Full Press Release Details
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SILEXION THERAPEUTICS LTD.
INTERIM FINANCIAL STATEMENTS
| Page | |
| CONSOLIDATED FINANCIAL STATEMENTS: | |
| Condensed Consolidated Balance Sheets (unaudited) | 3-4 |
| Condensed Consolidated Statements of Operations (unaudited) | 5 |
| Condensed Consolidated Statements of Changes in Redeemable Convertible Preferred Shares and Capital Deficiency (unaudited) | 6-7 |
| Condensed Consolidated Statements of Cash Flows (unaudited) | 8-9 |
| Notes to Condensed Consolidated Financial Statements (unaudited) | 10-20 |
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED BALANCE
| June 30, | December 31 | |||||||
| 2024 | 2023 | |||||||
| U.S. dollars in thousands | ||||||||
| Assets | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 1,697 | $ | 4,595 | ||||
| Restricted cash | 25 | 25 | ||||||
| Prepaid expenses | 527 | 335 | ||||||
| Other current assets | 66 | 24 | ||||||
| TOTAL CURRENT ASSETS | 2,315 | 4,979 | ||||||
| NON-CURRENT ASSETS: | ||||||||
| Restricted cash | 25 | 25 | ||||||
| Long-term deposit | 5 | 5 | ||||||
| Property and equipment, net | 40 | 49 | ||||||
| Operating lease right-of-use asset | 140 | 198 | ||||||
| TOTAL NON-CURRENT ASSETS | 210 | 277 | ||||||
| TOTAL ASSETS | $ | 2,525 | $ | 5,256 |
The accompanying notes are an integral
part of the unaudited condensed consolidated financial statements.
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED BALANCE
| June 30, | December 31 | |||||||
| 2024 | 2023 | |||||||
| U.S. dollars in thousands | ||||||||
| Liabilities and redeemable convertible preferred shares, net of capital deficiency | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Trade payables | $ | 281 | $ | 319 | ||||
| Current maturities of operating lease liability | 108 | 112 | ||||||
| Warrants to preferred shares (including $321 and $186 due to related party, as of June 30, 2024 and December 31, 2023, respectively) | 345 | 200 | ||||||
| Employee related obligations | 251 | 207 | ||||||
| Accrued expenses and other account payable | 1,379 | 1,358 | ||||||
| TOTAL CURRENT LIABILITIES | 2,364 | 2,196 | ||||||
| NON-CURRENT LIABILITIES: | ||||||||
| Long-term operating lease liability | 8 | 59 | ||||||
| TOTAL NON-CURRENT LIABILITIES | $ | 8 | $ | 59 | ||||
| TOTAL LIABILITIES | $ | 2,372 | $ | 2,255 | ||||
| COMMITMENTS AND CONTINGENT LIABILITIES | ||||||||
| REDEEMABLE CONVERTIBLE PREFERRED SHARES AND NON-CONTROLLING INTERESTS: | ||||||||
| Convertible Series A Preferred Shares (NIS 0.01 par value, 510,000 shares authorized as of June 30, 2024 and December 31, 2023, 388,088 shares issued and outstanding as of June 30, 2024 and December 31, 2023); aggregate liquidation preference of $8,162 as of June 30, 2024; | ||||||||
| Convertible Series A-1 Preferred Shares (NIS 0.01 par value per share, 120,000 shares authorized as of June 30, 2024 and December 31, 2023, 91,216 shares issued and outstanding as of June 30, 2024 and December 31, 2023); aggregate liquidation preference of $2,443 as of June 30, 2024; | ||||||||
| Convertible Series A-2 Preferred Shares (NIS 0.01 par value per share, 200,000 shares authorized as of June 30, 2024 and December 31, 2023, 45,458 shares issued and outstanding as of June 30, 2024 and December 31, 2023); aggregate liquidation preference of $2,763 as of June 30, 2024; | ||||||||
| Convertible Series A-3 Preferred Shares (NIS 0.01 par value per share, 80,000 shares authorized as of June 30, 2024 and December 31, 2023, 63,331 shares issued and outstanding as of June 30, 2024 and December 31, 2023); aggregate liquidation preference of $2,887 as of June 30, 2024; | ||||||||
| Convertible Series A-4 Preferred Shares (NIS 0.01 par value per share, 815,000 shares authorized as of June 30, 2024 and December 31, 2023, 21,717* shares issued and outstanding as of June 30, 2024 and December 31, 2023); aggregate liquidation preference of $1,076 as of June 30, 2024; | ||||||||
| TOTAL REDEEMABLE CONVERTIBLE PREFERRED SHARES | 15,057 | 15,057 | ||||||
| CONTINGENTLY REDEEMABLE NON-CONTROLLING INTERESTS | 3,353 | 3,420 | ||||||
| TOTAL REDEEMABLE CONVERTIBLE PREFERRED SHARES AND CONTINGENTLY REDEEMABLE NON-CONTROLLING INTERESTS | $ | 18,410 | $ | 18,477 | ||||
| CAPITAL DEFICIENCY: | ||||||||
| Ordinary shares (NIS 0.01 par value per share, 3,275,000 shares authorized as of June 30, 2024 and December 31, 2023; 250,492 and 219,354 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively) | 1 | 1 | ||||||
| Additional paid-in capital | 11,398 | 11,334 | ||||||
| Accumulated deficit | (29,656 | ) | (26,811 | ) | ||||
| TOTAL CAPITAL DEFICIENCY | $ | (18,257 | ) | $ | (15,476 | ) | ||
| TOTAL REDEEMABLE CONVERTIBLE PREFERRED SHARES AND CONTINGENTLY REDEEMABLE NON-CONTROLLING INTERESTS, NET OF CAPITAL DEFICIENCY | $ | 153 | $ | 3,001 | ||||
| TOTAL LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED SHARES AND NON-CONTROLLING INTEREST NET OF CAPITAL DEFICIENCY | $ | 2,525 | $ | 5,256 |
The accompanying notes are an integral
part of the unaudited condensed consolidated financial statements.
SILEXION THERAPEUTICS LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
| Six months ended June 30 | Three months ended June 30 | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| U.S. dollars in thousands | U.S. dollars in thousands | |||||||||||||||
| OPERATING EXPENSES: | ||||||||||||||||
| Research and development (including $34 from related party for the six months period ended June 30, 2024 and 2023, respectively, and including $17 from related party for the three months period ended June 30, 2024 and 2023, respectively) | $ | 1,727 | $ | 1,916 | $ | 766 | $ | 1,235 | ||||||||
| General and administrative (including $24 from related party for the six months period ended June 30, 2024 and 2023, respectively, and including $12 from related party for the three months period ended June 30, 2024 and 2023, respectively) | 908 | 306 | 619 | 179 | ||||||||||||
| TOTAL OPERATING EXPENSES | 2,635 | 2,222 | 1,385 | 1,414 | ||||||||||||
| OPERATING LOSS | 2,635 | 2,222 | 1,385 | 1,414 | ||||||||||||
| Financial expenses, net (including $135 and $0 from related party for the six months period ended June 30, 2024 and 2023, respectively, and including $60 and $0 from related party for the three months period ended June 30, 2024 and 2023, respectively) | 270 | 377 | 102 | 452 | ||||||||||||
| LOSS BEFORE INCOME TAX | $ | 2,905 | $ | 2,599 | $ | 1,487 | $ | 1,866 | ||||||||
| INCOME TAX | 7 | 20 | 2 | 10 | ||||||||||||
| NET LOSS | $ | 2,912 | $ | 2,619 | $ | 1,489 | $ | 1,876 | ||||||||
| Attributable to: | ||||||||||||||||
| Equity holders of the Company | 2,845 | 2,427 | 1,472 | 1,653 | ||||||||||||
| Non-controlling interests | 67 | 192 | 17 | 223 | ||||||||||||
| $ | 2,912 | $ | 2,619 | $ | 1,489 | $ | 1,876 | |||||||||
| LOSS PER SHARE, BASIC AND DILUTED | $ | 11.31 | $ | 9.61 | $ | 5.87 | $ | 6.54 | ||||||||
| WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES OUTSTANDING USED IN COMPUTATION OF BASIC AND DILUTED LOSS PER SHARE | 251,655 | 252,462 | 250,847 | 252,462 |
The accompanying notes are an integral part
of the unaudited condensed consolidated financial statements.
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
CHANGES IN REDEEMABLE CONVERTIBLE PREFERRED SHARES AND CAPITAL DEFICIENCY
(U.S. dollars in thousands, except per share data)
| Redeemable Convertible Preferred Shares | Total redeemable convertible preferred shares and contingently redeemable | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Series A preferred shares | Series A-1 preferred shares | Series A-2 preferred shares | Series A-3 preferred shares | Series A-4 preferred shares | Contingently redeemable non- controlling interests | Ordinary shares | Additional paid-in | Accumulated | Total capital | non- controlling interests, net of capital | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | Amount | Shares | Amount | Capital | deficit | deficiency | deficiency | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| BALANCE AT JANUARY 1, 2023 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | - | - | $ | 3,586 | 219,354 | $ | 1 | $ | 11,203 | $ | (21,869 | ) | $ | (10,665 | ) | $ | 7,567 | |||||||||||||||||||||||||||||||||||||||
| CHANGES DURING THE SIX MONTHS PERIOD ENDED JUNE 30, 2023 (unaudited): | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of Preferred A-4 shares, net of issuance cost | 21,717 | $ | 411 | 1 | 1 | 412 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | 64 | 64 | 64 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (192 | ) | (2,427 | ) | (2,427 | ) | (2,619 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| BALANCE AS OF JUNE 30, 2023 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | 21,717 | $ | 411 | $ | 3,394 | 219,354 | $ | 1 | $ | 11,268 | $ | (24,296 | ) | $ | (13,027 | ) | $ | (5,424 | ) | |||||||||||||||||||||||||||||||||||||
| BALANCE AT JANUARY 1, 2024 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | 21,717 | $ | 411 | $ | 3,420 | 219,354 | $ | 1 | $ | 11,334 | $ | (26,811 | ) | $ | (15,476 | ) | $ | 3,001 | ||||||||||||||||||||||||||||||||||||||
| CHANGES DURING THE SIX MONTHS PERIOD ENDED JUNE 30, 2024 (unaudited): | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Exercise of options | 31,138 | ** | * | * | * | * | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | 64 | 64 | 64 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (67 | ) | (2845 | ) | (2,845 | ) | (2,912 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| BALANCE AS OF JUNE 30, 2024 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | 21,717 | $ | 411 | $ | 3,353 | 250,492 | $ | 1 | $ | 11,398 | $ | (29,656 | ) | $ | (18,257 | ) | $ | 153 |
| * | Represents an amount less than $1 | |
| ** | Represents fully vested pre-funded options for the Company's ordinary shares at an exercise price of $0.01 or 0.01 NIS per share |
The accompanying notes are an integral part
of the unaudited condensed consolidated financial statements.
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
CHANGES IN REDEEMABLE CONVERTIBLE PREFERRED SHARES AND CAPITAL DEFICIENCY
(U.S. dollars in thousands, except per share data)
| Redeemable Convertible Preferred Shares | Total redeemable convertible preferred shares and contingently redeemable | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Series A preferred shares | Series A-1 preferred shares | Series A-2 preferred shares | Series A-3 preferred shares | Series A-4 preferred shares | Contingently redeemable non-controlling interests | Ordinary shares | Additional paid-in | Accumulated | Total capital | non- controlling interests, net of capital | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | Amount | Shares | Amount | Capital | deficit | deficiency | deficiency | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| BALANCE AT MARCH 31, 2023 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | - | - | $ | 3,617 | 219,354 | $ | 1 | $ | 11,235 | $ | (22,643 | ) | $ | (11,407 | ) | $ | 6,856 | |||||||||||||||||||||||||||||||||||||||
| CHANGES DURING THE THREE MONTHS PERIOD ENDED JUNE 30, 2023 (unaudited): | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of Preferred A-4 shares, net of issuance cost | 21,717 | $ | 411 | 1 | 1 | 412 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | 32 | 32 | 32 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (223 | ) | (1,653 | ) | (1,653 | ) | (1,876 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| BALANCE AS OF JUNE 30, 2023 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | 21,717 | $ | 411 | 3,394 | 219,354 | $ | 1 | $ | 11,268 | $ | (24,296 | ) | $ | (13,027 | ) | $ | (5,424 | ) | ||||||||||||||||||||||||||||||||||||||
| BALANCE AT MARCH 31, 2024 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | 21,717 | $ | 411 | $ | 3,370 | 250,492 | $ | 1 | $ | 11,366 | $ | (28,184 | ) | $ | (16,817 | ) | $ | 1,610 | ||||||||||||||||||||||||||||||||||||||
| CHANGES DURING THE THREE MONTHS PERIOD ENDED JUNE 30, 2024 (unaudited): | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | 32 | 32 | 32 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (17 | ) | (1,472 | ) | (1,472 | ) | (1,489 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| BALANCE AS OF JUNE 30, 2024 | 388,088 | $ | 7,307 | 91,216 | $ | 2,392 | 45,458 | $ | 2,264 | 63,331 | $ | 2,683 | 21,717 | $ | 411 | $ | 3,353 | 250,492 | $ | 1 | $ | 11,398 | $ | (29,656 | ) | $ | (18,257 | ) | $ | 153 |
The accompanying notes are an integral part
of the unaudited condensed consolidated financial statements.
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
| Six months ended June 30 | Three months ended June 30 | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| U.S. dollars in thousands | U.S. dollars in thousands | |||||||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||||||||
| Net loss | $ | (2,912 | ) | $ | (2,619 | ) | $ | (1,489 | ) | $ | (1,876 | ) | ||||
| Adjustments required to reconcile loss to net cash used in operating activities: | ||||||||||||||||
| Depreciation | 15 | 29 | 7 | 14 | ||||||||||||
| Share-based compensation expenses | 64 | 64 | 32 | 32 | ||||||||||||
| Non-cash financial expenses | 219 | 257 | 83 | 278 | ||||||||||||
| Changes in operating assets and liabilities: | ||||||||||||||||
| Increase (decrease) in prepaid expenses | (192 | ) | (2 | ) | (63 | ) | 5 | |||||||||
| decrease in other receivables | (42 | ) | (9 | ) | 2 | (20 | ) | |||||||||
| Increase (decrease) in trade payable | (38 | ) | (57 | ) | 37 | (52 | ) | |||||||||
| Net change in operating lease | 4 | (5 | ) | 2 | (2 | ) | ||||||||||
| Increase (decrease) in employee related obligations | 44 | (62 | ) | (3 | ) | (20 | ) | |||||||||
| Increase (decrease) in accrued expenses | 21 | (183 | ) | 327 | (35 | ) | ||||||||||
| Net cash used in operating activities | (2,817 | ) | (2,587 | ) | (1,065 | ) | (1,676 | ) | ||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||||||||
| Proceeds from short-term deposit | - | 507 | - | - | ||||||||||||
| Purchase of property and equipment | (6 | ) | (2 | ) | - | (2 | ) | |||||||||
| Net cash provided by (used in (investing activities | (6 | ) | 505 | - | (2 | ) | ||||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||||||||
| Proceeds from issuance of preferred shares and warrants, net of issuance costs | - | 522 | - | 522 | ||||||||||||
| Exercise of options | * | - | - | - | ||||||||||||
| Net cash provided by financing activities | * | 522 | - | 522 | ||||||||||||
| DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (2,823 | ) | (1,560 | ) | (1,065 | ) | (1,156 | ) | ||||||||
| EXCHANGE RATE DIFFERENCES ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (75 | ) | (258 | ) | (19 | ) | (277 | ) | ||||||||
| BALANCE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD | 4,645 | 8,309 | 2,831 | 7,924 | ||||||||||||
| BALANCE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | $ | 1,747 | $ | 6,491 | $ | 1,747 | $ | 6,491 |
SILEXION THERAPEUTICS LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
| Six months ended June 30 | Three months ended June 30 | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| U.S. dollars in thousands | U.S. dollars in thousands | |||||||||||||||
| Appendix A - | ||||||||||||||||
| RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH REPORTED IN THE CONSOLIDATED BALANCE SHEETS: | ||||||||||||||||
| Cash and cash equivalents | 1,697 | 6,442 | 1,697 | 6,442 | ||||||||||||
| Restricted cash | 50 | 49 | 50 | 49 | ||||||||||||
| TOTAL CASH, CASH EQUIVALENTS AND RESTRICTED CASH SHOWN IN STATEMENT OF CASH FLOWS | $ | 1,747 | $ | 6,491 | $ | 1,747 | $ | 6,491 | ||||||||
| Appendix B - SUPPLEMENTARY INFORMATION: | ||||||||||||||||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||||||||||
| Interest received | $ | 25 | $ | 78 | $ | 6 | $ | 39 |
The accompanying notes are an integral part
of the unaudited condensed consolidated financial statements.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(U.S. dollars in thousands)
transactions contemplated under the A&R BCA (collectively, the "Business Combination "), Merger Sub 2 was to merge with
and into the SPAC, with the SPAC continuing as the surviving company of such merger and a wholly-owned subsidiary of New Pubco (the
"SPAC Merger"), and Merger Sub 1 was to merge with and into the Company, with the Company continuing as the surviving company
of such merger and a wholly-owned subsidiary of New Pubco (the "Acquisition Merger"). Upon the effectiveness of the
SPAC Merger, each outstanding SPAC Class A ordinary share and the sole outstanding SPAC Class B ordinary share was to convert
into an ordinary share of New Pubco on a one-for-one basis. Each outstanding warrant to purchase one SPAC Class A ordinary
share was to convert into a warrant to purchase one New Pubco ordinary share, at the same exercise price. Upon the effectiveness of the
Acquisition Merger, each outstanding ordinary share and preferred share of the Company was to convert into such number of ordinary shares
of New Pubco as is equal to the quotient obtained by dividing (x) the quotient obtained by dividing (1) $62,500 by (2) the
number of fully diluted Company equity securities, by (y) $0.01 (the "Silexion Equity Exchange Ratio"). Each outstanding
Company warrant and Company option to purchase one Company share, and Company restricted share unit (RSU) that may be potentially settled
for one Company share, was to became exercisable for, or became subject to settlement for (as applicable), such number of New Pubco ordinary
shares as are equal to the Silexion Equity Exchange Ratio. The exercise price per New Pubco ordinary share of each such converted Company
option and Company warrant was to be adjusted based on dividing the existing per share exercise price by the Silexion Equity Exchange
Ratio. The terms of vesting, exercise and/or settlement, as applicable, of such converted options, warrants and RSUs was to remain the
same following such conversion, except that the vesting of each Company option was to accelerate immediately prior to the Acquisition
Merger, such that the New Pubco option into which it was to be converted was to be fully vested, and all Company warrants were to be
exercised (on a cashless basis) immediately prior to the Acquisition Merger. Immediately prior to the closing of the Business Combination,
seven directors were to be elected to New Pubco's board of directors, of whom five were to designated by the Company and two were
to be designated by the SPAC's sponsor (the "Sponsor"). The A&R BCA also required, as a closing condition, the
transfer of the remaining outstanding shares of the Subsidiary held by GIBF to the Company prior to the closing of the Business Combination
in exchange for the issuance to GIBF of shares of the Company, which were to convert into ordinary shares of New Pubco in accordance
with the Silexion Equity Exchange Ratio upon the closing.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(U.S. dollars in thousands)
NOTE 1 - GENERAL (continued):
recapitalization accounting method, the Business Combination was to be deemed to be the equivalent of a capital transaction in which the
Company will issue shares for the net assets of the SPAC. The net assets of the SPAC will be stated at fair value, with no goodwill or
other intangible assets recorded. Operations prior to the Business Combination will be those of the Company.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(U.S. dollars in thousands)
NOTE 1 - GENERAL: (continued):
headquarters are located in Modiin, Israel. As of the issuance date of these consolidated financial statements, the conflict between Israel
and Hamas has not had a material impact on the Company's results of operations or financial position, if at all. The Company cannot
currently predict the intensity or duration of Israel's war against Hamas, however, as most of the Company's trials are not
executed in Israel, the Company does not believe the recent terrorist attack and the subsequent declaration of war by the Israeli government
against the Hamas terrorist organization will have any material impact on its ongoing operations. The Company continues to monitor its
ongoing activities and will make any needed adjustments to ensure continuity of its business, while supporting the safety and well-being
Any hostilities involving
Israel, or the interruption or curtailment of trade within Israel or between Israel and its trading partners could adversely affect the
Company's operations and results of operations and could make it more difficult for the Company to raise capital.
its inception, the Company has devoted substantially all its efforts to research and development, clinical trials, and capital raising
activities. The Company is still in its development and clinical stage and has not yet generated revenues.
Company has incurred losses of $2,912 and $5,108 for the six-months period ended on June 30, 2024 and for the year ended December 31,
2023, respectively. During the six-month period ended on
June 30, 2024, the Company had negative operating cash flows of $2,817. As of June 30, 2024, the Company had cash and cash equivalents
of $1,697. On August 15, 2024, the Company completed a business combination with the SPAC (see Note 10(f)).
Company expects to continue incurring losses, and negative cash flows from operations. Management is in the process of evaluating various
financing alternatives, as the Company will need to finance future research and development activities, general and administrative expenses
and working capital through fund raising. However, there is no assurance that the Company will be successful in obtaining such funding.
these circumstances, in accordance with the requirements of ASC 205-40, management has concluded that there is substantial doubt about
the Company's ability to continue as a going concern for at least 12 months from the date these financial statements are issued.
The unaudited condensed consolidated financial statements do not include any adjustments that may be necessary should the Company be unable
to continue as a going concern.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES: