. The presentation currency for a company is the currency in which the company chooses to present its financial statements. The presentation currency of the Company is the Canadian dollar.
Foreign currency translation
Entities whose functional currencies differ from the presentation currency are translated into Canadian dollars as follows: assets and liabilities – at the closing rate as at the reporting date, and income and expenses – at the average rate of the period. All resulting changes are recognized in other comprehensive income as cumulative translation differences.
Foreign currency transactions
Transactions in foreign currencies are translated into the functional currency at exchange rates at the date of the transactions. Foreign currency monetary assets and liabilities are translated at the functional currency exchange rate at the reporting date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. All gains and losses on translation of these foreign currency transactions are included in profit or loss.
When the Company disposes of its entire interest in a foreign operation, or loses control, joint control, or significant influence over a foreign operation, the foreign currency gains or losses accumulated in other comprehensive income related to the foreign operation are recognized in profit or loss. If an entity disposes of part of an interest in a foreign operation which remains a subsidiary, a proportionate amount of foreign currency gains or losses accumulated in other comprehensive income related to the subsidiary are reallocated between controlling and non-controlling interests.
7
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
The following table summarizes the major classes of line items included in income from discontinued operations, net of tax, as a result of the divestiture of IPA Europe and reclassification to discontinued operations:
|
|
|
|
|
Three months ended |
|
|
|
|
|
Nine months ended |
|
||||
(in thousands, except share data) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
REVENUE |
|
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|
|
|
|
|
|
|
||||
COST OF SALES |
|
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|
||||
GROSS PROFIT |
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|
||||
EXPENSES |
|
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|
||||
Research and development |
|
|
|
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|
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|
||||
Sales and marketing |
|
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|
|
|
|
|
||||
General and administrative |
|
|
|
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|
|
|
|
|
|
|
|
||||
Amortization of intangible assets |
|
|
— |
|
|
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|
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|
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|
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|
|||
|
|
|
|
|
|
|
|
|
|
|
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|
||||
Income before other income (expenses) and income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
OTHER INCOME (EXPENSES) |
|
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|
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|
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|
||||
Accretion |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Grant income |
|
|
— |
|
|
|
( |
) |
|
|
|
|
|
|
||
Interest, accretion and other income |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Unrealized foreign exchange gain (loss) |
|
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|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income taxes |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
NET INCOME FROM DISCONTINUED OPERATIONS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
8
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
The following table summarizes the major classes of line items included in the statement of financial position as a result of the divestiture of IPA Europe and reclassification to discontinued operations:
(in thousands) |
|
|
|
ASSETS |
|
|
|
Current assets |
|
|
|
Cash |
|
|
|
Amounts receivable, net |
|
|
|
Inventory |
|
|
|
Unbilled revenue |
|
|
|
Prepaid expense |
|
|
|
|
|
|
|
Deposit on equipment |
|
|
|
Property and equipment |
|
|
|
Intangible assets |
|
|
|
Goodwill |
|
|
|
Total assets |
|
|
|
LIABILITIES |
|
|
|
Current liabilities |
|
|
|
Accounts payable and accrued liabilities |
|
|
|
Deferred revenue |
|
|
|
Income taxes payable |
|
|
|
Leases |
|
|
|
|
|
|
|
Total liabilities |
|
|
|
|
|
|
|
Net assets included in discontinued operations |
|
|
|
Total liabilities and shareholders’ equity |
|
|
|
Standards not yet adopted
IFRS 18
The new requirements introduced in IFRS 18 will help to achieve comparability of the financial performance of similar entities, especially related to how ‘operating profit or loss’ is defined. The new disclosures required for some management-defined performance measures will also enhance transparency. The Company is currently evaluating the impact of this standard to the financial statements.
These amendments are effective for reporting periods beginning on or after January 1, 2027.
The preparation of the condensed interim consolidated financial statements in conformity with IFRS required estimates and judgments that affect the amounts reported in the financial statements. Actual results could differ from these estimates and judgments. Estimates are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised. Estimates and judgments applied in the preparation of the condensed interim consolidated financial statements are the same as those presented in the Company’s audited annual financial statements for the year ended April 30, 2025.
9
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
The table below includes both property and equipment and right-of-use assets.
(in thousands) |
|
Computer |
|
|
Furniture & |
|
|
Building |
|
|
Automobile |
|
|
Leasehold |
|
|
Lab |
|
|
WIP - |
|
|
Total |
|
||||||||
Cost: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Additions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Disposals |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Additions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Discontinued operations |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Disposals |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|||||
Foreign exchange |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|||||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Accumulated Depreciation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Disposals |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Discontinued operations |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Disposals |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|||||
Foreign exchange |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net Book Value: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
10
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
Changes in the value of the intangible assets during the nine months ended January 31, 2026 and the year ended April 30, 2025 are as follows:
(in thousands) |
|
Internally |
|
|
Intellectual |
|
|
Proprietary |
|
|
Certifications |
|
|
Customer List |
|
|||||
Cost: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Impairments and disposals |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Discontinued operations |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Accumulated Amortization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Discontinued operations |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net Book Value: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
11
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
On July 16, 2024 YA II PN, Ltd., an investment fund managed by Yorkville Advisors Global, LP (“Yorkville”), entered into a securities purchase agreement under which the Company agreed to sell and issue to Yorkville U.S.$
The Convertible Debentures were convertible into common shares of the Company (the “Common Shares”). The sale and issue of the first tranche consists of U.S.$
In connection with the offering, the Company and Yorkville entered into a customary registration rights agreement pursuant to which the Company agreed to provide certain registration rights to Yorkville under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”).
During the year ended April 30, 2025, the Company completed the complete conversions of both tranches.
The Company has leases for lab and office space and automobiles. Each lease is reflected in the consolidated statement of financial position as a right-of-use asset and a lease liability. The Company classifies right-of-use assets in a consistent manner to its property and equipment.
(in thousands) |
|
$ |
|
|
2026 (remainder) |
|
|
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
2030 |
|
|
|
|
More than 5 years |
|
|
|
|
Total minimum lease payments |
|
|
|
|
Less: imputed interest |
|
|
( |
) |
Total present value of minimum lease payments |
|
|
|
|
Less: Current portion |
|
|
( |
) |
Non-current portion |
|
|
|
|
Total cash outflow for leases during the nine months ended January 31, 2026 and January 31, 2025 was $
The nature of the Company’s leases by type of right-of-use asset as at January 31, 2026 is as follows:
Right-of-use asset type |
|
No. of right-of-use assets leased |
|
|
Range of remaining term |
|
Average remaining lease term |
|
No. of leases with extension options |
|
|
No. of leases with options to purchase |
|
|
No. of leases with variable payments linked to an index |
|
|
No. of leases with termination options |
|
|||||
Lab and office facilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Lab equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Automobiles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
12
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
Right-of-use assets
The changes in the value of right-of-use assets during the nine months ended January 31, 2026 and the year ended April 30, 2025 are as follows:
(in thousands) |
|
Building |
|
|
Automobile |
|
|
Lab Equipment |
|
|
Total |
|
||||
Cost: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Additions |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Disposals |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Foreign exchange |
|
|
|
|
|
|
|
|
— |
|
|
|
|
|||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Additions |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Reclassified Europe B.V. sale |
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Reclassified to fixed assets |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Disposals |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Foreign exchange |
|
|
|
|
|
|
|
|
— |
|
|
|
|
|||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Accumulated Depreciation: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Disposals |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Foreign exchange |
|
|
|
|
|
|
|
|
— |
|
|
|
|
|||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Reclassified Europe B.V. sale |
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Disposals |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Foreign exchange |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net Book Value: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
April 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
January 31, 2026 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Lease payments not recognized as a liability
The Company has elected not to recognize a lease liability for leases with an expected term of 12 months or less. Additionally, certain variable lease payments are not permitted to be recognized as lease liabilities and are recognized in profit and loss as incurred.
(in thousands) |
|
2026 |
|
|
2025 |
|
||
Leases of low value assets |
|
|
|
|
|
|
||
Variable lease payments |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
13
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
Unlimited common shares without par value.
2025 Transactions
During the year ended April 30, 2024, the Company established an at-the-market equity offering facility with Clear Street LLC ("ATM Facility").
During the year ended April 30, 2025, the Company issued
During the year ended April 30, 2025, the Company issued
2026 Transactions
On November 7, 2025, the Company established an at-the-market equity offering facility ("Jones ATM Facility") with JonesTrading Institutional Services, LLC ("Jones"). The Company is entitled, at its discretion and from time-to-time during the term of the ATM Agreement, to sell, through the Agent common shares of the Company. On November 7, 2025, in connection with the Jones ATM Facility, the Company filed a prospectus supplement permitting the sales of common shares having an aggregate gross sales price of up to US$
During the three months ended January 31, 2026,
14
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
The following table summarizes stock option awards during the nine months ended January 31, 2026 and the year ended April 30, 2025, including the grant date fair value determined using the Black-Scholes option pricing model:
|
|
|
|
|
|
|
|
|
|
Black-Scholes Option Pricing Model Inputs |
|
|
||||||||||||||||||
Grant date |
|
Stock options granted |
|
|
Exercisable price/option |
|
|
Awarded to |
|
Share price on grant date |
|
|
Dividend yield |
|
|
Expected volatility |
|
|
Risk-free rate |
|
|
Expected life |
|
Fair value |
||||||
|
|
|
|
|
|
|
|
|
|
|
|
% |
|
|
% |
|
|
% |
|
|
$ |
|||||||||
Expected volatility of options granted is based on the historical volatility of the company from January 1, 2019 to the option grant date.
During the nine months ended January 31, 2026 and 2025, the Company has recorded $
15
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
The changes in the stock options for the nine months ended January 31, 2026 and the year ended April 30, 2025 are as follows:
|
|
Number of |
|
|
Weighted |
|
|
Weighted |
|
|||
Balance, April 30, 2024 (outstanding) |
|
|
|
|
|
|
|
|
|
|||
Granted |
|
|
|
|
|
|
|
|
— |
|
||
Expired |
|
|
( |
) |
|
|
|
|
|
— |
|
|
Forfeited |
|
|
( |
) |
|
|
|
|
|
— |
|
|
Balance, April 30, 2025 (outstanding) |
|
|
|
|
|
|
|
|
|
|||
Granted |
|
|
|
|
|
|
|
|
— |
|
||
Expired |
|
|
( |
) |
|
|
|
|
|
— |
|
|
Forfeited |
|
|
|
|
|
|
|
|
— |
|
||
Balance, January 31, 2026 (outstanding) |
|
|
|
|
|
|
|
|
|
|||
Unvested |
|
|
( |
) |
|
|
|
|
|
|
||
Exercisable, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|||
Details of the options outstanding as of January 31, 2026 are as follows:
Expiry Date |
|
Exercise |
|
|
Remaining |
|
|
Options |
|
|
Unvested |
|
|
Vested |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
16
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
There were no changes in the finder's warrants during the nine months ended January 31, 2026 or the year ended April 30, 2025.
|
|
Number of |
|
|
Weighted average |
|
|
Weighted average life |
|
|||
Balance, April 30, 2024 |
|
|
|
|
|
|
|
|
|
|||
Issued |
|
|
|
|
|
|
|
|
— |
|
||
Balance, April 30, 2025 |
|
|
|
|
|
|
|
|
|
|||
Balance, January 31, 2026 |
|
|
|
|
|
|
|
|
|
|||
Details of the finder's warrants outstanding as at January 31, 2026.
Expiry Date |
|
Exercise price |
|
|
Remaining life |
|
|
Warrants |
|
|||
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||
The following table summarizes the activity related to the Company's RSUs for the year ended April 30, 2025. For purposes of this table, vested RSUs represent the shares for which the service condition had been fulfilled as of January 31, 2026:
|
|
Number of |
|
|
Weighted |
|
||
Balance, April 30, 2024 |
|
|
|
|
|
|
||
Granted |
|
|
|
|
|
|
||
Balance, April 30, 2025 |
|
|
|
|
|
|
||
Granted |
|
|
|
|
|
|
||
Exercised |
|
|
( |
) |
|
|
|
|
Forfeited |
|
|
( |
) |
|
|
|
|
Balance, January 31, 2026 (outstanding) |
|
|
|
|
|
|
||
Unvested |
|
|
( |
) |
|
|
|
|
Vested and outstanding, January 31, 2026 |
|
|
|
|
|
|
||
During the nine months ended January 31, 2026 and 2025, in the $0.5 million and $0.4 million of share-based expense, $0.3 and nil derived from RSUs, respectively.
17
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
Expenses recognized for employee benefits for the three and nine months ended January 31, 2026 and 2025 are detailed below:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Wages, salaries |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Employee benefits |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Payroll taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Share-based expense |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company. Key management consists of Dr. Jennifer Bath, President and CEO; R. Scott Areglado, CFO; Joseph Scheffler, former Interim CFO; Kristin Taylor, former CFO; Thomas Lynch, CBO; Dr. Ilse Roodink, former Chief Scientific Officer. During the nine months ended January 31, 2026, and 2025, the compensation for key management is as follows:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Salaries and other short-term benefits |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Severance (included in salaries) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Share-based expense |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Director compensation (included in salaries) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
As of January 31, 2026 and April 30, 2025, included in accounts payable and accrued liabilities is $
These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties, unless otherwise noted.
The share purchase agreement related to the acquisition of MindWalk BV includes contingent earnout payments based on
As of January 31, 2026, the Company has not incurred any related earnout payments and the unpaid commitment related to the MindWalk BV earnout is €
During May 2022, the Company received a €
18
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
As of January 31, 2026 and April 30, 2025, the Company has one reportable segment, being antibody production and related services.
The Company’s revenues are allocated to geographic regions for the three and nine months ended January 31, 2026 and 2025 as follows:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
United States of America |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Canada |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Australia |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
The Company’s revenues are allocated according to revenue types for the three and nine months ended January 31, 2026 and 2025 as follows:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Project revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Product sales revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cryostorage revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
The Company’s non-current assets are allocated to geographic regions as of January 31, 2026 and April 30, 2025 as follows:
|
|
January 31, |
|
|
April 30, |
|
||
North America - Corporate |
|
|
|
|
|
|
||
North America |
|
|
|
|
|
|
||
Belgium |
|
|
|
|
|
|
||
Netherlands |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Geographic segmentation of the Company’s net loss for the three and nine months ended January 31, 2026 and 2025 is as follows:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
North America - Corporate |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
North America |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Belgium |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Netherlands |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
19
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
Geographic segmentation of the interest and accretion, and amortization and depreciation for the three and nine months ended January 31, 2026 and 2025 is as follows:
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
Interest and accretion |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
North America - Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
||||
North America |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Belgium |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Netherlands |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three months ended |
|
|
Nine months ended |
|
||||||||||
Amortization and depreciation |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
North America - Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
||||
North America |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Belgium |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Netherlands |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
20
MINDWALK HOLDINGS CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine months ended January 31, 2026 and 2025
(Unaudited - Expressed in Canadian dollars)
Non-cash investing and financing transactions |
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January 31, |
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January 31, |
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Acquisition of building, vehicle and equipment by lease |
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Settlement of debentures |
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The following changes in liabilities arose from financing activities:
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Non-cash changes |
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(in thousands) |
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April 30, |
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Cash Flows |
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Acquisition |
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Settlement |
|
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Europe B.V. Sale |
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Foreign |
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January 31, |
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Deferred acquisition payments |
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( |
) |
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( |
) |
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Leases |
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( |
) |
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( |
) |
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( |
) |
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Total |
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( |
) |
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( |
) |
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( |
) |
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Non-cash changes |
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(in thousands) |
|
April 30, |
|
|
Cash Flows |
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|
Acquisition |
|
|
Debt forgiven |
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Accretion |
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Foreign |
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January 31, |
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Deferred acquisition payments |
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Debentures |
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( |
) |
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Leases |
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( |
) |
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Total |
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( |
) |
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( |
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21
Exhibit 99.3
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, Jennifer Bath, Chief Executive Officer, MindWalk Holdings Corp., certify the following:
1
Date: March 12, 2026
/s/ Jennifer Bath |
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[Signature] |
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Jennifer Bath |
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Chief Executive Officer |
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2
Exhibit 99.4
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, R. Scott Areglado, Chief Financial Officer, MindWalk Holdings Corp., certify the following:
Date: March 12, 2026
/s/ R. Scott Areglado
[Signature]
R. Scott Areglado
Chief Financial Officer
FAQ
How did MindWalk Holdings (IPA) perform financially for the quarter ended January 31, 2026?
What were MindWalk Holdings’ nine-month results through January 31, 2026?
What is MindWalk Holdings’ liquidity position and cash runway as of January 31, 2026?
How is MindWalk Holdings (IPA) shifting its business strategy toward AI and software?
What impact did the sale of IPA Europe B.V. have on MindWalk Holdings?
Does MindWalk Holdings still have a material weakness in internal controls?
What are key growth drivers highlighted in MindWalk Holdings’ MD&A?
Filing Exhibits & Attachments
5 documents