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INFLARX N.V. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - SEPTEMBER 30, 2020 These unaudited condensed financial statements are consolidated financial statements for the group consisting of InflaRx N.V. and it

Key Takeaway: UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - SEPTEMBER 30, 2020 These unaudited condensed financial statements are consolidated financial statements for the group consisting of InflaRx N.V. and its wholly-owned subsidiaries InflaRx GmbH, Jena, Germany, and InflaRx P

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UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS - SEPTEMBER 30, 2020
These unaudited condensed financial statements are consolidated financial statements for the group consisting of InflaRx N.V. and its wholly-owned subsidiaries InflaRx GmbH, Jena, Germany, and
InflaRx Pharmaceutical Inc., Ann Arbor, Michigan, United States (together, the "Group"). The financial statements are presented in Euro ( ).
InflaRx N.V. is a company limited by shares, incorporated and domiciled in Amsterdam, The Netherlands.
Its registered office and principal place of business is in Germany, Jena, Winzerlaer Str. 2.
INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020
Unaudited Condensed Consolidated Financial Statements
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the three and nine months ended September 30, 2020 and 2019 3
Unaudited Condensed Consolidated Statements of Financial Position as of September 30, 2020 and December 31, 2019 4
Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity for the nine months ended September 30, 2020 and 2019 5
Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2020 and 2019 6
Notes to the Unaudited Condensed Consolidated Financial Statements 7
1. Net Financial Result 7
2. Other non-financial assets 7
3. Financial assets and financial liabilities 8
4. Cash and cash equivalents 8
5. Equity 9
6. Share-based payments 9
(a) Equity settled share-based payment arrangements 9
(b) Change in the accounting estimate of the share options expected to vest 11
(c) Share options exercised 11
(d) Share-based payment expense recognized 11
7. Protective foundation 11
8. Contractual Obligations and Commitments 12
9. Summary of significant accounting policies and other disclosures 12
(a) Reporting entity and Group's structure 12
(b) Basis of preparation 12
(c) New and amended standards adopted by the Group 13
(d) Significant events of the quarter and changes in circumstances 13
(e) Significant events after the reporting date 14
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Operations and Comprehensive
for the three and nine months ended September 30, 2020 and 2019
For the three months ended September 30, For the nine months ended September 30,
(in , except for share data) Note 2020 (unaudited) 2019 (unaudited) 2020 (unaudited) 2019 (unaudited)
Operating Expenses
Research and development expenses (5,246,536 ) (13,405,646 ) (19,901,661 ) (33,598,018 )
General and administrative expenses (1,166,070 ) (2,490,245 ) (6,057,767 ) (9,439,080 )
Total Operating Expenses (6,412,606 ) (15,895,891 ) (25,959,428 ) (43,037,098 )
Other income 3,471 126,559 200,763 194,261
Other expenses (13 ) (838 ) (9,184 ) (83,907 )
Operating Result (6,409,148 ) (15,770,170 ) (25,767,849 ) (42,926,744 )
Finance income 1,325,367 2,029,992 3,593,803 4,527,952
Finance expenses (1,775,183 ) (761,268 ) (2,951,147 ) (1,211,366 )
Net Financial Result 1 (449,816 ) 1,268,725 642,656 3,316,586
Loss for the Period (6,858,964 ) (14,501,446 ) (25,125,193 ) (39,610,157 )
Share Information
Weighted average number of shares outstanding 27,733,778 25,982,754 26,674,233 25,970,571
Loss per share (basic/diluted) (0.25 ) (0.56 ) (0.94 ) (1.53 )
Loss for the Period (6,858,964 ) (14,501,446 ) (25,125,193 ) (39,610,157 )
Other comprehensive income (loss) that may be reclassified to profit or loss in subsequent periods:
Exchange differences on translation of foreign currency (3,022,687 ) 4,988,141 (2,761,792 ) 5,683,610
Total Comprehensive Loss (9,881,651 ) (9,513,305 ) (27,886,985 ) (33,926,548 )
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Financial Position
as of September 30, 2020 and December 31, 2019
(in ) Note September 30, 2020 (unaudited) December 31, 2019
ASSETS
Non-current assets
Property, plant and equipment 467,937 576,373
Right-of-use assets 623,452 836,924
Intangible assets 379,811 452,400
Other assets 2 385,837 452,217
Financial assets 3 272,448 272,614
Total non-current assets 2,129,485 2,590,528
Current assets
Other assets 2 3,794,075 3,500,884
Financial assets 3 50,563,814 82,353,867
Cash and cash equivalents 4 44,834,089 33,131,280
Total current assets 99,191,977 118,986,031
TOTAL ASSETS 101,321,462 121,576,558
EQUITY AND LIABILITIES
Equity
Issued capital 5 3,387,410 3,132,631
Share premium 5 220,289,876 211,006,606
Other capital reserves 6 26,039,651 25,142,213
Accumulated deficit (159,487,199 ) (134,362,006 )
Other components of equity (534,564 ) 2,227,228
Total equity 89,695,174 107,146,673
Non-current liabilities
Lease liabilities 123,053 330,745
Other non-financial liabilities 35,488 39,013
Total non-current liabilities 158,541 369,758
Current liabilities
Trade and other payables 3 9,998,452 12,413,662
Lease liabilities 511,652 515,203
Employee benefits 799,812 975,629
Social security, other taxes and other non-financial liabilities 121,830 105,634
Provisions 36,000 50,000
Total current liabilities 11,467,747 14,060,128
Total Liabilities 11,626,288 14,429,886
TOTAL EQUITY AND LIABILITIES 101,321,462 121,576,558
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Changes in Shareholders'
for the nine months ended September 30, 2020 and 2019
(in , except for share data) Note Shares outstanding Issued capital Share premium Other capital reserves Accumulated deficit Other components of equity Total equity
Balance as of January 1, 2020 26,105,255 3,132,631 211,006,606 25,142,213 (134,362,006 ) 2,227,228 107,146,673
Loss for the period - - - - (25,125,193 ) - (25,125,193 )
Exchange differences on translation of foreign currency - - - - - (2,761,792 ) (2,761,792 )
Total comprehensive loss - - - - (25,125,193 ) (2,761,792 ) (27,886,985 )
Contributions
Issuance of common shares 5 1,958,186 234,982 9,535,961 - - - 9,770,943
Transaction costs 5 - - (729,841 ) - - - (729,841 )
Equity-settled share-based pay-ments 6 - - - 897,438 - - 897,438
Share options exercised 6 164,974 19,797 477,149 - - - 496,946
Total Contributions 2,123,160 254,779 9,283,269 897,438 - - 10,435,486
Balance as of September 30, 2020 28,228,415 3,387,410 220,289,876 26,039,651 (159,487,199 ) (534,564 ) 89,695,174
Balance as of January 1, 2019 25,964,379 3,115,725 211,021,835 18,310,003 (81,107,188 ) 50,196 151,390,571
Loss for the period - - - - (39,610,157 ) - (39,610,157 )
Exchange differences on translation of foreign currency - - - - - 5,683,610 5,683,610
Total comprehensive loss - - - - (39,610,157 ) 5,683,610 (33,926,547 )
Contributions
Equity-settled share-based pay-ments 6 - - - 5,689,367 - - 5,689,367
Share options exercised 6 140,876 16,905 (15,229 ) - - - 1,676
Total Contributions 140,876 16,905 (15,229 ) 5,689,367 - - 5,691,043
Balance as of September 30, 2019 26,105,255 3,132,631 211,006,606 23,999,370 (120,717,345 ) 5,733,805 123,155,067
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Cash Flows
for the nine months ended September 30, 2020 and 2019
(in ) Note For the nine months ended September 30, 2020 (unaudited) For the nine months ended September 30, 2019 (unaudited)
Operating activities
Loss for the period (25,125,193 ) (39,610,157 )
Adjustments for:
Depreciation & amortization of property, plant, equipment, right-of-use assets and intangible assets 533,687 485,822
Net financial result 1 (642,656 ) (3,316,586 )
Share-based payment expense 6 897,438 5,689,367
Net foreign exchange differences (869,402 ) (345,347 )
Other non-cash adjustments - 59,958
Changes in:
Other assets (226,811 ) (1,233,165 )
Employee benefits (191,042 ) (14,316 )
Social security and other current non-financial liabilities 13,896 (205,175 )
Trade and other payables (2,415,210 ) 9,859,875
Interest received 1,238,643 1,653,617
Interest paid (15,546 ) (19,822 )
Net cash used in operating activities (26,802,196 ) (26,995,930 )
Investing activities
Purchase of intangible assets, laboratory and office equipment (83,855 ) (622,265 )
Purchase of non-current other financial assets - (75,543 )
Purchase of current financial assets (68,169,518 ) (42,688,210 )
Proceeds from the maturity of financial assets 97,465,290 40,539,826
Net cash from/ (used in) investing activities 29,211,918 (2,846,193 )
Financing activities
Proceeds from issuance of common shares 5 9,770,944 -
Transaction costs from issuance of common shares 5 (729,841 ) -
Proceeds from exercise of share options 6 496,946 1,676
Repayment of lease liabilities (275,323 ) (209,176 )
Net cash from/ (used in) financing activities 9,262,726 (207,500 )
Net increase/(decrease) in cash and cash equivalents 11,672,447 (30,049,623 )
Effect of exchange rate changes on cash and cash equivalents 30,362 1,673,191
Cash and cash equivalents at beginning of period 33,131,280 55,386,240
Cash and cash equivalents at end of period 4 44,834,089 27,009,808
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Notes to the Unaudited Condensed Consolidated Financial Statements
The net financial result is comprised of the following items for the three and nine months ended September 30:
For the three months ended September 30, For the nine months ended September 30,
(in ) 2020 (unaudited) 2019 (unaudited) 2020 (unaudited) 2019 (unaudited)
Finance income
Foreign exchange income 1,230,281 1,593,818 2,748,961 2,222,175
Interest income 95,086 436,174 844,842 2,305,777
Total 1,325,367 2,029,992 3,593,803 4,527,952
Finance expenses
Foreign exchange expense (1,891,188 ) (756,758 ) (2,861,894 ) (1,191,544 )
Other 116,005 (4,509 ) (89,253 ) (19,822 )
Total (1,775,183 ) (761,267 ) (2,951,147 ) (1,211,366 )
Net Financial Result (449,816 ) 1,268,725 642,656 3,316,586
Interest income results from marketable securities and short-term deposits in U.S. Dollars held by the Company and its subsidiary InflaRx GmbH.
Foreign exchange income and expense is mainly derived from the translation of the U.S. Dollar cash, cash equivalents and securities held by InflaRx GmbH.
Other finance expenses for the three months ended September 30, 2020 includes a 0.1 million gain from a reduction in the allowance for expected credit loss on marketable securities (2019: nil). Cumulative net expense
from expected credit loss on marketable securities included in other finance expenses amounted to 0.1 million for the nine months ended September 30, 2020 (2019: nil).
(in ) As of September 30, 2020 (unaudited) As of December 31, 2019
Non-current other assets
Prepaid expense 385,837 452,217
Total 385,837 452,217
Current other assets
Prepayments on research & development projects 2,195,182 698,891
Current tax assets 1,172,907 1,134,968
Prepaid expense 327,611 1,467,936
Other 98,374 199,088
Total 3,794,075 3,500,884
Prepaid expense mainly consists of prepaid insurance expense. Total prepaid expense as of September 30, 2020 decreased as compared to December 31, 2019, primarily due to amortization of prepayments of Directors and
Officers insurance which is prepaid annually in the fourth quarter of the year.
Prepayments on research & development projects consists of prepayments on clinical and production contracts. Mainly due to our COVID-19 trial and the related CRO contract, prepayments have increased as of September
30, 2020 compared to December 31, 2019.
Current tax assets as of September 30, 2020 include tax reclaims because of dividend tax withheld. Such tax is withheld by our banks from securities interest payments, and the Company is reimbursed after filing a tax
Set out below is an overview of financial assets and liabilities, other than cash and cash equivalents, held by the Group as of September 30, 2020 and December 31, 2019:
(in ) As of September 30, 2020 (unaudited) As of December 31, 2019
Financial assets at amortized cost
Non-current financial assets 272,448 272,614
Current financial assets 50,563,813 82,353,867
Financial liabilities at amortized cost
Trade and other payables 9,998,452 12,413,662
Interest bearing loans and borrowings
Non-current lease liabilities 123,053 330,745
Current lease liabilities 511,652 513,834
As of September 30, the fair value of current and non-current financial assets (primarily quoted debt securities) amounted to 50,849 thousand (Level 1). The Group's debt instruments at amortized cost consist solely of
quoted securities that are graded in the top investment category (AAA) by credit rating agencies such as S&P Global and, therefore, are considered low credit risk investments.
(in ) As of September 30, 2020 (unaudited) As of December 31, 2019
Short-term deposits
Deposits held in U.S. Dollars 20,635,701 27,803,153
Deposits held in Euro 8,880,000 -
Total 29,515,701 27,803,153
Cash at banks
Cash held in Euro 1,244,166 1,211,478
Cash held in U.S. Dollars 14,074,222 4,116,649
Total 15,318,388 5,328,127
Total cash and cash equivalents 44,834,089 33,131,280
On July 7, 2020, the Company filed with the United States Securities and Exchange Commission (SEC) a Form F-3 with respect to the offer and sale of securities of the Company (Registration Statement). The Company also
filed with the SEC a prospectus supplement (Prospectus Supplement) relating to an at-the-market program providing for the sales over time of up to $50,000,000 of its common shares pursuant a Sales Agreement with SVB Leerink LLC.
As of September 30, 2020, the Company had issued 1,958,186 common shares resulting in 9.0 million in net proceeds to the Company. Following these issuances, the remaining value authorized for sale under the
at-the-market program is $38.8 million.
During its historical financing rounds prior to 2016 InflaRx GmbH established equity-settled share-based payment programs. Those InflaRx GmbH options were converted into options for common shares of InflaRx N.V. in
Number of share options 2020 2019
Outstanding as of January 1, 148,433 289,309
Exercised during the nine months ended September 30 - (140,876 )
Outstanding as of September 30, 148,433 148,433
thereof vested 148,433 148,433
Under the terms and conditions of the share option plan 2016 InflaRx GmbH granted rights to subscribe for InflaRx GmbH's common shares to directors, senior management, and key employees.
Those InflaRx GmbH options were converted into options for common shares of InflaRx N.V. in November 2017:
Number of share options 2020 2019
Outstanding as of January 1, 1,181,484 1,181,484
Exercised during the nine months ended September 30 (86,632 ) -
Outstanding as of September 30, 1,094,852 1,181,484
thereof vested 1,094,852 1,181,484
In conjunction with the closing of its initial public offering, InflaRx N.V. established a new incentive plan (the "2017 Long-Term Incentive Plan"). The initial maximum number of common shares available for issuance
under equity incentive awards granted pursuant to the 2017 Long-Term Incentive Plan equals 2,341,097 common shares.
Number of share options 2020 2019
Outstanding as of January 1, 2,181,105 2,051,009
Granted during the nine months ended September 30 96,188 54,450
Exercised during the nine months ended September 30 (78,342 ) -
Forfeited during the nine months ended September 30 (181,287 ) (58,335 )
Outstanding as of September 30, 2,017,664 2,047,124
thereof vested 1,696,066 1,173,922
The number of share options granted during the nine months ended September 30, 2020 under the plan was as follows:
Share options granted Number Fair value per option FX rate as of grant date Fair value per option Share price at grant date / Exercise price Expected volatility Expected life (midpoint based) Risk-free rate (interpolated, U.S. sovereign strips curve)
2020
September 18 71,186 $ 4.16 0.85 3.52 $ 4.83 1.35 4.77 0.36 %
September 18 25,002 $ 4.21 0.85 3.56 $ 4.83 1.35 5.02 0.39 %
96,188
Of the 96,188 options granted in the nine months ended September 30, 2020, 50,000 were granted to members of the executive management or Board of Directors. At the meeting on September 18, 2020, the Board also passed
a resolution to grant 150,000 options to a member of the executive management upon start of the employment, therefore, these options are deemed granted, as it is defined by IFRS 2, on October 1, 2020 and will be reflected in the financial
statements for the year ended December 31, 2020.
Expected dividends are nil for all share options listed above.
The number of share options granted during the nine months ended September 30, 2019 under the plan was as follows:
Share options granted Number Fair value per option FX rate as of grant date Fair value per option Share price at grant date / Exercise price Expected volatility Expected life (midpoint based) Risk-free rate (interpolated, U.S. sovereign strips curve)
2019
January 1 - $ 14.45 0.88 12.69 $ 26.02 * 0.65 4.8 3.00 %
February 4 18,450 $ 18.17 0.87 15.87 $ 32.63 * 0.65 4.9 2.60 %
May 14 36,000 $ 22.54 0.89 20.08 $ 41.39 * 0.65 4.7 2.30 %
Repricing, July 3 - $ 0.46-$1.08 0.89 0.40- 0.96 $ 3.35 1.35 2.3-4.6 2.30 %
54,450
* On July 3, 2019, the board approved an amendment of the 2016 Option Plan and the 2017 Long-Term Incentive Plan. Following the amendment, the strike price of all vested and unvested options, other than those held by persons who were not
employees or directors at the time of the amendment, was reduced to $3.35 per share.
None of the options granted in the nine months ended September 30, 2019 were granted to members of the executive management or Board of Directors.
Expected dividends are nil for all share options listed above.
The annual general meeting on July 16, 2020, approved an amendment to the 2017 Long-Term Incentive Plan (LTIP) with effect from January 1, 2021:
Due to terminations in the third quarter of 2020, effective July 1, 2020, we have revised our assumptions about the number of equity instruments that will vest in future quarters. As a result of this change in
estimate, we recognized a benefit of 53.1 thousand in research and development expenses and a benefit of 63.4 thousand in general and administrative expenses in the three months ended September 30, 2020, and we will record 52.7 thousand less
expense in research and development expenses and 36.8 thousand less expense in general and administrative expenses from share-based payments in the remaining vesting periods until June 30, 2022.
In the nine months ended September 30, 2020, 164,974 shares were issued upon the exercise of share options, resulting in proceeds to the Company in the amount of 497 thousand. Of the share options exercised, 86,632
were granted under the 2016 Share Option Plan and 78,342 were granted under the 2017 Long-Term Incentive Plan.
In the nine months ending September 30, 2019, 140,876 shares were issued following the exercise of stock options, resulting in proceeds to the Company in the
amount of 1.7 thousand. All stock options exercised were granted under the 2012 Stock Option Plan.
For the three and nine months ended September 30, 2020, the Company has recognized (588) thousand and 897 thousand, respectively, (2019: 1,001 thousand, 5,689 thousand) of share-based payment expense/(benefit) in
the statements of operations and comprehensive loss. The gain recognized in the three months ended September 30, 2020 includes an adjustment for forfeited share options.
None of the share-based payments awards were dilutive in determining earnings per share due to the Group's loss position.
According to the articles of association of the Company, up to 55,000,000 common shares and up to 55,000,000 preferred shares with a nominal value of 0.12 per share are authorized to be issued. All shares are
registered shares. No share certificates shall be issued.
In order to deter acquisition bids, the Company`s general meeting of shareholders approved the right of an in-dependent foundation under Dutch law, or protective foundation, to exercise a call option pursuant to the
call option agreement, upon which preferred shares will be issued by the Company to the protective foundation of up to 100% of the Company's issued capital held by others than the protective foundation, minus one share. The protective foundation is
expected to enter into a finance arrangement with a bank or, subject to applicable restrictions under Dutch law, the protective foundation may request us to provide, or cause the Company's subsidiaries to provide, sufficient funding to the
protective foundation to enable it to satisfy its payment obligation under the call option agreement.
These preferred shares will have both a liquidation and dividend preference over the Company`s common shares and will accrue cash dividends at a pre-determined rate. The protective foundation would be expected to
re-quire us to cancel its preferred shares once the perceived threat to the Company and its stake-holders has been removed or sufficiently mitigated or neutralized. We are of the opinion that the call option does not represent a significant fair
value based on a Level 3 valuation, since the preference shares are restricted in use and can be can-celled by us as stated above.
In the three and nine months ended September 30, 2020, the Company expensed 15 thousand and 45 thousand, respectively, (2019: 18 thousand, 68 thousand) of ongoing costs to reimburse expenses incurred by the
protective foundation.
September 30, 2020 December 31, 2019
(in )
Commitments for minimum payments in relation to non-cancellable operating contracts or services:
Within one year 24,729,914 10,602,651
After one year but not more than five years 17,882,940 13,844,857
More than five years - -
Total 42,612,854 24,447,508
Anticipated future expenses were converted with the exchange rate as of September 30, 2020 (1 Euro = 1.1708 USD), respectively December 31, 2019 (1 Euro = 1.1234 USD).
The increase of our contractual commitments within one year compared to December 31, 2019, is mainly caused by the initiation of the Phase III part in Q3-2020 of our adaptive randomized Phase II/III trial in patients
with severe COVID-19 induced pneumonia.
The Group enters contracts in the normal course of business with CROs and clinical sites for the conduct of clinical trials, professional consultants for expert advice and other vendors for clinical supply
manufacturing or other services.
InflaRx N.V. is a Dutch public company with limited liability (naamloze vennootschap) with its corporate seat in Amsterdam, The Netherlands, and is registered in the Commercial Register of The Netherlands Chamber of
Last updated: Oct 29, 2020