Full Press Release Details
AKARI THERAPEUTICS, PLC
Quarterly Report For the Period Ended
Condensed Consolidated Financial Statements
| Page | |
| Condensed Consolidated Balance Sheets as of March 31, 2019 (unaudited) and December 31, 2018 | 2 |
| Condensed Consolidated Statements of Comprehensive Loss for the Three Months Ended March 31, 2019 (Unaudited) and March 31, 2018 (Unaudited) | 3 |
| Condensed Consolidated Statements of Changes in Shareholders' Equity for the Three Months Ended March 31, 2019 (Unaudited) and March 31, 2018 (Unaudited) | 4 |
| Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2019 (Unaudited) and March 31, 2018 (Unaudited) | 5 |
| Notes to Condensed Consolidated Financial Statements - Unaudited | 6-16 |
AKARI THERAPEUTICS, Plc
CONDENSED CONSOLIDATED BALANCE SHEETS
As of March 31, 2019 and December 31, 2018
(in U.S. Dollars, except share data)
| March 31, 2019 | December 31, 2018 | |||||||
| (Unaudited) | ||||||||
| Assets | ||||||||
| Current Assets: | ||||||||
| Cash | $ | 6,145,555 | $ | 5,446,138 | ||||
| Prepaid expenses and other current assets | 1,887,780 | 1,423,184 | ||||||
| Deferred financing costs | 579,810 | 585,000 | ||||||
| Total Current Assets | 8,613,145 | 7,454,322 | ||||||
| Restricted cash | 147,924 | 521,829 | ||||||
| Property and equipment, net | 15,834 | 20,425 | ||||||
| Patent acquisition costs, net | 32,867 | 32,978 | ||||||
| Total Assets | $ | 8,809,770 | $ | 8,029,554 | ||||
| Liabilities and Shareholders' Equity | ||||||||
| Current Liabilities: | ||||||||
| Accounts payable | $ | 1,763,182 | $ | 1,586,285 | ||||
| Accrued expenses | 1,625,228 | 1,489,558 | ||||||
| Liabilities related to options | 4,201,196 | 1,842,424 | ||||||
| Total Liabilities | 7,589,606 | 4,918,267 | ||||||
| Commitments and Contingencies | ||||||||
| Shareholders' Equity: | ||||||||
| Share capital of 0.01 par value | ||||||||
| Authorized: 10,000,000,000 ordinary shares; issued and outstanding: 1,585,693,413 and 1,580,693,413 at March 31, 2019 and December 31, 2018, respectively | 23,716,875 | 23,651,277 | ||||||
| Additional paid-in capital | 107,097,477 | 106,616,083 | ||||||
| Accumulated other comprehensive loss | (245,258 | ) | (352,426 | ) | ||||
| Accumulated deficit | (129,348,930 | ) | (126,803,647 | ) | ||||
| Total Shareholders' Equity | 1,220,164 | 3,111,287 | ||||||
| Total Liabilities and Shareholders' Equity | $ | 8,809,770 | $ | 8,029,554 |
See notes to condensed consolidated financial
AKARI THERAPEUTICS, Plc
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE
For the Three Months Ended March 31, 2019
| Three Months Ended | ||||||||
| March 31, 2019 | March 31, 2018 | |||||||
| Operating Expenses: | ||||||||
| Research and development (income) expenses | $ | (2,318,360 | ) | $ | 1,008,388 | |||
| General and administrative expenses | 2,306,398 | 3,296,973 | ||||||
| Total Operating Expenses | (11,962 | ) | 4,305,361 | |||||
| Income (Loss) from Operations | 11,962 | (4,305,361 | ) | |||||
| Other Income (Expenses): | ||||||||
| Interest income | 1,286 | 64,638 | ||||||
| Changes in fair value of option liabilities - (loss)/gains | (2,358,772 | ) | 2,945,531 | |||||
| Foreign currency exchange losses | (195,635 | ) | (40,975 | ) | ||||
| Other expenses | (4,124 | ) | (2,408 | ) | ||||
| Total Other Income (Expenses) | (2,557,245 | ) | 2,966,786 | |||||
| Net Loss | (2,545,283 | ) | (1,338,575 | ) | ||||
| Other Comprehensive Income: | ||||||||
| Foreign Currency Translation Adjustment | 107,168 | 32,799 | ||||||
| Comprehensive Loss | $ | (2,438,115 | ) | $ | (1,305,776 | ) | ||
| Loss per ordinary share (basic and diluted) | $ | (0.00 | ) | $ | (0.00 | ) | ||
| Weighted average ordinary shares (basic and diluted) | 1,580,860,080 | 1,525,693,393 |
See notes to condensed consolidated financial
AKARI THERAPEUTICS, Plc
CONDENSED CONSOLIDATED STATEMENT OF CHANGES
IN SHAREHOLDERS' EQUITY - UNAUDITED
As of and for the Three Months Ended March
| Accumulated | ||||||||||||||||||||||||
| Additional | Other | |||||||||||||||||||||||
| Share Capital | Paid-in | Comprehensive | Accumulated | |||||||||||||||||||||
| Shares | Amount | Capital | Income (Loss) | Deficit | Total | |||||||||||||||||||
| Shareholders' Equity, December 31, 2018 | 1,580,693,413 | $ | 23,651,277 | $ | 106,616,083 | $ | (352,426 | ) | $ | (126,803,647 | ) | $ | 3,111,287 | |||||||||||
| Stock-based compensation | - | - | 394,439 | - | - | 394,439 | ||||||||||||||||||
| Issuance of share capital related to financing, net of issuance costs | 5,000,000 | 65,598 | 86,955 | - | - | 152,553 | ||||||||||||||||||
| Comprehensive income (loss) | - | - | - | 107,168 | (2,545,283 | ) | (2,438,115 | ) | ||||||||||||||||
| Shareholders' Equity, March 31, 2019 | 1,585,693,413 | $ | 23,716,875 | $ | 107,097,477 | $ | (245,258 | ) | $ | (129,348,930 | ) | $ | 1,220,164 |
| Accumulated | ||||||||||||||||||||||||
| Additional | Other | |||||||||||||||||||||||
| Share Capital | Paid-in | Comprehensive | Accumulated | |||||||||||||||||||||
| Shares | Amount | Capital | Income (Loss) | Deficit | Total | |||||||||||||||||||
| Shareholders' Equity, December 31, 2017 | 1,525,693,393 | $ | 22,927,534 | $ | 104,799,550 | $ | (236,246 | ) | $ | (110,336,867 | ) | $ | 17,153,971 | |||||||||||
| Stock-based compensation | - | - | 475,958 | - | - | 475,958 | ||||||||||||||||||
| Comprehensive income (loss) | - | - | - | 32,799 | (1,338,575 | ) | (1,305,776 | ) | ||||||||||||||||
| Shareholders' Equity, March 31, 2018 | 1,525,693,393 | $ | 22,927,534 | $ | 105,275,508 | $ | (203,447 | ) | $ | (111,675,442 | ) | $ | 16,324,153 |
See notes to condensed consolidated financial
AKARI THERAPEUTICS, Plc
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS - UNAUDITED
For the Three Months Ended March 31, 2019
| Three Months Ended | ||||||||
| March 31, 2019 | March 31, 2018 | |||||||
| Cash Flows from Operating Activities: | ||||||||
| Net loss | $ | (2,545,283 | ) | $ | (1,338,575 | ) | ||
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||
| Depreciation and amortization | 5,566 | 9,344 | ||||||
| Stock-based compensation | 394,439 | 475,958 | ||||||
| Changes in fair value of the liability for options - loss (gains) | 2,358,772 | (2,945,531 | ) | |||||
| Foreign currency exchange losses (gains) | 166,593 | (37,816 | ) | |||||
| Changes in operating assets and liabilities: | ||||||||
| Increase in assets: | ||||||||
| Prepaid expenses and other current assets | (464,696 | ) | (778,199 | ) | ||||
| Increase in liabilities: | ||||||||
| Accounts payable and accrued expenses | 313,553 | 170,554 | ||||||
| Other liabilities | - | 46,322 | ||||||
| Total adjustments | 2,774,227 | (3,059,368 | ) | |||||
| Net Cash Provided by (Used in) Operating Activities | 228,944 | (4,397,943 | ) | |||||
| Cash Flows from Financing Activities: | ||||||||
| Net proceeds from issuance of shares | 157,743 | - | ||||||
| Net Cash Provided by Financing Activities | 157,743 | - | ||||||
| Effect of Exchange Rates on Cash and Restricted Cash | (61,175 | ) | 72,713 | |||||
| Net Increase (Decrease) in Cash and Restricted Cash | 325,512 | (4,325,230 | ) | |||||
| Cash and Restricted Cash, beginning of period | 5,967,967 | 28,248,924 | ||||||
| Cash and Restricted Cash, end of period | $ | 6,293,479 | $ | 23,923,694 | ||||
| Supplemental Disclosures of Non-Cash Financing Activities: | ||||||||
| Deferred financing costs | $ | 5,190 | $ | - |
See notes to condensed consolidated financial
AKARI THERAPEUTICS, Plc
NOTES TO CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS - UNAUDITED
Akari Therapeutics, Plc, (the "Company"
or "Akari"), is incorporated in the United Kingdom. The Company is a clinical-stage biopharmaceutical company focused
on developing inhibitors of acute and chronic inflammation, specifically the complement system, the eicosanoid or leukotriene system
and the bioamine system for the treatment of rare and orphan diseases.
The accompanying financial statements
have been prepared in conformity with U.S. Generally Accepted Accounting Principles, assuming that the Company will continue to
operate as a going concern. As of March 31, 2019, the Company has an accumulated deficit of $129,348,930 and cash of $6,145,555.
On September 26, 2018, the Company entered into a securities purchase agreement (the "Purchase Agreement") with Aspire
Capital Fund, LLC, an Illinois limited liability company ("Aspire Capital"), which provides that, upon the terms and
subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of $20.0
million of the Company's ADSs over the 30-month term of the Purchase Agreement. In consideration for entering into the Purchase
Agreement, concurrently with the execution of the Purchase Agreement, the Company issued 30,000,000 ordinary shares, par value
0.01 per share, ("Ordinary Shares") to Aspire Capital and sold to Aspire Capital 25,000,000 Ordinary Shares
for $0.02 per share (equivalent to $2.00 per ADS). On March 29, 2019, the Company sold to Aspire Capital 5,000,000 Ordinary Shares
of the Company for $0.0346 per share (equivalent to $3.46 per ADS) for gross proceeds of $173,000 (See Note 4 and Note 8).
The Company believes its current capital resources are sufficient to support its operations through the end of the second quarter
of 2019 without giving effect to the sale of additional shares to Aspire Capital under the Purchase Agreement.
The Company's activities since inception
have consisted of raising capital and performing research and development activities. As of March 31, 2019, principal commercial
operations have not commenced. The Company is subject to a number of risks similar to those of clinical stage companies, including
dependence on key individuals, uncertainty of product development and generation of revenues, dependence on outside sources of
capital, risks associated with clinical trials of products, dependence on third-party collaborators for research operations, need
for regulatory approval of products, risks associated with protection of intellectual property, and competition with larger, better-capitalized
companies. In addition, the Company is subject to risks related to an active U.S. Securities and Exchange Commission ("SEC")
For the three months ended March 31, 2019,
the Company reported a net loss of $2,545,283 and expects to continue to incur substantial losses over the next several years
during its development phase. To fully execute its business plan, the Company will need, among other things, to complete its research
and development efforts and clinical and regulatory activities. These activities may take several years and will require significant
operating and capital expenditures in the foreseeable future. There can be no assurance that these activities will be successful.
If the Company is not successful in these activities or there is not a favorable resolution of the SEC investigation, it could
delay, limit, reduce or terminate preclinical studies, clinical trials or other research and development activities. To fund its
capital needs, the Company plans to raise funds through equity or debt financings or other sources, such as strategic partnerships
and alliance and licensing arrangements, and in the long term, from the proceeds from sales. Additional funds may not be available
when the Company needs them, on terms that are acceptable to it, or at all. These matters raise substantial doubt about the Company's
ability to continue as a going concern. The financial statements do not include any adjustments to the carrying amounts and classifications
of assets and liabilities that would result if the Company was unable to continue as a going concern.
Basis of Presentation -
The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial
information and the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes
required by U.S. GAAP for complete financial statements. These financial statements have been prepared on the same basis as the
Company's annual financial statements and, in the opinion of management, reflect all adjustments, including normal and recurring
adjustments, which the Company considers necessary for the fair presentation of financial information. The results of operations
and comprehensive loss for the three months ended March 31, 2019 and March 31, 2018, are not necessarily indicative of expected
results for the full fiscal year or any other period.
Principles of Consolidation -
The Condensed Consolidated Financial Statements include the accounts of the Company and Volution Immuno Pharmaceuticals SA, a private
Swiss company, its wholly-owned subsidiary. All intercompany transactions have been eliminated.
AKARI THERAPEUTICS, Plc
NOTES TO CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS - UNAUDITED
Foreign Currency - The functional
currency of the Company is U.S. dollars as that is the primary economic environment in which the Company operates as well as the
currency in which it has been financed.
The reporting currency of the
Company is U.S. Dollars. The Company translated its non-U.S. operations' assets and liabilities denominated in foreign currencies
into U.S. dollars at current rates of exchange as of the balance sheet date and income and expense items at the average exchange
rate for the reporting period. Translation adjustments resulting from exchange rate fluctuations are recorded as foreign currency
translation adjustments, a component of accumulated other comprehensive loss. Gains or losses from foreign currency transactions
are included in foreign currency exchange gains/(losses).
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that may
affect the reported amounts of assets, liabilities, equity, revenue, expenses and related disclosure of contingent assets and liabilities.
Management's estimates and judgments include assumptions used in the evaluation of impairment and useful lives of intangible
assets (patents), accrued liabilities, deferred income taxes, liabilities related to stock options, stock-based compensation and
various other assumptions that are believed to be reasonable under the circumstances. Actual results may differ from those estimates
under different assumptions or conditions.
Fair Value Measurements
- The carrying amounts of financial instruments, including cash, restricted cash, accounts payable and accrued expenses approximate
fair value due to their short-term maturities.
The Company's liabilities