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DERIVATIVES
12 Months Ended
Oct. 31, 2011
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments and Hedging Activities Disclosure [Text Block]
6.  DERIVATIVES
 
The table below lists the Company’s derivative instruments as of October 31, 2011:
 
Description
 
Principal
   
Original
Issue
Discount
   
Warrant
Liability
   
Embedded
Derivative
Liability
 
Bridge Note 1-June 18, 2009
 
$
1,131,353
   
$
169,703
   
$
250,392
   
$
711,258
 
Bridge Note II & III-October 26 & 30, 2009
   
2,147,059
     
322,059
     
690,119
     
868,388
 
Optimus September 24, 2009
   
-
     
-
     
3,587,625
     
-
 
Other outstanding warrants
   
-
     
-
     
12,785,695
     
-
 
  Total Valuation at Origination
   
3,278,412
     
491,762
     
17,313,831
     
1,579,646
 
Change in fair value
   
-
     
-
     
(5,352,697
)
   
(493,132
)
Accreted interest
   
-
     
(123,846
)
   
-
     
-
 
Total Valuation as of October 31, 2009
 
$
3,278,412
   
$
367,916
   
$
11,961,734
   
$
1,086,514
 
Bridge Notes IV-December 1, 2009 through January 31. 2010
   
555,882
     
83,382
     
207,617
     
164,400
 
Bridge Note I- Extension of Maturity Date
   
-
     
-
     
202,500
     
103,400
 
Change in fair value
   
-
     
-
     
1,995,372
     
(905,259
)
Accreted interest
   
-
     
(225,321
)
   
-
     
-
 
Exercise of Common Stock Warrants
   
-
     
-
     
(1,702,073
)
   
-
 
Total Valuation as of January 31, 2010
 
$
3,834,294
   
$
225,977
   
$
12,665,150
   
$
449,055
 
Bridge Note V
   
640,307
     
97,807
     
229,619
     
271,554
 
Change in fair value
   
-
     
-
     
5,363,854
     
421,404
 
Accreted interest
   
-
     
(251,188
)
   
-
     
-
 
Exercise of common stock warrants
   
-
     
-
     
(1,790,823
)
   
-
 
Note Payoffs
   
(1,040,177
)
   
(4,222
)
   
-
     
(64,354
)
Total Valuation as of April 30, 2010
   
3,434,424
     
68,374
     
16,467,800
     
1,077,659
 
Issuance of Optimus Warrants
   
-
     
-
     
6,856,946
     
-
 
Bridge Note Conversions
   
(2,420,373
)
   
-
     
-
     
(701,718
)
Change in fair value
   
-
     
-
     
(3,866,801
)
   
(260,843
)
Accreted interest
   
-
     
(50,842
)
   
-
     
-
 
Exercise of common stock warrants
   
-
     
-
     
(1,475,758
)
   
-
 
Note Payoffs
   
(88,236
)
                   
(12,665
)
Total Valuation as of July 31, 2010
 
$
925,815
   
$
17,532
   
$
17,982,187
   
$
102,433
 
Bridge Note VI
   
265,457
     
25,457
     
72,300
     
39,416
 
Note Payoff
   
(414,118
)
   
-
     
-
     
(46,945
)
Issuance of Warrants
   
-
     
-
     
1,042,559
     
-
 
Accreted Interest
   
-
     
(21,052
)
   
-
     
-
 
Exercise of Warrants
   
-
     
-
     
(4,156,797
)
   
-
 
Change in FV
   
-
     
-
     
(1,934,055
)
   
(13,876
)
Total Valuation at October 31, 2010
 
$
777,154
   
$
21,937
   
$
13,006,194
   
$
81,028
 
Issuance of November 2010 Bridge Notes
   
931,579
     
96,579
     
391,076
     
150,156
 
Exchange of November 2010 Bridge Notes
   
17,175
     
17,175
     
86,963
     
9,389
 
Issuance of January 2011 Bridge Notes
   
452,941
     
57,941
     
173,808
     
41,024
 
Note Payoffs
   
(187,582
)
                       
Issuance of Warrants
                   
35,523
         
Accreted Interest
           
(73,363
)
               
Exercise of Warrants
                   
(1,382,847
)
       
Change in FV
                   
(3,789,889
)
   
(51,972
)
Total Valuation at January 31, 2011
   
1,991,267
     
120,269
     
8,520,828
     
229,625
 
                                 
Issuance of Q2 2011 Bridge Notes
   
473,392
     
43,392
     
121,238
     
71,336
 
Issuance of Long-term Convertible Promissory Notes
   
626,400
                     
-
 
Note Payoffs
   
(159,675
)
                   
(5,904
)
Issuance of Warrants
                   
2,990,520
         
Accreted Interest
           
(74,422
)
               
Exercise of Warrants
                   
(639,960
)
       
Change in FV
                   
4,915,676
     
763,523
 
Total Valuation at April 30, 2011
 
$
2,931,384
   
$
89,239
   
$
15,908,302
   
$
1,058,580
 
                                 
Issuance of Q3 2011 Bridge Notes
   
11,765
     
1,765
     
4,968
     
5,051
 
Issuance of May 2011 Notes
   
7,077,936
     
1,553,254
     
-
     
2,719,345
 
Note Payoffs
   
(26,316
)
                   
(8,860
)
Additional warrants issued to Bridge Note holder
                   
36,376
         
Exchange of  Bridge Notes
   
8,033
     
8,033
             
2,656
 
Conversion of Bridge Notes
   
(1,164,947
)
                   
(381,209
)
Conversion of May 2011 Notes
   
(671,500
)
                   
(166,980
)
Exchanges/Exercises of October 2007 Warrants
                   
(1,186,959
)
       
Accreted Interest
           
(340,050
)
               
Change in FV
                   
(6,826,019
)
   
(2,141,984
)
Total Valuation at July 31, 2011
 
$
8,166,355
     
1,312,241
     
7,936,668
     
1,086,599
 
Issuance of October 2011 Notes
   
2,326,471
     
459,396
     
-
     
396,818
 
Note Payoffs
   
(155,806
)
                       
Issuance of Long-term Convertible Promissory Notes
   
 86,400 
                         
Conversion of Bridge Notes
   
(221,788)
                     
(10,530
)
Conversion of May 2011 Notes
   
(1,225,561)
                     
(110,494
)
Reclassification of Warrant liability to Equity
                   
(186,908)
         
Exchange of Warrants
                   
816,259
         
Accreted Interest
           
(471,290
)
               
Change in FV
                   
(2,174,948 )
     
(416,347
) 
Total Valuation at October 31, 2011
 
$
8,976,071
     
1,300,347
     
6,391,071
     
946,046
 
 
Warrants
 
As of October 31, 2011, there were outstanding warrants to purchase 137,841,857 shares of our common stock with exercise prices ranging from $0.15 to $0.1952 per share. Information on the outstanding warrants is as follows:
 
Type
 
Exercise
Price
   
Amount
 
Expiration Date
 
Type of Financing
Common Stock Purchase Warrant
  $ 0.15       47,090,487  
August – October 2012
 
2007  Securities Purchase Agreement
Common Stock Purchase Warrant
  $ 0.15       287,001  
August 2012
 
August 2007 Notes
Common Stock Purchase Warrant
  $ 0.15       23,593,122  
May 2014
 
May 2011 Convertible Debt Financing
Common Stock Purchase Warrant
  $ 0.15       7,754,902  
October 2014
 
October 2011 Convertible Debt Financing
Common Stock Purchase Warrant
  $ 0.15 - $0.17       22,630,101  
January 2013 – April 2015
 
Bridge Notes
Common Stock Purchase Warrant
  $ 0.15       7,674,512  
August 2014
 
Executive Officer
Common Stock Purchase Warrant
  $ 0.15-$0.1952       446,956  
February 2012
 
Vendor & Other
Common Stock Purchase Warrant
  $ 0.15       2,804,776  
May 2014 - November 2015
 
Placement Agent – Convertible Debt Financing
 
 
Subtotal
      112,281,857      
 
                       
Common Stock Purchase Warrant
 
TBD (1)
      25,560,000  
April 2014
 
Optimus Preferred Stock Agreement (4/04/2011)
   
Grand Total
      137,841,857        
 
(1)    For purposes of this warrant, exercise price means an amount per warrant share equal to the closing sale price of a share of common stock on the applicable tranche notice date.
 
Warrant Liability/Embedded Derivative Liability
 
  The fair value of the Warrants and Embedded Derivatives are estimated using an adjusted BSM model. The Company computes multiple valuations, each quarter, using the BSM model for each derivative instrument to account for the various possibilities that could occur due to changes in the inputs to the BSM model as a result of contractually-obligated changes (for example, changes in strike price to account for down-round provisions). The Company effectively weights each calculation based on the likelihood of occurrence to determine the value of the derivative at the reporting date. As of October 31, 2011, the fair value of the Warrants and Embedded Derivatives were determined to be approximately $6.4 million and $946,000, respectively.  As of October 31, 2010, the fair value of the Warrants and Embedded Derivatives were determined to be approximately $13.0 million and $81,000, respectively. We increased income approximately $9.8 million for net changes in the fair value of the common stock warrant liability and embedded derivative liability for the year ending October 31, 2011. We increased income approximately $446,000 for net changes in the fair value of the common stock warrant liability and embedded derivative liability for year ending October 31, 2010. 
 
During the year ended October 31, 2011, investors in the Company exercised 7,233,341 warrants at a price of $0.15, resulting in total proceeds to the Company of approximately $1,085,000 In addition, in an effort to reduce the number of the warrants outstanding from the October 17, 2007 private placement by Advaxis, Inc. (the “ Company ”), the Company has entered into exchange agreements with certain of the holders of such warrants pursuant to which such holders received shares of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”), and/or warrants to purchase shares of Common Stock in amounts that were determined in such negotiations. As of October 31, 2011, the Company has exchanged October 2007 warrants to purchase 28,511,125 shares of Common Stock, including Mr. Moore, in return for 5,840,748 shares of Common Stock and new warrants to purchase 14,651,854 shares of Common Stock (which number includes the warrants issued to Mr. Moore in exchange for his October 2007 warrants as described below). The new warrants issued pursuant to the exchanges are identical to the October 2007 warrants, except that such warrants do not contain any economic anti-dilution adjustment.
 
Furthermore, during the year ended October 31, 2011, Mr. Moore entered into an exchange agreement with the Company (the “ Exchange Agreement ”), pursuant to which he received a new warrant to purchase 7,674,512 shares of Common Stock (which new warrant (the “ Warrant ”) is identical to the October 2007 warrant except that it does not contain any economic anti-dilution adjustment rights, all as more particularly described in the Warrant attached hereto as Exhibit 4.1) in exchange for (i) surrendering an October 2007 warrant to purchase 2,666,667 shares of Common Stock and (ii) amending a Note Purchase Agreement, dated as of September 22, 2008, by and between the Company and Mr. Moore, to terminate his right to receive warrants in connection with an equity financing, including the equity financing the Company completed in May 2011, which otherwise would have permitted Mr. Moore to receive a warrant to purchase 4,118,956 shares of Common Stock.
 
 Therefore, primarily as a result of these efforts, the Company reduced the total number of outstanding warrants, subject to anti-dilution provisions, to approximately 49.4 million warrants, as of October 31, 2011.  In addition, the Company recorded a non-cash charge of approximately $458,000 to other expense (loss on retirement) and approximately $486,000 in non-cash warrant expense, for the fiscal year ended October 31, 2011, as a result of these warrant exchanges (including Mr. Moore).
 
The company recognized non-cash warrant expense of approximately $72,000, for the year ending October 31, 2011, related to the fair value of the additional warrants issued to bridge note holders as well as a placement agent for the sale of junior unsecured convertible promissory notes.