Chemomab Therapeutics(CMMB) - 2021 Q2 - Quarterly Report

PART I. – FINANCIAL INFORMATION Financial Statements This section presents the unaudited condensed consolidated financial statements, reflecting the company's strengthened financial position post-merger and financing activities Condensed Consolidated Balance Sheet Highlights (Unaudited) | In USD thousands | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | 45,396 | 11,674 | | Total current assets | 68,835 | 11,839 | | Total assets | 70,518 | 12,476 | | Liabilities & Equity | | | | Total current liabilities | 2,159 | 1,316 | | Total liabilities | 2,479 | 1,674 | | Total shareholders' equity | 68,039 | 10,802 | Condensed Consolidated Interim Statements of Operations (Unaudited) | In USD thousands | Three months ended June 30, 2021 | Three months ended June 30, 2020 | Six months ended June 30, 2021 | Six months ended June 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | Research and development | 1,307 | 847 | 2,464 | 2,399 | | General and administrative | 1,446 | 254 | 1,988 | 406 | | Net loss for the period | 2,770 | 1,081 | 4,474 | 2,776 | Condensed Interim Statements of Cash Flows (Unaudited) | In USD thousands | Six months ended June 30, 2021 | Six months ended June 30, 2020 | | :--- | :--- | :--- | | Net cash used in operating activities | (6,900) | (2,786) | | Net cash used in investing activities | (20,605) | (39) | | Net cash provided by financing activities | 61,227 | 3,625 | - On March 16, 2021, the company completed a merger with Anchiano Therapeutics Ltd., accounted for as a reverse recapitalization, with Chemomab Ltd. deemed the accounting acquirer and its business becoming the primary business of the combined company, renamed Chemomab Therapeutics Ltd[26][27] - In connection with the merger, the company raised approximately $45.5 million in a private placement in March 2021, and sold 699,806 ADSs for gross proceeds of $15.9 million through an At the Market (ATM) offering agreement between April 30, 2021, and June 30, 2021[37][42] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial results, operations, and liquidity, highlighting increased expenses due to merger costs and a strong cash position for future funding Overview Chemomab is a clinical-stage biotech company developing CM-101, a lead candidate for inflammatory and fibrotic diseases, advancing into Phase 2 studies - The company's lead clinical product candidate, CM-101, is a humanized monoclonal antibody that inhibits the chemokine CCL24, a key regulator of inflammatory and fibrotic pathways[54] - Chemomab is actively advancing CM-101 in Phase 2 clinical studies for three indications: primary sclerosing cholangitis (PSC), systemic sclerosis (SSc), and non-alcoholic steatohepatitis (NASH)[54] Recent Developments Recent developments include significant financing activities through ATM offerings and private placements, alongside merger completion and COVID-19 related clinical trial delays - On April 30, 2021, the company entered into an 'at the market' (ATM) sales agreement to sell up to $75 million of its ADSs, raising $15.9 million in gross proceeds by June 30, 2021[57] - The merger with Anchiano Therapeutics was consummated on March 16, 2021, with the company raising approximately $45.5 million in a private placement in connection with the merger[58][59] - The COVID-19 pandemic has delayed the commencement and affected the enrollment rate of the company's clinical trials of CM-101 in PSC[60] Results of Operations Operating expenses significantly increased for the three and six months ended June 30, 2021, driven by higher R&D and a 390% rise in G&A costs from merger and public company expenses Comparison of Operating Results (Six Months Ended June 30) | In USD thousands | 2021 | 2020 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Research and development | 2,464 | 2,399 | 65 | 3% | | General and administrative | 1,988 | 406 | 1,582 | 390% | | Net loss | (4,474) | (2,776) | (1,698) | 61% | Comparison of Operating Results (Three Months Ended June 30) | In USD thousands | 2021 | 2020 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Research and development | 1,307 | 847 | 460 | 54% | | General and administrative | 1,446 | 254 | 1,192 | 469% | | Net loss | (2,770) | (1,081) | (1,689) | 156% | - The increase in General and Administrative expenses was primarily due to expenses related to the completion of the Merger and additional expenses incurred as a result of becoming a public company[78][79] Liquidity and Capital Resources The company, with an accumulated deficit of $28.2 million, holds $67 million in cash, sufficient to fund operations through mid-2023 - As of June 30, 2021, the company had an accumulated deficit of $28.2 million and approximately $67 million in cash, cash equivalents, and short-term deposits[84][85] - Management believes existing cash resources will be sufficient to fund projected cash requirements approximately through mid-2023[86] Summary of Cash Flow Activities (Six Months Ended June 30) | In USD thousands | 2021 | 2020 | | :--- | :--- | :--- | | Net cash used in operating activities | (6,900) | (2,786) | | Net cash used in investing activities | (20,605) | (39) | | Net cash provided by financing activities | 61,227 | 3,625 | Critical Accounting Policies Share-Based Compensation is a critical accounting policy, with fair value estimates using the Black-Scholes model requiring significant assumptions - The company identifies Share-Based Compensation as a critical accounting policy, requiring the use of estimates and judgments that affect reported expenses[97][98] - The fair value of option grants is estimated using the Black-Scholes model, with key assumptions including share price, expected volatility (based on similar biotech companies), and expected term[103] Quantitative and Qualitative Disclosures About Market Risk As an emerging growth company, Chemomab is exempt from providing quantitative and qualitative disclosures about market risk - The company is an emerging growth company as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information under this item[104] Controls and Procedures Management concluded disclosure controls were effective as of June 30, 2021, and is strengthening internal controls post-merger - Based on an evaluation, the principal executive officer and principal financial officer concluded that disclosure controls and procedures were effective as of June 30, 2021[107] - Following the merger, management is in the process of strengthening the company's internal control over financial reporting, with a full assessment planned for the 2021 Annual Report[108] PART II. – OTHER INFORMATION Legal Proceedings The company reports no pending legal proceedings expected to materially adversely affect its financial condition or operations - Management believes that there are currently no claims or actions pending against the company that could have a material adverse effect on its results of operations, financial condition, or cash flows[110] Risk Factors No material changes to risk factors have been reported since the Current Report on Form 8-K/A filed on April 14, 2021 - There have been no material changes from the information set forth in 'Risk Factors' in the Current Report on Form 8-K/A filed with the SEC on April 14, 2021[111] Unregistered Sales of Equity Securities and Use of Proceeds The company reported no unregistered sales of equity securities during the period - None[114] Defaults Upon Senior Securities This item is not applicable to the company - Not applicable[116] Mine Safety Disclosures This item is not applicable to the company - Not applicable[118] Other Information The company reported no other information for this item - None[120] Exhibits This section lists exhibits filed with the quarterly report, including CEO/CFO certifications and Inline XBRL documents - The exhibits filed with the report include certifications from the Principal Executive Officer and Principal Financial Officer (Exhibits 31.1, 31.2, 32.1, 32.2) and various Inline XBRL documents (Exhibits 101 and 104)[123]