Exhibit 2
BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
AS OF MARCH 31, 2022
BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
AS OF MARCH 31, 2022
TABLE OF CONTENTS
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BioLineRx Ltd.
(UNAUDITED)
December 31, | March 31, | |||||||
2021 | 2022 | |||||||
in USD thousands | ||||||||
Assets | ||||||||
CURRENT ASSETS | ||||||||
Cash and cash equivalents | 12,990 | 11,446 | ||||||
Short-term bank deposits | 44,145 | 39,144 | ||||||
Prepaid expenses | 127 | 161 | ||||||
Other receivables | 142 | 190 | ||||||
Total current assets | 57,404 | 50,941 | ||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | 952 | 855 | ||||||
Right-of-use assets, net | 1,331 | 1,273 | ||||||
Intangible assets, net | 21,704 | 21,704 | ||||||
Total non-current assets | 23,987 | 23,832 | ||||||
Total assets | 81,391 | 74,773 | ||||||
Liabilities and equity | ||||||||
CURRENT LIABILITIES | ||||||||
Current maturities of long-term loan | 2,757 | 1,903 | ||||||
Accounts payable and accruals: | ||||||||
Trade | 5,567 | 5,784 | ||||||
Other | 1,227 | 1,264 | ||||||
Lease liabilities | 168 | 147 | ||||||
Total current liabilities | 9,719 | 9,098 | ||||||
NON-CURRENT LIABILITIES | ||||||||
Warrants | 1,859 | 604 | ||||||
Lease liabilities | 1,726 | 1,658 | ||||||
Total non-current liabilities | 3,585 | 2,262 | ||||||
COMMITMENTS AND CONTINGENT LIABILITIES | ||||||||
Total liabilities | 13,304 | 11,360 | ||||||
EQUITY | ||||||||
Ordinary shares | 21,066 | 21,066 | ||||||
Share premium | 339,346 | 339,444 | ||||||
Warrants | 975 | 975 | ||||||
Capital reserve | 13,157 | 13,315 | ||||||
Other comprehensive loss | (1,416 | ) | (1,416 | ) | ||||
Accumulated deficit | (305,041 | ) | (309,971 | ) | ||||
Total equity | 68,087 | 63,413 | ||||||
Total liabilities and equity | 81,391 | 74,773 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
BioLineRx Ltd.
(UNAUDITED)
Three months ended March 31, | ||||||||
2021 | 2022 | |||||||
in USD thousands | ||||||||
RESEARCH AND DEVELOPMENT EXPENSES | (4,278 | ) | (4,435 | ) | ||||
SALES AND MARKETING EXPENSES | (154 | ) | (637 | ) | ||||
GENERAL AND ADMINISTRATIVE EXPENSES | (1,017 | ) | (1,007 | ) | ||||
OPERATING LOSS | (5,449 | ) | (6,079 | ) | ||||
NON-OPERATING INCOME (EXPENSES), NET | (4,561 | ) | 1,268 | |||||
FINANCIAL INCOME | 117 | 67 | ||||||
FINANCIAL EXPENSES | (299 | ) | (186 | ) | ||||
NET LOSS AND COMPREHENSIVE LOSS | (10,192 | ) | (4,930 | ) | ||||
LOSS PER ORDINARY SHARE - BASIC AND DILUTED | (0.02 | ) | (0.01 | ) | ||||
WEIGHTED AVERAGE NUMBER OF SHARES USED IN CALCULATION OF LOSS PER ORDINARY SHARE | 559,537,952 | 715,156,008 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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BioLineRx Ltd.
(UNAUDITED)
Ordinary shares | Share premium | Warrants | Capital Reserve | Other comprehensive loss | Accumulated deficit | Total | ||||||||||||||||||||||
in USD thousands | ||||||||||||||||||||||||||||
BALANCE AT JANUARY 1, 2021 | 9,870 | 279,241 | - | 12,322 | (1,416 | ) | (277,987 | ) | 22,030 | |||||||||||||||||||
CHANGES FOR THREE MONTHS ENDED MARCH 31, 2021: | ||||||||||||||||||||||||||||
Issuance of share capital and warrants, net | 6,805 | 24,979 | 975 | - | - | - | 32,759 | |||||||||||||||||||||
Warrants exercised | 2,051 | 17,523 | - | - | - | - | 19,574 | |||||||||||||||||||||
Employee stock options exercised | 5 | 38 | - | (38 | ) | - | - | 5 | ||||||||||||||||||||
Employee stock options forfeited and expired | - | 139 | - | (139 | ) | - | - | - | ||||||||||||||||||||
Share-based compensation | - | - | - | 471 | - | - | 471 | |||||||||||||||||||||
Comprehensive loss for the period | - | - | - | - | - | (10,192 | ) | (10,192 | ) | |||||||||||||||||||
BALANCE AT MARCH 31, 2021 | 18,731 | 321,920 | 975 | 12,616 | (1,416 | ) | (288,179 | ) | 64,647 |
Ordinary shares | Share premium | Warrants | Capital Reserve | Other comprehensive loss | Accumulated deficit | Total | ||||||||||||||||||||||
in USD thousands | ||||||||||||||||||||||||||||
BALANCE AT JANUARY 1, 2022 | 21,066 | 339,346 | 975 | 13,157 | (1,416 | ) | (305,041 | ) | 68,087 | |||||||||||||||||||
CHANGES FOR THREE MONTHS ENDED MARCH 31, 2022: | ||||||||||||||||||||||||||||
Employee stock options forfeited and expired | - | 98 | - | (98 | ) | - | - | - | ||||||||||||||||||||
Share-based compensation | - | - | - | 256 | - | - | 256 | |||||||||||||||||||||
Comprehensive loss for the period | - | - | - | - | - | (4,930 | ) | (4,930 | ) | |||||||||||||||||||
BALANCE AT MARCH 31, 2022 | 21,066 | 399,444 | 975 | 13,315 | (1,416 | ) | (309,971 | ) | 63,413 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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BioLineRx Ltd.
(UNAUDITED)
Three months ended March 31, | ||||||||
2021 | 2022 | |||||||
in USD thousands | ||||||||
CASH FLOWS - OPERATING ACTIVITIES | ||||||||
Comprehensive loss for the period | (10,192 | ) | (4,930 | ) | ||||
Adjustments required to reflect net cash used in operating activities (see appendix below) | 3,963 | (656 | ) | |||||
Net cash used in operating activities | (6,229 | ) | (5,586 | ) | ||||
CASH FLOWS - INVESTING ACTIVITIES | ||||||||
Investments in short-term deposits | (42,000 | ) | (7,000 | ) | ||||
Maturities of short-term deposits | 5,758 | 12,066 | ||||||
Purchase of property and equipment | (19 | ) | (18 | ) | ||||
Net cash provided by (used in) investing activities | (36,261 | ) | 5,048 | |||||
CASH FLOWS - FINANCING ACTIVITIES | ||||||||
Issuance of share capital and warrants, net of issuance costs | 42,765 | - | ||||||
Employee stock options exercised | 5 | - | ||||||
Repayments of loan | (814 | ) | (895 | ) | ||||
Repayments of lease liabilities | (49 | ) | (48 | ) | ||||
Net cash provided by (used in) financing activities | 41,907 | (943 | ) | |||||
DECREASE IN CASH AND CASH EQUIVALENTS | (583 | ) | (1,481 | ) | ||||
CASH AND CASH EQUIVALENTS – BEGINNING OF PERIOD | 16,831 | 12,990 | ||||||
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS | (201 | ) | (63 | ) | ||||
CASH AND CASH EQUIVALENTS - END OF PERIOD | 16,047 | 11,446 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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BioLineRx Ltd.
APPENDIX TO CONDENSED CONSOLIDATED INTERIM CASH FLOW STATEMENTS
(UNAUDITED)
Three months ended March 31, | ||||||||
2021 | 2022 | |||||||
in USD thousands | ||||||||
Adjustments required to reflect net cash used in operating activities: | ||||||||
Income and expenses not involving cash flows: | ||||||||
Depreciation and amortization | 182 | 173 | ||||||
Exchange differences on cash and cash equivalents | 201 | 63 | ||||||
Fair value adjustments of warrants | 4,597 | (1,255 | ) | |||||
Share-based compensation | 471 | 256 | ||||||
Interest on short-term deposits | (38 | ) | (65 | ) | ||||
Interest on loan | 93 | 41 | ||||||
Exchange differences on lease liabilities | (65 | ) | (41 | ) | ||||
5,441 | (828 | ) | ||||||
Changes in operating asset and liability items: | ||||||||
Increase in prepaid expenses and other receivables | (976 | ) | (82 | ) | ||||
Increase (decrease) in accounts payable and accruals | (502 | ) | 254 | |||||
(1,478 | ) | 172 | ||||||
3,963 | (656 | ) | ||||||
Supplemental information on interest received in cash | 22 | 68 | ||||||
Supplemental information on interest paid in cash | 200 | 112 | ||||||
Supplemental information on non-cash portion of transaction related to exercised warrants | 9,568 | - |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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NOTE 1 – GENERAL INFORMATION
a. | General |
BioLineRx Ltd. (“BioLineRx”), headquartered in Modi’in, Israel, was incorporated and commenced operations in April 2003. BioLineRx and its subsidiaries (collectively, the “Company”) are engaged in the development of therapeutics, primarily in clinical stages, with a focus on the field of oncology.
The Company’s American Depositary Shares (“ADSs”) are traded on the NASDAQ Capital Market, and its ordinary shares are traded on the Tel Aviv Stock Exchange (“TASE”). Each ADS represents 15 ordinary shares.
In March 2017, the Company acquired Agalimmune Ltd. (“Agalimmune”), a privately held company incorporated in the United Kingdom, with a focus on the field of immuno-oncology.
Although the Company has succeeded in generating significant revenues from a number of out-licensing transactions in the past, it cannot determine with reasonable certainty if and when it will become profitable on a current basis. Management believes that the Company’s current cash and other resources will be sufficient to fund its projected cash requirements into the first half of 2024. However, in the event that the Company does not begin to generate sustainable cash flows from its operating activities in the future, the Company will need to carry out significant cost reductions or raise additional funding.
b. | Approval of financial statements |
The condensed consolidated interim financial statements of the Company as of March 31, 2022, and for the three months then ended, were approved by the Board of Directors on May 10, 2022, and signed on its behalf by the Chairman of the Board, the Chief Executive Officer and the Chief Financial Officer.
NOTE 2 – BASIS OF PREPARATION
The Company’s condensed consolidated interim financial statements as of March 31, 2022 and for the three months then ended (the “interim financial statements”) have been prepared in accordance with International Accounting Standard No. 34, “Interim Financial Reporting” (“IAS 34”). These interim financial statements, which are unaudited, do not include all disclosures necessary for a fair statement of financial position, results of operations, and cash flows in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). The condensed consolidated interim financial statements should be read in conjunction with the Company’s annual financial statements as of December 31, 2021 and for the year then ended and their accompanying notes, which have been prepared in accordance with IFRS. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the entire fiscal year or for any other interim period.
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BioLineRx Ltd.
NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2 – BASIS OF PREPARATION (cont.)
The preparation of financial statements in conformity with IFRS requires management to make estimates, judgments and assumptions that may affect the reported amounts of assets, liabilities, equity and expenses, as well as the related disclosures of contingent assets and liabilities, in the process of applying the Company’s accounting policies. These inputs also consider, among other things, the implications of pandemics and wars over the world on the Company’s activities, and the resultant effects on critical and significant accounting estimates, most significantly in relation to the value of intangible assets. In this regard, U.S. and global markets are currently experiencing volatility and disruption following the escalation of geopolitical tensions and the ongoing military conflict between Russia and Ukraine. Although the length and impact of the ongoing military conflict are highly unpredictable, the conflict in Ukraine could lead to market disruptions, including significant volatility in commodity prices, credit and the capital markets. As of the date of release of these financial statements, the Company estimates there are no material effects of this conflict on its financial position and results of operations.
NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES
The accounting policies and calculation methods applied in the preparation of these interim financial statements are consistent with those applied in the preparation of the annual financial statements as of December 31, 2021 and for the year then ended.
NOTE 4 – AT-THE-MARKET (“ATM”) SALES AGREEMENT WITH HCW
The Company maintains an ATM facility with H.C. Wainwright & Co., LLC (“HCW”) pursuant to an ATM sales agreement entered into in September 2021. In accordance with the agreement, the Company is entitled, at its sole discretion, to offer and sell through HCW, acting as sales agent, ADSs having an aggregate offering price of up to $25.0 million throughout the period during which the ATM facility remains in effect. The Company has agreed to pay HCW a commission of 3.0% of the gross proceeds from the sale of ADSs under the facility. From the effective date of the agreement through the issuance date of this report, 402,327 ADSs have been sold under the program for total gross proceeds of approximately $1.1 million.
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BioLineRx Ltd.
NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 5 – SHAREHOLDERS’ EQUITY
As of December 31, 2021 and March 31, 2022, share capital is composed of ordinary shares, as follows:
Number of ordinary shares | ||||||||
December 31, | March 31, | |||||||
2021 | 2022 | |||||||
Authorized share capital | 1,500,000,000 | 1,500,000,000 | ||||||
Issued and paid-up share capital | 715,156,008 | 715,156,008 |
In USD and NIS | ||||||||
December 31, | March 31, | |||||||
2021 | 2022 | |||||||
Authorized share capital (in NIS) | 150,000,000 | 150,000,000 | ||||||
Issued and paid-up share capital (in NIS) | 71,515,600 | 71,515,600 | ||||||
Issued and paid-up share capital (in USD) | 21,066,368 | 21,066,368 |
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