Full Press Release Details
FINANCIAL STATEMENTS
OF DECEMBER 31, 2022
DOLLARS IN THOUSANDS
| Page | |
| Consolidated Balance Sheets | 3 |
| Consolidated Statements of Operations | 4 |
| Consolidated Statements of Changes in Stockholders' Deficit | 5 |
| Consolidated Statements of Cash Flows | 6 |
| Notes to Consolidated Financial Statements | 7-19 |
the Stockholders of Onkai Inc.
have audited the consolidated financial statements of Onkai Inc. and subsidiaries (the "Company"), which comprise the consolidated
balance sheet as of December 31, 2022, and the related consolidated statements of operations, changes in stockholders' deficit
and cash flows for the year then ended, and the related notes to the consolidated financial statements (collectively referred to as the
"financial statements").
our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as
of December 31, 2022, and the results of its operations and its cash flows for the year then ended in accordance with accounting principles
generally accepted in the United States of America.
conducted our audit in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities
under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section
of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the
relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our audit opinion.
of Management for the Financial Statements
is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally
accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation
and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.
preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate,
that raise substantial doubt about the Company's ability to continue as a going concern for one year after the date that the financial
statements are issued.
Responsibilities for the Audit of the Financial Statements
objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level
of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always
detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate,
they would influence the judgment made by a reasonable user based on the financial statements.
performing an audit in accordance with GAAS, we:
| Exercise professional judgment and maintain professional skepticism throughout the audit. | |
| Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. | |
| Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, no such opinion is expressed. | |
| Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements. | |
| Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern for a reasonable period of time. |
are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit,
significant audit findings, and certain internal control-related matters that we identified during the audit.
/s/ Brightman Algamor Zohar & Co.
Firm in the Deloitte Global Network
Dollars in thousands, except share data and per share data
| December 31, | ||||||||
| Notes | 2022 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 1,526 | ||||||
| Other accounts receivable | 50 | |||||||
| Total current assets | 1,576 | |||||||
| Property and equipment, net | 1 | |||||||
| Total non-current assets | 1 | |||||||
| Total assets | $ | 1,577 | ||||||
| Liabilities and stockholders' deficit | ||||||||
| Current liabilities | ||||||||
| Trade payables | $ | 33 | ||||||
| Other accounts payable | 64 | |||||||
| Total current liabilities | 97 | |||||||
| Non-current liabilities | ||||||||
| Related parties | 4 | 636 | ||||||
| Convertible SAFE notes | 3 | $ | 4,089 | |||||
| Total non-current liabilities | 4,725 | |||||||
| Commitments and contingencies | 5 | |||||||
| Stockholders' deficit | ||||||||
| Ordinary shares, par value USD 0.001 per share; Authorized 5,000,000 shares; Issued and | ||||||||
| outstanding: 2,641,000 shares (**) | 6 | (*) | ||||||
| Additional paid-in capital | 5 | |||||||
| Accumulated deficit | (3,250 | ) | ||||||
| Total stockholders' deficit | (3,245 | ) | ||||||
| Total liabilities and stockholders' deficit | $ | 1,577 |
Represents amounts less than $1 thousand
Retroactively adjusted to reflect share split - see Note 6
notes are an integral part of the consolidated financial statements.
Statement of Operations
U.S. Dollars in thousands
| Year ended December 31, | ||||||||
| Notes | 2022 | |||||||
| Research and development expenses | 7 | $ | 905 | |||||
| Marketing expenses | 8 | 183 | ||||||
| General and administrative expenses | 9 | 366 | ||||||
| Total operating loss | 1,454 | |||||||
| Revaluation of convertible SAFE notes | 305 | |||||||
| Other finance expenses, net | 18 | |||||||
| Net loss | 1,777 |
notes are an integral part of the consolidated financial statements.
Statement of Changes in Stockholders' Deficit
Dollars in thousands
| Additional | Total | |||||||||||||||||||
| Ordinary shares (**) | paid-in | Accumulated | stockholders' | |||||||||||||||||
| Shares | Amount | capital | deficit | deficit | ||||||||||||||||
| Balance - January 1, 2022 | 2,632,000 | (* | ) | 2 | (1,473 | ) | (1,471 | ) | ||||||||||||
| Issuance of ordinary shares from exercise of stock options | 9,000 | (* | ) | - | - | (* | ) | |||||||||||||
| Stock-based compensation | - | - | 3 | - | 3 | |||||||||||||||
| Net loss | - | - | - | (1,777 | ) | (1,777 | ) | |||||||||||||
| Balance - December 31, 2022 | 2,641,000 | (*) | 5 | (3,250 | ) | (3,245 | ) |
Represents amounts less than $1 thousand
Retroactively adjusted to reflect share split - see Note 6
notes are an integral part of the consolidated financial statements.
Statements of Cash Flows
Dollars in thousands
| Year ended December 31, | ||||
| 2022 | ||||
| Cash flow from operating activities | ||||
| Net loss | $ | (1,777 | ) | |
| Adjustments to reconcile net loss to net cash used in | ||||
| operating activities: | ||||
| Depreciation and amortization | 1 | |||
| Revaluation of convertible SAFE notes | 305 | |||
| Stock-based compensation expense | 3 | |||
| Changes in operating assets and liabilities: | ||||
| Increase in other accounts receivable | (29 | ) | ||
| Increase in related parties | 84 | |||
| Increase in trade payables | - | |||
| Increase in other accounts payable | 40 | |||
| Net cash used in operating activities | (1,373 | ) | ||
| Cash flow from financing activities | ||||
| Proceeds from exercise of options | (* | ) | ||
| Proceeds from issuance of convertible SAFE notes | 2,565 | |||
| Net cash provided by financing activities | 2,565 | |||
| Increase in cash and cash equivalents | 1,192 | |||
| Cash and cash equivalents at the beginning of the year | 334 | |||
| Cash and cash equivalents at the end of the year | $ | 1,526 |
Represents amounts less than $1 thousand
to Consolidated Financial Statements
Inc. (the "Company") was incorporated in Delaware, USA on July 30, 2019 and commenced operations on July 30, 2019.
Company has a wholly-owned subsidiary, Onkai (Israel) Ltd., which was incorporated in Israel on April 4, 2021.
Company is developing an AI-based platform to advance health equity for underserved populations across the United States by facilitating
alignment between healthcare stakeholders.
its inception, the Company has devoted all of its effort to developing its AI-based platform and fund-raising activities.
Company has incurred operating losses in each year since inception. The Company's net loss for the year ended on December 31, 2022
was approximately $1.8 million. As of December 31, 2022, the Company had an accumulated deficit of $3.3 million. Substantially all of
its operating losses resulted from costs incurred in connection with the Company's development program and from general and administrative
costs associated with its operations. The Company anticipates that it will continue to incur significant operating costs in connection
with developing and marketing its AI platform.
Company funded its research and development programs and operations to date primarily through issuance of simple agreement for future
equity ("SAFE ") notes. As of December 31, 2022, the Company has issued SAFE notes in the amount of approximately $3.8 million.
funding will be required to fund the Company's operations and to complete the development of its digital platform and technology
for its current development stage and any future commercialization, and to achieve a level of revenue adequate to support the Company's
of December 31, 2022, the Company had cash and cash equivalents of approximately 1.5 million.
June 2023, the Company raised $1.95 million from issuance of 730,815 preferred shares with a share price of $2.67. Based on the Company's
current operating plan, the Company's management currently estimates that its cash position will support its current development
and operations as currently conducted for more than 12 months from the date of issuance of these financial statements.
2 - Significant Accounting Policies
consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles ("U.S.
consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Onkai (Israel) Ltd. All intercompany
balances and transactions have been eliminated upon consolidation.
preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities as of the date of the financial statements, and the reported amounts of revenues
and expenses during the reporting period. The Company's management believes that the estimates, judgment, and assumptions used
are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements.
Actual results could differ from those estimates.
to Consolidated Financial Statements
2 - Significant Accounting Policies (Cont.)
functional currency of the Company and its subsidiary is the U.S dollar (the "dollar"), because the dollar is the currency
of the primary economic environment in which the Company and its subsidiary operate and expect to continue operating in the foreseeable
future. Transactions and balances denominated in dollars are presented in their original amounts. Non-dollar denominated transactions
and balances have been re-measured to dollars in accordance with the provisions of ASC 830-10, "Foreign Currency Translation."
All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected
in the statement of operations as financial income or expenses, as appropriate.
equivalents are short-term, highly liquid investments that are readily convertible into cash with maturities of three months or less
as of the date acquired.
instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. Cash
and cash equivalents are deposited in major banks in Israel and the United States.
believes that the banks that hold the Company's cash and cash equivalent are financially sound and, accordingly, minimal credit
risk exists with respect to these cash and cash equivalents.