Full Press Release Details
CONSOLIDATED FINANCIAL STATEMENTS
| Page | |
| Consolidated Balance Sheets | F- 2 |
| Consolidated Statements of Comprehensive Loss | F-3 |
| Statements of Changes in Equity | F- 4 |
| Consolidated Statements of Cash Flows | F- 5 - F-6 |
| Notes to Interim Consolidated Financial Statements | F- 7 - F - 13 |
- - - - - - - - - - - - - -
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2c) | ||||||||||||
| December 31, | June 30, | June 30, | ||||||||||
| 2017 | 2018 | 2018 | ||||||||||
| Audited | Unaudited | Unaudited | ||||||||||
| N I S | U.S. dollars | |||||||||||
| CURRENT ASSETS: | ||||||||||||
| Cash and cash equivalents | 13,734 | 20,829 | 5,706 | |||||||||
| Short-term deposits | - | 3,650 | 1,000 | |||||||||
| Marketable securities | 13,999 | 5,501 | 1,507 | |||||||||
| Other receivables | 818 | 926 | 254 | |||||||||
| 28,551 | 30,906 | 8,467 | ||||||||||
| LONG-TERM ASSETS: | ||||||||||||
| Restricted cash | 305 | 333 | 91 | |||||||||
| Other long term assets | 173 | 152 | 42 | |||||||||
| Property, plant and equipment, net | 1,344 | 1,371 | 376 | |||||||||
| 1,822 | 1,856 | 509 | ||||||||||
| 30,373 | 32,762 | 8,976 | ||||||||||
| CURRENT LIABILITIES: | ||||||||||||
| Trade payables | 1,703 | 1,124 | 308 | |||||||||
| Other payables | 2,396 | 1,872 | 513 | |||||||||
| 4,099 | 2,996 | 821 | ||||||||||
| NON CURRENT LIABILITIES: | ||||||||||||
| Warrants to ADS | 7,422 | 7,647 | 2,095 | |||||||||
| SHAREHOLDERS' EQUITY : | ||||||||||||
| Ordinary shares of no par value: | ||||||||||||
| Authorized: 500,000,000 shares at December 31, 2017 and June 30, 2018 (unaudited); Issued and outstanding: 120,185,659*) at December 31, 2017; and 130,192,799*) at June 30, 2018 (unaudited). | - | - | - | |||||||||
| Additional paid-in capital | 82,839 | 94,648 | 25,931 | |||||||||
| Share-based payments and proceeds from conversion option | 9,381 | 10,403 | 2,850 | |||||||||
| Treasury shares | (9,425 | ) | (9,425 | ) | (2,582 | ) | ||||||
| Accumulated deficit | (63,943 | ) | (73,507 | ) | (20,139 | ) | ||||||
| 18,852 | 22,119 | 6,060 | ||||||||||
| 30,373 | 32,762 | 8,976 |
accompanying notes are an integral part of the interim consolidated financial statements.
STATEMENTS OF COMPREHENSIVE LOSS
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2c) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2017 | 2018 | 2018 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Research and development expenses | 5,227 | 5,348 | 1,465 | |||||||||
| General and administrative expenses | 6,046 | 7,072 | 1,938 | |||||||||
| Total operating expenses | 11,273 | 12,420 | 3,403 | |||||||||
| Operating loss | 11,273 | 12,420 | 3,403 | |||||||||
| Financial income | (40 | ) | (2,868 | ) | (786 | ) | ||||||
| Financial expenses | 5,820 | 12 | 3 | |||||||||
| Total comprehensive loss | 17,053 | 9,564 | 2,620 | |||||||||
| Loss per share: | ||||||||||||
| Basic and diluted loss per share | 0.158 | 0.074 | 0.020 | |||||||||
| Basic and diluted loss per ADS | 3.16 | 1.48 | 0.41 | |||||||||
| Weighted average number of shares outstanding used to compute basic and diluted loss per share | 108,034,218 | 128,600,812 | 128,600,812 |
accompanying notes are an integral part of the interim consolidated financial statements.
OF CHANGES IN EQUITY
thousands, except share and per share data
| Share capital | Additional paid-in capital | Treasury shares | Share based payments and proceeds from conversion option | Accumulated deficit | Total equity | |||||||||||||||||||
| N I S | ||||||||||||||||||||||||
| Balance as of January 1, 2017 (audited) | - | 67,414 | (9,425 | ) | 6,217 | (35,719 | ) | 28,487 | ||||||||||||||||
| Issuance of ADS net of issue costs | - | 11,693 | - | 80 | - | 11,773 | ||||||||||||||||||
| Share-based payment | - | 642 | - | 4,742 | - | 5,384 | ||||||||||||||||||
| Exercise of share options and warrants | - | 2,470 | - | (1,038 | ) | - | 1,432 | |||||||||||||||||
| Expiration of share options | 620 | (620 | ) | - | ||||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (28,224 | ) | (28,224 | ) | ||||||||||||||||
| Balance as of December 31, 2017 (audited) | - | 82,839 | (9,425 | ) | 9,381 | (63,943 | ) | 18,852 | ||||||||||||||||
| Issuance of ADS net of issue costs | 10,024 | 224 | 10,248 | |||||||||||||||||||||
| Share-based payment | - | - | - | 2,184 | - | 2,184 | ||||||||||||||||||
| Exercise of share options and warrants | - | 753 | - | (354 | ) | - | 399 | |||||||||||||||||
| Expiration of share options | - | 1,032 | - | (1,032 | ) | - | - | |||||||||||||||||
| Total comprehensive loss | - | - | - | - | (9,564 | ) | (9,564 | ) | ||||||||||||||||
| Balance as of June 30, 2018 (unaudited) | - | 94,648 | (9,425 | ) | 10,403 | (73,507 | ) | 22,119 | ||||||||||||||||
| Balance as of as of June 30, 2018 (convenience translation in U.S. dollars (unaudited)) | - | 25,931 | (2,582 | ) | 2,850 | (20,139 | ) | 6,060 |
accompanying notes are an integral part of the interim consolidated financial statements.
STATEMENTS OF CASH FLOWS
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2c) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2017 | 2018 | 2018 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Cash flows from operating activities: | ||||||||||||
| Total comprehensive loss | (17,053 | ) | (9,564 | ) | (2,620 | ) | ||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||
| Adjustments to profit or loss items: | ||||||||||||
| Net financing expenses | 533 | (837 | ) | (229 | ) | |||||||
| Loss (gain) from revaluation of financial assets presented at fair value through profit or loss | 289 | (148 | ) | (40 | ) | |||||||
| Depreciation | 184 | 215 | 59 | |||||||||
| Share-based payment | 2,444 | 2,184 | 598 | |||||||||
| Changes in fair value of warrants to ADS | 5,313 | (1,888 | ) | (517 | ) | |||||||
| Interest received | - | (15 | ) | (4 | ) | |||||||
| 8,763 | (489 | ) | (133 | ) | ||||||||
| Changes in asset and liability items: | ||||||||||||
| Decrease (increase) in other receivables | 236 | (87 | ) | (24 | ) | |||||||
| Decrease in trade and other payables | (629 | ) | (1,115 | ) | (306 | ) | ||||||
| (393 | ) | (1,202 | ) | (330 | ) | |||||||
| Cash paid and received during the period for: | ||||||||||||
| Net cash used in operating activities | (8,683 | ) | (11,255 | ) | (3,083 | ) |
accompanying notes are an integral part of the interim consolidated financial statements.
STATEMENTS OF CASH FLOWS
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2c) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2017 | 2018 | 2018 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Cash flows from investing activities: | ||||||||||||
| Short-term deposits, net | 1,510 | (3,503 | ) | (960 | ) | |||||||
| Restricted cash, net | (165 | ) | (28 | ) | (7 | ) | ||||||
| Sales of marketable securities measured at fair value through profit or loss | 4,991 | 8,498 | 2,328 | |||||||||
| Purchase of property, plant and equipment | (116 | ) | (228 | ) | (63 | ) | ||||||
| Net cash provided by investing activities | 6,220 | 4,739 | 1,298 | |||||||||
| Cash flows from financing activities: | ||||||||||||
| Exercise of share options | 1,066 | 399 | 109 | |||||||||
| Issuance of share capital and warrants, net of issue costs | - | 12,360 | 3,386 | |||||||||
| Net cash provided by financing activities | 1,066 | 12,759 | 3,495 | |||||||||
| Exchange differences on balances of cash and cash equivalents | (533 | ) | 852 | 233 | ||||||||
| Increase (decrease) in cash and cash equivalents | (1,930 | ) | 7,095 | 1,943 | ||||||||
| Cash and cash equivalents at beginning of period | 6,279 | 13,734 | 3,763 | |||||||||
| Cash and cash equivalents at end of period | 4,349 | 20,829 | 5,706 | |||||||||
| (a) Non-cash activities: | ||||||||||||
| Purchase of property, plant and equipment | - | 13 | 4 | |||||||||
| Exercise of share options | (114 | ) | - | - |
accompanying notes are an integral part of the interim consolidated financial statements.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
2018, the Subsidiary established a fully owned US subsidiary named Cellect Biotech, Inc (the "US Subsidiary"). This company
was formed to engage in business development operations of the group.
accompanying financial statements have been prepared in conformity with International Financial Reporting Standards (IFRS), assuming
that the Company will continue to operate as a going concern. During the period ended June 30, 2018, the Company incurred total
comprehensive loss of NIS 9,564 ($2,620) and had negative cash flows from operating activities of NIS 11,255 ($3,083). In addition,
the Company had an accumulated deficit of NIS 73,507 ($20,139)
at June 30, 2018. The Company's management plans to seek additional equity financing. The Company believes its current capital
resources are sufficient to support its operations through the end of the second quarter of 2019.
Company's activities since inception have consisted of raising capital and performing research and development activities.
As of June 30, 2018, principal commercial operations have not commenced. Successful completion of the Company's development
programs and, ultimately, the attainment of profitable operations, if any, are dependent on future events, including, among other
things, its ability to obtain marketing approval from regulatory authorities and access potential markets, secure financing, develop
a customer base, attract, retain and motivate qualified personnel and develop strategic alliances. Although management believes
that the Company will be able to successfully fund its operations, there can be no assurance that the Company will be able to
do so or that the Company will ever operate profitably.
Company 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 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
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
Interim Financial Statements
accompanying consolidated balance sheet as of June 30, 2018, the consolidated statements of income, the consolidated statements
of comprehensive loss and the consolidated statements of cash flows for the six months ended June 30, 2018 and 2017, as well as
the statement of changes in shareholders' equity for the six months ended June 30, 2018, are unaudited. These unaudited
interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the
International Financial Reporting Standards ("IFRS") as
issued by the International Accounting Standards Board ("IASB") and applicable rules and regulations of the Securities
and Exchange Commission regarding interim financial reporting. In the management's opinion, the unaudited interim consolidated
financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of the Company's
financial position as of June 30, 2018, as well as its results of operations and cash flows for the six months ended June 30,
2018 and 2017. The results of operations for the six months ended June 30, 2018 are not necessarily indicative of the results
to be expected for the year ending December 31, 2018.
accompanying unaudited interim financial statements should be read in conjunction with the Company's Annual Report on Form
20-F filed with the Securities and Exchange Commission (the "SEC") on March 19, 2018.
have been no changes to the significant accounting policies described in the Annual Report on Form 20-F for the fiscal year ended
December 31, 2017 that have had a material impact on the unaudited interim consolidated financial statements and related notes
Estimates and assumptions:
preparation of the Company's financial statements requires management to make estimates and assumptions that have an effect
on application of the accounting policies and on the reported amounts of assets, liabilities and expenses. Changes in accounting
estimates are reported in the period of the change in estimate.
key assumptions made in the financial statements concerning uncertainties at the reporting
date and the critical estimates computed by the Company that may result in a material adjustment to the carrying amounts of assets
and liabilities within the next financial year are discussed below.
fair value of share based transactions is determined upon initial recognition using acceptable option pricing models. The model
is based on per-share price data and the exercise price and assumptions regarding expected volatility, expected life, expected
dividend and risk-free interest rate.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
Recently adopted accounting standards
9, "Financial Instruments":
July 2014, the IASB issued the final and complete version of IFRS 9, "Financial Instruments" ("IFRS 9"),
which replaces IAS 39, "Financial Instruments: Recognition and Measurement". IFRS 9 mainly focuses on the classification
and measurement of financial assets and it applies to all assets in the scope of IAS 39.
to IFRS 9, all financial assets are measured at fair value upon initial recognition. In subsequent periods, debt instruments are
measured at amortized cost only if both of the following conditions are met:
9 also includes a new model for measurement of impairment of financial assets.
measurement of all other debt instruments and financial assets should be at fair value. IFRS 9 establishes a distinction between
debt instruments to be measured at fair value through profit or loss and debt instruments to be measured at fair value through
other comprehensive income.
assets that are equity instruments should be measured in subsequent periods at fair value and the changes recognized in profit
or loss or in other comprehensive income (loss), in accordance with the election by the Company on an instrument-by-instrument
basis. If equity instruments are held for trading, they should be measured at fair value through profit or loss.
to IFRS 9, the provisions of IAS 39 will continue to apply to derecognition and to financial liabilities for which the fair value
option has not been elected.
to IFRS 9, changes in the fair value of financial liabilities which are attributable to the change in credit risk should be presented
in other comprehensive income. All other changes in fair value should be presented in profit or loss.
9 also prescribes new hedge accounting requirements.
Company adopted the new standard effective January 1, 2018. The adoption of IFRS 9 does not have material impact on its financial
TO CONSOLIDATED FINANCIAL STATEMENTS