Full Press Release Details
CELLECT BIOTHECHNOLOGY LTD.
INTERIM 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 - 16 |
- - - - - - - - - - - - - - -
CELLECT BIOTECHNOLOGY LTD.
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2d) | ||||||||||||
| December 31, | June 30, | June 30, | ||||||||||
| 2018 | 2019 | 2019 | ||||||||||
| Audited | Unaudited | Unaudited | ||||||||||
| N I S | U.S. dollars | |||||||||||
| CURRENT ASSETS: | ||||||||||||
| Cash and cash equivalents | 17,809 | 27,244 | 7,640 | |||||||||
| Other receivables | 816 | 690 | 193 | |||||||||
| 18,625 | 27,934 | 7,833 | ||||||||||
| LONG-TERM ASSETS: | ||||||||||||
| Restricted cash | 337 | 331 | 93 | |||||||||
| Right-of-use assets | - | 1,299 | 364 | |||||||||
| Other long term assets | 132 | 113 | 32 | |||||||||
| Property, plant and equipment, net | 1,544 | 1,472 | 413 | |||||||||
| 2,013 | 3,215 | 902 | ||||||||||
| 20,638 | 31,149 | 8,735 | ||||||||||
| CURRENT LIABILITIES: | ||||||||||||
| Trade payables | 887 | 994 | 279 | |||||||||
| Other payables | 4,012 | 3,190 | 894 | |||||||||
| Lease liabilities | - | 468 | 131 | |||||||||
| 4,899 | 4,652 | 1,304 | ||||||||||
| NON CURRENT LIABILITIES: | ||||||||||||
| Warrants | 1,816 | 3,722 | 1,044 | |||||||||
| Lease liabilities | - | 867 | 243 | |||||||||
| 1,816 | 4,589 | 1,287 | ||||||||||
| SHAREHOLDERS' EQUITY: | ||||||||||||
| Ordinary shares of no par value: | ||||||||||||
| Authorized: 500,000,000 shares at December 31, 2018 and June 30, 2019 (unaudited); Issued and outstanding: 130,414,799* at December 31, 2018; and 224,087,799* at June 30, 2019 (unaudited). | - | - | - | |||||||||
| Additional paid-in capital | 95,085 | 108,305 | 30,371 | |||||||||
| Share-based payments | 12,319 | 13,003 | 3,647 | |||||||||
| Treasury shares | (9,425 | ) | (9,425 | ) | (2,643 | ) | ||||||
| Accumulated deficit | (84,056 | ) | (89,975 | ) | (25,231 | ) | ||||||
| 13,923 | 21,908 | 6,144 | ||||||||||
| 20,638 | 31,149 | 8,735 |
The accompanying notes are an integral
part of the interim consolidated financial statements.
CELLECT BIOTECHNOLOGY LTD.
STATEMENTS OF COMPREHENSIVE LOSS
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2d) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2018 | 2019 | 2019 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Research and development expenses | 5,348 | 7,086 | 1,987 | |||||||||
| General and administrative expenses | 7,072 | 5,064 | 1,420 | |||||||||
| Total operating expenses | 12,420 | 12,150 | 3,407 | |||||||||
| Operating loss | 12,420 | 12,150 | 3,407 | |||||||||
| Financial income | (2,868 | ) | (7,111 | ) | (1,994 | ) | ||||||
| Financial expenses | 12 | 880 | 247 | |||||||||
| Total comprehensive loss | 9,564 | 5,919 | 1,660 | |||||||||
| Loss per share: | ||||||||||||
| Basic and diluted loss per share | 0.074 | 0.029 | 0.008 | |||||||||
| Basic and diluted loss per ADS | 1.48 | 0.58 | 0.17 | |||||||||
| Weighted average number of shares outstanding used to compute basic and diluted loss per share | 128,600,812 | 200,942,871 | 200,942,871 |
The accompanying notes are an integral
part of the interim consolidated financial statements.
CELLECT BIOTECHNOLOGY LTD.
OF CHANGES IN EQUITY
thousands, except share and per share data
| Share capital | Additional paid-in capital | Treasury shares | Share based payments | Accumulated deficit | Total equity | |||||||||||||||||||
| N I S | ||||||||||||||||||||||||
| Balance as of January 1, 2018 (audited) | - | 82,839 | (9,425 | ) | 9,381 | (63,943 | ) | 18,852 | ||||||||||||||||
| Issuance of ADS net of issue costs | - | 10,024 | - | 223 | - | 10,247 | ||||||||||||||||||
| Share-based payment | - | 186 | - | 4,351 | - | 4,537 | ||||||||||||||||||
| Exercise of share options and warrants | - | 753 | - | (353 | ) | - | 400 | |||||||||||||||||
| Expiration of share options | 1,283 | (1,283 | ) | - | ||||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (20,113 | ) | (20,113 | ) | ||||||||||||||||
| Balance as of December 31, 2018 (audited) | - | 95,085 | (9,425 | ) | 12,319 | (84,056 | ) | 13,923 | ||||||||||||||||
| Issuance of ADS, net of issue costs | 13,212 | 163 | 13,375 | |||||||||||||||||||||
| Share-based payment | - | 8 | - | 521 | - | 529 | ||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (5,919 | ) | (5,919 | ) | ||||||||||||||||
| Balance as of June 30, 2019 (unaudited) | - | 108,305 | (9,425 | ) | 13,003 | (89,975 | ) | 21,908 | ||||||||||||||||
| Balance as of as of June 30, 2019 (convenience translation in U.S. dollars (unaudited)) | - | 30,371 | (2,643 | ) | 3,647 | (25,231 | ) | 6,144 |
The accompanying notes are an integral
part of the interim consolidated financial statements.
CELLECT BIOTECHNOLOGY LTD.
STATEMENTS OF CASH FLOWS
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2d) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2018 | 2019 | 2019 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Cash flows from operating activities: | ||||||||||||
| Total comprehensive loss | (9,564 | ) | (5,919 | ) | (1,660 | ) | ||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||
| Adjustments to profit or loss items: | ||||||||||||
| Net financing expenses | (837 | ) | 815 | 229 | ||||||||
| Loss (gain) from revaluation of financial assets presented at fair value through profit or loss | (148 | ) | 6 | 2 | ||||||||
| Depreciation | 215 | 192 | 54 | |||||||||
| Share-based payment | 2,184 | 529 | 148 | |||||||||
| Changes in fair value of warrants | (1,888 | ) | (8,442 | ) | (2,368 | ) | ||||||
| Interest received during the period | (15 | ) | (46 | ) | (13 | ) | ||||||
| (489 | ) | (6,946 | ) | (1,948 | ) | |||||||
| Changes in asset and liability items: | ||||||||||||
| Decrease (increase) in other receivables | (108 | ) | 126 | 35 | ||||||||
| Decrease (increase) in other long term assets | 21 | 19 | 5 | |||||||||
| Decrease in trade and other payables | (1,115 | ) | (715 | ) | (201 | ) | ||||||
| Decrease in right-of-use assets | - | 314 | 89 | |||||||||
| (1,202 | ) | (256 | ) | (72 | ) | |||||||
| Cash paid and received during the period for: | ||||||||||||
| Net cash used in operating activities | (11,255 | ) | (13,121 | ) | (3,680 | ) |
The accompanying notes are an integral
part of the interim consolidated financial statements.
CELLECT BIOTECHNOLOGY LTD.
STATEMENTS OF CASH FLOWS
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2d) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2018 | 2019 | 2019 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Cash flows from investing activities: | ||||||||||||
| Short-term deposits, net | (3,503 | ) | - | - | ||||||||
| Restricted cash, net | (28 | ) | - | - | ||||||||
| Sales of marketable securities measured at fair value through profit or loss | 8,498 | - | - | |||||||||
| Purchase of property, plant and equipment | (228 | ) | (120 | ) | (34 | ) | ||||||
| Net cash provided (used in) investing activities | 4,739 | (120 | ) | (34 | ) | |||||||
| Cash flows from financing activities: | ||||||||||||
| Exercise of share options | 399 | - | - | |||||||||
| Issuance of share capital and warrants, net of issue costs | 12,360 | 23,723 | 6,653 | |||||||||
| Lesaes liabilities | - | (278 | ) | (77 | ) | |||||||
| Net cash provided by financing activities | 12,759 | 23,445 | 6,576 | |||||||||
| Exchange differences on balances of cash and cash equivalents | 852 | (769 | ) | (216 | ) | |||||||
| Increase in cash and cash equivalents | 7,095 | 9,435 | 2,646 | |||||||||
| Cash and cash equivalents at beginning of period | 13,734 | 17,809 | 4,994 | |||||||||
| Cash and cash equivalents at end of period | 20,829 | 27,244 | 7,640 | |||||||||
| (a) Non-cash activities: | ||||||||||||
| Purchase of property, plant and equipment | 13 | - | - | |||||||||
| Issuance expenses related to fund raising | - | 164 | 46 |
The accompanying notes are an integral
part of the interim consolidated financial statements.
CELLECT BIOTECHNOLOGY LTD.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
statements have been prepared in a condensed format as of June 30, 2019, and for the six months then ended ("interim consolidated
financial statements"). These financial statements should be read in conjunction with the Company's annual financial
statements as of December 31, 2018, and for the year then ended and accompanying notes ("annual consolidated financial statements").
To conserve cash and concentrate the Company's resources on its essential research and development
2, 2019, the Company's board of directors approved a cost reduction program that includes a reduction of workforce by approximately
40%, salary reductions for remaining employees together with the grant to the Company's Chairman, Chief Executive Officer
and Chief Financial Officer and certain other employees of options to purchase an aggregate of 650,000 ADSs representing 13,000,000 ordinary shares at an exercise price of $0.776 per ADS.
On June 6, 2019, the Company
retained a financial advisor to advise the Company in connection with its consideration of strategic alternatives.
The Company continues to evaluate
strategic alternatives and the Company's board of directors has not made any decisions related to any strategic alternatives
at this time. There can be no assurance that the process will result in any transaction being completed, and, even if a strategic
transaction is completed, it ultimately may not deliver the anticipated benefits or enhance stockholder value.
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, 2019, the Company incurred total comprehensive
loss of NIS 5,919 ($1,660) and had negative cash flows from operating activities of NIS 13,121 ($3,680). In addition, the Company
had an accumulated deficit of NIS 89,975 ($25,231) at June 30, 2019.
Company's activities since inception have consisted of raising capital and performing research and development
activities. As of June 30, 2019, principal commercial operations have not commenced. The Company's future success
depends on its ability to raise additional capital and/or implement a strategic alternative. There can be no assurance that
the Company will be able to raise additional capital or implement a strategic alternative.
CELLECT BIOTECHNOLOGY LTD.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
the Company evaluates strategic alternatives, it continues to advance its development program. The Company expects to
continue to incur substantial losses over the next several years during its development phase. To fully execute its development program, 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 as a going concern.
2:- SIGNIFICANT ACCOUNTING POLICIES
accompanying consolidated balance sheet as of June 30, 2019, the consolidated statements of comprehensive loss and the consolidated
statements of cash flows for the six months ended June 30, 2019 and 2018, as well as the statement of changes in shareholders'
equity for the six months ended June 30, 2019, are unaudited. These unaudited interim consolidated financial statements have been
prepared in accordance with generally accepted accounting principles in the 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, 2019,
as well as its results of operations and cash flows for the six months ended June 30, 2019 and 2018. The results of operations
for the six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the year ending December
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 18, 2019.
CELLECT BIOTECHNOLOGY LTD.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
2:- SIGNIFICANT ACCOUNTING POLICIES (Cont.)
consolidated financial statements have been prepared in accordance with IAS 34, "Interim Financial Reporting".
accounting policies applied in the preparation of the interim consolidated financial statements are consistent with those followed
in the preparation of the annual consolidated financial statements, except as described below:
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.
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.