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 - 13 |
- - - - - - - - - - - - - - -
CELLECT BIOTECHNOLOGY LTD.
thousands, except share and per share data
| Convenience | ||||||||||||
| translation | ||||||||||||
| (Note 2e) | ||||||||||||
| December 31, | June 30, | June 30, | ||||||||||
| 2019 | 2020 | 2020 | ||||||||||
| Audited | Unaudited | Unaudited | ||||||||||
| N I S | U.S. dollars | |||||||||||
| CURRENT ASSETS: | ||||||||||||
| Cash and cash equivalents | 18,106 | 24,269 | 7,002 | |||||||||
| Other receivables | 469 | 960 | 277 | |||||||||
| 18,575 | 25,229 | 7,279 | ||||||||||
| LONG-TERM ASSETS: | ||||||||||||
| Restricted cash | 328 | 330 | 95 | |||||||||
| Right of use - Assets under operating lease | 1,035 | 908 | 262 | |||||||||
| Other long-term assets | 94 | 76 | 22 | |||||||||
| Property, plant and equipment, net | 1,288 | 1,087 | 314 | |||||||||
| 2,745 | 2,401 | 693 | ||||||||||
| 21,320 | 27,630 | 7,972 | ||||||||||
| CURRENT LIABILITIES: | ||||||||||||
| Trade payables | 158 | 420 | 121 | |||||||||
| Other payables | 3,080 | 2,158 | 622 | |||||||||
| Current maturities of lease liability | 396 | 416 | 120 | |||||||||
| 3,634 | 2,994 | 863 | ||||||||||
| NON CURRENT LIABILITIES: | ||||||||||||
| Warrants to ADS | 2,172 | 2,307 | 666 | |||||||||
| Lease liabilities | 677 | 538 | 155 | |||||||||
| 2,849 | 2,845 | 821 | ||||||||||
| SHAREHOLDERS' EQUITY : | ||||||||||||
| Ordinary shares of no par value: Authorized: 500,000,000 shares at December 31, 2019 and June 30, 2020 (unaudited); Issued and outstanding: 224,087,799* at December 31, 2019; and 390,949,079* at June 30, 2020(unaudited). | - | - | - | |||||||||
| Additional paid-in capital | 108,598 | 126,839 | 36,595 | |||||||||
| Share-based payments | 16,528 | 16,597 | 4,789 | |||||||||
| Treasury shares | (9,425 | ) | (9,425 | ) | (2,719 | ) | ||||||
| Accumulated deficit | (100,864 | ) | (112,220 | ) | (32,377 | ) | ||||||
| 14,837 | 21,791 | 6,288 | ||||||||||
| 21,320 | 27,630 | 7,972 |
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 2e) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2019 | 2020 | 2020 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Research and development expenses | 7,086 | 2,901 | 837 | |||||||||
| General and administrative expenses | 5,064 | 4,703 | 1,356 | |||||||||
| Total operating expenses | 12,150 | 7,604 | 2,193 | |||||||||
| Operating loss | 12,150 | 7,604 | 2,193 | |||||||||
| Financial income | (7,111 | ) | (98 | ) | (28 | ) | ||||||
| Financial expenses | 880 | 3,850 | 1,111 | |||||||||
| Total comprehensive loss | 5,919 | 11,356 | 3,276 | |||||||||
| Loss per share: | ||||||||||||
| Basic and diluted loss per share | 0.029 | 0.034 | 0.010 | |||||||||
| Weighted average number of shares outstanding used to compute basic and diluted loss per share | 200,942,871 | 338,182,275 | 338,182,275 |
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 option | Accumulated deficit | Total equity | |||||||||||||||||||
| N I S | ||||||||||||||||||||||||
| Balance as of January 1, 2019 (audited) | - | 95,085 | (9,425 | ) | 12,319 | (84,056 | ) | 13,923 | ||||||||||||||||
| Issuance of ADS net of issue costs | - | 13,505 | - | 1,509 | - | 15,014 | ||||||||||||||||||
| Share-based payment | - | 8 | - | 2,700 | - | 2,708 | ||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (16,808 | ) | (16,808 | ) | ||||||||||||||||
| Balance as of December 31, 2019 (audited) | - | 108,598 | (9,425 | ) | 16,528 | (100,864 | ) | 14,837 | ||||||||||||||||
| Issuance of ADS, net of issue costs | 9,194 | - | 9,194 | |||||||||||||||||||||
| Share-based payment | - | - | - | 829 | - | 829 | ||||||||||||||||||
| Exercise of options and warrants into shares | 9,047 | (760 | ) | 8,287 | ||||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (11,356 | ) | (11,356 | ) | ||||||||||||||||
| Balance as of June 30, 2020 (unaudited) | - | 126,839 | (9,425 | ) | 16,597 | (112,220 | ) | 21,791 | ||||||||||||||||
| Balance as of as of June 30, 2020 (convenience translation in U.S. dollars (unaudited)) | - | 36,595 | (2,719 | ) | 4,789 | (32,377 | ) | 6,288 |
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 2e) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2019 | 2020 | 2020 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Cash flows from operating activities: | ||||||||||||
| Total comprehensive loss | (5,919 | ) | (11,356 | ) | (3,276 | ) | ||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||
| Adjustments to profit or loss items: | ||||||||||||
| Exchange rate difference | - | 5 | 1 | |||||||||
| Net financing expenses | 815 | 37 | 11 | |||||||||
| Loss (gain) from revaluation of financial assets presented at fair value through profit or loss | 6 | - | - | |||||||||
| Depreciation | 192 | 170 | 49 | |||||||||
| Share-based payment | 529 | 829 | 239 | |||||||||
| Changes in fair value of warrants | (8,442 | ) | 3,807 | 1,098 | ||||||||
| Interest received during the period | (46 | ) | 35 | 10 | ||||||||
| (6,946 | ) | 4,883 | 1,408 | |||||||||
| Changes in asset and liability items: | ||||||||||||
| Decrease (increase) in other receivables | 126 | (473 | ) | (136 | ) | |||||||
| Decrease (increase) in other long-term assets | 19 | - | - | |||||||||
| Decrease in trade and other payables | (715 | ) | (753 | ) | (217 | ) | ||||||
| Decrease in right-of-use assets | 314 | 183 | 53 | |||||||||
| (256 | ) | (1,043 | ) | (300 | ) | |||||||
| Cash paid and received during the period for: | ||||||||||||
| Net cash used in operating activities | (13,121 | ) | (7,516 | ) | (2,168 | ) |
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 2e) | ||||||||||||
| Six months ended June 30, | Six months ended June 30, | |||||||||||
| 2019 | 2020 | 2020 | ||||||||||
| Unaudited | Unaudited | |||||||||||
| N I S | U.S. dollars | |||||||||||
| Cash flows from investing activities: | ||||||||||||
| Restricted cash, net | - | (2 | ) | (1 | ) | |||||||
| Sale of property, plant and equipment, net | - | 34 | 10 | |||||||||
| Purchase of property, plant and equipment, net | (120 | ) | (3 | ) | (1 | ) | ||||||
| Net cash provided (used in) investing activities | (120 | ) | 29 | 8 | ||||||||
| Cash flows from financing activities: | ||||||||||||
| Exercise of share options | - | 4,707 | 1,358 | |||||||||
| Issuance of share capital and warrants, net of issue costs | 23,723 | 9,194 | 2,652 | |||||||||
| Leases liabilities | (278 | ) | (212 | ) | (61 | ) | ||||||
| Net cash provided by financing activities | 23,445 | 13,689 | 3,949 | |||||||||
| Exchange differences on balances of cash and cash equivalents | (769 | ) | (39 | ) | (11 | ) | ||||||
| Increase in cash and cash equivalents | 9,435 | 6,163 | 1,778 | |||||||||
| Cash and cash equivalents at beginning of period | 17,809 | 18,106 | 5,224 | |||||||||
| Cash and cash equivalents at end of period | 27,244 | 24,269 | 7,002 |
| (a) | Non-cash activities: | |||||||||||
| Issuance expenses related to fund raising | 164 | 93 | 27 |
The accompanying notes are an integral
part of the interim consolidated financial statements.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
statements have been prepared in a condensed format as of June 30, 2020, 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, 2019, and for the year then ended and accompanying notes ("annual consolidated financial statements").
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. from June 2019, there is no activity in the US Subsidiary.
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, 2020, the Company incurred total comprehensive
loss of NIS 11,356 ($3,276) and had negative cash flows from operating activities of NIS 7,516 ($2,168). In addition, the Company
had an accumulated deficit of NIS 112,220 ($32,377) at June 30, 2020.
Company's activities since inception have consisted of raising capital and performing research and development activities. As
of June 30, 2020, 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 currently the company has sufficient funds to operate in the next 18 months, in order to reach profitability, the
company will need to raise additional funds and there is no assurance that the company will be able to do so.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
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 as a going concern.
accompanying consolidated balance sheet as of June 30, 2020, the consolidated statements of comprehensive loss and the consolidated
statements of cash flows for the six months ended June 30, 2020 and 2019, as well as the statement of changes in shareholders'
equity for the six months ended June 30, 2020, 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, 2020, as well
as its results of operations and cash flows for the six months ended June 30, 2020 and 2019. The results of operations for the
six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020.
The 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 April 3, 2020, as amended by Form 20-F/A filed with the SEC on August 4, 2020.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
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 influence 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.
The Company has adopted IFRS 16 retrospectively
from January 1, 2019 but has not restated comparative figures for the year ended December 31, 2018 reporting period, as permitted
under the modified retrospective approach. Upon the initial adoption of the new standard the Company measured the right-of-use
asset at an amount equal to the lease liability, as measured on the transition date.
TO CONSOLIDATED FINANCIAL STATEMENTS
thousands, except share and per share data
financial statements as of June 30, 2020 and for the six months then ended have been translated into U.S. dollars using the exchange
rate of the U.S. dollar as of June 30, 2020 (U.S. $1.00 = NIS 3.466). The translation was made solely for convenience purposes.
amounts presented in these financial statements should not be construed as representing amounts that are receivable or payable