Revenue and Financial Performance - Rafael Holdings reported a product revenue of approximately $243 thousand for the three and nine months ended April 30, 2025, compared to $0 for the same periods in 2024, primarily due to the inclusion of Cyclo's revenue following the merger[374]. - Infusion Technology segment revenue decreased by 84% to $42,000 for the three months ended April 30, 2025, compared to $262,000 in the same period of 2024[378]. - Real Estate segment rental revenue increased by 4% to $49,000 for the three months ended April 30, 2025, compared to $47,000 in the same period of 2024[382]. - Consolidated loss from operations improved by 94% to $5.9 million for the three months ended April 30, 2025, compared to a loss of $93.2 million in the same period of 2024[383]. - Interest income for the three months ended April 30, 2025, was $0.5 million, consistent with the same period in 2024[384]. - Unrealized loss on investment in Cyclo was $1.4 million for the three months ended April 30, 2025, a decrease of 68% compared to a loss of $4.4 million in the same period of 2024[386]. - Other income, net was $0.2 million for the three months ended April 30, 2025, attributed to gains from asset sales, compared to no other income in the same period of 2024[391]. - Revenue from tenants located in Israel represented 41% of consolidated revenues for the nine months ended April 30, 2025, with the entirety of these revenues in currencies other than the U.S. Dollar[413]. Expenses and Impairments - The company's general and administrative expenses increased by 90% to $3,102 thousand for the three months ended April 30, 2025, compared to $1,636 thousand in the same period of 2024, largely due to legal and professional fees associated with the Cyclo merger[375]. - Research and development expenses rose by 148% to $3,003 thousand for the three months ended April 30, 2025, compared to $1,212 thousand in the same period of 2024, driven by Cyclo's inclusion and ongoing activities at LipoMedix and Cornerstone[376]. - The Infusion Technology segment recorded a goodwill impairment charge of $3.1 million during the nine months ended April 30, 2025, indicating a significant decline in asset value[379]. - The company recorded an impairment charge of $3.1 million related to the Infusion Technology segment's goodwill during the nine months ended April 30, 2025[407]. Cash and Assets - Cash and cash equivalents increased by 1,318% to $37.9 million as of April 30, 2025, compared to $2.7 million on July 31, 2024[393]. - Total assets increased by 12% to $108.1 million as of April 30, 2025, compared to $96.8 million on July 31, 2024[393]. - As of April 30, 2025, the company held cash and cash equivalents of approximately $37.9 million, expected to meet obligations for at least the next 12 months[394]. - Cash used in operating activities increased by $3.6 million, from $4.9 million for the nine months ended April 30, 2024, to $8.5 million for the nine months ended April 30, 2025, primarily due to increased operating activity following the Cyclo Merger[395]. - Cash provided by investing activities for the nine months ended April 30, 2025, included proceeds of $80.7 million from sales and maturities of available-for-sale securities[396]. - Cash used in financing activities for the nine months ended April 30, 2025, included a payment for taxes related to shares withheld for employee taxes of $108 thousand[398]. - Cash provided by financing activities for the nine months ended April 30, 2024, was primarily related to proceeds from the sale of RMD membership units of $0.9 million[399]. Clinical and Product Development - The loss from operations for the Healthcare segment decreased by 94% to $5,884 thousand for the three months ended April 30, 2025, compared to a loss of $92,782 thousand in the same period of 2024[372]. - Rafael Holdings holds a 95% interest in LipoMedix, which has completed various clinical stages of its product candidate, Promitil®, treating a total of 149 patients[364]. - The company intends to fund the TransportNPC Phase 3 clinical trial for Trappsol® Cyclo™ with results expected later this month, which will inform the decision on filing a New Drug Application (NDA)[363]. - Following the merger with Cyclo, Rafael Holdings is focusing on Trappsol Cyclo™ as its lead clinical program, evaluating its operating entities to align resources with core assets[361]. - Rafael Medical Devices received FDA clearance for the VECTR System, which is intended for minimally invasive surgeries, marking a significant milestone for the company[369]. - As of April 30, 2025, Rafael Holdings holds a 67% interest in Cornerstone Pharmaceuticals following a restructuring, which has become a consolidated subsidiary[368]. Inventory and Dividends - The company did not have any inventory as of July 31, 2024, and recognized inventory acquired in the Cyclo Merger at its fair value of $270 thousand[410]. - The company determined no reserve for obsolete inventory was necessary as of April 30, 2025[410]. - The company does not anticipate paying dividends on common stock until achieving sustainable profitability and retaining certain minimum cash reserves[399].

[Executive Summary & Recent Developments](index=1&type=section&id=Executive%20Summary%20%26%20Recent%20Developments) Recent corporate milestones include a significant merger, anticipated clinical data, and a successful capital raise for financial strengthening [Key Highlights](index=1&type=section&id=Key%20Highlights) Rafael Holdings completed its merger with Cyclo Therapeutics and anticipates topline data from the pivotal Phase 3 TransportNPC™ study for Niemann-Pick Disease Type C1 later this month. The company also enhanced its financial position by closing a $25 million rights offering - Merger with Cyclo Therapeutics completed, with anticipation of topline data from the 48-week interim analysis of the pivotal **Phase 3 TransportNPC™ study** for Niemann-Pick Disease Type C1 later this month[2](index=2&type=chunk)[3](index=3&type=chunk) - Closed a **$25 million** rights offering, raising net proceeds of **$24.9 million** after expenses, strengthening the company's financial position[3](index=3&type=chunk)[4](index=4&type=chunk) [Financial Performance Overview](index=1&type=section&id=Financial%20Performance%20Overview) Reduced net losses for Q3 and 9M FY2025 were reported, with increased expenses from recent mergers [Third Quarter Fiscal Year 2025 Results](index=1&type=section&id=Third%20Quarter%20Fiscal%20Year%202025%20Results) For the third quarter ended April 30, 2025, Rafael Holdings reported a significantly reduced net loss compared to the prior year, primarily due to non-cash items and the absence of a large in-process R&D expense from the previous year. R&D and G&A expenses increased due to the inclusion of Cyclo Therapeutics post-merger and other consolidated entities Key Financials for Three Months Ended April 30 | Metric | Q3 FY2025 (in millions) | Q3 FY2024 (in millions) | Change (YoY) | | :-------------------------------- | :---------------------- | :---------------------- | :------------- | | Cash and Cash Equivalents (as of April 30, 2025) | $37.9 | N/A | N/A | | Net Loss Attributable to Rafael Holdings | $(4.8) | $(32.4) | $(27.6) decrease | | Loss Per Share | $(0.19) | $(1.36) | $(1.17) decrease | | Research and Development Expenses | $3.0 | $1.5 | $1.5 increase | | General and Administrative Expenses | $3.2 | $1.9 | $1.3 increase | - The year-over-year decrease in net loss is primarily attributable to non-cash items, including lower unrealized losses on Cyclo equity investment (**$1.4 million** vs. **$4.4 million**) and the absence of an **$89.9 million** in-process R&D expense related to the Cornerstone acquisition, partially offset by a **$31.3 million** recovery of receivables from Cornerstone in the prior year[5](index=5&type=chunk) - Increases in R&D and G&A expenses are due to the inclusion of Cyclo Therapeutics following the March 25, 2025 merger, and the activity of Cornerstone and Day Three, which were consolidated during fiscal 2024[6](index=6&type=chunk)[7](index=7&type=chunk) [First Nine Months Fiscal Year 2025 Results](index=2&type=section&id=First%20Nine%20Months%20Fiscal%20Year%202025%20Results) For the first nine months of fiscal year 2025, Rafael Holdings also reported a reduced net loss compared to the prior year, driven by the impact of the prior year's in-process R&D expense and unrealized gains on Cyclo equity. R&D and G&A expenses increased for similar reasons as the quarterly results Key Financials for Nine Months Ended April 30 | Metric | 9M FY2025 (in millions) | 9M FY2024 (in millions) | Change (YoY) | | :-------------------------------- | :---------------------- | :---------------------- | :------------- | | Net Loss Attributable to Rafael Holdings | $(18.4) | $(29.9) | $(11.5) decrease | | Loss Per Share | $(0.73) | $(1.26) | $(0.53) decrease | | Research and Development Expenses | $5.3 | $2.6 | $2.7 increase | | General and Administrative Expenses | $8.3 | $6.5 | $1.8 increase | - The decrease in net loss for the nine-month period is primarily due to the prior year's **$89.9 million** in-process R&D expense related to the Cornerstone acquisition (net with a **$31.3 million** recovery of receivables) and **$3.2 million** in unrealized gains on the Company's investment in Cyclo equity[8](index=8&type=chunk) - Increased R&D and G&A expenses are attributed to the merger with Cyclo Therapeutics (closed March 25, 2025) and the consolidation of Cornerstone and Day Three during fiscal 2024[9](index=9&type=chunk)[10](index=10&type=chunk) [Business Overview](index=2&type=section&id=Business%20Overview) Rafael Holdings is a holding company with diverse interests in clinical-stage pharmaceutical and other companies [Company Profile and Portfolio](index=2&type=section&id=Company%20Profile%20and%20Portfolio) Rafael Holdings, Inc. is a holding company with interests in various clinical and early-stage pharmaceutical and other companies. Its wholly-owned subsidiary, Cyclo Therapeutics, LLC, is focused on developing Trappsol Cyclo™ for Niemann-Pick Disease Type C1. The company also holds majority equity interests in LipoMedix, Cornerstone Pharmaceuticals, Rafael Medical Devices, and Day Three Labs - Rafael Holdings, Inc. holds interests in clinical and early-stage pharmaceutical and other companies[11](index=11&type=chunk) - Wholly-owned subsidiary, Cyclo Therapeutics, LLC, is a clinical-stage biotechnology company developing **Trappsol Cyclo™** for **Niemann-Pick Disease Type C1 (NPC1)**[11](index=11&type=chunk) - Other majority equity interests include LipoMedix Pharmaceuticals Ltd. (clinical-stage pharmaceutical), Cornerstone Pharmaceuticals, Inc. (cancer metabolism-based therapeutics), Rafael Medical Devices, LLC (orthopedic medical devices), and Day Three Labs, Inc. (cannabis offerings)[11](index=11&type=chunk) [Financial Statements](index=3&type=section&id=Financial%20Statements) Consolidated financial statements detail changes in assets, liabilities, and equity, and a reduced net loss [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) The consolidated balance sheet shows an increase in total assets for Rafael Holdings as of April 30, 2025, primarily driven by a significant increase in cash and cash equivalents and in-process research and development. Total liabilities also increased substantially, while total equity saw a slight decrease Consolidated Balance Sheet Highlights (in thousands) | Metric | April 30, 2025 | July 31, 2024 | | :-------------------------------- | :------------- | :------------ | | **ASSETS** | | | | Cash and cash equivalents | $37,936 | $2,675 | | Total current assets | $42,443 | $72,502 | | Goodwill | $28,278 | $3,050 | | In-process research and development | $31,575 | $1,575 | | TOTAL ASSETS | $108,096 | $96,832 | | **LIABILITIES** | | | | Total current liabilities | $11,030 | $7,514 | | Deferred income tax liability | $9,002 | — | | TOTAL LIABILITIES | $23,578 | $10,574 | | **EQUITY** | | | | Total equity attributable to Rafael Holdings, Inc. | $80,578 | $82,185 | | TOTAL EQUITY | $84,518 | $86,258 | - Cash and cash equivalents increased significantly from **$2,675 thousand** at July 31, 2024, to **$37,936 thousand** at April 30, 2025[15](index=15&type=chunk) - Goodwill increased from **$3,050 thousand** to **$28,278 thousand**, and in-process research and development increased from **$1,575 thousand** to **$31,575 thousand**, reflecting recent acquisitions and mergers[15](index=15&type=chunk) [Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) The consolidated statements of operations show a substantial reduction in net loss for both the three and nine months ended April 30, 2025, compared to the prior year. This improvement is largely due to the absence of a significant in-process R&D expense incurred in the prior year, despite increases in SG&A and R&D expenses Consolidated Statements of Operations Highlights (in thousands) | Metric | Three Months Ended April 30, 2025 | Three Months Ended April 30, 2024 | Nine Months Ended April 30, 2025 | Nine Months Ended April 30, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------- | :------------------------------- | | Revenues | $362 | $336 | $567 | $472 | | SG&A Expenses | $3,170 | $1,923 | $8,284 | $6,524 | | R&D Expenses | $3,003 | $1,526 | $5,276 | $2,627 | | In-process R&D expense | — | $89,861 | — | $89,861 | | Operating Loss | $(5,913) | $(93,161) | $(16,396) | $(98,782) | | Net loss attributable to Rafael Holdings, Inc. | $(4,779) | $(32,351) | $(18,426) | $(29,942) | | Loss per share (Basic and diluted) | $(0.19) | $(1.36) | $(0.73) | $(1.26) | - Revenues increased slightly for both the three-month period (from **$336k** to **$362k**) and the nine-month period (from **$472k** to **$567k**) year-over-year[17](index=17&type=chunk) - The significant reduction in operating loss and net loss is primarily due to the absence of the **$89,861 thousand** in-process R&D expense that was recorded in the prior year periods[17](index=17&type=chunk) [Additional Information](index=2&type=section&id=Additional%20Information) This section provides forward-looking statement disclaimers and contact information for inquiries [Forward-Looking Statements](index=2&type=section&id=Forward-Looking%20Statements) This section serves as a standard disclaimer, indicating that the press release contains forward-looking statements regarding the potential, safety, efficacy, and regulatory progress of product candidates. It highlights that these statements involve known and unknown risks and uncertainties that could cause actual results to differ materially from expectations, as detailed in the company's SEC filings - The press release contains forward-looking statements concerning product candidates' potential, safety, efficacy, and regulatory/clinical progress[12](index=12&type=chunk) - These statements are subject to known and unknown risks, uncertainties, and other important factors that may cause actual results to differ materially from those expressed or implied[12](index=12&type=chunk) - Readers are advised to refer to the 'Risk Factors' section in the company's Annual Report on Form 10-K and other SEC filings for more details on these factors[12](index=12&type=chunk) [Contact Information](index=2&type=section&id=Contact%20Information) Contact details for media and investor inquiries are provided - Contact person for inquiries: Barbara Ryan, Barbara.ryan@rafaelholdings.com, (203) 274-2825[13](index=13&type=chunk)

Core Viewpoint - Rafael Holdings, Inc. has reported its financial results for the third quarter and first nine months of fiscal year 2025, highlighting a significant reduction in net losses compared to the previous year, driven by strategic mergers and enhanced financial positioning through a recent rights offering [1][4][7]. Financial Results Summary Third Quarter Results - For the three months ended April 30, 2025, Rafael Holdings recorded a net loss of $4.8 million, or $0.19 per share, a decrease from a net loss of $32.4 million, or $1.36 per share in the same period last year [4][16]. - The reduction in net loss is attributed to lower unrealized losses on investments and the absence of significant recovery of receivables from Cornerstone, which was present in the previous year [4][7]. - Research and development expenses increased to $3.0 million from $1.5 million year-over-year, reflecting the inclusion of Cyclo Therapeutics' spending post-merger [5]. - General and administrative expenses rose to $3.2 million from $1.9 million, also due to the merger and consolidation of additional entities [6]. Nine Months Results - For the nine months ended April 30, 2025, the net loss attributable to Rafael Holdings was $18.4 million, or $0.73 per share, compared to a net loss of $29.9 million, or $1.26 per share in the prior year [7][16]. - The decrease in net loss is linked to the in-process R&D expense related to the acquisition of Cornerstone and unrealized gains on investments in Cyclo equity [7]. - Research and development expenses for the nine months were $5.3 million, up from $2.6 million, again reflecting the impact of the Cyclo Therapeutics merger [8]. - General and administrative expenses increased to $8.3 million from $6.5 million, driven by similar factors as noted in the quarterly results [9]. Strategic Developments - The company completed its merger with Cyclo Therapeutics and anticipates reporting topline data from a pivotal Phase 3 study for Trappsol® Cyclo™ later this month [2]. - A $25 million rights offering was successfully closed, raising net proceeds of $24.9 million, which will support the advancement of new treatment options for Niemann-Pick Disease Type C1 [3]. Cash Position - As of April 30, 2025, Rafael Holdings had cash and cash equivalents of $37.9 million, significantly up from $2.7 million at the end of the previous fiscal year [3][13]. Company Overview - Rafael Holdings, Inc. focuses on clinical and early-stage pharmaceutical companies, including Cyclo Therapeutics, which is developing Trappsol® Cyclo™ for treating a rare genetic disorder [10][11].

Core Viewpoint - Rafael Holdings, Inc. successfully completed a $25 million rights offering, raising approximately $4 million through subscriptions for Class B common stock, with additional funding expected from a backstop private placement by CEO Howard Jonas [1][4]. Group 1: Rights Offering Details - The rights offering resulted in subscriptions for 3,130,480 shares of Class B common stock at an exercise price of $1.28 per share, generating gross proceeds of $4,007,014.40 [1]. - The subscription period ended on May 29, 2025, and shares were issued to participating stockholders on June 4, 2025 [2]. - Howard Jonas and his affiliates, holding about 32% of the company's outstanding common stock, did not exercise their subscription rights due to a commitment to backstop the offering [1][3]. Group 2: Financial Implications - The net proceeds from the rights offering and the backstop private placement are expected to be approximately $24.9 million after deducting related expenses [4]. - Following these transactions, the company anticipates having around 50,879,164 shares of Class B common stock and 787,163 shares of Class A common stock outstanding [5]. Group 3: Strategic Use of Proceeds - The proceeds from the rights offering will provide additional capital for regulatory approval efforts and the potential launch of Trappsol Cyclo™ pending positive interim results from the ongoing Phase 3 clinical trial for Niemann-Pick Disease Type C1 [3]. Group 4: Company Overview - Rafael Holdings, Inc. is involved in clinical and early-stage pharmaceutical companies, focusing on developing Trappsol Cyclo™ for Niemann-Pick Disease Type C1, along with other pharmaceutical and medical device ventures [7].

Core Points - Rafael Holdings, Inc. announced revised subscription rights for its rights offering, with a Record Date of May 9, 2025 [1][5] - The rights offering will allow holders to purchase shares of Class B Common Stock at a subscription price of $1.28 per share [3][4] - The subscription period will run from May 13, 2025, to May 29, 2025, unless extended or terminated [5][7] Rights Offering Details - Each holder will receive one non-transferable subscription right for each share held as of the Record Date, allowing the purchase of 0.603 of a share of Class B Common Stock [3] - Subscription rights can only be exercised in whole numbers, and fractional shares will not be issued [3] - Howard Jonas, the Executive Chairman, will enter into a Standby Purchase Agreement to buy any unsubscribed shares at the same price [4] Participation Requirements - Former holders of Cyclo Therapeutics, Inc. must submit their letter of transmittal to Equiniti Trust Company to participate in the rights offering [2] - Holders must complete open market purchases by May 8, 2025, to be considered record holders on the Record Date [1][7] Important Dates - May 8, 2025: Ownership Day for shares and/or Public Warrants [7] - May 9, 2025: Record Date [7] - May 13, 2025: Subscription Period Begins [7] - May 29, 2025: Subscription Period Ends at 5:00 PM ET [5][7] Company Overview - Rafael Holdings, Inc. holds interests in clinical and early-stage pharmaceutical companies, including Cyclo Therapeutics, LLC, which is developing Trappsol Cyclo™ for Niemann-Pick Disease Type C1 [10]

Core Viewpoint - Rafael Holdings, Inc. announced a rights offering aimed at raising $25 million to support the potential launch of Trappsol® Cyclo™ pending positive interim results from a clinical trial for Niemann-Pick Disease Type C1 [1][10] Rights Offering Details - The rights offering allows existing stockholders and holders of public warrants to purchase additional shares of Class B common stock at a subscription price of $1.28 per share [3] - Each holder will receive one non-transferable subscription right for each share held as of the Record Date, allowing them to purchase 0.526 of a share of Class B Common Stock [3] - The subscription period will run from May 13, 2025, to May 29, 2025, with the possibility of extension or termination by the company [5][8] Standby Purchase Agreement - Howard Jonas, the Executive Chairman, will enter into a Standby Purchase Agreement to buy any unsubscribed shares at the same subscription price [4] Important Dates - May 8, 2025: Ownership Day for shares and/or public warrants to be acquired to qualify as a holder of record [8] - May 9, 2025: Record Date for eligibility in the rights offering [8] - May 13, 2025: Subscription Period Begins [8] - May 29, 2025: Subscription Period Ends at 5:00 PM ET [8] SEC Registration - A registration statement for the Class B Common Stock was filed with the SEC on April 18, 2025, and declared effective on April 29, 2025 [7]

Core Insights - Cyclo Therapeutics' TransportNPC™ Phase 3 clinical trial for Trappsol Cyclo™ targeting Niemann-Pick Disease Type C1 is fully enrolled, with interim analysis results expected in mid-2025 [1] - Rafael Holdings has successfully merged with Cyclo Therapeutics, positioning itself as a late-stage clinical development company focused on bringing new treatments to market [2][4] - Bill Conkling will transition from CEO to an advisory role, with Howard Jonas taking over as CEO, ensuring continuity in leadership during the critical phase of the clinical trial [3][4] Company Overview - Rafael Holdings, Inc. is involved in clinical and early-stage pharmaceutical ventures, including its subsidiary Cyclo Therapeutics, which is developing Trappsol Cyclo™ for Niemann-Pick Disease Type C1 [5] - The company also holds majority interests in several other pharmaceutical and medical device companies, indicating a diversified portfolio in the healthcare sector [5]

Financial Performance - As of January 31, 2025, the healthcare segment reported a loss from operations of $3,259,000 for the three months ended January 31, 2025, compared to a loss of $3,148,000 for the same period in 2024, reflecting a 4% increase in losses [378]. - Consolidated loss from operations was $6.6 million for the three months ended January 31, 2025, an increase of 111% compared to a loss of $3.1 million in 2024 [386]. - Net loss attributable to Rafael Holdings, Inc. was $4.6 million for the three months ended January 31, 2025, compared to net income of $6.0 million in 2024, marking a 177% decline [386]. - Cash used in operating activities increased from $4.7 million for the six months ended January 31, 2024, to $5.4 million for the six months ended January 31, 2025, reflecting a shift from net income to net loss [399]. Revenue and Expenses - Research and development expenses for the healthcare segment increased by 40% to $857,000 for the three months ended January 31, 2025, compared to $612,000 for the same period in 2024 [378]. - General and administrative expenses decreased by 4% to $2,402,000 for the three months ended January 31, 2025, compared to $2,514,000 for the same period in 2024 [378][379]. - Infusion Technology segment reported revenue of $51,000 for the six months ended January 31, 2025, a 100% increase compared to no revenue in the same period of 2024 [383]. - Real Estate segment rental revenue from third parties increased by 17% to $48,000 for the three months ended January 31, 2025, compared to $41,000 in 2024 [385]. Cash Flow and Assets - Cash and cash equivalents increased to $48.3 million as of January 31, 2025, a 1,706% increase from $2.7 million in July 2024 [397]. - Total assets decreased by 14% to $83.0 million as of January 31, 2025, down from $96.8 million in July 2024 [397]. - Operating activities generated a cash outflow of $5.4 million for the six months ended January 31, 2025, a 15% increase in outflow compared to $4.7 million in 2024 [398]. - Cash provided by investing activities for the six months ended January 31, 2025, was $80.7 million from sales and maturities of available-for-sale securities, offset by purchases of approximately $16.9 million [400]. Impairments and Losses - The Infusion Technology segment incurred a goodwill impairment charge of $3.1 million during the three months ended January 31, 2025 [384]. - The company recorded a goodwill impairment charge of $3.1 million related to the Infusion Technology segment during the three months ended January 31, 2025 [413]. - The company recognized an unrealized loss of $3.8 million on investment in Cyclo for the six months ended January 31, 2025 [390]. Strategic Focus and Developments - Rafael Holdings plans to focus on Trappsol® Cyclo™ as its lead clinical program following the planned merger with Cyclo Therapeutics, which is expected to close in mid-2025 [365][369]. - The company has entered into a license agreement for one of its technologies that is in the pre-clinical research stage, as part of its strategic focus on core assets [365]. - Day Three, in which Rafael Holdings acquired a controlling interest, is currently evaluating its technology offerings amid reduced operations [376]. - Following the acquisition of Cornerstone in March 2024, Rafael Holdings now holds a 67% interest in Cornerstone, which has become a consolidated subsidiary [373]. Funding and Investments - The company raised $925,000 in August 2023 for Rafael Medical Devices, which is developing the VECTR System for minimally invasive surgeries [374]. - Cash used in financing activities for the six months ended January 31, 2025, included a payment for taxes related to shares withheld for employee taxes of $75 thousand [403]. - The company does not anticipate paying dividends until achieving sustainable profitability and retaining certain minimum cash reserves [404]. Currency and Revenue Sources - Revenue from tenants located in Israel represented 75% of consolidated revenues for the six months ended January 31, 2025, with all revenues in currencies other than the U.S. Dollar [415].

Financial Performance - Rafael Holdings reported a net loss of $4.6 million, or $0.19 per share, for the three months ended January 31, 2025, compared to a net income of $6.0 million, or $0.25 per share, in the same period last year [4]. - For the first six months of fiscal year 2025, the company recorded a net loss of $13.6 million, or $0.57 per share, versus a net income of $2.4 million, or $0.10 per share, in the prior year [7]. - Rafael Holdings experienced unrealized losses of $1.1 million on its investment in Cyclo equity during the quarter, compared to unrealized gains of $9.7 million in the prior year [4]. Cash and Assets - Cash and cash equivalents as of January 31, 2025, were $48.3 million, a significant increase from $2.7 million as of July 31, 2024 [3]. - The company reported a total equity of $69.4 million as of January 31, 2025, down from $82.2 million as of July 31, 2024 [13]. - The company’s total assets decreased to $83.0 million as of January 31, 2025, from $96.8 million as of July 31, 2024 [13]. Expenses - Research and development expenses for the three months ended January 31, 2025, were $0.9 million, up from $0.6 million in the same period last year [5]. - General and administrative expenses remained stable at $2.6 million for both the three months ended January 31, 2025, and 2024 [6]. Future Plans - The planned merger with Cyclo Therapeutics is expected to close in Q3 2025, pending shareholder approvals [1]. - The company anticipates topline data from the interim analysis of 104 enrolled patients in the Phase 3 trial for Trappsol Cyclo™ in mid-2025 [2].

Core Viewpoint - The planned merger with Cyclo Therapeutics is expected to close in Q3 2025, pending shareholder approvals, with a strategic focus on Cyclo's lead clinical program, Trappsol Cyclo™ [1][2]. Financial Results - For the three months ended January 31, 2025, the company reported a net loss of $4.6 million, or $0.19 per share, compared to a net income of $6.0 million, or $0.25 per share in the same period last year [4]. - For the six months ended January 31, 2025, the net loss was $13.6 million, or $0.57 per share, compared to a net income of $2.4 million, or $0.10 per share in the prior year [6]. - Cash and cash equivalents as of January 31, 2025, were $48.3 million [3]. Expenses - Research and development expenses for the three months ended January 31, 2025, were $0.9 million, up from $0.6 million in the previous year [5]. - For the six months ended January 31, 2025, research and development expenses totaled $2.3 million, compared to $1.1 million in the same period last year [7]. - General and administrative expenses were $2.6 million for the three months ended January 31, 2025, consistent with the previous year, and $5.1 million for the six months, up from $4.6 million [5][7]. Investment and Merger Details - The company has incurred unrealized losses of $1.1 million on its investment in Cyclo equity and convertible notes receivable from Cyclo, compared to unrealized gains of $9.7 million in the prior year [4]. - The merger with Cyclo Therapeutics is aimed at advancing Trappsol Cyclo™, which is currently in a Phase 3 trial for Niemann-Pick Disease Type C1 [2][8].