6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of March 2023

Commission file number: 001-41557

Clearmind Medicine Inc.

(Translation of registrant’s name into English)

101 – 1220 West 6th Avenue

Vancouver, British Columbia
(Address of principal executive offices)

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

Form 20-F ☒       Form 40-F ☐

CONTENTS

On March 17, 2023, the registrant filed in Canada its unaudited condensed interim consolidated financial statements and Management’s Discussion and Analysis for the three months ended January 31, 2023, with the Canadian Securities Administration and each of the Ontario Securities Commission, British Columbia Securities Commission and Alberta Securities Commission.

1

EXHIBIT INDEX

Exhibit No.
99.1	Condensed Interim Consolidated Financial Statements for the three months ended January 31, 2023.
99.2	Management’s Discussion and Analysis for the for the three months ended January 31, 2023.

2

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.

	Clearmind Medicine Inc.
Date: March 17, 2023	By:	/s/ Adi Zuloff-Shani
		Name:	Adi Zuloff-Shani
		Title:	Chief Executive Officer

3

EX-99.1

Exhibit 99.1

CLEARMIND MEDICINE INC.

Condensed Interim Consolidated Financial Statements

For The Three Months Ended January 31, 2023

(Expressed in Canadian Dollars) 

(Unaudited)

CLEARMIND MEDICINE INC. 

Condensed Interim Consolidated Statements of Financial Position

(Expressed in Canadian Dollars)

(Unaudited)

	January 31, 2023			October 31, 2022
Assets
Current assets
Cash and cash equivalents	$	4,498,048		$	175,768
Other receivables		291,829			69,518
Short-term investment (Note 3)		180,225			264,449
Prepaid expenses		933,829			19,443
Related parties (Note 4b)		77,314			64,134
Total current assets		5,981,245			593,312
Non-current assets
Property and equipment		15,012			17,610
Intangible assets		173,840			177,797
Restricted cash		20,000			20,000
Right-of-use asset		24,340			48,768
Deferred offering costs (Note 5c)		-			270,487
Total non-current assets		233,192			534,662
Total assets	$	6,214,437		$	1,127,974
Liabilities
Current liabilities
Accounts payable and accrued liabilities	$	900,872		$	1,906,706
Due to related parties (Note 4)		143,832			281,844
Derivative liability (Note 5c(i))		-			396,597
Lease liability		27,017			52,399
Total liabilities	$	1,071,721		$	2,637,546
Shareholders’ equity (deficit)
Share capital and share premium (Note 5)		17,691,059			9,153,900
RSU reserve (Note 8)		742,662			672,945
Warrants (Note 6)		1,003,801			626,641
Share-based payment reserve (Note 7)		2,048,233			1,915,895
Accumulated other comprehensive loss		(33,622	)		(29,004	)
Accumulated deficit		(16,309,417	)		(13,849,949	)
Total shareholders’ equity (deficit)		5,142,716			(1,509,572	)
Total liabilities and shareholders’ equity (deficit)	$	6,214,437		$	1,127,974

Approved and authorized for issuance on behalf of the Board on March 15, 2023:

/s/ “Alan Rootenberg”	/s/ “Adi Zuloff-Shani”
Alan Rootenberg, Director, CFO	Adi Zuloff-Shani, Director, CEO

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

F-2

CLEARMIND MEDICINE INC.

Condensed Interim Consolidated Statements of Operations and Comprehensive Loss

(Expressed in Canadian Dollars)

(Unaudited)

	Three months ended
	January 31,
	2023			2022
Operating expenses
General and administrative	$	1,679,546		$	1,660,157
Research and development		792,460			424,262
Total operating expenses		2,472,006			2,084,419
Loss before other expenses		(2,472,006	)		(2,084,419	)
Finance expenses
Unrealized loss on short-term investment (Note 3)		(84,224	)		–
Foreign exchange gain (loss)		42,348			(6,464	)
Interest income		36,875			–
Total finance expenses		(5,001	)		(6,464	)
Other income
Dividend received		22,101			–
Total other incomes		22,101			–
Loss before taxes		(2,454,906	)		(2,090,883	)
Tax expenses		(4,562	)		–
Net Loss		(2,459,468	)		(2,090,883	)
Other comprehensive loss for the period
Items that may be reclassified subsequently to profit or loss:
Foreign exchange differences on translation of foreign operations		(4,618	)		–
Comprehensive loss	$	(2,464,086	)	$	(2,090,883	)
Loss per share (*), basic and diluted	$	(1.07	)	$	(1.67	)
Weighted average number of shares (*) for the purposes of basic and diluted loss per share		2,297,738			1,251,790

(*) On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts have been retroactively restated for all periods presented.

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

F-3

CLEARMIND MEDICINE INC.

Condensed Interim Statements of Changes in Shareholders’ Equity (Deficit)

(Expressed in Canadian Dollars)

(Unaudited)

	Share capital and share premium									Share-based		Accumulated other						Total
	Number of shares (*)		Amount		RSU reserve			Warrants		payment reserve		comprehensive income			Accumulated deficit			shareholders’ equity (deficit)
Balance, October 31, 2021		1,250,833	$	7,905,514	$	154,000		$	342,000	$	839,457	$	–		$	(4,439,143	)	$	4,801,828
Shares issuable for vested RSU’s		–		–		36,000			–		–		–			–			36,000
Shares issued and issuable for services		1,333		28,800		73,003													101,803
Share-based compensation		–		–		–			–		218,974		–			–			218,974
Net loss for the period		–				–			–		–		–			(2,090,883	)		(2,090,883	)
Balance, January 31, 2022		1,252,166	$	7,934,314	$	263,003		$	342,000	$	1,058,431	$	–		$	(6,530,026	)	$	3,067,722
Balance, October 31, 2022		1,319,770	$	9,153,900	$	672,945		$	626,641	$	1,915,895	$	(29,004	)	$	(13,849,949	)	$	(1,509,572	)
Net loss for the period		–		–		–			–		–		-			(2,459,468	)		(2,459,468	)
Foreign currency translation gain		–		–		–			–		–		(4,618	)		–			(4,618	)
Total comprehensive loss for the period		–		–		–			–		–		(4,618	)		(2,459,468	)		(2,464,086	)
Public offering (Note 5c(i))		1,153,847		8,089,751		–			376,851		–		–			–			8,466,602
Shares and warrants issuable to Medigus (Note 5c(i))		–		396,288		–			309		–		–			–			396,597
Shares issued from RSUs (Note 5c(ii))		4,824		51,120		(51,120	)		–		–		–			–			-
Shares for services (Notes 11a, 11c)		–		–		46,832			–		–		–			–			46,832
RSU’s vested (Note 8(i))		–		–		74,005			–		–		–			–			74,005
Share-based compensation (Note 7)		–		–		–			–		132,338		–			–			132,338
Balance, January 31, 2023		2,478,441	$	17,691,059	$	742,662		$	1,003,801	$	2,048,233	$	(33,622	)	$	(16,309,417	)	$	5,142,716

(*) On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts have been retroactively restated for all periods presented.

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

F-4

CLEARMIND MEDICINE INC.

Condensed Interim Consolidated Statements of Cash Flows

(Expressed in Canadian Dollars)

(Unaudited)

	Three months ended			Three months ended
	January 31,			January 31,
	2023			2022
Operating activities
Net loss	$	(2,459,468	)	$	(2,090,883	)
Adjustments for:
Amortization of intangible assets		3,957			10,102
Amortization of right-of-use asset		18,399			–
Interest on lease liability		2,324			–
Dividend received		22,101			–
Depreciation of property and equipment		2,607			2,040
Share-based compensation		253,175			356,777
Unrealized loss on short-term investment		84,224			–
Tax expenses		4,562			–
Movements in working capital:
Decrease (increase) in amounts receivable		(257,592	)		37,821
Decrease (increase) in prepaid expenses		(914,386	)		62,634
Decrease in accounts payable and accrued liabilities		(739,909	)		(202,805	)
Increase (decrease) in due to related parties		(138,012	)		37,459
Net cash used in operating activities		(4,118,018	)		(1,786,855	)
Financing activities
Proceeds from issuance of shares, net (Note 5c(i))		8,466,602			–
Repayment of lease liabilities		(21,281	)		–
Net cash provided by financing activities		8,445,321			–
Effect of foreign exchange rate changes		(5,023	)		(404	)
Net increase (decrease) in cash and cash equivalents		4,322,280			(1,787,259	)
Cash and cash equivalents at beginning of period		175,768			4,599,437
Cash and cash equivalents at end of period	$	4,498,048		$	2,812,178
Supplementary disclosure of cash flow information:
Cash received for interest	$	36,875		$	–
Non-cash financing and investing activities
Derivative liability converted to equity (Note 5c(i))	$	396,597		$	–

F-5

CLEARMIND MEDICINE INC.

Notes to the Condensed Interim Consolidated Financial Statements

(Expressed in Canadian Dollars)

(Unaudited)

1. Nature of Operations and Going Concern

a. Clearmind Medicine Inc. (formerly Cyntar Ventures Inc.) (the “Company”) was incorporated in the province of British Columbia on July 18, 2017. The Company changed its name from Cyntar Ventures Inc. to Clearmind Medicine Inc. on March 24, 2021. The Company’s previous business was carrying out mining exploration operations and was involved in the exploration of the Lorn mineral property located in the Clinton and Lillooet Mining Divisions of British Columbia. Effective May 18, 2021, the Company is in the business of researching, developing and marketing proprietary formulations of psychedelic designer therapeutics with an initial focus of developing products. The Company’s head office is located at Suite 101, 1220 West 6^th Avenue, Vancouver, BC, V6H 1A5. The Company’s Israeli subsidiary (Clearmindmed Ltd.) provides research and development services to the Company.

On November 14, 2022, the Company completed a public offering for aggregate gross proceeds of US$7.5 million and up listing to the Nasdaq Capital Market (“Nasdaq”), see note 5c. The Company trades under the symbol CMND on both the Nasdaq and the Canadian Securities Exchange (“CSE”) in Toronto.

b. Going concern

These condensed interim consolidated financial statements have been prepared on the going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. For the three months ended January 31, 2023, the Company has not generated any revenues and has negative cash flow from operations of $4,118,018. As of January 31, 2023, the Company has an accumulated deficit of $16,309,417. The continued operations of the Company are dependent on its ability to generate future cash flows or obtain additional financing through debt or equity. Management is of the opinion that sufficient working capital will be obtained from external financing to meet the Company’s liabilities and commitments as they become due, although there is a risk that additional financing will not be available on a timely basis or on terms acceptable to the Company. These factors may cast substantial doubt on the Company’s ability to continue as a going concern. These condensed interim consolidated financial statements do not reflect any adjustments that may be necessary if the Company is unable to continue as a going concern.

c. Reverse share split

On September 30, 2022, the Company’s Board of Directors approved a 1-for-30 reverse split of its issued and outstanding ordinary shares, effective as of September 30, 2022, pursuant to which holders of the Company’s ordinary shares received 0.0333 of an ordinary share for every one ordinary share.

All issued and outstanding ordinary shares or instruments convertible into ordinary shares contained in these financial statements have been retroactively adjusted to reflect the reverse share split for all periods presented, unless explicitly stated otherwise.

F-6

CLEARMIND MEDICINE INC.

Notes to the Condensed Interim Consolidated Financial Statements

(Expressed in Canadian Dollars)

(Unaudited)

2. Significant Accounting Policies

a. Basis of Presentation

The accompanying condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) on a going concern basis.

These condensed interim consolidated financial statements include the accounts of the Company and its 100% owned subsidiaries, Clearmindmed Ltd. and Clearmind Labs Ltd. (inactive). All inter-company balances and transactions have been eliminated on consolidation.

These condensed interim consolidated financial statements have been prepared on a historical cost basis, except for financial assets and liabilities (including derivatives) which are presented at fair value through profit or loss (“FVTPL”), and are presented in Canadian dollars, which is the Company’s functional currency.

b. Unaudited Interim Financial Information

Certain information and footnote disclosures normally included in financial statements prepared in accordance with IFRS have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed financial statements should be read in conjunction with the audited financial statements as of and for the year ended October 31, 2022 and the notes thereto (the “2022 Annual Report”).

The unaudited condensed financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed financial statements contain all adjustments that are necessary to present fairly the Company’s financial position and results of operations for the interim periods presented. The results for the three months ended January 31, 2023 are not necessarily indicative of the results for the year ending October 31, 2023, or for any future period.

As of January 31, 2023, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2022 Annual Report.

c. Significant Accounting Estimates and Judgments

The preparation of consolidated financial statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the application of policies and reported amounts of assets, liabilities, income, and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

F-7

CLEARMIND MEDICINE INC.

Notes to the Condensed Interim Consolidated Financial Statements

(Expressed in Canadian Dollars)

(Unaudited)

2. Significant Accounting Policies (continued)

c. Significant Accounting Estimates and Judgments (continued)

Significant Estimates

Share-based Compensation

Fair values are determined using the Black-Scholes option pricing model. Estimating fair value requires determining the most appropriate valuation model for a grant of equity instruments, which is dependent on the terms and conditions of the grant. Option-pricing models require the use of highly subjective estimates and assumptions including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates and, therefore, existing models do not necessarily provide reliable measurement of the fair value of the Company’s stock options. 

Significant Judgments

The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies that have the most significant effect on the amounts recognized in the Company’s consolidated financial statements are as follows:

Going Concern

The application of the going concern assumption requires management to take into account all available information about the future, which is at least but not limited to, 12 months from the year end of the reporting period. The Company is aware that material uncertainties related to events or conditions may cast significant doubt upon the Company’s ability to continue as a going concern.

3. Short-term Investment

As of January 31, 2023, the Company holds 27,778 common shares of Medigus Ltd (“Medigus”) (approximately 0.11%) with a total fair value of $180,225. The fair value of common shares held was determined by reference to public price quotations in an active market.

	October 31, 2022		Additions		Unrealized loss			January 31, 2023
Medigus Ltd. – Shares	$	264,449	$	-	$	(84,224	)	$	180,225

F-8

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

4. Related Party Transactions

a. Compensation to key management personnel

(i) The compensation to key management personnel for employment services they provide to the Company is as follows:

	Three months ended		Three months ended
	January 31,		January 31,
	2023		2022
Officers:
Consulting fees	$	190,374	$	127,859
Share based compensation		59,933		147,424
	$	250,307	$	275,283
Directors:
Directors’ fees	$	73,581	$	24,000
Share based compensation		59,465		14,979
	$	133,046	$	38,979

(ii) Balances with related parties

	January 31,		October 31,
	2023		2022
Amounts owed to officers	$	124,257	$	185,830
Amounts owed to directors		19,575		96,014
	$	143,832	$	281,844

b. On March 7, 2022, the Company signed an agreement with SciSparc, pursuant to which the Company and SciSparc agreed to cooperate in conducting a feasibility study using certain molecules developed by each party (the “Cooperation Agreement”). Certain of the Company’s officers and directors currently operate, manage or are engaged as officers and/or directors of SciSparc, which may have similar or different objectives than the Company’s. Such activities could detract from the time these people have to allocate to the Company’s affairs. To date, no determination has been made to pursue the joint venture and the development of the research activities with SciSparc remains in a very early stage. For the three months ended January 31, 2023, the Company received $13,180 as a reimbursement for research and development expenses conducted within the framework of the Cooperation Agreement. As of January 31, 2023, $77,314 is owed to the Company.

c. The Company shares office space with SciSparc.

F-9

CLEARMIND MEDICINE INC.

Notes to the Condensed Interim Consolidated Financial Statements

(Expressed in Canadian Dollars)

(Unaudited)

5. Share Capital

a. The Company’s authorized share capital is unlimited common shares without par value share. As of January 31, 2023, the number of shares issued and outstanding are 2,478,441 (October 31, 2022 - 1,319,770).

b. On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts and instruments convertible into shares have been retroactively restated for all periods presented.

c. Share transactions during the three months ended January 31, 2023:

(i) On November 14, 2022, the Company completed an underwritten public offering of 1,153,847 shares at a price to the public of US$6.50 per share (CAD$8.65), for aggregate gross proceeds of US$7.5 million, prior to deducting underwriting discounts and offering expenses. The offering closed on November 17, 2022. Net proceeds received were $8,466,602.

In addition, the Company granted Aegis Capital Corp. (“Aegis”), who acted as the underwriters for the deal, a 45-day option to purchase up to 173,077 additional common shares, equal to 15% of the number of shares sold in the offering solely to cover over-allotments, if any (“Over-Allotment”). The public purchase price per additional common share would have been US$6.50 per share (CAD$8.65). The Over-Allotment was not exercised.

Aegis received 57,692 underwriter warrants, each such warrant entitling the agents to receive one common share upon payment of US $8.125 per share, exercisable six months after the commencement of sales of this offering and expiring on a date which is no more than five years after the commencement of sales of the offering. The fair value for underwriter warrants total of $376,851 and have been credited to the warrant reserve. The fair value has been estimated using the Black-Scholes option pricing model assuming no expected dividends or forfeitures and the following weighted average assumptions:

Risk-free interest rate	1.43	%
Expected life (in years)	5
Expected volatility	107	%

In connection with the offering, the Company’s common shares were approved for listing on the Nasdaq and began trading on the Nasdaq under the symbol “CMND” on November 15, 2022.

Following the public offering, Medigus were entitled to receive 44,829 shares and 2,241 warrants pursuant to an anti-dilution clause included in the agreement signed between the Company and Medigus on June 29, 2022.

The anti-dilution feature was recorded as a derivative liability as of October 31, 2022 and has been classified to equity upon completion of the IPO.

(ii) On January 16, 2023, 4,824 shares were issued in respect of RSU’s that had been fully vested. The RSU’s had a fair value of $51,120 at the time of issuance.

(iii) During the three months ended January 31, 2023, pursuant to existing commitments detailed in notes 11c and 11a, the Company is committed to issue 9,386 shares with a fair value of $46,832 to two service providers. As of the date of this report, these shares have not been issued.

d. Share transactions during the three months ended January 31, 2022:

On November 26, 2021, the Company issued 1,333 common shares with a fair value of $28,800. The amount is in respect of services provided by the Chief Scientific Officer in prior periods (Note 11(a)) and therefore the amounts has been reclassified from RSU reserve to Share Premium.

F-10

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements

(Expressed in Canadian Dollars)

(Unaudited)

6. Share Purchase Warrants

The following table summarizes the continuity of the Company’s share purchase warrants:

	Number of warrants		Weighted average exercise price
Balance, October 31, 2021 and January 31, 2022		526,666	$	21.84
Issued		66,245		60.00
Balance, October 31, 2022		592,911		26.10
Issued (note 5c(i))		57,692		10.85
Balance, January 31, 2023		650,603	$	24.75

As of January 31, 2023, the following share purchase warrants were outstanding:

Number of warrants outstanding		Exercise price			Expiry date
	250,000	$	4.50		April 22, 2024
	276,666	$	37.50		December 22, 2022
	66,245	$	60.00		August 14, 2023
	57,692	$	10.85	(*)	November 17, 2027
	650,603

(*) Exercise price is USD$8.125.

F-11

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements

(Expressed in Canadian Dollars)

(Unaudited)

7. Stock Options

On September 1, 2021, the Company implemented a stock option plan pursuant to which stock options may be granted to directors, officers, employees, and consultants of the Company. The Board of directors is authorized to grant the maximum number of common shares reserved for issuance in any 12-month period to anyone, optionee, other than a consultant may not exceed 5% of the issued and outstanding common shares at the date of the grant. The maximum number of common shares reserved for issuance in any 12-month period to any consultant may not exceed 2% of the issued and outstanding common shares at the date of the grant and the maximum number of common shares reserved for issuance in any 12-month period to all persons engaged in investor relations activities may not exceed 2% of the issued and outstanding number of common shares at the date of the grant.

The following table summarizes the continuity of the Company’s stock options:

	Number of options			Weighted average exercise price
Outstanding, October 31, 2021		111,889		$	20.67
Granted (i)		86,333			20.68
Cancelled (ii)		(40,556	)		21.56
Outstanding, October 31, 2022 and January 31, 2023		157,666		$	20.45
Exercisable, January 31, 2023		82,389		$	20.33

F-12

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

7. Stock Options (continued)

Additional information regarding stock options outstanding as of January 31, 2023, is as follows:

		Outstanding						Exercisable
Range of exercise prices		Number of stock options		Weighted average remaining contractual life (years)		Weighted average exercise price		Number of stock options		Weighted average exercise price
$	5.55		16,000		3.32	$	5.55		8,000	$	5.55
$	16.80		29,333		9.01		16.80		14,389		16.80
$	20.40		12,667		8.86		20.40		12,667		20.40
$	22.50		35,000		3.31		22.50		18,750		22.50
$	23.40		6,000		6.24		23.40		2,750		23.40
$	24.00		31,333		9.01		24.00		10,444		24.00
$	24.90		4,000		3.64		24.90		4,000		24.90
$	25.20		20,000		3.42		25.20		10,000		25.20
$	30.00		3,333		8.86		30.00		1,389		30.00
			157,666		6.20	$	20.45		82,389	$	20.33

The fair value for stock options previously granted to certain consultants for ongoing services measured during the period have been estimated using the Black-Scholes option pricing model assuming no expected dividends or forfeitures and the following weighted average assumptions:

	2023			2022
Risk-free interest rate		2.60%-2.72	%		1.58	%
Expected life (in years)		5.38			5.91
Expected volatility		91.81%-94.66	%		94	%

The portion of the total fair value of stock options expensed during the three months ended January 31, 2023, was $132,338 (2022 - $218,974) which was recorded as share-based payment reserve and charged to operations. The weighted average fair value of stock options granted during the three months ended January 31, 2023 was $3.02 per share (no options were granted during the three months ended January 31, 2023).

F-13

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

8. Restricted Share Units

On August 4, 2021, the Company approved an RSU plan, which is designed to provide certain directors, officers, employees, and consultants of the Company with the opportunity to acquire RSU’s of the Company. Each unit is equivalent in value to a common share and upon vesting results in the holder thereof being issued, at the discretion of the Board, either (i) a common share, or (ii) an amount of cash equal to the fair market value of a common share.

During the three months ended January 31, 2023, the Company recognized RSU reserve of $466,314 (2021 - $190,000) related to vested RSU’s.

The following table summarizes the continuity of RSUs:

	Number of RSUs			Weighted average issue price
Balance, October 31, 2021		–		$	–
Granted		35,328			10.55
Vested		(35,328	)		10.55
Balance, October 31, 2022		–		$	–
Granted (i)		14,774			5.01
Vested		(14,774	)		5.01
Balance, January 31, 2023		–		$	–

(i) During the three months ended January 31, 2023, the Company issued 14,774 RSU’s with a fair value of $74,005 to consultants.

F-14

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

9. Financial Instruments and Risk Management

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s statement of financial position as of January 31, 2023, as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance January 31, 2023
Short-term investment	$	180,225	$	–	$	–	$	180,225

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s statement of financial position as of October 31, 2022, as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance October 31, 2022
Short-term investment	$	264,449	$	–	$	–	$	264,449
Derivative liability		–		396,597		–		396.597

The fair value of other assets and liabilities, which include cash, amounts receivable, accounts payable and accrued liabilities, and amounts due to related parties, approximate their carrying values due to the relatively short-term maturity of these instruments.

b. Credit Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and other receivables. The Company limits its exposure to credit loss by placing its cash with high credit quality financial institutions. The carrying amount of financial assets represents the maximum credit exposure.

c. Foreign Exchange Rate Risk

Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities are denominated in a foreign currency. The Company’s subsidiary operates in Israel and has certain monetary financial instruments denominated in NIS and U.S dollars. The Company has not entered into foreign exchange rate contracts to mitigate this risk.

The following table indicates the impact of foreign currency exchange risk on net working capital as of January 31, 2023. The table below also provides a sensitivity analysis of a 10% strengthening of the foreign currency against functional currencies identified which would have increased (decreased) the Company’s net loss by the amounts shown in the table below. A 10% weakening of the foreign currency against the functional currencies would have had the equal but opposite effect as of January 31, 2023.

F-15

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

9. Financial Instruments and Risk Management (continued)

c. Foreign Exchange Rate Risk (continued)

Cash	$	4,491,696
Amounts receivable		161,758
Accounts payable and accrued liabilities		(888,123	)
Due to related parties		(112,957	)
Total foreign currency financial assets and liabilities	$	3,652,374
Impact of a 10% strengthening or weakening of foreign exchange rate	$	365,237

d. Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to significant interest rate risk as it does not have any liabilities with variable rates.

e. Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s objective to managing liquidity risk is to ensure that it has sufficient liquidity available to meet its liabilities when due. The Company relies on raising debt or equity financing in a timely manner.

The following amounts are the contractual maturities of financial liabilities as of January 31, 2023 and October 31, 2022:

January 31, 2023	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	900,872	$	900,872	$	–
Due to related parties		143,832		143,832		–
Lease liability		27,017		27,017		–
	$	1,071,721	$	1,071,721	$	–

October 31, 2022	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	1,906,706	$	1,906,706	$	–
Due to related parties		281,844		281,844		–
Derivative liability		396,597		396,597
Lease liability		52,399		52,399
	$	2,637,546	$	2,637,546	$	–

F-16

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

10. Capital Management

The Company manages its capital to maintain its ability to continue as a going concern and to provide returns to shareholders and benefits to other stakeholders. The capital structure of the Company consists of cash and equity comprised of issued share capital, RSU reserve, warrants reserve, and options reserve.

The Company manages its capital structure and makes adjustments to it in light of economic conditions. The Company, upon approval from its Board of Directors, will balance its overall capital structure through new share issuances or by undertaking other activities as deemed appropriate under the specific circumstances.

The Company is not subject to externally imposed capital requirements and the Company’s overall strategy with respect to capital risk management remains unchanged from the three months ended January 31, 2023.

11. Commitments

a. On November 1, 2020 (as amended on May 12, 2021), the Company entered into an agreement to acquire the rights, title, and interest in certain patents and patent applications in exchange for entering into a consulting services agreement with the consultant. The consultant will become the Company’s scientific consultant and will be compensated with a monthly fee of $5,000 starting on February 1, 2021. The Company is to issue the consultant 16,000 common shares in equal instalments, at the end of each quarter, commencing with the ending of the first complete quarter after the date on which the Canadian Securities Exchange (“Listing Date”) has provided its final approval to the Company’s change of business, over a period of three years. The Company is to also grant the consultant 16,000 stock options which will be exercisable at $5.55 per common share (granted). The stock options will vest in equal parts at the end of each quarter commencing with the ending of the first complete quarter after the Listing Date, over a period of three years. During the three months ended January 31, 2023, the Company recognized share-based compensation of $6,549 (2021 - $nil) related to the RSU reserve pursuant to the agreement. As of January 31, 2023, the Company has issued 2,667 (2021 – $nil) common shares pursuant to the agreement.

b. Effective January 1, 2022, the Company entered into advisory agreements with three advisors of the Company, whereby the Company agreed to issue each consultant 666 RSU’s at the end of each month commencing January 31, 2022, for an initial term of 12 months. During the three months ended January 31, 2023, the Company recognized share-based compensation of $30,280 related to RSU’s. As of January 31, 2023, a total of 26,000 shares are issuable to the 3 advisors in consideration for 13 months of services.

c. On March 1, 2022, the Company entered into an advisory agreement with a consultant, whereby the Company agreed to pay the consultant ILS 20,000 ($7,752) and 666 RSU’s per month for a period of 12 months. During the three months ended January 31, 2023, the Company recognized share-based compensation of $10,093 related to RSU’s. As of January 31, 2023, a total of 7,333 shares are issuable to the advisor in consideration for 11 months of services.

F-17

CLEARMIND MEDICINE INC. 

Notes to the Condensed Interim Consolidated Financial Statements 

(Expressed in Canadian Dollars)

(Unaudited)

11. Commitments (continued)

d. On March 14, 2022, the Company entered an agreement with a consultant, whereby the Company agreed to issue the consultant RSU’s equivalent to US$10,000 per month for a period of three months. The term is automatically renewed unless terminated by the Company with three days’ written notice within the initial term or thirty days in a subsequent term. From January 1, 2023, the agreement was amended to $5,000 per month. His agreement is still in effect. During the three months ended January 31, 2023, the Company recognized share-based compensation of $33,631 related to RSU’s. As of January 31, 2023, a total of 6,774 shares are issuable to the advisor in consideration for 10 months of services.

e. On May 23, 2022, the Company entered an agreement with a consultant, whereby the Company agreed to issue the consultant RSU’s equivalent to US$10,000 per month for a period of three months. The term is automatically renewed unless terminated by the Company with three days’ written notice within the initial term or thirty days in a subsequent term. During the three months ended January 31, 2023, the Company recognized share-based compensation of $40,283 related to RSU’s.

12. Segmented Information

As of January 31, 2023, the Company has one operating segment, research and development of psychedelic medicine, which takes place primarily in Israel.

The Company’s non-current assets by geographical location are as follows:

January 31, 2023	Canada		United States		Europe		Asia		Total
Intangible assets	$	–	$	52,152	$	52,152	$	69,536	$	173,840
Property and equipment		–		–		–		15,012		15,012
Restricted cash		20,000		–		–		–		20,000
ROU asset		–		–		–		24,340		24,340
	$	20,000	$	52,152	$	52,152	$	108,888	$	233,192

October 31, 2022	Canada		United States		Europe		Asia		Total
Intangible assets	$	–	$	53,339	$	53,339	$	71,119	$	177,797
Property and equipment		–		–		–		17,610		17,610
Restricted cash		20,000		–		–		–		20,000
ROU asset		–		–		–		48,768		48,768
Deferred offering costs		–		270,487		–		–		270,768
	$	20,000	$	323,826	$	53,339	$	137,497	$	534,662

13. Subsequent Events

On February 22, 2023, 12,006 shares were issued in respect of fully vested RSU’s that had been fully vested. The RSU’s had a fair value of $141,071 at the time of issuance.

F-18

EX-99.2

Exhibit 99.2

CLEARMIND MEDICINE INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS 

For the Three Months Ended January 31, 2023

Expressed in Canadian Dollars

(Unaudited)

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

This Management’s Discussion and Analysis (“MD&A”) of Clearmind Medicine Inc. (“Clearmind” or the “Company”), prepared as of March 17, 2023, should be read in conjunction with the unaudited condensed interim consolidated financial statements and the notes thereto for the three months ended January 31, 2023, which were prepared in accordance with International Financial Reporting Standards (“IFRS”). All amounts are expressed in Canadian dollars unless otherwise indicated.

Additional information about the Company is available on SEDAR at www.sedar.com.

Cautionary Statement Regarding Forward-Looking Information

This MD&A may contain “forward-looking statements” which reflect the Company’s current expectations regarding future results of operations, performance and achievements of the Company. The Company has tried, wherever possible, to identify these forward-looking statements by, among other things, using words such as “anticipate,” “believe,” “estimate,” “expect” and similar expressions. The statements reflect the current beliefs of the management of the Company, and are based on currently available information. Accordingly, these statements are subject to known and unknown risks, uncertainties and other factors, which could cause the actual results, performance, or achievements of the Company to differ materially from those expressed in, or implied by, these statements.

The Company undertakes no obligation to publicly update or review the forward-looking statements whether as a result of new information, future events or otherwise.

Historical results of operations and trends that may be inferred from the following discussions and analysis may not necessarily indicate future results from operations.

Description of Business and Company Overview

Corporate Information

The Company was incorporated under the name Cyntar Ventures Inc. on July 18, 2017, pursuant to the provisions of the Business Corporations Act (British Columbia). On March 24, 2021, the name of the Company was changed to Clearmind Medicine Inc. The Company’s principal executive offices are located at 101 – 1220 W. 6th Ave, Vancouver, BC V6H1A5 and its operational offices are located at 20 Rahul Wallenberg, Tel Aviv, Israel.

Originally, the Company operated as a mineral resource exploration operations company. In September 2020, the Company announced a shift of the focus of the business to the development of innovative psychedelic therapies. This process involved the acquisition of all rights, title and interests in several patent applications for the treatment of alcohol abuse disorder and various other non-controlled binge behaviors. As part of this process, the Company announced a Change of Business, or COB listing, on the CSE. The COB became effective in November 2020. In May 2021, the Company completed all of the requirements of the CSE for a COB listing. The Company’s common shares trade on the Canadian Securities Exchange under the symbol “CMND”.

On September 30, 2022, the Company’s Board of Directors approved a 1-for-30 reverse split of its issued and outstanding ordinary shares, effective as of September 30, 2022, pursuant to which holders of the Company’s ordinary shares received 0.0333 of an ordinary share for every one ordinary share.

On November 14, 2022, the Company completed a public offering for aggregate gross proceeds of US$7.5 million and up listing to the Nasdaq Capital Market (“Nasdaq”). As a result, the Company also trades under the symbol CMND on the Nasdaq.

2

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Company Overview

The Company is a pre-clinical pharmaceutical company approaching phase 1 clinical trials, that develops novel psychedelic medicines to solve widespread, yet under-served, health problems. The Company’s goal is to develop and provide a new type of treatment for mental health disorders, including alcohol use disorders, or AUD, binge drinking and eating disorders, where there is significant unmet need and lack of innovation. The Company sees psychedelic therapies, which previously may have been overlooked or underused, as the future of treatment for a variety of indications. The Company believes that its solution for AUD can help solve one of the world’s biggest health problems, which costs the United States alone roughly $250 billion each year.

The Company’s flagship treatment and focus for the short term is on AUD, which is incredibly common. It varies from mild to excessive and describes a person’s inability to restrict their alcohol consumption, despite negative social, occupational, or health consequences. Alcohol consumption contributes to 3 million deaths each year globally and is the third most common preventable cause of death in the United States. Apart from potentially changing people’s lives, the Company believes that the Company’s treatment could potentially reduce the amount currently being spent on the consequences of AUD in the United States, Europe, India, China and other countries around the world. The Company also believes that its treatment may address binge drinking. 95,000 people die every year in the United States alone due to binge drinking.

The Company has completed a series of pre-clinical, investigational new drug—, or IND—, enabling studies in the United States and China that are required before the Company can study its compound for the first time in humans. These studies include pharmacokinetic and toxicological studies in rats and dogs in order to assess the safety profile of the Company’s compound and characterization of the drug metabolism. The Company has conducted several metabolism studies designed to better understand the way 5-Methoxy-2-aminoindane, or MEAI, is digested in several species. In addition, the Company has conducted a pre-clinical animal model of AUD to characterize the effect of MEAI on alcohol consumption. This study involved testing the effect of MEAI’s ability to curb alcohol cravings after exposing mice to prolonged alcohol consumption over a short period, mimicking binge alcohol consumption in humans.

The Company intends to submit the Company’s IND request and to initiate the Phase I/IIa clinical study in the first quarter of 2023. As part of this strategy, the Company had a pre-IND meeting with the U.S. Food and Drug Administration, or FDA, in May 2022. The Company plans to submit applications to conduct the Phase I/IIa study in Europe, the United States and Israel. Upon completion of the Phase I/IIa studies, if successful, the Company will be required to conduct additional clinical trials subject to securing additional financing.

Research and development work

In addition to the Company’s research programs on the uses of MEAI, the Company has plans to conduct 12 other research programs on different molecules, which are to be led by the Company’s highly skilled, focused team, with deep expertise in their respective fields, several of whom have taken products from the discovery phase to clinical trials in the United States in their previous respective roles, as well as key members of the Company’s scientific advisory board who have participated in numerous clinical trials in the areas of alcoholism and addiction.

3

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

These 12 additional drug programs can be separated into two categories. Nine of these programs are in the pre-discovery phase, and are primarily aimed at discovering innovative molecules designed for the treatment of mental health diseases such as depression, anxiety and post-traumatic stress disorder, or PTSD. Of the remaining three of these programs which are all in the discovery phase, one is aimed at the treatment of depression and treatment resistant depression, or TRD, while the other two are aimed at studying substances that can replicate the effects of 3,4-methylenedioxymethamphetamine, or MDMA, for therapeutic purposes.

In the Company’s research program aimed at treating depression and TRD, the Company has been studying the effects of administering 2-fluorodeschloroketamine, or 2-FDCK. The Company investigated 2-FDCK in a pre-clinical proof-of-concept study. In the Company’s two research programs aimed at finding substances that can be utilized for the same therapeutic purposes as MDMA, the Company will be studying 1-(Benzofuran-5-yl)-N-methylpropan-2-amine, or 5-MAPB and 1-Benzofuran-6-yl propan-2-amine, or 6-APB. The Company believes these treatments may be beneficial for fail-safes for MDMA based on a September 2016 article from Naunyn-Schmiedeberg’s Archives of Pharmacology, which reported the receptor binding profiles of 5-MAPB and 6-APB are different enough from MDMA to effectively perform a substitute role in the therapy while being similar enough so as not to have to change the therapeutic protocol.

Strategy

With respect to the Company’s AUD programs, the Company developed MEAI as a new chemical entity (NCE) drug candidate. The Company intends to seek regulatory approval through the FDA’s 505(b)(1) regulatory path. The FDA’s 505(b)(1) regulatory path is typically used for novel drugs that have not previously been studied or approved, and drug development pursuant to this path requires drug developers to conduct all studies needed to demonstrate the safety and efficacy of the drug. Given its nature, this type of submission requires extensive research, including both clinical and nonclinical studies, to prove the product’s safety and efficacy for the indication being sought.

Pursuant to the Company’s pre-IND meeting correspondence with the FDA, the FDA informed the Company that the Phase I portion of the Company’s Phase I/IIa study could not include only AUD patients (i.e., the Company’s target population). Accordingly, at the pre-IND meeting, the Company discussed a hybrid model for the Phase I portion of the study, where the Company would study both healthy volunteers and AUD patients, and the FDA did not rule this out as a possibility. While the Company cannot guarantee that the FDA will approve the Company’s request, if approved, such special accommodation would allow the Company’s to start the first in-human study with the target population rather than with healthy volunteers. If the FDA grants the Company the ability to use the hybrid model that includes AUD patients, the Company’s timeline for the clinical development of MEAI could be accelerated as it will potentially allow the Company’s to submit only one IND application, IRB application and one set of study reports for both Phase I and Phase IIa of the Company’s clinical trial. Furthermore, this model allows the Company to reach the Company’s target population quicker, hence getting more substantial safety data on the Company’s target population at an earlier stage.

4

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Selected Financial Information

The following financial data prepared in accordance with IFRS in Canadian dollars is presented for the three month periods ended January 31, 2023 and 2022.

	Three months ended
	January 31,
	2023			2022
Operating expenses
General and administrative	$	1,679,546		$	1,660,157
Research and development		792,460			424,262
Total operating expenses		2,472,006			2,084,419
Loss before other expenses		(2,472,006	)		(2,084,419
Finance expenses
Unrealized loss on short-term investment		(84,224	)		–
Foreign exchange gain (loss)		42,348			(6,464	)
Interest income		36,875			–
Total finance expenses		(5,001	)		(6,464	)
Other incomes
Dividend received		22,101			–
Total other incomes		22,101			–
Loss before taxes		(2,454,906	)		(2,090,883	)
Tax expenses		(4,562	)		–
Net Loss		(2,459,468	)		(2,090,883	)
Other comprehensive loss for the period
Items that may be reclassified subsequently to profit or loss:
Foreign exchange differences on translation of foreign operations		(4,618	)		–
Comprehensive loss	$	(2,464,086	)	$	(2,090,883	)

Three-month period ended January 31, 2022, compared to the three-month period ended January 31, 2021

Research Costs

Research costs are comprised primarily of (i) Salaries and wages to Company employees at and (ii) pre-clinical trials.

For the three-month period ended January 31, 2023, research costs amounted to $792,460 as compared to $424,262 for the three-month period ended January 31, 2022. The increase is attributed to the advancement of our research program.

General and Administrative Expenses

For the three-month period ended January 31, 2023, general and administrative expenses amounted to $1,679,546 as compared to $1,660,157 for the three-month period ended January 31, 2022. The amount incurred in 2023 is consistent with the amount spent in 2022.

5

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Finance expenses

For the three-month period ended January 31, 2023, financial expenses amounted to $5,001 as compared to an $6,464 for the three-month period ended January 31, 2022. The financial expenses during the three-month period ended January 31, 2023 consist of unrealized loss on short-term investment of $84,224, foreign exchange gain of $42,348 and interest income of $36,875 that derived from our cash investments.

Loss for the period

The Company reported a loss for the three-month period ended January 31, 2023 of $2,459,468 as compared to a loss of $2,090,883 for the three-month period ended January 31, 2022. The primary reason the increased loss is due to the increase in research and development costs.

Financial Summary of Quarterly Results

The following is a summary of the Company’s financial results for the eight most recently completed quarters.

	January 31, 2023			October 31, 2022			July 31, 2022			April 30, 2022
Total revenues	$	–		$	–		$	–		$	–
Net loss		(2,459,468	)		(2,121,298	)		(2,024,162	)		(3,174,463	)
Net loss per share, basic and diluted		(1.07	)		(1.67	)		(1.50	)		(2.40	)

	January 31, 2022			October 31, 2021			July 31, 2021			April 30, 2021
Total revenues	$	–		$	–		$	–		$	–
Net loss		(2,090,883	)		(2,529,298	)		(1,082,704	)		(188,818	)
Net loss per share, basic and diluted		(1.67	)		(2.70	)		(0.90	)		(0.30	)

Factors causing significant variations in quarterly results are as follows:

● The increase in loss for the quarter ended April 30, 2021, was primarily due to an increase in professional, management and directors’ fees.

● The increase in loss for the quarter ended July 31, 2021, was primarily due to an increase in professional, management and directors’ fees.

● The increase in loss for the quarter ended October 31, 2021, was primarily due to an increase in share-based compensation of $846,155 that relates to the grant of 111,889 stock options and 6,667 restricted share units during the quarter, and an increase in research and development.

● The decrease in loss for the quarter ended January 31, 2022, was primarily due to a decrease in share-based compensation.

● The increase in loss for the quarter ended April 30, 2022, was primarily due to an increase in research and development.

● The decrease in loss for the quarter ended July 31, 2022, was primarily due to a decrease in research and development.

● The increase in loss for the quarter ended October 31, 2022, was primarily due to an increase in research and development.

● The increase in loss for the quarter ended January 31, 2023, was primarily due to an increase in general and administrative.

6

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Liquidity and Capital Resources

As of January 31, 2023, the Company had cash on hand of $4,498,048 and positive working capital of $4,909,524, compared to $175,768 and negative working capital of $4,563,211 as of October 31, 2022, respectively. During the three-month period ended January 31, 2023, the Company’s overall position of cash increased by $4,322,280 from the year ended October 31, 2022. This decrease in cash can be attributed to the following:

● The Company’s net cash used in operating activities during the three-month period ended January 31, 2023, was $4,118,018 as compared to $1,786,855 for the three-month period ended January 31, 2022. This increase is mostly due to company growth and the increased expenditures on research and development during the period.

● Net cash provided by financing activities for the three-month period ended January 31, 2023, was $8,455,321 as compared to $nil for the three-month period ended January 31, 2022. Cash provided in 2023 was from November 2022 financing on Nasdaq.

The Company may have capital requirements in excess of its currently available resources. In the event the Company’s plans change, its assumptions change or prove inaccurate, or its capital resources in addition to projected cash flow, if any, prove to be insufficient to fund operations, the Company may be required to seek additional financing. There can be no assurance that the Company will have sufficient financing to meet its future capital requirements or that additional financing will be available on terms acceptable to the Company in the future.

Capital Management

The Company manages its capital to maintain its ability to continue as a going concern and to provide returns to shareholders and benefits to other stakeholders. The capital structure of the Company consists of cash and equity comprised of issued capital, shares issuable, warrants reserve and share-based payment reserve.

The Company manages its capital structure and makes adjustments to it in light of economic conditions. The Company, upon approval from its Board of Directors, will balance its overall capital structure through new share issuances or by undertaking other activities as deemed appropriate under the specific circumstances.

The Company is not subject to externally imposed capital requirements and the Company’s overall strategy with respect to capital risk management remains unchanged from the year ended October 31, 2022.

Off Balance Sheet Arrangements

There are no off-balance sheet arrangements to which the Company is committed.

7

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Transactions With Related Parties

a. Compensation to key management personnel

(i) The compensation to key management personnel for employment services they provide to the Company is as follows:

	Three months ended		Three months ended
	January 31,		January 31,
	2023		2022
Officers:
Consulting fees	$	190,374	$	127,859
Share based compensation		59,933		147,424
	$	250,307	$	275,283
Directors:
Directors’ fees	$	73,581	$	24,000
Share based compensation		59,465		14,979
	$	133,046	$	38,979

(ii) Balances with related parties

	January 31,		October 31,
	2023		2022
Amounts owed to officers	$	124,257	$	185,830
Amounts owed to directors		19,575		96,014
	$	143,832	$	281,844

b. On March 7, 2022, the Company signed an agreement with SciSparc, pursuant to which the Company and SciSparc agreed to cooperate in conducting a feasibility study using certain molecules developed by each party (the “Cooperation Agreement”). Certain of the Company’s officers and directors currently operate, manage or are engaged as officers and/or directors of SciSparc, which may have similar or different objectives than the Company’s. Such activities could detract from the time these people have to allocate to the Company’s affairs. To date, no determination has been made to pursue the joint venture and the development of the research activities with SciSparc remains in a very early stage. For the three months ended January 31, 2023, the Company received $13,180 as a reimbursement for research and development expenses conducted within the framework of the Cooperation Agreement. As of January 31, 2023, $77,314 is owed to the Company.

c. The Company shares office space with SciSparc.

8

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Financial Instruments and Risk Management

(a) Fair Values

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s statement of financial position as at January 31, 2023, as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1) $		Significant other observable inputs (Level 2) $		Significant unobservable inputs (Level 3) $		Balance January 31, 2023 $
Short-term investment		180,225		–		–		180,225

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s statement of financial position as of October 31, 2022, as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance October 31, 2022
Short-term investment	$	264,449	$	–	$	–	$	264,449
Derivative liability		–		396,597		–		396.597

The fair values financial instruments, which include cash, amounts receivable, accounts payable and accrued liabilities, and amounts due to related parties, approximate their carrying values due to the relatively short-term maturity of these instruments.

(b) Credit Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash. The Company limits its exposure to credit loss by placing its cash with high credit quality financial institutions. The carrying amount of financial assets represents the maximum credit exposure.

(c) Foreign Exchange Rate Risk

Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities are denominated in a foreign currency. The Company’s subsidiary operates in Israel and has certain monetary financial instruments denominated in New Israeli Shekel and U.S dollars. The Company has not entered into foreign exchange rate contracts to mitigate this risk.

The following table indicates the impact of foreign currency exchange risk on net working capital as at January 31, 2023. The table below also provides a sensitivity analysis of a 10% strengthening of the foreign currency against functional currencies identified which would have increased (decreased) the Company’s net loss by the amounts shown in the table below. A 10% weakening of the foreign currency against the functional currencies would have had the equal but opposite effect as of January 31, 2023.

Cash	$	4,491,696
Amounts receivable		161,758
Accounts payable and accrued liabilities		(888,123	)
Due to related parties		(112,957	)
Total foreign currency financial assets and liabilities	$	3,652,374
Impact of a 10% strengthening or weakening of foreign exchange rate	$	365,237

9

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

(d) Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to significant interest rate risk as it does not have any liabilities with variable rates.

(e) Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company's objective to managing liquidity risk is to ensure that it has sufficient liquidity available to meet its liabilities when due. The Company relies on raising debt or equity financing in a timely manner.

The following amounts are the contractual maturities of financial liabilities as of January 31, 2023, and October 31, 2022:

January 31, 2023	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	900,872	$	900,872	$	–
Due to related parties		143,832		143,832		–
Lease liability		27,017		27,017
	$	1,071,721	$	1,071,721	$	–

October 31, 2022	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	1,906,706	$	1,906,706	$	–
Due to related parties		281,844		281,844		–
Derivative liability		396,597		396,597
Lease liability		52,399		52,399
	$	2,637,546	$	2,637,546	$	–

Accounting Standards Issued But Not Yet Effective

A number of new standards, and amendments to standards and interpretations, are not yet effective for the three months ended January 31, 2023, and have not been early adopted in preparing these condensed interim consolidated financial statements. These new standards, and amendments to standards and interpretations are either not applicable or are not expected to have a significant impact on the Company’s condensed interim consolidated financial statements.

Significant Accounting Estimates and Judgments

The preparation of condensed interim consolidated financial statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the application of policies and reported amounts of assets, liabilities, income, and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

10

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Significant Estimates

Share-based Compensation

Fair values are determined using the Black-Scholes option pricing model. Estimating fair value requires determining the most appropriate valuation model for a grant of equity instruments, which is dependent on the terms and conditions of the grant. Option-pricing models require the use of highly subjective estimates and assumptions including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates and, therefore, existing models do not necessarily provide reliable measurement of the fair value of the Company’s stock options.

Deferred Income Taxes

The determination of income tax expense and the composition of deferred income tax assets and liabilities involves judgment and estimates as to the future taxable earnings, expected timing of reversals of deferred income tax assets and liabilities, and interpretations of tax laws. The Company is subject to assessments by tax authorities who may interpret the tax law differently. Changes in these interpretations, judgments, and estimates may materially affect the final amount of deferred income tax provisions, deferred income tax assets and liabilities, and results of operations.

Significant Judgments

The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies that have the most significant effect on the amounts recognized in the Company’s consolidated financial statements are as follows:

Going Concern

The application of the going concern assumption which requires management to take into account all available information about the future, which is at least but not limited to, 12 months from the year end of the reporting period. The Company is aware that material uncertainties related to events or conditions may cast significant doubt upon the Company’s ability to continue as a going concern.

Additional Disclosure For Companies Without Significant Revenue

An analysis of material components of the Company’s general and administrative expenses is disclosed in the condensed interim consolidated financial statements for the three-months ended January 31, 2023, to which this MD&A relates.

Disclosure of Outstanding Share Data

Authorized share capital consists of unlimited number of common shares without par value.

As of January 31, 2023, and March 17, 2023, the Company had 2,478,441 and 2,490,447 common shares issued and outstanding, respectively.

As of January 31, 2023, and March 17, 2023, the Company had 157,666 stock options outstanding, respectively.

As of January 31, 2023, and March 17, 2023, the Company had 650,603 share purchase warrants outstanding.

As of January 31, 2023, and March 17, 2023, the Company had 51,943 and 39,937 RSU’s outstanding.

11

CLEARMIND MEDICINE INC.

Management’s Discussion and Analysis

For the Three Months Ended January 31, 2023

Risks and Uncertainties

The Company business, and investing in the Company’s securities, are subject to numerous risks, as more fully described in the section entitled “Risk Factors” beginning on page 9 and other risk factors contained in the Company’s Annual Information Form filed in SEDAR on December 1, 2022. If any of these risks actually occur, the Company’s business, financial condition or results of operations would likely be materially adversely affected. In each case, the trading price of the Company’s securities would likely decline, and investors may lose all or part of their investment. The following is a summary of some of the principal risks the Company faces:

● The Company has incurred losses since its inception. The Company anticipated that it will incur significant losses for the foreseeable future, and the Company may never achieve or maintain profitability.

● The Company’s financial statements contain an explanatory paragraph regarding substantial doubt about the Company’s ability to continue as a going concern.

● If the Company is unable to establish sales and marketing capabilities or enter into agreements to sell and market any product candidates, the Company may not be successful in commercializing those product candidates.

● If the Company is unable to maintain effective proprietary rights for the Company’s product candidates or any future product candidates, the Company may not be able to compete effectively in its markets.

12

XML

Document And Entity Information	3 Months Ended
	Jan. 31, 2023
Document Information Line Items
Entity Registrant Name	Clearmind Medicine Inc.
Document Type	6-K
Current Fiscal Year End Date	--10-31
Amendment Flag	false
Entity Central Index Key	0001892500
Document Period End Date	Jan. 31, 2023
Entity File Number	001-41557

XML

Condensed Interim Consolidated Statements of Financial Position (Unaudited) - CAD ($)	Jan. 31, 2023	Oct. 31, 2022
Current assets
Cash and cash equivalents	$ 4,498,048	$ 175,768
Other receivables	291,829	69,518
Short-term investment (Note 3)	180,225	264,449
Prepaid expenses	933,829	19,443
Related parties (Note 4b)	77,314	64,134
Total current assets	5,981,245	593,312
Non-current assets
Property and equipment	15,012	17,610
Intangible assets	173,840	177,797
Restricted cash	20,000	20,000
Right-of-use asset	24,340	48,768
Deferred offering costs (Note 5c)		270,487
Total non-current assets	233,192	534,662
Total assets	6,214,437	1,127,974
Current liabilities
Accounts payable and accrued liabilities	900,872	1,906,706
Due to related parties (Note 4)	143,832	281,844
Derivative liability (Note 5c(i))		396,597
Lease liability	27,017	52,399
Total liabilities	1,071,721	2,637,546
Shareholders’ equity (deficit)
Share capital and share premium (Note 5)	17,691,059	9,153,900
RSU reserve (Note 8)	742,662	672,945
Warrants (Note 6)	1,003,801	626,641
Share-based payment reserve (Note 7)	2,048,233	1,915,895
Accumulated other comprehensive loss	(33,622)	(29,004)
Accumulated deficit	(16,309,417)	(13,849,949)
Total shareholders’ equity (deficit)	5,142,716	(1,509,572)
Total liabilities and shareholders’ equity (deficit)	$ 6,214,437	$ 1,127,974

XML

Condensed Interim Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - CAD ($)		3 Months Ended
		Jan. 31, 2023	Jan. 31, 2022
Operating expenses
General and administrative		$ 1,679,546	$ 1,660,157
Research and development		792,460	424,262
Total operating expenses		2,472,006	2,084,419
Loss before other expenses		(2,472,006)	(2,084,419)
Finance expenses
Unrealized loss on short-term investment (Note 3)		(84,224)
Foreign exchange gain (loss)		42,348	(6,464)
Interest income		36,875
Total finance expenses		(5,001)	(6,464)
Other income
Dividend received		22,101
Total other incomes		22,101
Loss before taxes		(2,454,906)	(2,090,883)
Tax expenses		(4,562)
Net Loss		(2,459,468)	(2,090,883)
Other comprehensive loss for the period
Items that may be reclassified subsequently to profit or loss:
Foreign exchange differences on translation of foreign operations		(4,618)
Comprehensive loss		$ (2,464,086)	$ (2,090,883)
Loss per share, basic (in Dollars per share)	[1]	$ (1.07)	$ (1.67)
Weighted average number of shares for the purposes of basic loss per share (in Shares)	[1]	2,297,738	1,251,790

[1] On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts have been retroactively restated for all periods presented.

XML

Condensed Interim Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parentheticals) - $ / shares		3 Months Ended
		Jan. 31, 2023	Jan. 31, 2022
Statement of cash flows [abstract]
Loss per share, diluted	[1]	$ (1.07)	$ (1.67)
Weighted average number of shares for the purposes of diluted loss per share	[1]	2,297,738	1,251,790

[1] On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts have been retroactively restated for all periods presented.

XML

Condensed Interim Statements of Changes in Shareholders' Equity (Deficit) - CAD ($)		Share capital and share premium	RSU and share reserve	Warrants	Share-based payment reserve	Accumulated other comprehensive income	Accumulated deficit	Total
Balance at Oct. 31, 2021		$ 7,905,514	$ 154,000	$ 342,000	$ 839,457		$ (4,439,143)	$ 4,801,828
Balance (in Shares) at Oct. 31, 2021	[1]	1,250,833
Shares issuable for vested RSU’s			36,000					36,000
Shares issued and issuable for services		$ 28,800	73,003					101,803
Shares issued and issuable for services (in Shares)	[1]	1,333
Share-based compensation					218,974			218,974
Net loss for the period							(2,090,883)	(2,090,883)
Balance at Jan. 31, 2022		$ 7,934,314	263,003	342,000	1,058,431		(6,530,026)	3,067,722
Balance (in Shares) at Jan. 31, 2022	[1]	1,252,166
Balance at Oct. 31, 2022		$ 9,153,900	672,945	626,641	1,915,895	(29,004)	(13,849,949)	(1,509,572)
Balance (in Shares) at Oct. 31, 2022	[1]	1,319,770
Share-based compensation					132,338			132,338
Net loss for the period							(2,459,468)	(2,459,468)
Foreign currency translation gain						(4,618)		(4,618)
Total comprehensive loss for the period						(4,618)	(2,459,468)	(2,464,086)
Public offering (Note 5c(i))		$ 8,089,751		376,851				8,466,602
Public offering (Note 5c(i)) (in Shares)	[1]	1,153,847
Shares and warrants issuable to Medigus (Note 5c(i))		$ 396,288		309				396,597
Shares issued from RSUs (Note 5c(ii))		$ 51,120	(51,120)
Shares issued from RSUs (Note 5c(ii)) (in Shares)	[1]	4,824
Shares for services (Notes 11a, 11c)			46,832					46,832
RSU’s vested (Note 8(i))			74,005					74,005
Balance at Jan. 31, 2023		$ 17,691,059	$ 742,662	$ 1,003,801	$ 2,048,233	$ (33,622)	$ (16,309,417)	$ 5,142,716
Balance (in Shares) at Jan. 31, 2023	[1]	2,478,441

[1] On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts have been retroactively restated for all periods presented.

XML

Condensed Interim Consolidated Statements of Cash Flows (Unaudited) - CAD ($)	3 Months Ended
	Jan. 31, 2023	Jan. 31, 2022
Statement of cash flows [abstract]
Net loss	$ (2,459,468)	$ (2,090,883)
Adjustments for:
Amortization of intangible assets	3,957	10,102
Amortization of right-of-use asset	18,399
Interest on lease liability	2,324
Dividend received	22,101
Depreciation of property and equipment	2,607	2,040
Share-based compensation	253,175	356,777
Unrealized loss on short-term investment	84,224
Tax expenses	4,562
Movements in working capital:
Decrease (increase) in amounts receivable	(257,592)	37,821
Decrease (increase) in prepaid expenses	(914,386)	62,634
Decrease in accounts payable and accrued liabilities	(739,909)	(202,805)
Increase (decrease) in due to related parties	(138,012)	37,459
Net cash used in operating activities	(4,118,018)	(1,786,855)
Financing activities
Proceeds from issuance of shares, net (Note 5c(i))	8,466,602
Repayment of lease liabilities	(21,281)
Net cash provided by financing activities	8,445,321
Effect of foreign exchange rate changes	(5,023)	(404)
Net increase (decrease) in cash and cash equivalents	4,322,280	(1,787,259)
Cash and cash equivalents at beginning of period	175,768	4,599,437
Cash and cash equivalents at end of period	4,498,048	2,812,178
Supplementary disclosure of cash flow information:
Cash received for interest	36,875
Non-cash financing and investing activities
Derivative liability converted to equity (Note 5c(i))	$ 396,597

XML

Nature of Operations and Going Concern	3 Months Ended
	Mar. 31, 2023
Description Of Nature Of Entitys Operations And Principal Activities Abstract
Nature of Operations and Going Concern	1.Nature of Operations and Going Concern   a.Clearmind Medicine Inc. (formerly Cyntar Ventures Inc.) (the “Company”) was incorporated in the province of British Columbia on July 18, 2017. The Company changed its name from Cyntar Ventures Inc. to Clearmind Medicine Inc. on March 24, 2021. The Company’s previous business was carrying out mining exploration operations and was involved in the exploration of the Lorn mineral property located in the Clinton and Lillooet Mining Divisions of British Columbia. Effective May 18, 2021, the Company is in the business of researching, developing and marketing proprietary formulations of psychedelic designer therapeutics with an initial focus of developing products. The Company’s head office is located at Suite 101, 1220 West 6th Avenue, Vancouver, BC, V6H 1A5. The Company’s Israeli subsidiary (Clearmindmed Ltd.) provides research and development services to the Company.  On November 14, 2022, the Company completed a public offering for aggregate gross proceeds of US$7.5 million and up listing to the Nasdaq Capital Market (“Nasdaq”), see note 5c. The Company trades under the symbol CMND on both the Nasdaq and the Canadian Securities Exchange (“CSE”) in Toronto.  b.Going concern  These condensed interim consolidated financial statements have been prepared on the going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. For the three months ended January 31, 2023, the Company has not generated any revenues and has negative cash flow from operations of $4,118,018. As of January 31, 2023, the Company has an accumulated deficit of $16,309,417. The continued operations of the Company are dependent on its ability to generate future cash flows or obtain additional financing through debt or equity. Management is of the opinion that sufficient working capital will be obtained from external financing to meet the Company’s liabilities and commitments as they become due, although there is a risk that additional financing will not be available on a timely basis or on terms acceptable to the Company. These factors may cast substantial doubt on the Company’s ability to continue as a going concern. These condensed interim consolidated financial statements do not reflect any adjustments that may be necessary if the Company is unable to continue as a going concern.  c.Reverse share split  On September 30, 2022, the Company’s Board of Directors approved a 1-for-30 reverse split of its issued and outstanding ordinary shares, effective as of September 30, 2022, pursuant to which holders of the Company’s ordinary shares received 0.0333 of an ordinary share for every one ordinary share. All issued and outstanding ordinary shares or instruments convertible into ordinary shares contained in these financial statements have been retroactively adjusted to reflect the reverse share split for all periods presented, unless explicitly stated otherwise.

XML

Significant Accounting Policies

3 Months Ended

Jan. 31, 2023

Significant Accounting Policies [Abstract]

Significant Accounting Policies

2. Significant Accounting Policies

a. Basis of Presentation

The accompanying condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) on a going concern basis.

These condensed interim consolidated financial statements include the accounts of the Company and its 100% owned subsidiaries, Clearmindmed Ltd. and Clearmind Labs Ltd. (inactive). All inter-company balances and transactions have been eliminated on consolidation.

These condensed interim consolidated financial statements have been prepared on a historical cost basis, except for financial assets and liabilities (including derivatives) which are presented at fair value through profit or loss (“FVTPL”), and are presented in Canadian dollars, which is the Company’s functional currency.

b. Unaudited Interim Financial Information

Certain information and footnote disclosures normally included in financial statements prepared in accordance with IFRS have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed financial statements should be read in conjunction with the audited financial statements as of and for the year ended October 31, 2022 and the notes thereto (the “2022 Annual Report”).

The unaudited condensed financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed financial statements contain all adjustments that are necessary to present fairly the Company’s financial position and results of operations for the interim periods presented. The results for the three months ended January 31, 2023 are not necessarily indicative of the results for the year ending October 31, 2023, or for any future period.

As of January 31, 2023, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2022 Annual Report.

c. Significant Accounting Estimates and Judgments

The preparation of consolidated financial statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the application of policies and reported amounts of assets, liabilities, income, and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

Significant Estimates

Share-based Compensation

Fair values are determined using the Black-Scholes option pricing model. Estimating fair value requires determining the most appropriate valuation model for a grant of equity instruments, which is dependent on the terms and conditions of the grant. Option-pricing models require the use of highly subjective estimates and assumptions including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates and, therefore, existing models do not necessarily provide reliable measurement of the fair value of the Company’s stock options. 

Significant Judgments

The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies that have the most significant effect on the amounts recognized in the Company’s consolidated financial statements are as follows:

Going Concern

The application of the going concern assumption requires management to take into account all available information about the future, which is at least but not limited to, 12 months from the year end of the reporting period. The Company is aware that material uncertainties related to events or conditions may cast significant doubt upon the Company’s ability to continue as a going concern.

XML

Short-term Investment

3 Months Ended

Jan. 31, 2023

Short Term Investment Abstract

Short-term Investment

3. Short-term Investment

As of January 31, 2023, the Company holds 27,778 common shares of Medigus Ltd (“Medigus”) (approximately 0.11%) with a total fair value of $180,225. The fair value of common shares held was determined by reference to public price quotations in an active market.

	October 31, 2022		Additions		Unrealized loss			January 31, 2023
Medigus Ltd. – Shares	$	264,449	$	-	$	(84,224	)	$	180,225

XML

Related Party Transactions

3 Months Ended

Mar. 31, 2023

Disclosure Of Related Party Text Block Abstract

Related Party Transactions

4. Related Party Transactions

a. Compensation to key management personnel

(i) The compensation to key management personnel for employment services they provide to the Company is as follows:

	Three months ended		Three months ended
	January 31,		January 31,
	2023		2022
Officers:
Consulting fees	$	190,374	$	127,859
Share based compensation		59,933		147,424
	$	250,307	$	275,283
Directors:
Directors’ fees	$	73,581	$	24,000
Share based compensation		59,465		14,979
	$	133,046	$	38,979

(ii) Balances with related parties

	January 31,		October 31,
	2023		2022
Amounts owed to officers	$	124,257	$	185,830
Amounts owed to directors		19,575		96,014
	$	143,832	$	281,844

b. On March 7, 2022, the Company signed an agreement with SciSparc, pursuant to which the Company and SciSparc agreed to cooperate in conducting a feasibility study using certain molecules developed by each party (the “Cooperation Agreement”). Certain of the Company’s officers and directors currently operate, manage or are engaged as officers and/or directors of SciSparc, which may have similar or different objectives than the Company’s. Such activities could detract from the time these people have to allocate to the Company’s affairs. To date, no determination has been made to pursue the joint venture and the development of the research activities with SciSparc remains in a very early stage. For the three months ended January 31, 2023, the Company received $13,180 as a reimbursement for research and development expenses conducted within the framework of the Cooperation Agreement. As of January 31, 2023, $77,314 is owed to the Company.

c. The Company shares office space with SciSparc.

XML

Share Capital

3 Months Ended

Jan. 31, 2023

Disclosure of Share Capital [Abstract]

Share Capital

5. Share Capital

a. The Company’s authorized share capital is unlimited common shares without par value share. As of January 31, 2023, the number of shares issued and outstanding are 2,478,441 (October 31, 2022 - 1,319,770).

b. On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts and instruments convertible into shares have been retroactively restated for all periods presented.

c. Share transactions during the three months ended January 31, 2023:

(i) On November 14, 2022, the Company completed an underwritten public offering of 1,153,847 shares at a price to the public of US$6.50 per share (CAD$8.65), for aggregate gross proceeds of US$7.5 million, prior to deducting underwriting discounts and offering expenses. The offering closed on November 17, 2022. Net proceeds received were $8,466,602.

In addition, the Company granted Aegis Capital Corp. (“Aegis”), who acted as the underwriters for the deal, a 45-day option to purchase up to 173,077 additional common shares, equal to 15% of the number of shares sold in the offering solely to cover over-allotments, if any (“Over-Allotment”). The public purchase price per additional common share would have been US$6.50 per share (CAD$8.65). The Over-Allotment was not exercised.

Aegis received 57,692 underwriter warrants, each such warrant entitling the agents to receive one common share upon payment of US $8.125 per share, exercisable six months after the commencement of sales of this offering and expiring on a date which is no more than five years after the commencement of sales of the offering. The fair value for underwriter warrants total of $376,851 and have been credited to the warrant reserve. The fair value has been estimated using the Black-Scholes option pricing model assuming no expected dividends or forfeitures and the following weighted average assumptions:

Risk-free interest rate	1.43	%
Expected life (in years)	5
Expected volatility	107	%

In connection with the offering, the Company’s common shares were approved for listing on the Nasdaq and began trading on the Nasdaq under the symbol “CMND” on November 15, 2022.

Following the public offering, Medigus were entitled to receive 44,829 shares and 2,241 warrants pursuant to an anti-dilution clause included in the agreement signed between the Company and Medigus on June 29, 2022.

The anti-dilution feature was recorded as a derivative liability as of October 31, 2022 and has been classified to equity upon completion of the IPO.

(ii) On January 16, 2023, 4,824 shares were issued in respect of RSU’s that had been fully vested. The RSU’s had a fair value of $51,120 at the time of issuance.

(iii) During the three months ended January 31, 2023, pursuant to existing commitments detailed in notes 11c and 11a, the Company is committed to issue 9,386 shares with a fair value of $46,832 to two service providers. As of the date of this report, these shares have not been issued.

d. Share transactions during the three months ended January 31, 2022:

On November 26, 2021, the Company issued 1,333 common shares with a fair value of $28,800. The amount is in respect of services provided by the Chief Scientific Officer in prior periods (Note 11(a)) and therefore the amounts has been reclassified from RSU reserve to Share Premium.

XML

Share Purchase Warrants

3 Months Ended

Jan. 31, 2023

Share Purchase Warrants [Abstract]

Share Purchase Warrants

6. Share Purchase Warrants

The following table summarizes the continuity of the Company’s share purchase warrants:

	Number of warrants		Weighted average exercise price
Balance, October 31, 2021 and January 31, 2022		526,666	$	21.84
Issued		66,245		60.00
Balance, October 31, 2022		592,911		26.10
Issued (note 5c(i))		57,692		10.85
Balance, January 31, 2023		650,603	$	24.75

As of January 31, 2023, the following share purchase warrants were outstanding:

Number of warrants outstanding		Exercise price			Expiry date
	250,000	$	4.50		April 22, 2024
	276,666	$	37.50		December 22, 2022
	66,245	$	60.00		August 14, 2023
	57,692	$	10.85	(*)	November 17, 2027
	650,603

(*) Exercise price is USD$8.125.

XML

Stock Options

3 Months Ended

Mar. 31, 2023

Stock Options Abstract

Stock Options

7. Stock Options

On September 1, 2021, the Company implemented a stock option plan pursuant to which stock options may be granted to directors, officers, employees, and consultants of the Company. The Board of directors is authorized to grant the maximum number of common shares reserved for issuance in any 12-month period to anyone, optionee, other than a consultant may not exceed 5% of the issued and outstanding common shares at the date of the grant. The maximum number of common shares reserved for issuance in any 12-month period to any consultant may not exceed 2% of the issued and outstanding common shares at the date of the grant and the maximum number of common shares reserved for issuance in any 12-month period to all persons engaged in investor relations activities may not exceed 2% of the issued and outstanding number of common shares at the date of the grant.

The following table summarizes the continuity of the Company’s stock options:

	Number of options			Weighted average exercise price
Outstanding, October 31, 2021		111,889		$	20.67
Granted (i)		86,333			20.68
Cancelled (ii)		(40,556	)		21.56
Outstanding, October 31, 2022 and January 31, 2023		157,666		$	20.45
Exercisable, January 31, 2023		82,389		$	20.33

Additional information regarding stock options outstanding as of January 31, 2023, is as follows:

		Outstanding						Exercisable
Range of exercise prices		Number of stock options		Weighted average remaining contractual life (years)		Weighted average exercise price		Number of stock options		Weighted average exercise price
$	5.55		16,000		3.32	$	5.55		8,000	$	5.55
$	16.80		29,333		9.01		16.80		14,389		16.80
$	20.40		12,667		8.86		20.40		12,667		20.40
$	22.50		35,000		3.31		22.50		18,750		22.50
$	23.40		6,000		6.24		23.40		2,750		23.40
$	24.00		31,333		9.01		24.00		10,444		24.00
$	24.90		4,000		3.64		24.90		4,000		24.90
$	25.20		20,000		3.42		25.20		10,000		25.20
$	30.00		3,333		8.86		30.00		1,389		30.00
			157,666		6.20	$	20.45		82,389	$	20.33

The fair value for stock options previously granted to certain consultants for ongoing services measured during the period have been estimated using the Black-Scholes option pricing model assuming no expected dividends or forfeitures and the following weighted average assumptions:

	2023			2022
Risk-free interest rate		2.60%-2.72	%		1.58	%
Expected life (in years)		5.38			5.91
Expected volatility		91.81%-94.66	%		94	%

The portion of the total fair value of stock options expensed during the three months ended January 31, 2023, was $132,338 (2022 - $218,974) which was recorded as share-based payment reserve and charged to operations. The weighted average fair value of stock options granted during the three months ended January 31, 2023 was $3.02 per share (no options were granted during the three months ended January 31, 2023).

XML

Restricted Share Units

3 Months Ended

Jan. 31, 2023

Schedule of Restricted Share Units [Abstract]

Restricted Share Units

8. Restricted Share Units

On August 4, 2021, the Company approved an RSU plan, which is designed to provide certain directors, officers, employees, and consultants of the Company with the opportunity to acquire RSU’s of the Company. Each unit is equivalent in value to a common share and upon vesting results in the holder thereof being issued, at the discretion of the Board, either (i) a common share, or (ii) an amount of cash equal to the fair market value of a common share.

During the three months ended January 31, 2023, the Company recognized RSU reserve of $466,314 (2021 - $190,000) related to vested RSU’s.

The following table summarizes the continuity of RSUs:

	Number of RSUs			Weighted average issue price
Balance, October 31, 2021		–		$	–
Granted		35,328			10.55
Vested		(35,328	)		10.55
Balance, October 31, 2022		–		$	–
Granted (i)		14,774			5.01
Vested		(14,774	)		5.01
Balance, January 31, 2023		–		$	–

(i) During the three months ended January 31, 2023, the Company issued 14,774 RSU’s with a fair value of $74,005 to consultants.

XML

Financial Instruments and Risk Management

3 Months Ended

Jan. 31, 2023

Financial Instruments and Risk Management [Abstract]

Financial Instruments and Risk Management

9. Financial Instruments and Risk Management

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s statement of financial position as of January 31, 2023, as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance January 31, 2023
Short-term investment	$	180,225	$	–	$	–	$	180,225

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s statement of financial position as of October 31, 2022, as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance October 31, 2022
Short-term investment	$	264,449	$	–	$	–	$	264,449
Derivative liability		–		396,597		–		396.597

The fair value of other assets and liabilities, which include cash, amounts receivable, accounts payable and accrued liabilities, and amounts due to related parties, approximate their carrying values due to the relatively short-term maturity of these instruments.

b. Credit Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and other receivables. The Company limits its exposure to credit loss by placing its cash with high credit quality financial institutions. The carrying amount of financial assets represents the maximum credit exposure.

c. Foreign Exchange Rate Risk

Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities are denominated in a foreign currency. The Company’s subsidiary operates in Israel and has certain monetary financial instruments denominated in NIS and U.S dollars. The Company has not entered into foreign exchange rate contracts to mitigate this risk.

The following table indicates the impact of foreign currency exchange risk on net working capital as of January 31, 2023. The table below also provides a sensitivity analysis of a 10% strengthening of the foreign currency against functional currencies identified which would have increased (decreased) the Company’s net loss by the amounts shown in the table below. A 10% weakening of the foreign currency against the functional currencies would have had the equal but opposite effect as of January 31, 2023.

Cash	$	4,491,696
Amounts receivable		161,758
Accounts payable and accrued liabilities		(888,123	)
Due to related parties		(112,957	)
Total foreign currency financial assets and liabilities	$	3,652,374
Impact of a 10% strengthening or weakening of foreign exchange rate	$	365,237

d. Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to significant interest rate risk as it does not have any liabilities with variable rates.

e. Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s objective to managing liquidity risk is to ensure that it has sufficient liquidity available to meet its liabilities when due. The Company relies on raising debt or equity financing in a timely manner.

The following amounts are the contractual maturities of financial liabilities as of January 31, 2023 and October 31, 2022:

January 31, 2023	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	900,872	$	900,872	$	–
Due to related parties		143,832		143,832		–
Lease liability		27,017		27,017		–
	$	1,071,721	$	1,071,721	$	–

October 31, 2022	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	1,906,706	$	1,906,706	$	–
Due to related parties		281,844		281,844		–
Derivative liability		396,597		396,597
Lease liability		52,399		52,399
	$	2,637,546	$	2,637,546	$	–

XML

Capital Management

3 Months Ended

Jan. 31, 2023

Disclosure Of Capital Management Abstract

Capital Management

10. Capital Management

The Company manages its capital to maintain its ability to continue as a going concern and to provide returns to shareholders and benefits to other stakeholders. The capital structure of the Company consists of cash and equity comprised of issued share capital, RSU reserve, warrants reserve, and options reserve.

The Company manages its capital structure and makes adjustments to it in light of economic conditions. The Company, upon approval from its Board of Directors, will balance its overall capital structure through new share issuances or by undertaking other activities as deemed appropriate under the specific circumstances.

The Company is not subject to externally imposed capital requirements and the Company’s overall strategy with respect to capital risk management remains unchanged from the three months ended January 31, 2023.

XML

Commitments

3 Months Ended

Jan. 31, 2023

Commitments [Abstract]

Commitments

11. Commitments

a. On November 1, 2020 (as amended on May 12, 2021), the Company entered into an agreement to acquire the rights, title, and interest in certain patents and patent applications in exchange for entering into a consulting services agreement with the consultant. The consultant will become the Company’s scientific consultant and will be compensated with a monthly fee of $5,000 starting on February 1, 2021. The Company is to issue the consultant 16,000 common shares in equal instalments, at the end of each quarter, commencing with the ending of the first complete quarter after the date on which the Canadian Securities Exchange (“Listing Date”) has provided its final approval to the Company’s change of business, over a period of three years. The Company is to also grant the consultant 16,000 stock options which will be exercisable at $5.55 per common share (granted). The stock options will vest in equal parts at the end of each quarter commencing with the ending of the first complete quarter after the Listing Date, over a period of three years. During the three months ended January 31, 2023, the Company recognized share-based compensation of $6,549 (2021 - $nil) related to the RSU reserve pursuant to the agreement. As of January 31, 2023, the Company has issued 2,667 (2021 – $nil) common shares pursuant to the agreement.

b. Effective January 1, 2022, the Company entered into advisory agreements with three advisors of the Company, whereby the Company agreed to issue each consultant 666 RSU’s at the end of each month commencing January 31, 2022, for an initial term of 12 months. During the three months ended January 31, 2023, the Company recognized share-based compensation of $30,280 related to RSU’s. As of January 31, 2023, a total of 26,000 shares are issuable to the 3 advisors in consideration for 13 months of services.

c. On March 1, 2022, the Company entered into an advisory agreement with a consultant, whereby the Company agreed to pay the consultant ILS 20,000 ($7,752) and 666 RSU’s per month for a period of 12 months. During the three months ended January 31, 2023, the Company recognized share-based compensation of $10,093 related to RSU’s. As of January 31, 2023, a total of 7,333 shares are issuable to the advisor in consideration for 11 months of services.

d. On March 14, 2022, the Company entered an agreement with a consultant, whereby the Company agreed to issue the consultant RSU’s equivalent to US$10,000 per month for a period of three months. The term is automatically renewed unless terminated by the Company with three days’ written notice within the initial term or thirty days in a subsequent term. From January 1, 2023, the agreement was amended to $5,000 per month. His agreement is still in effect. During the three months ended January 31, 2023, the Company recognized share-based compensation of $33,631 related to RSU’s. As of January 31, 2023, a total of 6,774 shares are issuable to the advisor in consideration for 10 months of services.

e. On May 23, 2022, the Company entered an agreement with a consultant, whereby the Company agreed to issue the consultant RSU’s equivalent to US$10,000 per month for a period of three months. The term is automatically renewed unless terminated by the Company with three days’ written notice within the initial term or thirty days in a subsequent term. During the three months ended January 31, 2023, the Company recognized share-based compensation of $40,283 related to RSU’s.

XML

Segmented Information

3 Months Ended

Jan. 31, 2023

Segmented Information [Abstract]

Segmented Information

12. Segmented Information

As of January 31, 2023, the Company has one operating segment, research and development of psychedelic medicine, which takes place primarily in Israel.

The Company’s non-current assets by geographical location are as follows:

January 31, 2023	Canada		United States		Europe		Asia		Total
Intangible assets	$	–	$	52,152	$	52,152	$	69,536	$	173,840
Property and equipment		–		–		–		15,012		15,012
Restricted cash		20,000		–		–		–		20,000
ROU asset		–		–		–		24,340		24,340
	$	20,000	$	52,152	$	52,152	$	108,888	$	233,192

October 31, 2022	Canada		United States		Europe		Asia		Total
Intangible assets	$	–	$	53,339	$	53,339	$	71,119	$	177,797
Property and equipment		–		–		–		17,610		17,610
Restricted cash		20,000		–		–		–		20,000
ROU asset		–		–		–		48,768		48,768
Deferred offering costs		–		270,487		–		–		270,768
	$	20,000	$	323,826	$	53,339	$	137,497	$	534,662

XML

Subsequent Events

3 Months Ended

Jan. 31, 2023

Disclosure Of Events After Reporting Period Text Block Abstract

Subsequent Events

13. Subsequent Events

On February 22, 2023, 12,006 shares were issued in respect of fully vested RSU’s that had been fully vested. The RSU’s had a fair value of $141,071 at the time of issuance.

XML

Accounting Policies, by Policy (Policies)

3 Months Ended

Jan. 31, 2023

Accounting Policies [Abstract]

Basis of Presentation

a. Basis of Presentation

The accompanying condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) on a going concern basis.

These condensed interim consolidated financial statements include the accounts of the Company and its 100% owned subsidiaries, Clearmindmed Ltd. and Clearmind Labs Ltd. (inactive). All inter-company balances and transactions have been eliminated on consolidation.

These condensed interim consolidated financial statements have been prepared on a historical cost basis, except for financial assets and liabilities (including derivatives) which are presented at fair value through profit or loss (“FVTPL”), and are presented in Canadian dollars, which is the Company’s functional currency.

Unaudited Interim Financial Information

b. Unaudited Interim Financial Information

Certain information and footnote disclosures normally included in financial statements prepared in accordance with IFRS have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed financial statements should be read in conjunction with the audited financial statements as of and for the year ended October 31, 2022 and the notes thereto (the “2022 Annual Report”).

The unaudited condensed financial statements have been prepared on the same basis as the audited financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed financial statements contain all adjustments that are necessary to present fairly the Company’s financial position and results of operations for the interim periods presented. The results for the three months ended January 31, 2023 are not necessarily indicative of the results for the year ending October 31, 2023, or for any future period.

As of January 31, 2023, there have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2022 Annual Report.

Significant Accounting Estimates and Judgments

c. Significant Accounting Estimates and Judgments

The preparation of consolidated financial statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the application of policies and reported amounts of assets, liabilities, income, and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

Significant Estimates

Share-based Compensation

Fair values are determined using the Black-Scholes option pricing model. Estimating fair value requires determining the most appropriate valuation model for a grant of equity instruments, which is dependent on the terms and conditions of the grant. Option-pricing models require the use of highly subjective estimates and assumptions including the expected stock price volatility. Changes in the underlying assumptions can materially affect the fair value estimates and, therefore, existing models do not necessarily provide reliable measurement of the fair value of the Company’s stock options. 

Significant Judgments

The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies that have the most significant effect on the amounts recognized in the Company’s consolidated financial statements are as follows:

Going Concern

The application of the going concern assumption requires management to take into account all available information about the future, which is at least but not limited to, 12 months from the year end of the reporting period. The Company is aware that material uncertainties related to events or conditions may cast significant doubt upon the Company’s ability to continue as a going concern.

XML

Short-term Investment (Tables)

3 Months Ended

Jan. 31, 2023

Short Term Investment Abstract

Schedule of fair value common shares held

	October 31, 2022		Additions		Unrealized loss			January 31, 2023
Medigus Ltd. – Shares	$	264,449	$	-	$	(84,224	)	$	180,225

XML

Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2023

Disclosure Of Related Party Text Block Abstract

Schedule of key management personnel for employment services

	Three months ended		Three months ended
	January 31,		January 31,
	2023		2022
Officers:
Consulting fees	$	190,374	$	127,859
Share based compensation		59,933		147,424
	$	250,307	$	275,283
Directors:
Directors’ fees	$	73,581	$	24,000
Share based compensation		59,465		14,979
	$	133,046	$	38,979

Schedule of balances with related parties

	January 31,		October 31,
	2023		2022
Amounts owed to officers	$	124,257	$	185,830
Amounts owed to directors		19,575		96,014
	$	143,832	$	281,844

XML

Share Capital (Tables)

3 Months Ended

Jan. 31, 2023

Disclosure of Share Capital [Abstract]

Schedule of the fair value has been estimated using the black-scholes

Risk-free interest rate	1.43	%
Expected life (in years)	5
Expected volatility	107	%

XML

Share Purchase Warrants (Tables)

3 Months Ended

Mar. 31, 2023

Share Purchase Warrants [Abstract]

Schedule of share purchase warrants

	Number of warrants		Weighted average exercise price
Balance, October 31, 2021 and January 31, 2022		526,666	$	21.84
Issued		66,245		60.00
Balance, October 31, 2022		592,911		26.10
Issued (note 5c(i))		57,692		10.85
Balance, January 31, 2023		650,603	$	24.75

Schedule of share purchase warrants were outstanding

Number of warrants outstanding		Exercise price			Expiry date
	250,000	$	4.50		April 22, 2024
	276,666	$	37.50		December 22, 2022
	66,245	$	60.00		August 14, 2023
	57,692	$	10.85	(*)	November 17, 2027
	650,603

(*) Exercise price is USD$8.125.

XML

Stock Options (Tables)

3 Months Ended

Mar. 31, 2023

Stock Options Abstract

Schedule of additional information regarding stock options outstanding

	Number of options			Weighted average exercise price
Outstanding, October 31, 2021		111,889		$	20.67
Granted (i)		86,333			20.68
Cancelled (ii)		(40,556	)		21.56
Outstanding, October 31, 2022 and January 31, 2023		157,666		$	20.45
Exercisable, January 31, 2023		82,389		$	20.33

Schedule of additional information regarding stock options outstanding

		Outstanding						Exercisable
Range of exercise prices		Number of stock options		Weighted average remaining contractual life (years)		Weighted average exercise price		Number of stock options		Weighted average exercise price
$	5.55		16,000		3.32	$	5.55		8,000	$	5.55
$	16.80		29,333		9.01		16.80		14,389		16.80
$	20.40		12,667		8.86		20.40		12,667		20.40
$	22.50		35,000		3.31		22.50		18,750		22.50
$	23.40		6,000		6.24		23.40		2,750		23.40
$	24.00		31,333		9.01		24.00		10,444		24.00
$	24.90		4,000		3.64		24.90		4,000		24.90
$	25.20		20,000		3.42		25.20		10,000		25.20
$	30.00		3,333		8.86		30.00		1,389		30.00
			157,666		6.20	$	20.45		82,389	$	20.33

Schedule of estimated using the Black-Scholes option pricing model assuming no expected dividends

	2023			2022
Risk-free interest rate		2.60%-2.72	%		1.58	%
Expected life (in years)		5.38			5.91
Expected volatility		91.81%-94.66	%		94	%

XML

Restricted Share Units (Tables)

3 Months Ended

Jan. 31, 2023

Restricted Share Units [Abstract]

Schedule of restricted share units

	Number of RSUs			Weighted average issue price
Balance, October 31, 2021		–		$	–
Granted		35,328			10.55
Vested		(35,328	)		10.55
Balance, October 31, 2022		–		$	–
Granted (i)		14,774			5.01
Vested		(14,774	)		5.01
Balance, January 31, 2023		–		$	–

(i) During the three months ended January 31, 2023, the Company issued 14,774 RSU’s with a fair value of $74,005 to consultants.

XML

Financial Instruments and Risk Management (Tables)

3 Months Ended

Jan. 31, 2023

Financial Instruments and Risk Management [Abstract]

Schedule of assets and liabilities measured at fair value

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance January 31, 2023
Short-term investment	$	180,225	$	–	$	–	$	180,225

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)		Balance October 31, 2022
Short-term investment	$	264,449	$	–	$	–	$	264,449
Derivative liability		–		396,597		–		396.597

Schedule of foreign currency exchange risk on net working capital

Cash	$	4,491,696
Amounts receivable		161,758
Accounts payable and accrued liabilities		(888,123	)
Due to related parties		(112,957	)
Total foreign currency financial assets and liabilities	$	3,652,374
Impact of a 10% strengthening or weakening of foreign exchange rate	$	365,237

Schedule of contractual maturities of financial liabilities

January 31, 2023	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	900,872	$	900,872	$	–
Due to related parties		143,832		143,832		–
Lease liability		27,017		27,017		–
	$	1,071,721	$	1,071,721	$	–

October 31, 2022	Total		Within 1 year		Within 2-5 years
Accounts payable and accrued liabilities	$	1,906,706	$	1,906,706	$	–
Due to related parties		281,844		281,844		–
Derivative liability		396,597		396,597
Lease liability		52,399		52,399
	$	2,637,546	$	2,637,546	$	–

XML

Segmented Information (Tables)

3 Months Ended

Jan. 31, 2023

Segmented Information [Abstract]

Schedule of company’s non-current assets by geographical location

January 31, 2023	Canada		United States		Europe		Asia		Total
Intangible assets	$	–	$	52,152	$	52,152	$	69,536	$	173,840
Property and equipment		–		–		–		15,012		15,012
Restricted cash		20,000		–		–		–		20,000
ROU asset		–		–		–		24,340		24,340
	$	20,000	$	52,152	$	52,152	$	108,888	$	233,192

October 31, 2022	Canada		United States		Europe		Asia		Total
Intangible assets	$	–	$	53,339	$	53,339	$	71,119	$	177,797
Property and equipment		–		–		–		17,610		17,610
Restricted cash		20,000		–		–		–		20,000
ROU asset		–		–		–		48,768		48,768
Deferred offering costs		–		270,487		–		–		270,768
	$	20,000	$	323,826	$	53,339	$	137,497	$	534,662

XML

Nature of Operations and Going Concern (Details) $ / shares in Units, $ in Millions				3 Months Ended
	Nov. 14, 2022 CAD ($)	Nov. 14, 2022 USD ($)	Sep. 30, 2022 $ / shares	Jan. 31, 2023 CAD ($)	Oct. 31, 2022 CAD ($)
Nature of Operations and Going Concern (Details) [Line Items]
Aggregate gross proceeds		$ 7.5
Accumulated deficit				$ (16,309,417)	$ (13,849,949)
Ordinary per share (in Dollars per share) | $ / shares			$ 0.0333
Nasdaq [Member]
Nature of Operations and Going Concern (Details) [Line Items]
Aggregate gross proceeds	$ 7,500,000
Going Concern [Member]
Nature of Operations and Going Concern (Details) [Line Items]
Negative cash flow from operations				4,118,018
Accumulated deficit				$ 16,309,417

XML

Significant Accounting Policies (Details)	3 Months Ended
	Jan. 31, 2023
Disclosure Of Significant Accounting Policies Text Block Abstract
Owned subsidiary percentage	100.00%

XML

Short-term Investment (Details)	Jan. 31, 2023 CAD ($) shares
Short-term Investment (Details) [Line Items]
Common shares	14,774
Shares rate	0.11%
Total fair value | $	$ 180,225
Medigus Ltd [Member]
Short-term Investment (Details) [Line Items]
Common shares	27,778

XML

Short-term Investment (Details) - Schedule of fair value common shares held - Medigus Ltd [Member]	3 Months Ended
	Jan. 31, 2023 CAD ($) shares
Short-term Investment (Details) - Schedule of fair value common shares held [Line Items]
Beginning shares | shares	264,449
Additions | $
Unrealized loss | $	$ (84,224)
Ending shares | shares	180,225

XML

Related Party Transactions (Details) - CAD ($)		3 Months Ended
	Jan. 31, 2023	Jan. 31, 2023
Disclosure Of Related Party Text Block Abstract
Reimbursement for research		$ 13,180
Owed to the company	$ 77,314

XML

Related Party Transactions (Details) - Schedule of key management personnel for employment services - CAD ($)	3 Months Ended
	Jan. 31, 2023	Jan. 31, 2022
Officers:
Officers management	$ 250,307	$ 275,283
Directors:
Directors employment services	133,046	38,979
Consulting Fees [Member]
Officers:
Officers management	190,374	127,859
Directors:
Directors employment services	73,581	24,000
Share Based Compensation [Member]
Officers:
Officers management	59,933	147,424
Directors:
Directors employment services	$ 59,465	$ 14,979

XML

Related Party Transactions (Details) - Schedule of balances with related parties - CAD ($)	3 Months Ended
	Jan. 31, 2023	Jan. 31, 2022
Schedule Of Balances With Related Parties Abstract
Amounts owed to officers	$ 124,257	$ 185,830
Amounts owed to directors	19,575	96,014
Total amounts owed	$ 143,832	$ 281,844

XML

Share Capital (Details) $ / shares in Units, $ / shares in Units, $ in Millions				1 Months Ended		3 Months Ended
		Nov. 14, 2022 CAD ($) $ / shares shares	Nov. 14, 2022 USD ($) $ / shares shares	Jan. 16, 2023 CAD ($) shares	Jun. 29, 2022 shares	Jan. 31, 2023 CAD ($) $ / shares shares	Jan. 31, 2023 CAD ($) $ / shares shares	Oct. 31, 2022 shares	Jan. 31, 2022 shares	Nov. 26, 2021 CAD ($) shares	Oct. 31, 2021 shares
Share Capital (Details) [Line Items]
Underwritten public offering		1,153,847	1,153,847
Purchase price per share | (per share)		$ 8.65	$ 6.5			$ 8.65	$ 6.5
Aggregate Gross Proceeds (in Dollars) | $			$ 7.5
Net proceeds (in Dollars) | $		$ 8,466,602
Additional common shares		173,077	173,077
Share percentage		15.00%	15.00%
Underwriter warrants						57,692
Payment per share (in Dollars per share) | $ / shares							$ 8.125
Total warrants (in Dollars) | $						$ 376,851
Share received					44,829
Shares warrant					2,241
Fair value (in Dollars) | $				$ 51,120		$ 46,832	$ 46,832			$ 28,800
Shares Issued1						9,386	9,386			1,333
Share capital and share premium [Member]
Share Capital (Details) [Line Items]
Number of shares issued						2,478,441	2,478,441	1,319,770
Number of shares outstanding	[1]					2,478,441	2,478,441	1,319,770	1,252,166		1,250,833
Restricted Share units [Member]
Share Capital (Details) [Line Items]
Exercised shares				4,824

[1] On September 30, 2022, the Company effected a 1-for-30 share consolidation (reverse share split) of its issued and outstanding shares. All share amounts have been retroactively restated for all periods presented.

XML

Share Capital (Details) - Schedule of the fair value has been estimated using the black-scholes	3 Months Ended
	Jan. 31, 2023
Schedule Of The Fair Value Has Been Estimated Using The Black Scholes Abstract
Risk-free interest rate	1.43%
Expected life (in years)	5 years
Expected volatility	107.00%

XML

Share Purchase Warrants (Details)	Jan. 31, 2023 $ / shares
Share Purchase Warrants [Abstract]
Exercise price	$ 8.125

XML

Share Purchase Warrants (Details) - Schedule of share purchase warrants - $ / shares	3 Months Ended	12 Months Ended
	Jan. 31, 2023	Oct. 31, 2022
Schedule of Share Purchase Warrants [Abstract]
Number of warrants, Balance beginning	592,911	526,666
Weighted average exercise price, Balance beginning	$ 26.1	$ 21.84
Number of warrants, Issued	57,692	66,245
Weighted average exercise price, Issued	$ 10.85	$ 60
Number of warrants, Balance ending	650,603	592,911
Weighted average exercise price, Balance ending	$ 24.75	$ 26.1

XML

Share Purchase Warrants (Details) - Schedule of share purchase warrants were outstanding	3 Months Ended
	Jan. 31, 2023 $ / shares shares
Share Purchase Warrants (Details) - Schedule of share purchase warrants were outstanding [Line Items]
Number of warrants outstanding	650,603
Exercise Price 4.50 [Member]
Share Purchase Warrants (Details) - Schedule of share purchase warrants were outstanding [Line Items]
Number of warrants outstanding	250,000
Exercise price (in Dollars per share) | $ / shares	$ 4.5
Expiry date	Apr. 22, 2024
Exercise Price 37.50 [Member]
Share Purchase Warrants (Details) - Schedule of share purchase warrants were outstanding [Line Items]
Number of warrants outstanding	276,666
Exercise price (in Dollars per share) | $ / shares	$ 37.5
Expiry date	Dec. 22, 2022
Exercise Price 60.00 [Member]
Share Purchase Warrants (Details) - Schedule of share purchase warrants were outstanding [Line Items]
Number of warrants outstanding	66,245
Exercise price (in Dollars per share) | $ / shares	$ 60
Expiry date	Aug. 14, 2023
Exercise Price 10.85 [Member]
Share Purchase Warrants (Details) - Schedule of share purchase warrants were outstanding [Line Items]
Number of warrants outstanding	57,692
Exercise price (in Dollars per share) | $ / shares	$ 10.85	[1]
Expiry date	Nov. 17, 2027

[1] Exercise price is USD$8.125.

XML

Stock Options (Details) - CAD ($)		3 Months Ended
	Sep. 01, 2021	Jan. 31, 2023	Jan. 31, 2022
Stock Options (Details) [Line Items]
Fair value of stock options (in Dollars)		$ 132,338	$ 218,974
Weighted average exercise price per share (in Dollars per share)		$ 3.02
Stock Options [Member]
Stock Options (Details) [Line Items]
Issued and outstanding common shares	2.00%
Top of Range [Member]
Stock Options (Details) [Line Items]
Issued and outstanding common shares	5.00%
Bottom of Range [Member]
Stock Options (Details) [Line Items]
Issued and outstanding common shares	2.00%

XML

Stock Options (Details) - Schedule of continuity of the company’s stock options	3 Months Ended
	Jan. 31, 2023 $ / shares shares
Schedule Of Continuity Of The Company SStock Options Abstract
Number of options Outstanding, Beginning balance | shares	111,889
Weighted average exercise price Outstanding, Beginning balance | $ / shares	$ 20.67
Number of options, Granted | shares	86,333
Weighted average exercise price, Granted | $ / shares	$ 20.68
Number of options, Cancelled | shares	(40,556)
Weighted average exercise price, Cancelled | $ / shares	$ 21.56
Number of options Outstanding, Ending balance | shares	157,666
Weighted average exercise price Outstanding, Ending balance | $ / shares	$ 20.45
Number of options Outstanding, Exercisable | shares	82,389
Weighted average exercise price Outstanding, Exercisable | $ / shares	$ 20.33

XML

Stock Options (Details) - Schedule of additional information regarding stock options outstanding	3 Months Ended
	Jan. 31, 2023 CAD ($) $ / shares shares
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Number of stock options outstanding	157,666
Weighted average remaining contractual life (years) outstanding	6 years 2 months 12 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 20.45
Number of stock options exercisable	82,389
Weighted average exercise price Exercisable (in Dollars) | $	$ 20.33
5.55 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 5.55
Number of stock options outstanding	16,000
Weighted average remaining contractual life (years) outstanding	3 years 3 months 25 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 5.55
Number of stock options exercisable	8,000
Weighted average exercise price Exercisable (in Dollars) | $	$ 5.55
16.80 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 16.8
Number of stock options outstanding	29,333
Weighted average remaining contractual life (years) outstanding	9 years 3 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 16.8
Number of stock options exercisable	14,389
Weighted average exercise price Exercisable (in Dollars) | $	$ 16.8
20.40 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 20.4
Number of stock options outstanding	12,667
Weighted average remaining contractual life (years) outstanding	8 years 10 months 9 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 20.4
Number of stock options exercisable	12,667
Weighted average exercise price Exercisable (in Dollars) | $	$ 20.4
22.50 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 22.5
Number of stock options outstanding	35,000
Weighted average remaining contractual life (years) outstanding	3 years 3 months 21 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 22.5
Number of stock options exercisable	18,750
Weighted average exercise price Exercisable (in Dollars) | $	$ 22.5
23.40 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 23.4
Number of stock options outstanding	6,000
Weighted average remaining contractual life (years) outstanding	6 years 2 months 26 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 23.4
Number of stock options exercisable	2,750
Weighted average exercise price Exercisable (in Dollars) | $	$ 23.4
24.00 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 24
Number of stock options outstanding	31,333
Weighted average remaining contractual life (years) outstanding	9 years 3 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 24
Number of stock options exercisable	10,444
Weighted average exercise price Exercisable (in Dollars) | $	$ 24
24.90 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 24.9
Number of stock options outstanding	4,000
Weighted average remaining contractual life (years) outstanding	3 years 7 months 20 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 24.9
Number of stock options exercisable	4,000
Weighted average exercise price Exercisable (in Dollars) | $	$ 24.9
25.20 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 25.2
Number of stock options outstanding	20,000
Weighted average remaining contractual life (years) outstanding	3 years 5 months 1 day
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 25.2
Number of stock options exercisable	10,000
Weighted average exercise price Exercisable (in Dollars) | $	$ 25.2
30.00 [Member]
Stock Options (Details) - Schedule of additional information regarding stock options outstanding [Line Items]
Range of exercise prices (in Dollars per share) | $ / shares	$ 30
Number of stock options outstanding	3,333
Weighted average remaining contractual life (years) outstanding	8 years 10 months 9 days
Weighted average exercise price outstanding (in Dollars per share) | $ / shares	$ 30
Number of stock options exercisable	1,389
Weighted average exercise price Exercisable (in Dollars) | $	$ 30

XML

Stock Options (Details) - Schedule of estimated using the Black-Scholes option pricing model assuming no expected dividends - Black-Scholes option pricing model [Member]	3 Months Ended
	Jan. 31, 2023	Jan. 31, 2022
Stock Options (Details) - Schedule of estimated using the Black-Scholes option pricing model assuming no expected dividends [Line Items]
Risk-free interest rate		1.58%
Expected life (in years)	5 years 4 months 17 days	5 years 10 months 28 days
Expected volatility		94.00%
Bottom of Range [Member]
Stock Options (Details) - Schedule of estimated using the Black-Scholes option pricing model assuming no expected dividends [Line Items]
Risk-free interest rate	2.60%
Expected volatility	91.81%
Top of Range [Member]
Stock Options (Details) - Schedule of estimated using the Black-Scholes option pricing model assuming no expected dividends [Line Items]
Risk-free interest rate	2.72%
Expected volatility	94.66%

XML

Restricted Share Units (Details) - CAD ($)	3 Months Ended
	Jan. 31, 2023	Jan. 31, 2021
Restricted Share Units [Abstract]
RSU reserve	$ 466,314	$ 190,000
Share issued (in Shares)	14,774
Fair value amount	$ 74,005

XML

Restricted Share Units (Details) - Schedule of restricted share units - $ / shares	3 Months Ended		12 Months Ended
	Jan. 31, 2023		Oct. 31, 2022
Schedule of Restricted Share Units [Abstract]
Number of RSUs, Beginning balance
Weighted average issue price, Beginning balance
Number of RSUs, Granted	14,774	[1]	35,328
Weighted average issue price, Granted	$ 5.01	[1]	$ 10.55
Number of RSUs, Vested	(14,774)		(35,328)
Weighted average issue price, Vested	$ 5.01		$ 10.55
Number of RSUs, Ending balance
Weighted average issue price, Ending balance

[1] During the three months ended January 31, 2023, the Company issued 14,774 RSU’s with a fair value of $74,005 to consultants.

XML

Financial Instruments and Risk Management (Details)	3 Months Ended
	Jan. 31, 2023
Financial Instruments and Risk Management [Abstract]
Foreign currency, percentage	10.00%

XML

Financial Instruments and Risk Management (Details) - Schedule of assets and liabilities measured at fair value - CAD ($)	Jan. 31, 2023	Oct. 31, 2022
Financial Instruments and Risk Management (Details) - Schedule of assets and liabilities measured at fair value [Line Items]
Short-term investment	$ 180,225	$ 264,449
Derivative liability		396.597
Fair Value Measurements Using Quoted prices in active markets for identical instruments (Level 1) [Member]
Financial Instruments and Risk Management (Details) - Schedule of assets and liabilities measured at fair value [Line Items]
Short-term investment	180,225	264,449
Derivative liability
Fair Value Measurements Using Significant other observable inputs (Level 2) [Member]
Financial Instruments and Risk Management (Details) - Schedule of assets and liabilities measured at fair value [Line Items]
Short-term investment
Derivative liability		396,597
Fair Value Measurements Using Significant unobservable inputs (Level 3) [Member]
Financial Instruments and Risk Management (Details) - Schedule of assets and liabilities measured at fair value [Line Items]
Short-term investment
Derivative liability

XML

Financial Instruments and Risk Management (Details) - Schedule of foreign currency exchange risk on net working capital	3 Months Ended
	Jan. 31, 2023 CAD ($)
Schedule of Foreign Currency Exchange Risk on Net Working Capital [Abstract]
Cash	$ 4,491,696
Amounts receivable	161,758
Accounts payable and accrued liabilities	(888,123)
Due to related parties	(112,957)
Total foreign currency financial assets and liabilities	3,652,374
Impact of a 10% strengthening or weakening of foreign exchange rate	$ 365,237

XML

Financial Instruments and Risk Management (Details) - Schedule of foreign currency exchange risk on net working capital (Parentheticals)	3 Months Ended
	Jan. 31, 2023
Schedule of Foreign Currency Exchange Risk on Net Working Capital [Abstract]
Impact of a strengthening or weakening of foreign exchange rate	10.00%

XML

Financial Instruments and Risk Management (Details) - Schedule of contractual maturities of financial liabilities - CAD ($)	3 Months Ended	12 Months Ended
	Jan. 31, 2023	Oct. 31, 2022
Total [Member]
Financial Instruments and Risk Management (Details) - Schedule of contractual maturities of financial liabilities [Line Items]
Accounts payable and accrued liabilities	$ 900,872	$ 1,906,706
Due to related parties	143,832	281,844
Derivative liability		396,597
Lease liability	27,017	52,399
Total	1,071,721	2,637,546
Within 1 year [Member]
Financial Instruments and Risk Management (Details) - Schedule of contractual maturities of financial liabilities [Line Items]
Accounts payable and accrued liabilities	900,872	1,906,706
Due to related parties	143,832	281,844
Derivative liability		396,597
Lease liability	27,017	52,399
Total	1,071,721	2,637,546
Within 2-5 years [Member]
Financial Instruments and Risk Management (Details) - Schedule of contractual maturities of financial liabilities [Line Items]
Accounts payable and accrued liabilities
Due to related parties
Lease liability
Total

XML

Commitments (Details)					1 Months Ended	3 Months Ended
	Mar. 01, 2022 CAD ($) shares	Mar. 01, 2022 ILS (₪) shares	Jan. 01, 2022 shares	Nov. 01, 2020 CAD ($) $ / shares shares	May 23, 2022 USD ($)	Jan. 31, 2023 CAD ($) shares	Jan. 31, 2021 CAD ($) shares	Jan. 01, 2023 CAD ($)	Mar. 14, 2022 USD ($)
Commitments (Details) [Line Items]
Monthly fee				$ 5,000
Share issued | shares				16,000
Listing date						3 years
Stock options granted | shares				16,000
Exercisable per share | $ / shares				$ 5.55
Share-based compensation						$ 30,280
Common shares issued | shares						2,667
Restricted stock unit | shares	666	666	666
Total shares | shares						26,000
Advisory agreement amount	$ 7,752	₪ 20,000
RSU’s equivalent									$ 10,000
Agreement amount								$ 5,000
Share-based compensation						$ 40,283
Restricted Stock Units					$ 10,000
Vested [Member]
Commitments (Details) [Line Items]
Share-based compensation						$ 6,549
Advisor [Member]
Commitments (Details) [Line Items]
Total shares | shares						6,774
Share-based compensation						$ 33,631
Restricted Stock Units [Member]
Commitments (Details) [Line Items]
Share-based compensation						$ 10,093
Total shares | shares						7,333
Commitments [Member]
Commitments (Details) [Line Items]
Listing date						3 years

XML

Segmented Information (Details)	3 Months Ended
	Jan. 31, 2023
Segmented Information [Abstract]
Operating segment	1

XML

Segmented Information (Details) - Schedule of company’s non-current assets by geographical location - CAD ($)	3 Months Ended	12 Months Ended
	Jan. 31, 2023	Oct. 31, 2022
Segmented Information (Details) - Schedule of company’s non-current assets by geographical location [Line Items]
Intangible assets	$ 173,840	$ 177,797
Property and equipment	15,012	17,610
Restricted cash	20,000	20,000
ROU asset	24,340	48,768
Deferred offering costs		270,768
Total	233,192	534,662
Canada [Member]
Segmented Information (Details) - Schedule of company’s non-current assets by geographical location [Line Items]
Intangible assets
Property and equipment
Restricted cash	20,000	20,000
ROU asset
Deferred offering costs
Total	20,000	20,000
United States [Member]
Segmented Information (Details) - Schedule of company’s non-current assets by geographical location [Line Items]
Intangible assets	52,152	53,339
Property and equipment
Restricted cash
ROU asset
Deferred offering costs		270,487
Total	52,152	323,826
Europe [Member]
Segmented Information (Details) - Schedule of company’s non-current assets by geographical location [Line Items]
Intangible assets	52,152	53,339
Property and equipment
Restricted cash
ROU asset
Deferred offering costs
Total	52,152	53,339
Asia [Member]
Segmented Information (Details) - Schedule of company’s non-current assets by geographical location [Line Items]
Intangible assets	69,536	71,119
Property and equipment	15,012	17,610
Restricted cash
ROU asset	24,340	48,768
Deferred offering costs
Total	$ 108,888	$ 137,497

XML

Subsequent Events (Details)	1 Months Ended
	Feb. 22, 2023
Subsequent Events [Member]
Subsequent Events (Details) [Line Items]
Subsequent events, description	12,006 shares were issued in respect of fully vested RSU’s that had been fully vested. The RSU’s had a fair value of $141,071 at the time of issuance.