Silexion Therapeutics Corp
For the period ended Sep 30, 2024. Filed Nov 14, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 14, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-08-29.
0001213900-24-073934
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-14.
0001178913-24-003686
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 128 previous paragraphs and 130 current paragraphs.
55 unchanged; 56 reworded; 17 added; 17 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 34 previous and 36 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (17)
Current report
Through the date of this Quarterly Report, we have sold an aggregate of 4,294,000 ordinary shares to the ELOC Investor for net proceeds (after payment of commissions and expenses to the ELOC Investor) of $2.5 million, in the aggregate.
Current report
Through the date of this Quarterly Report, we have made one payment of $100,000 to EarlyBirdCapital due to amounts raised by us under the ELOC.
Current report
Comparison of nine-month periods ended September 30, 2024 and 2023
Current report
The following table summarizes our research and development expenses for the nine-month periods ended September 30, 2024 and 2023:
Current report
Research and development expenses increased by approximately $2.4 million, or 96%, to $4.9 million for the nine-month period ended September 30, 2024, compared to $2.5 million for the nine-month period ended September 30, 2023. The increase resulted mainly from an increase in non-cash share-based compensation expenses in an amount of $2.4 million and from an increase in payroll and related expenses in an amount of $0.2 million.
Current report
The following table summarizes our general and administrative expenses for the nine-month periods ended September 30, 2024 and 2023:
Current report
The following table summarizes our research and development expenses for the three-month periods ended September 30, 2024 and 2023:
Current report
Research and development expenses increased by approximately $2.7 million, or 540%, to $3.2 million for the three-month period ended September 30, 2024, compared to $0.5 million for the three-month period ended September 30, 2023. The increase resulted mainly from an increase in non-cash share-based compensation expenses in an amount of $2.4 million and from an increase in payroll and related expenses in an amount of $0.3 million.
Current report
The following table summarizes our general and administrative expenses for the three-month periods ended September 30, 2024 and 2023:
Current report
Financial expenses, net increased by approximately $3.7 million, or 3,700% to expense of $3.8 million for the three-month period ended September 30, 2024 compared to financial expenses, net of $0.1 million for the three-month period ended September 30, 2023. This increase was mainly due to an increase in an amount of $4.8 million in one-time loss upon entering Transactions, offset, in part, by an increase in revaluation income of financial instruments (warrants and promissory notes) in the amount of $1.1 million.
Current report
Net loss increased by approximately $11.1 million, or 1,387.5%, to $11.9 million for the three-month period ended September 30, 2024, compared to $0.8 million for the three-month period ended September 30, 2023. The increase was mainly due to an increase in our research and development expenses, general and administrative expenses, and financial expenses including significant non-cash items related to share-based compensation, transaction costs and costs related to becoming a public company.
Current report
Cash Flows from Investing Activities
Current report
Net cash provided by (used in) investing activities decreased by $0.1 million, or 100%, to $0.0 million for the three-month period ended September 30, 2024, compared to cash provided by investing activities of $0.1 million for the three-month period ended September 30, 2023. This decrease was mainly due to sales of property and equipment in the amount of $0.1 million in the three-month period ended September 30, 2023 (which sales were not repeated in the three-month period ended September 30, 2024).
Current report
Valuation of Private Warrants
Current report
As part of the Business Combination, we assumed a derivative warrant liability related to previously issued private warrants in connection with Moringa’s initial public offering. The private warrants were classified as a liability. We utilize a Black-Scholes model option pricing model to estimate the fair value of the private warrants. The volatility of the private warrants is based on implied volatility of the publicly traded warrants and the historical volatility of our share price and of a selected peer companies that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve as of the valuation date for a maturity similar to the expiration of the warrants. The dividend yield is based on the historical rate, which we anticipate remaining at zero.
Current report
Valuation of Promissory Notes
Current report
As part of the Business Combination, we issued to Moringa’s sponsor, as well as EarlyBird Capital, Inc. promissory notes, which we irrevocably designated to be measured at fair value. The fair value Promissory Notes is measured using a discount rate based on a B- rated US dollar zero-coupon discount curve, plus a credit spread of 6.67%. The discount rate was determined with reference to benchmark interest rates of secured loans reported by venture capitals, which were then used to extract our entity-specific credit spread. The expected timing of conversion or redemption of the notes was determined using the management’s forecasts.
Removed paragraphs (17)
Previous report
Research and Development Expenses
Previous report
General and Administrative Expenses
Previous report
Comparison of six-month period ended June 30, 2024 and 2023
Previous report
Research and Development Expenses
Previous report
The following table summarizes Silexion’s research and development expenses for the six-month period ended June 30, 2024 and 2023:
Previous report
Research and development expenses decreased by approximately $0.2 million, or 10.5% to $1.7 million for the six-month period ended June 30, 2024, compared to $1.9 million for the six-month period ended June 30, 2023. The decrease resulted mainly from a decrease in subcontractors in the amount of $0.1 million and from a decrease in payroll and related expenses in the amount of $0.1 million.
Previous report
General and Administrative Expenses
Previous report
The following table summarizes Silexion’s general and administrative expenses for the six-month periods ended June 30, 2024 and 2023:
Previous report
Research and Development Expenses
Previous report
The following table summarizes Silexion’s research and development expenses for the three-month period ended June 30, 2024 and 2023:
Previous report
Research and development expenses decreased by approximately $0.4 million, or 33.3% to $0.8 million for the three-month period ended June 30, 2024, compared to $1.2 million for the three-month period ended June 30, 2023. The decrease resulted mainly from a decrease in subcontractors in the amount of $0.4 million.
Previous report
General and Administrative Expenses
Previous report
The following table summarizes Silexion’s general and administrative expenses for the three-month periods ended June 30, 2024 and 2023:
Previous report
Financial expenses, net decreased by approximately $0.4 million, or 80.0% to expense of $0.1 million for the three-month period ended June 30, 2024 compared to income of $0.5 million for the three-month period ended June 30, 2023. This decrease was mainly due to a decrease in foreign exchange loss in the amount of $0.4 million.
Previous report
Net loss decreased by approximately $0.4 million, or 21.1% to $1.5 million for the three-month period ended June 30, 2024, compared to $1.9 million for the three-month period ended June 30, 2023. The decrease was mainly due to a decrease in our research and development expenses and financial expenses partially offset by an increase in general and administrative expenses.
Previous report
In this “Liquidity and Capital Resources” section, the discussion focuses upon our wholly-owned subsidiary, Silexion, which carries out our operations. Therefore, unless the context requires otherwise, references to “we”, “us” or “our” (or similar terms) generally refer to our wholly-owned subsidiary Silexion.
Previous report
The Closing of the Business Combination was conditioned upon, among other things, the fulfillment of those conditions described in the proxy statement/prospectus under “The Business Combination Proposal — Conditions to the Closing of the Business Combination.”
Reworded paragraphs (56)
Previous wording
The following discussion and analysis of our and, in particular, our wholly-owned subsidiary Silexion’s, financial condition and results of operations should be read together with (i) Silexion’s unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report, (ii) Silexion’s audited financial statements and related notes thereto as of, and for the year ended, December 31, 2023, which were included in the proxy statement/prospectus, and (iii) the unaudited pro forma condensed combined financial information of New Silexion as of June 30, 2024, and for the year ended December 31, 2023 and six months ended June 30, 2024, which was attached as Exhibit 99.2 to the Super Form 8-K.
Current wording
The following discussion and analysis of our financial condition and results of operations should be read together with (i) our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report, (ii) Silexion’s audited financial statements and related notes thereto as of, and for the year ended, December 31, 2023, which were included in the proxy statement/prospectus, and (iii) the unaudited pro forma condensed combined financial information of New Silexion as of June 30, 2024, and for the year ended December 31, 2023 and six months ended June 30, 2024, which was attached as Exhibit 99.2 to the Super Form 8-K.
Previous wording
Our primary subsidiary— Silexion— is a clinical-stage, oncology-focused biotechnology company engaged in the discovery and development of proprietary treatments for KRAS-driven cancers. The KRAS gene is an oncogene that is involved in the regulation of cell division as a result of its ability to relay external signals to the cell nucleus. Based on its research of refractory solid tumor cancers, Silexion is actively developing a platform focused on the silencing of the KRAS oncogene using RNA-interference therapeutics. Silexion’s lead product candidate, SIL-204B, consists of locally administered small interfering RNAs, or siRNA, in an extended-release formulation, as a first-line treatment of locally advanced pancreatic cancer patients, in combination with standard-of-care chemotherapy.
Current wording
We conduct operations primarily through our principal subsidiary— Silexion— which is a clinical-stage, oncology-focused biotechnology company engaged in the discovery and development of proprietary treatments for KRAS-driven cancers. The KRAS gene is an oncogene that is involved in the regulation of cell division as a result of its ability to relay external signals to the cell nucleus. Based on its research of refractory solid tumor cancers, Silexion is actively developing a platform focused on the silencing of the KRAS oncogene using RNA-interference therapeutics. Silexion’s lead product candidate, SIL-204B, consists of locally administered small interfering RNAs, or siRNA, in an extended-release formulation, as a first-line treatment of locally advanced pancreatic cancer patients, in combination with standard-of-care chemotherapy.
Previous wording
To date, Silexion has financed its operations primarily with the net proceeds from private offerings of its ordinary shares and convertible preferred shares, grants from the Israeli Innovation Authority (the “IIA”), convertible financing agreements and Simple Agreement for Future Equity (SAFE) financings, and through royalty-bearing grants from the IIA (which totaled $5.8 million through June 30, 2024). Since its inception, Silexion has incurred significant operating losses. Silexion’s net losses were $5.1 million and $3.5 million for the years ended December 31, 2023 and December 31, 2022, respectively, and $2.9 million and $2.6 million for the six-month period ended June 30, 2024 and 2023, respectively. As of June 30, 2024, Silexion had an accumulated deficit of $29.7 million. Silexion has not recognized any revenue to date.
Current wording
To date, Silexion has financed its operations primarily with the net proceeds from private offerings of its ordinary shares and convertible preferred shares, grants from the Israeli Innovation Authority (the “IIA”), convertible financing agreements and Simple Agreement for Future Equity (SAFE) financings, and royalty-bearing grants from the IIA (which totaled $5.8 million through September 30, 2024). Since its inception, Silexion has incurred significant operating losses. Silexion’s net losses were $5.1 million and $3.5 million for the years ended December 31, 2023 and December 31, 2022, respectively. The combined company’s net losses (consisting of Silexion’s net losses for all periods through the Business Combination, and the combined company's net losses for all periods after) were $14.8 million and $3.4 million for the nine-month periods ended September 30, 2024, and 2023, respectively. As of September 30, 2024, we had an accumulated deficit of $41.6 million (reflecting Silexion's accumulated deficit for all periods through August 15, 2024 and the combined company's accumulated deficit from August 16, 2024 through September 30, 2024). Silexion has not recognized any revenue to date.
Previous wording
In the near future following the Business Combination, the operations of our company and our subsidiaries— most importantly, Silexion—will be funded from one or more of a number of alternative sources:
Current wording
In the near future, our operations— conducted almost exclusively through Silexion— will be funded from one or more of a number of alternative sources:
Previous wording
We (primarily through Silexion) expect to continue to incur significant expenses and operating losses for the foreseeable future. The net losses that we incur may fluctuate significantly from quarter to quarter. Silexion’s expenses will depend on many factors, including the timing and extent of spending to further develop SIL-204 and initiate pre-clinical and clinical trials, support research and development efforts, investments in potential additional pipe-line products, and increased overall compensation as it continues to hire additional personnel. We anticipate that Silexion’s expenses will increase if and as it:
Current wording
We expect to continue to incur significant expenses and operating losses for the foreseeable future. The net losses that we incur may fluctuate significantly from quarter to quarter. Our expenses will depend on many factors, including the timing and extent of spending to further develop SIL-204 and initiate pre-clinical and clinical trials, support research and development efforts, investments in potential additional pipe-line products, and increased overall compensation as we continue to hire additional personnel. We anticipate that our expenses will increase if and as we:
Previous wording
Also in connection with the Closing, we entered into an ordinary share purchase agreement, dated August 13, 2024, but effective as of the Closing (the “ELOC Agreement”), for an equity line of credit (the “ELOC”) with White Lion Capital, LLC (the “ELOC Investor”), whereby we will be able to request to sell to the ELOC Investor, and the ELOC Investor will be required to purchase, via private placement transactions, up to $15.0 million of our ordinary shares from time to time after the Closing, up until December 31, 2025 (unless the agreement is terminated sooner), subject to certain limitations and conditions as described therein. The number of ordinary shares that we may require the ELOC Investor to purchase in any single sales notice will depend on a number of factors, including the type of purchase notice that we deliver. Similarly, the purchase price to be paid by the ELOC Investor for any shares that we require it to purchase will depend on the type of sales notice that we deliver, and will be derived from the market price of the our ordinary shares for a certain period of time prior to our purchase request or as of the date of our purchase request. We have also granted registration rights to the ELOC Investor pursuant to an accompanying registration rights agreement, also dated August 15, 2024, by and between New Silexion and the ELOC Investor (the “ELOC Registration Rights Agreement”).
Current wording
In connection with the Closing of the Business Combination, we entered into an ordinary share purchase agreement, dated August 13, 2024, but effective as of the Closing (the “ELOC Agreement”), for an equity line of credit (the “ELOC”) with White Lion Capital, LLC (the “ELOC Investor”). Under the ELOC, we have the right to request to sell to the ELOC Investor, and the ELOC Investor is required to purchase, via private placement transactions, up to $15.0 million of our ordinary shares from time to time after the Closing, up until December 31, 2025 (unless the agreement is terminated sooner), subject to certain limitations and conditions as described therein. The number of ordinary shares that we may require the ELOC Investor to purchase in any single sales notice depends on a number of factors, including the type of purchase notice that we deliver. Similarly, the purchase price to be paid by the ELOC Investor for any shares that we require it to purchase depends on the type of sales notice that we deliver, and is derived from the market price of the our ordinary shares for a certain period of time prior to our purchase request or as of the date of our purchase request. We also granted registration rights to the ELOC Investor pursuant to an accompanying registration rights agreement, also dated August 15, 2024, by and between New Silexion and the ELOC Investor (the “ELOC Registration Rights Agreement”), for which we filed a registration statement on Form S-1 (SEC file number 333-282017), which was declared effective by the SEC on September 17, 2024.
Previous wording
The funds raised from the PIPE Financing, together with remaining funds in the trust account after payments to redeeming public shareholders, were used for financing support for Moringa and New Pubco, as well as for payment to service providers to whom outstanding amounts were owed by Moringa, including parties that had provided financial advisory services and capital markets advisory services to Moringa during the period leading up to the Closing.
Current wording
The funds raised from the PIPE Financing, together with remaining funds in the trust account after payments to redeeming public shareholders, were used for financing support for Moringa and New Silexion, as well as for payment to service providers to whom outstanding amounts were owed by Moringa, including parties that had provided financial advisory services and capital markets advisory services to Moringa during the period leading up to the Closing.
Previous wording
Effective as of the Closing, we issued to the sponsor, and the sponsor accepted, in amendment and restatement, and replacement, in their entirety, of all existing promissory notes issued by Moringa to the sponsor from the IPO until the Closing (and as to which the obligations of Moringa were assigned to New Pubco upon the Closing), an amended and restated promissory note (the “A&R Sponsor Promissory Note”) in an amount of $3,433,000, which reflected the total amount owed by Moringa to the sponsor through the Closing Date. The maturity date of the A&R Sponsor Promissory Note is the 30-month anniversary of the Closing Date (i.e., February 15, 2027). Amounts outstanding under the A&R Sponsor Promissory Note may be repaid (unless otherwise decided by us) only by way of conversion into ordinary shares (“Note Shares”) in accordance with the terms set forth in the form of A&R Sponsor Promissory Note. New Pubco and the Sponsor may also convert amounts outstanding under the A&R Sponsor Promissory Note at the price per share at which we conduct an equity financing following the Closing, subject to a minimum conversion amount of $100,000, in an amount of Note Shares constituting up to thirty percent (30%) of the number of ordinary shares issued and sold by us in such equity financing. The sponsor may also elect to convert amounts of principal outstanding under the note into ordinary shares at any time following the 24-month anniversary of the date of the Closing, subject to a minimum conversion of $10,000, at a price per share equal to the volume weighted average price of the ordinary shares on the principal market on which they are traded during the 20 consecutive trading days prior to the conversion date.
Current wording
Effective as of the Closing, we issued to the sponsor, and the sponsor accepted, in amendment and restatement, and replacement, in their entirety, of all existing promissory notes issued by Moringa to the sponsor from the IPO until the Closing (and as to which the obligations of Moringa were assigned to New Silexion upon the Closing), an amended and restated promissory note (the “A&R Sponsor Promissory Note”) in an amount of $3,433,000, which reflected the total amount owed by Moringa to the sponsor through the Closing Date. The maturity date of the A&R Sponsor Promissory Note is the 30-month anniversary of the Closing Date (i.e., February 15, 2027). Amounts outstanding under the A&R Sponsor Promissory Note may be repaid (unless otherwise decided by us) only by way of conversion into ordinary shares (“Note Shares”) in accordance with the terms set forth in the form of A&R Sponsor Promissory Note. New Silexion and the Sponsor may also convert amounts outstanding under the A&R Sponsor Promissory Note at the price per share at which we conduct an equity financing following the Closing, subject to a minimum conversion amount of $100,000, in an amount of Note Shares constituting up to thirty percent (30%) of the number of ordinary shares issued and sold by us in such equity financing. The sponsor may also elect to convert amounts of principal outstanding under the note into ordinary shares at any time following the 24-month anniversary of the date of the Closing, subject to a minimum conversion of $10,000, at a price per share equal to the volume weighted average price of the ordinary shares on the principal market on which they are traded during the 20 consecutive trading days prior to the conversion date.
Previous wording
In this section, the components of, and the actual, results of operations thar are presented are those of our wholly-owned subsidiary, Silexion, which carries out our operations. Therefore, unless the context requires otherwise, references to “we”, “us” or “our” (or similar terms) generally refer to our wholly-owned subsidiary Silexion.
Current wording
In this section, the components of, and the actual, results of operations that are presented are:
Previous wording
The finance expenses consisted primarily of change in fair value of warrants and financial liabilities measured at fair value, interest income and exchange rate differences expenses.
Current wording
The finance expenses consisted primarily of change in fair value of warrants and financial liabilities measured at fair value (including promissory notes), issuance costs, interest income and exchange rate differences expenses.
Previous wording
The following table summarizes Silexion’s results of operations for the six-month period ended June 30, 2024 and 2023:
Current wording
The following table summarizes our results of operations for the nine-month periods ended September 30, 2024 and 2023:
Previous wording
Research and development expenses for the six-month period ended June 30, 2024 and June 30, 2023 included approximately $0.2 million and $0.5 million, related to the development of Loder, respectively, and $1.5 million and $1.4 million related to the development of SIL-204B, respectively. Aggregate research and development expenses since inception for Loder program, as of June 30, 2024 and as of June 30, 2023 were approximately $18.5 million and $17.9 million, respectively. Aggregate research and development expenses since inception for SIL-204B program, as of June 30, 2024 and as of June 30, 2023 were approximately $6.2 million and $2.0 million, respectively.
Current wording
Research and development expenses for the nine-month periods ended September 30, 2024 and September 30, 2023 included approximately $0.2 million and $0.9 million, respectively, related to the development of Loder, and $4.7 million and $1.6 million, respectively, related to the development of SIL-204B. Aggregate research and development expenses since inception for our Loder program, as of September 30, 2024 and as of September 30, 2023, were approximately $18.4 million and $18.3 million, respectively. Aggregate research and development expenses since inception for the SIL-204B program, as of September 30, 2024 and as of September 30, 2023, were approximately $8.3 million and $2.2 million, respectively.
Previous wording
General and administrative expenses increased by approximately $0.6 million, or 200.0% to $0.9 million for the six-month period ended June 30, 2024, compared to $0.3 million for the six-month period ended June 30, 2023. The increase resulted mainly from an increase in payroll and related expenses in the amount of $0.2 million and from an increase in professional services costs in the amount of $0.4 million.
Current wording
General and administrative expenses increased by approximately $5.2 million, or 1,040%, to $5.7 million for the nine-month period ended September 30, 2024, compared to $0.5 million for the nine-month period ended September 30, 2023. The increase resulted mainly from an increase in non-cash share-based compensation expenses in an amount of $3.4 million, an increase in professional services costs primarily related to one-time legal, accounting, and other expenses associated with the costs of becoming a public company and the SPAC merger in an amount of $1.0 million, and an increase in payroll and related expenses in an amount of $0.7 million.
Previous wording
Financial expenses, net decreased by approximately $0.1 million, or 25.0% to an expense of $0.3 million for the six-month period ended June 30, 2024 compared to an expense of $0.4 million for the six months ended June 30, 2023. This decrease was mainly due to a decrease in the amount of $0.3 million in foreign exchange loss offset by an increase in revaluation expenses of warrants in the amount of $0.15 million for the six-month period ended June 30, 2024.
Current wording
Financial expenses, net increased by approximately $3.7 million, or 925%, to an expense of $4.1 million for the nine-months ended September 30, 2024 compared to an expense of $0.4 million for the nine months ended September 30, 2023. This increase was mainly due to an increase in an amount of $4.8 million in one-time loss upon entering Transactions expenses, offset in part by (i) an increase in revaluation income of financial instruments (warrants and promissory notes) in an amount of $0.9 million, and (ii) a decrease in foreign exchange loss in an amount of $0.3 million for the nine-month period ended September 30, 2024.
Previous wording
Net loss increased by approximately $0.3 million, or 11.5% to $2.9 million for the six-month period ended June 30, 2024, compared to $2.6 million for the six-month period ended June 30, 2023. The increase was mainly due to an increase in our general and administrative expenses partially offset by a decrease in research and development expenses and financial expenses.
Current wording
Net loss increased by approximately $11.4 million, or 335.3%, to $14.8 million for the nine-month period ended September 30, 2024, compared to $3.4 million for the nine-month period ended September 30, 2023. The increase was mainly due to an increase in our research and development expenses, general and administrative expenses, and financial expenses including significant non-cash items related to share-based compensation, transaction costs and costs related to becoming a public company.
Previous wording
Comparison of three-month period ended June 30, 2024 and 2023
Current wording
Comparison of three-month periods ended September 30, 2024 and 2023
Previous wording
The following table summarizes Silexion’s results of operations for the three-month period ended June 30, 2024 and 2023:
Current wording
The following table summarizes our results of operations for the three-month periods ended September 30, 2024 and 2023:
Previous wording
Research and development expenses for the three-month period ended June 30, 2024 and June 30, 2023 included approximately $0.1 million and $0.2 million, related to the development of Loder, respectively, and $0.7 million and $1.0 million related to the development of SIL-204B, respectively.
Current wording
Research and development expenses for the three-month periods ended September 30, 2024 and September 30, 2023 included approximately $0.01 million and $0.4 million, respectively, related to the development of Loder, and $3.2 million and $0.2 million, respectively, related to the development of SIL-204B.
Previous wording
General and administrative expenses increased by approximately $0.4 million, or 200% to $0.6 million for the three-month period ended June 30, 2024, compared to $0.2 million for the three-month period ended June 30, 2023. The increase resulted mainly from an increase in payroll and related expenses in the amount of $0.1 million and from an increase in professional services costs in the amount of $0.36 million.
Current wording
General and administrative expenses increased by approximately $4.6 million, or 2,300%, to $4.8 million for the three-month period ended September 30, 2024, compared to $0.2 million for the three-month period ended September 30, 2023. The increase resulted mainly from an increase in non-cash share-based compensation expenses in an amount of $3.4 million, an increase in professional services costs primarily related to one-time legal, accounting, and other expenses associated with the costs of becoming a public company and the SPAC merger in an amount of $0.6 million, and an increase in payroll and related expenses in an amount of $0.5 million.
Previous wording
Our capital requirements will depend on many factors, including the timing and extent of spending to further develop Silexion’s SIL-204 and initiate pre-clinical and clinical trials, support research and development efforts, investments in potential additional pipe-line products, and increased overall compensation as we continue to hire additional personnel. For the six-month period ended June 30, 2024 and 2023, Silexion had a net loss of $2.9 million and $2.6 million, respectively. As of June 30, 2024, Silexion’s cash and cash equivalents totaled $1.7 million.
Current wording
Our capital requirements will depend on many factors, including the timing and extent of spending to further develop our SIL-204 and initiate pre-clinical and clinical trials, support research and development efforts, investments in potential additional pipe-line products, and increased overall compensation as we continue to hire additional personnel. For the nine-month periods ended September 30, 2024 and 2023, we (or Silexion, as applicable) had a net loss of $14.8 million and $3.4 million, respectively. As of September 30, 2024, our cash and cash equivalents totaled $2.0 million.
Previous wording
To date, Silexion’s principal sources of liquidity have been proceeds from private offerings of its ordinary shares and convertible preferred shares, grants from the Israeli Innovation Authority, and issuance of convertible financing agreements (CFA) and Simple Agreement for Future Equity (SAFE).
Current wording
To date, our principal sources of liquidity have been proceeds from private offerings of our (or Silexion’s, for periods prior to the Business Combination) ordinary shares and convertible preferred shares, grants from the Israeli Innovation Authority, and issuance of convertible financing agreements (CFA) and Simple Agreement for Future Equity (SAFE).
Previous wording
Based on Silexion’s current business plan, we believe that current cash and cash equivalents will not be sufficient to meet our anticipated cash requirements through the end of the fourth quarter of 2024. We will need to raise additional capital to finance our operations, expand our business and pipeline, or for other reasons.
Current wording
Based on our current business plan, we believe that current cash and cash equivalents will not be sufficient to meet our anticipated cash requirements for the next 12 months. We will need to raise additional capital to finance our operations, expand our business and pipeline, or for other reasons.
Previous wording
Silexion’s audited consolidated financial statements for the year ended December 31, 2023 included in the proxy statement/prospectus, and its unaudited condensed financial statements for the six-month period ended June 30, 2024 included in this Quarterly Report, note that there is substantial doubt about Silexion’s ability to continue as a going concern as of such date; and in its report accompanying Silexion’s audited consolidated financial statements included in the proxy statement/prospectus, Silexion’s independent registered public accounting firm included an explanatory paragraph stating that Silexion’s recurring losses from operations and its cash outflows from operating activities raise substantial doubt as to its ability to continue as a going concern. This means that Silexion’s management and its independent registered public accounting firm have expressed substantial doubt about Silexion’s ability to continue its operations without an additional infusion of capital from external sources. Silexion’s audited consolidated financial statements have been prepared on a going concern basis and do not include any adjustments that may be necessary should Silexion be unable to continue as a going concern. If we are unable to finance our operations (conducted vis Silexion), our business would be in jeopardy and we might not be able to continue operations and might have to liquidate our assets. In that case, investors might receive less than the value at which those assets were carried on Silexion’s unaudited condensed financial statements for the six-month period ended June 30, 2024, and it is likely that investors would lose all or a part of their investment.
Current wording
Silexion’s audited consolidated financial statements for the year ended December 31, 2023 included in the proxy statement/prospectus, and our unaudited condensed financial statements for the nine-month period ended September 30, 2024 included in this Quarterly Report, note that there is substantial doubt about Silexion’s or our (as applicable) ability to continue as a going concern as of such date; and in its report accompanying Silexion’s audited consolidated financial statements included in the proxy statement/prospectus, Silexion’s independent registered public accounting firm included an explanatory paragraph stating that Silexion’s recurring losses from operations and its cash outflows from operating activities raise substantial doubt as to its ability to continue as a going concern. This means that Silexion’s management and its independent registered public accounting firm have expressed substantial doubt about Silexion’s ability to continue its operations without an additional infusion of capital from external sources. Silexion’s unaudited condensed consolidated financial statements have been prepared on a going concern basis and do not include any adjustments that may be necessary should Silexion be unable to continue as a going concern. If we are unable to finance our operations (conducted via Silexion), our business would be in jeopardy and we might not be able to continue operations and might have to liquidate our assets. In that case, investors might receive less than the value at which those assets were carried on our unaudited condensed financial statements for the nine-month period ended September 30, 2024, and it is likely that investors would lose all or a part of their investment.
Previous wording
Silexion has lease obligations and other contractual obligations and commitments as part of its ordinary course of business. See “Note 4: Operating Leases” and “Note 6: Commitments and Contingent Liabilities” to Silexion’s consolidated financial statements for the year ended December 31, 2023 (as contained in the proxy statement/prospectus) for information about Silexion’s lease obligations.
Current wording
We have lease obligations and other contractual obligations and commitments as part of its ordinary course of business. See “Note 4: Operating Leases” and “Note 6: Commitments and Contingent Liabilities” to Silexion’s consolidated financial statements for the year ended December 31, 2023 (as contained in the proxy statement/prospectus) for information about our (then Silexion’s) lease obligations.
Previous wording
Silexion did not have during the periods presented, and does not currently have, any off-balance sheet arrangements involving commitments or obligations, including contingent obligations, arising from arrangements with unconsolidated entities or persons that have or are reasonably likely to have a material current or future effect on its financial condition, results of operations, liquidity, cash requirements or capital resources.
Current wording
We did not have during the periods presented, and do not currently have, any off-balance sheet arrangements involving commitments or obligations, including contingent obligations, arising from arrangements with unconsolidated entities or persons that have or are reasonably likely to have a material current or future effect on its financial condition, results of operations, liquidity, cash requirements or capital resources.
Previous wording
The ELOC will likely serve as the primary source of financing for Silexion in the near future following the Closing of the Business Combination and effectiveness of the registration statement to be filed pursuant to the ELOC Registration Rights Agreement. Please see “Overview—Recent Developments Impacting Our Financial Condition and Outlook— ELOC Financing” in this Item 2 for more information.
Current wording
The ELOC has served as the primary source of financing for us in the period following the Closing of the Business Combination and effectiveness of the registration statement that was filed pursuant to the ELOC Registration Rights Agreement. Please see “Overview-Recent Developments Impacting Our Financial Condition and Outlook- ELOC Financing” in this Item 2 for more information.
Previous wording
Silexion’s research and development efforts were financed, in part, through royalty-bearing grants from the Israeli Innovation Authority, or the IIA. As of June 30, 2024, Silexion received IIA royalty-bearing grants totaling approximately $5.8 million.
Current wording
Our research and development efforts have been financed, in part, through royalty-bearing grants from the Israeli Innovation Authority, or the IIA. As of September 30, 2024, we have received IIA royalty-bearing grants totaling approximately $5.8 million.
Previous wording
Silexion is committed to pay royalties to the IIA at a rate of approximately 3.0% to 5.0% of the sales of all of its product candidates and other related revenues generated from such projects, that were developed, in whole or in part, using the IIA royalty-bearing grants we received under IIA programs up to the total amount of royalty-bearing grants received, linked to the U.S. dollar and bearing annual interest at rates prescribed by the IIA’s rules and guidelines.
Current wording
We are committed to pay royalties to the IIA at a rate of approximately 3.0% to 5.0% of the sales of all of its product candidates and other related revenues generated from such projects, that were developed, in whole or in part, using the IIA royalty-bearing grants we received under IIA programs up to the total amount of royalty-bearing grants received, linked to the U.S. dollar and bearing annual interest at rates prescribed by the IIA’s rules and guidelines.
Previous wording
Silexion may in the future apply to receive additional grants from the IIA. However, we cannot predict whether Silexion will be entitled to any future grants, or the amounts of any such grants.
Current wording
We may in the future apply to receive additional grants from the IIA. However, we cannot predict whether we will be entitled to any future grants, or the amounts of any such grants.
Previous wording
As of June 30, 2024, the total royalty amount that may be payable by Silexion was approximately $5.8 million ($6.4 million including interest).
Current wording
As of September 30, 2024, the total royalty amount that may be payable by us was approximately $5.8 million ($6.5 million including interest).
Previous wording
Cash flows for the three-month period ended June 30, 2024 and 2023
Current wording
Cash flows for the nine-month period ended September 30, 2024 and 2023
Previous wording
The following table summarizes Silexion’s cash flows for the periods indicated:
Current wording
The following table summarizes our cash flows for the periods indicated:
Previous wording
Net cash used in operating activities increased by approximately $0.2 million, or 7.7%, to $2.8 million for the six-month period ended June 30, 2024, compared to $2.6 million for the six-month period ended June 30, 2023. This increase was mainly from an increase of $0.3 million in the net loss for the six-month period ended June 30, 2024, offset by $0.1 million change in net working capital.
Current wording
Net cash used in operating activities increased by approximately $2 million, or 285.7%, to $2.7 million for the three-month period ended September 30, 2024, compared to $0.7 million for the three-month period ended September 30, 2023. This increase was mainly from an increase of $11.1 million in the net loss for the three-month period ended September 30, 2024, and from an increase of $0.4 million in change of net working capital, offset by (i) an increase of $5.8 million in non-cash share-based compensation and (ii) an increase of $3.6 million in non-cash financial expenses included in the net loss.
Previous wording
Net cash provided by (used in) investing activities decreased by $0.5 million, or 100.0%, to $0 million for the six-month period ended June 30, 2024, compared to investment of $0.5 million for the six-month period ended June 30, 2023. This decrease was mainly due to a reduction in short-term deposit in the amount of $0.5 million used for operating activities.
Current wording
Net cash provided by (used in) investing activities decreased by $0.6 million, or 100%, to $0 million for the nine-month period ended September 30, 2024, compared to $0.6 million of cash provided by investing activities in the nine-month period ended September 30, 2023. This decrease was mainly due to a reduction in short-term deposits in an amount of $0.5 million, which cash was used for operating activities.
Previous wording
Net cash provided by financing activities decreased by $0.5 million, or 100.0%, to approximately $0 million for the six-month period ended June 30, 2024, compared to $0.5 million the six-month period ended June 30, 2023. This decrease was mainly due to a decrease in proceeds from issuance of preferred shares which was higher in the amount of $0.5 million in the six-month period ended June 30, 2023.
Current wording
Net cash provided by financing activities increased by $2.4 million, or 480%, to approximately $2.9 million for the nine-month period ended September 30, 2024, compared to $0.5 million the nine-month period ended September 30, 2023. This increase was mainly due to an increase in cash received from transactions upon the closing of the Business Combination in an amount of $2.3 million and from an increase in proceeds from issuance of ordinary shares under the ELOC in an amount of $0.6 million, offset by a decrease of $0.5 million in proceeds from issuance of preferred shares, occurred in the nine-month period ended September 30, 2023.
Previous wording
Cash flows for the six-month period ended June 30, 2024 and 2023
Current wording
Cash flows for the three-month periods ended September 30, 2024 and 2023
Previous wording
The following table summarizes Silexion’s cash flows for the periods indicated:
Current wording
The following table summarizes our cash flows for the periods indicated:
Previous wording
Net cash used in operating activities decreased by approximately $0.6 million, or 35.3%, to $1.1 million for the three-month period ended June 30, 2024, compared to $1.7 million for the three-month period ended June 30, 2023. This decrease was mainly from a decrease of $0.4 million in the net loss for the three-month period ended June 30, 2024, and $0.4 million change of net working capital, offset by a decrease in non-cash financial expenses in the amount of $0.2 million.
Current wording
Net cash used in operating activities increased by approximately $2 million, or 285.7%, to $2.7 million for the three-month period ended September 30, 2024, compared to $0.7 million for the three-month period ended September 30, 2023. This increase was mainly from an increase of $11.1 million in the net loss for the three-month period ended September 30, 2024, and from an increase of $0.4 million in change of net working capital, offset by (i) an increase of $5.8 million in share-based compensation and (ii) an increase of $3.6 million in non-cash financial expenses included in the net loss.
Previous wording
Net cash provided by financing activities decreased by $0.5 million, or 100.0%, to approximately $0 million for the three-month period ended June 30, 2024, compared to $0.5 million the three-month period ended June 30, 2023. This decrease was mainly due to a decrease in proceeds from issuance of preferred shares which was higher in the amount of $0.5 million in the three-month period ended June 30, 2023.
Current wording
Net cash provided by financing activities increased by $2.9 million, to approximately $2.9 million for the three-month period ended September 30, 2024, compared to $0 for the three-month period ended September 30, 2023. This increase was mainly due to an increase in cash received from transactions in connection with the closing of the Business Combination in an amount of $2.3 million and from an increase in proceeds from issuance of ordinary shares under the ELOC in an amount of $0.6 million.
Previous wording
Silexion expects to devote substantial financial resources to our ongoing and planned activities, particularly further development of SIL-204 and as it conducts its planned pre-clinical and clinical trials.
Current wording
We expect to devote substantial financial resources to our ongoing and planned activities, particularly further development of SIL-204 and as we conduct our planned pre-clinical and clinical trials.
Showing the first 40 of 56 pairs. Open the source sections for the rest.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Current report — wording carried from elsewhere
Unless the context requires otherwise, references to “we”, “us” or “our” (or similar terms) should be understood in accordance with the above three bullet points.