Full Press Release Details
INDEX TO FINANCIAL STATEMENTS
| Page | |
| Interim Consolidated Balance Sheets as of September 30, 2019 (unaudited) and December 31, 2018 (audited) | F-2 |
| Interim Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2019 and 2018 (unaudited) | F-4 |
| Interim Consolidated Statements of Shareholders' Equity for the period ended September 30, 2019 and September 30, 2018 (unaudited) | F-5 |
| Interim Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2019 and 2018 (unaudited) | F-7 |
| Notes to Interim Consolidated Financial Statements | F-8-21 |
INTERIM CONSOLIDATED BALANCE SHEETS
USD in thousands except share data
| As of | ||||||||||
| Note | September 30, 2019 | December 31, 2018 | ||||||||
| ASSETS | ||||||||||
| Current assets | ||||||||||
| Cash and cash equivalents | 11,570 | 8,604 | ||||||||
| Restricted cash | 94 | 89 | ||||||||
| Short-term deposits | 3 | 18,437 | 31,055 | |||||||
| Related party receivable | 9 | 100 | - | |||||||
| Other receivables | 115 | 140 | ||||||||
| Total current assets | 30,316 | 39,888 | ||||||||
| Property and equipment, net | 1,615 | 887 | ||||||||
| Lease deposit | 5 | - | ||||||||
| In-process research and development ("R&D") | 6 | 4,556 | 4,556 | |||||||
| Operating lease right-of-use asset | 4 | 1,130 | - | |||||||
| Total non-current assets | 7,306 | 5,443 | ||||||||
| 37,622 | 45,331 |
The accompanying notes are an integral part of these interim
consolidated financial statements.
INTERIM CONSOLIDATED BALANCE SHEETS
USD in thousands except share and per
| As of | ||||||||||
| Note | September 30, 2019 | December 31, 2018 | ||||||||
| USD In thousands | ||||||||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||||
| Current liabilities | ||||||||||
| Short-term lease liabilities | 4 | 334 | - | |||||||
| Trade account payables | 74 | 193 | ||||||||
| Other account payables | 1,245 | 1,396 | ||||||||
| Related party | 9 | - | 50 | |||||||
| Total current liabilities | 1,653 | 1,639 | ||||||||
| Non-current liabilities | ||||||||||
| Long-term lease liabilities | 4 | 797 | - | |||||||
| Contingent liabilities | 5 | 909 | 889 | |||||||
| Total non-current liabilities | 1,706 | 889 | ||||||||
| Commitments and Contingent Liabilities | 7 | |||||||||
| Shareholders' equity | ||||||||||
| 8 | ||||||||||
| Ordinary shares, NIS 0.01 par value ("Ordinary Shares"); Authorized - 14,044,778 shares as of September 30, 2019 and December 31, 2018.Issued and outstanding - 971,664 shares as of September 30, 2019 and 954,622 December 31, 2018. | 3 | 3 | ||||||||
| Ordinary A shares, NIS 0.01 par value ("Ordinary A Shares"); Authorized -1,000,000 shares as of September 30, 2019 and December 31, 2018. Issued and outstanding - 0 as of September 30, 2019 and December 31, 2018. | - | - | ||||||||
| Preferred A shares, NIS 0.01 par value ("Preferred A Shares"); Authorized - 6,796,342 shares as of as of September 30, 2019 and December 31, 2018. Issued and outstanding - 3,120,412 shares as of as of September 30, 2019 and December 31, 2018. | 6 | 6 | ||||||||
| Preferred B shares, NIS 0.01 par value ("Preferred B Shares"); Authorized - 2,836,880 shares as of September 30, 2019 and December 31, 2018. Issued and outstanding - 2,266,314 shares as of September 30, 2019 and 2,138,654 shares as of December 31, 2018. | 3 | 3 | ||||||||
| Additional paid in capital | 67,123 | 64,400 | ||||||||
| Accumulated deficit | (32,872 | ) | (21,609 | ) | ||||||
| Total shareholders' equity | 34,263 | 42,803 | ||||||||
| 37,622 | 45,331 |
The accompanying notes are an integral part of these interim
consolidated financial statements.
INTERIM CONSOLIDATED STATEMENTS OF
USD in thousands except share and per
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Research and development ("R&D") expenses, net | 2,858 | 2,474 | 8,458 | 6,117 | ||||||||||||
| General and administrative expenses | 1,797 | 777 | 3,987 | 2,212 | ||||||||||||
| Operating Loss | 4,655 | 3,251 | 12,445 | 8,329 | ||||||||||||
| Financial expenses (income), net | (395 | ) | (46 | ) | (1,182 | ) | 254 | |||||||||
| Net Loss | 4,260 | 3,205 | 11,263 | 8,583 | ||||||||||||
| Basic and diluted loss per Ordinary Shares and Ordinary A Shares | 6.50 | 4.55 | 17.82 | 12.27 | ||||||||||||
| Weighted average number of Ordinary Shares and Ordinary A Shares outstanding, basic and diluted | 842,011 | 829,361 | 833,624 | 827,939 |
The accompanying notes are an integral part of these interim
consolidated financial statements.
INTERIM CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS' EQUITY
USD in thousands except share data
| Ordinary Shares | Preferred A Shares | Preferred B Shares | Additional paid in | Accumulated | Total shareholders' | |||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | capital | deficit | equity | ||||||||||||||||||||||||||||
| Balance as of December 31, 2018 | 954,622 | 3 | 3,120,412 | 6 | 2,138,654 | 3 | 64,400 | (21,609 | ) | 42,803 | ||||||||||||||||||||||||||
| Issuance of shares | - | - | - | - | 127,660 | (* | ) | 1,800 | - | 1,800 | ||||||||||||||||||||||||||
| Share-based payment | - | - | - | - | - | - | 304 | - | 304 | |||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | - | - | (3,225 | ) | (3,225 | ) | |||||||||||||||||||||||||
| Balance as of March 31, 2019 | 954,622 | 3 | 3,120,412 | 6 | 2,266,314 | 3 | 66,504 | (24,834 | ) | 41,682 | ||||||||||||||||||||||||||
| Share-based payment | - | - | - | - | - | - | 327 | - | 327 | |||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | -- | - | (3,778 | ) | (3,778 | ) | |||||||||||||||||||||||||
| Balance as of June 30, 2019 | 954,622 | 3 | 3,120,412 | 6 | 2,266,314 | 3 | 66,831 | (28,612 | ) | 38,231 | ||||||||||||||||||||||||||
| Share-based payment | - | - | - | - | - | - | 249 | - | 249 | |||||||||||||||||||||||||||
| Exercise of options | 17,042 | * | - | - | - | - | 43 | - | 43 | |||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | - | - | (4,260 | ) | (4,260 | ) | |||||||||||||||||||||||||
| Balance as of September 30, 2019 | 971,664 | 3 | 3,120,412 | 6 | 2,266,314 | 3 | 67,123 | (32,872 | ) | 34,300 |
(*) Less than $1 thousand.
The accompanying notes are an integral part of these interim
consolidated financial statements.
INTERIM CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS' EQUITY
USD in thousands except share data
| Ordinary Shares | Ordinary A Shares | Preferred A Shares | Additional paid in | Accumulated | Total shareholders' | |||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | capital | deficit | equity | ||||||||||||||||||||||||||||
| Balance as of December 31, 2017 | 653,613 | 3 | 288,212 | (*) | 1,867,508 | 4 | 20,412 | (8,889 | ) | 11,530 | ||||||||||||||||||||||||||
| Issuance of shares | - | - | - | - | 1,252,904 | 2 | 12,998 | - | 13,000 | |||||||||||||||||||||||||||
| Conversion of shares | 288,212 | (*) | (288,212 | ) | (*) | - | - | - | - | - | ||||||||||||||||||||||||||
| Exercise of options | 12,797 | (*) | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
| Share-based payment | - | - | - | - | - | - | 212 | - | 212 | |||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | - | - | (2,706 | ) | (2,706 | ) | |||||||||||||||||||||||||
| Balance as of March 31, 2018 | 954,622 | 3 | - | - | 3,120,412 | 6 | 33,622 | (11,595 | ) | 22,036 | ||||||||||||||||||||||||||
| Share-based payment | - | - | - | - | - | - | 243 | - | 243 | |||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | - | - | (2,672 | ) | (2,672 | ) | |||||||||||||||||||||||||
| Balance as of June 30, 2018 | 954,622 | 3 | - | - | 3,120,412 | 6 | 33,865 | (14,267 | ) | 19,607 | ||||||||||||||||||||||||||
| Share-based payment | - | - | - | - | - | - | 233 | - | 233 | |||||||||||||||||||||||||||
| Net loss | - | - | - | - | - | - | - | (3,205 | ) | (3,205 | ) | |||||||||||||||||||||||||
| Balance as of September 30, 2018 | 954,622 | 3 | - | - | 3,120,412 | 6 | 34,098 | (17,472 | ) | 16,635 |
(*) Less than $1 thousand.
The accompanying notes are an integral part of these interim
consolidated financial statements.
INTERIM CONSOLIDATED
STATEMENTS OF CASH FLOWS
| For the Nine months ended September 30, | ||||||||
| 2019 | 2018 | |||||||
| CASH FLOWS - OPERATING ACTIVITIES | ||||||||
| Net loss | (11,263 | ) | (8,583 | ) | ||||
| Adjustments required to reconcile cash flows used in operating activities | ||||||||
| Depreciation | 259 | 145 | ||||||
| Share-based compensation | 880 | 688 | ||||||
| Revaluation of contingent liabilities | 20 | 15 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Other receivables | 21 | 105 | ||||||
| Trade account payables | (119 | ) | 188 | |||||
| Other account payables | (151 | ) | (362 | ) | ||||
| Related parties | (150 | ) | - | |||||
| Net cash used in operating activities | (10,503 | ) | (7,804 | ) | ||||
| CASH FLOWS - INVESTING ACTIVITIES | ||||||||
| Decrease in short-term deposit | 12,618 | 1,065 | ||||||
| Purchase of property and equipment | (987 | ) | (127 | ) | ||||
| Net cash provided by investing activities | 11,631 | 938 | ||||||
| CASH FLOWS - FINANCING ACTIVITIES | ||||||||
| Issuance of preferred shares | 1,800 | 13,000 | ||||||
| Exercise of stock options | 43 | (* | ) | |||||
| Net cash provided by financing activities | 1,843 | 13,000 | ||||||
| Increase in cash and cash equivalents and restricted cash | 2,971 | 6,134 | ||||||
| Cash and cash equivalents and restricted cash at the beginning of the Period | 8,693 | 6,993 | ||||||
| Cash and cash equivalents and restricted cash at the end of the Period | 11,664 | 13,127 | ||||||
| Supplemental non-cash transactions: | ||||||||
| Recognition of right-of-use asset and lease liability upon adoption of ASU 2016-02 | 645 | - | ||||||
| Assets acquired under operating leases | 599 | - |
(*) Less than $1 thousand.
The accompanying notes are an integral part of these interim
consolidated financial statements.
NOTES TO INTERIM CONSOLIDATED FINANCIAL
BiomX Ltd. (formerly
known as MBcure Ltd.) (the "Company") was incorporated in March 2015 and began operations in May 2015. The Company
is developing bacteriophage-based therapies for the treatment and prevention of diseases stemming from dysbiosis of the microbiome.
On May 11, 2017, the Company changed its name from MBcure Ltd. to BiomX Ltd.
BiomX was formed as an
incubator company as part of the FutuRx incubator (the "Incubator" or "FutuRx"), The Company's R&D
program was approved by the Israel Innovation Authority (the "IIA") at the Israeli Ministry of Economy and until 2017,
the majority of BiomX's funding was from IIA grants and funding by the Incubator, which is supported by the IIA. BiomX continued
to apply for and receive IIA grants also after BiomX left the Incubator. The requirements and restrictions for such grants are
found in the Israel Encouragement of Research and Development in Industries (the "Research Law").
On November 27, 2017,
the Company acquired 100% control and ownership of RondinX Ltd. ("RondinX," see note 5).
To date, the Company
has not generated revenue from its operations. As of September 30, 2019, the Company had unrestricted cash and cash equivalent
balance and short-term deposits of approximately $30 million, which management believes is sufficient to fund its operations for
more than 12 months from the date of issuance of these financial statements and sufficient to fund its operations necessary to
continue development activities of its current proposed products.
Due to continuing R&D
activities, the Company expects to continue to incur additional losses for the foreseeable future. The Company plans to continue
to fund its current operations, as well as other development activities relating to additional product candidates, through future
issuances of either debt and/or equity securities and possibly additional grants from the IIA and other government institutions.
The Company's ability to raise additional capital in the equity and debt markets is dependent on a number of factors including,
but not limited to, the market demand for the Company's stock, which itself is subject to a number of development and business
risks and uncertainties, as well as the uncertainty that the Company would be able to raise such additional capital at a price
or on terms that are favorable to the Company.
The preparation of financial
statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities in the financial statements
and the amounts of expenses during the reported periods. Actual results could differ from those estimates.
NOTES TO INTERIM CONSOLIDATED FINANCIAL
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING
Unaudited Interim Financial
These unaudited interim consolidated
financial statements have been prepared as of September 30, 2019, and for the three- and nine-month periods ended September 30,
2019 and 2018. Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared
in accordance with U.S. GAAP have been omitted. These unaudited interim consolidated financial statements should be read in conjunction
with the audited financial statements and the accompanying notes of the Company as of and for the years ended December 31, 2018
Operating results for the nine
months period ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending
Significant Accounting Policies
The significant accounting
policies followed in the preparation of these unaudited interim consolidated financial statements are identical to those applied
in the preparation of the latest annual audited financial statements with the exception of the following:
In February 2016, the Financial
Accounting Standards Board issued ASU 2016-02, Leases (Topic 842). The Company adopted this ASU effective January 1, 2019 using
the modified retrospective application, applying the ASU to leases in place as of the adoption date. Prior periods have not been
Arrangements that are determined
to be leases at inception are recognized as long-term right-of-use assets ("ROU") and lease liabilities in the interim
consolidated balance sheet at lease commencement. Operating lease liabilities are recognized based on the present value of the
future lease payments over the lease term at commencement date. As the Company's leases do not provide an implicit rate,
the Company applies its incremental borrowing rate based on the economic environment at commencement date in determining the present
value of future lease payments. Lease terms may include options to extend the lease when it is reasonably certain that the Company
will exercise that option. Lease expense for operating leases or payments are recognized on a straight-line basis over the lease
In accordance with ASC 360-10,
management reviews operating lease ROU assets for impairment whenever events or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable based on estimated future undiscounted cash flows. If so indicated, an impairment loss
would be recognized for the difference between the carrying amount of the asset and its fair value.
In June 2018, the Financial
Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2018-07, "Compensation-Stock
Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting", which simplifies the accounting for
nonemployee share-based payment transactions by aligning the measurement and classification guidance, with certain exceptions,
to that for share-based payment awards to employees. The amendments expand the scope of the accounting standard for share-based