Cover
Cover | 6 Months Ended |
Jun. 30, 2022 | |
Cover [Abstract] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2022 |
Document Fiscal Period Focus | Q2 |
Document Fiscal Year Focus | 2022 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 001-36581 |
Entity Registrant Name | Vascular Biogenics Ltd. |
Entity Central Index Key | 0001603207 |
Entity Address, Address Line One | 8 HaSatat St |
Entity Address, City or Town | Modi’in |
Entity Address, Country | IL |
Entity Address, Postal Zip Code | 7178106 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Financial Position (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 15,060 | $ 21,986 |
Short-term bank deposits | 19,087 | 31,164 |
Other current assets | 1,541 | 1,697 |
Total current assets | 35,688 | 54,847 |
Non-current assets: | ||
Restricted bank deposits | 360 | 362 |
Long-term prepaid expenses | 147 | 182 |
Funds in respect of employee rights upon retirement | 369 | 415 |
Property, plant and equipment, net | 6,978 | 6,847 |
Operating lease right-of-use assets | 1,777 | 2,008 |
Total non-current assets | 9,631 | 9,814 |
Total assets | 45,319 | 64,661 |
Accounts payable and accruals: | ||
Trade | 3,336 | 4,331 |
Other | 4,525 | 4,408 |
Deferred revenue | 482 | 658 |
Current maturity of operating leases liability | 466 | 529 |
Total current liabilities | 8,809 | 9,926 |
Non-current liabilities: | ||
Liability for employee rights upon retirement | 527 | 546 |
Operating lease liability | 1,389 | 1,823 |
Other non-current liability | 220 | 188 |
Total non-current liabilities | 2,136 | 2,557 |
Total liabilities | 10,945 | 12,483 |
Ordinary shares subject to possible redemption, as of June 30, 2022 and December 31, 2021, zero and 615,366 shares, respectively, at redemption value (see note 4) | 1,598 | |
Shareholders’ equity: | ||
Ordinary shares, NIS 0.01 par value; Authorized as of June 30, 2022 and December 31, 2021, 150,000,000 shares; issued and outstanding as of June 30, 2022 and December 31, 2021 69,348,939 and 68,711,584 shares, respectively (excluding -zero- and 615,366 shares subject to possible redemption, as of June 30, 2022 and December 31, 2021, respectively) | 173 | 171 |
Additional paid in capital | 316,136 | 309,355 |
Warrants | 3,127 | |
Accumulated deficit | (281,935) | (262,073) |
Total equity | 34,374 | 50,580 |
Total liabilities and equity | $ 45,319 | $ 64,661 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Financial Position (Unaudited) (Parenthetical) - ₪ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Shares subject to possible redemption | 0 | 615,366 |
Common Stock, Par or Stated Value Per Share | ₪ 0.01 | ₪ 0.01 |
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 69,348,939 | 68,711,584 |
Common Stock, Shares, Outstanding | 69,348,939 | 68,711,584 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Net Loss And Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenues | $ 64 | $ 188 | $ 177 | $ 373 |
Cost of revenues | (34) | (89) | (89) | (179) |
Gross profit | 30 | 99 | 88 | 194 |
Research and development expenses, net | 6,721 | 6,642 | 14,181 | 11,411 |
General and administrative expenses | 2,923 | 1,481 | 6,085 | 3,154 |
Operating loss | 9,614 | 8,024 | 20,178 | 14,371 |
Financial income | (205) | (3) | (351) | (87) |
Financial expenses | 25 | 7 | 35 | 27 |
Financial income, net | (180) | 4 | (316) | (60) |
Net loss and comprehensive loss | $ 9,434 | $ 8,028 | $ 19,862 | $ 14,311 |
Loss per share (see note 3) | ||||
Basic and diluted | $ 0.12 | $ 0.12 | $ 0.26 | $ 0.24 |
Weighted average shares outstanding | ||||
Basic and diluted | 77,398,939 | 68,092,953 | 77,392,922 | 60,075,863 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Ordinary Shares Subject to Possible Redemption and Shareholders' Equity (Unaudited - USD ($) $ in Thousands | Common Stock [Member] | Common Stock [Member] Common Stock Subject to Mandatory Redemption [Member] | Additional Paid-in Capital [Member] | Warrants [Member] | Retained Earnings [Member] | Total | |
Beginning balance at Dec. 31, 2020 | $ 108 | $ 252,561 | $ 10,401 | $ (232,153) | $ 30,917 | ||
Beginning balance, shares at Dec. 31, 2020 | 48,187,463 | ||||||
Net loss | (14,311) | (14,311) | |||||
Issuance of ordinary shares, net of issuance costs | $ 26 | 29,693 | 29,719 | ||||
Issuance of ordinary shares, net of issuance costs, shares | 8,731,790 | ||||||
Exercised warrants | $ 14 | 8,879 | (1,845) | 7,048 | |||
Exercised warrants, shares | 4,861,906 | ||||||
Issuance of ordinary shares subject to possible redemption | $ 1,598 | ||||||
Issuance of ordinary shares subject to possible redemption,shares | 615,366 | ||||||
Share based compensation | 884 | 884 | |||||
Ending balance at Jun. 30, 2021 | $ 148 | $ 1,598 | 292,017 | 8,556 | (246,464) | 54,257 | |
Ending balance, shares at Jun. 30, 2021 | 61,421,159 | 615,366 | |||||
Beginning balance at Dec. 31, 2021 | $ 171 | $ 1,598 | 309,355 | 3,127 | (262,073) | 50,580 | |
Beginning balance, shares at Dec. 31, 2021 | 68,711,584 | 615,366 | |||||
Net loss | (19,862) | (19,862) | |||||
Expired warrants | 3,127 | (3,127) | |||||
Reclassification of redemption shares into ordinary shares | $ 2 | $ (1,598) | 1,596 | 1,598 | |||
Reclassification of redemption shares into ordinary shares, shares | 615,366 | (615,366) | |||||
Share based compensation to employees and service provider | [1] | 2,058 | 2,058 | ||||
Share based compensation to employees and service provider, shares | 21,989 | ||||||
Ending balance at Jun. 30, 2022 | $ 173 | $ 316,136 | $ (281,935) | $ 34,374 | |||
Ending balance, shares at Jun. 30, 2022 | 69,348,939 | ||||||
[1]less than one thousand dollars |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (19,862) | $ (14,311) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 701 | 599 |
Interest (income) expenses | (31) | 2 |
Net changes in operating leases | (266) | (48) |
Interest expenses on finance lease | (2) | |
Exchange losses on cash and cash equivalents and restricted cash | 141 | 35 |
Changes in accrued liability for employee rights upon retirement | 27 | (5) |
Share-based compensation | 2,058 | 884 |
Changes in operating assets and liabilities: | ||
Decrease in other current assets and long-term prepaid expenses | 191 | 421 |
Decrease in trade receivables | 129 | |
Increase (decrease) in accounts payable: | ||
Trade | (995) | 527 |
Other (including other non-current liability) | 160 | 621 |
Decrease in deferred revenue | (176) | (325) |
Net cash used in operating activities | (18,052) | (11,473) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (843) | (406) |
Investment in short-term bank deposits | (3,000) | (25,108) |
Maturity of short-term bank deposits | 15,108 | 17,085 |
Net cash (used in) provided by investing activities | 11,265 | (8,429) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of ordinary shares and warrants | 31,921 | |
Issuance costs | (2,202) | |
Proceeds from issuance of ordinary shares subject to possible redemption | 1,598 | |
Proceeds from exercised warrants | 7,048 | |
Finance lease payments | (104) | |
Net cash provided by financing activities | 38,261 | |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (6,787) | 18,359 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD | 22,348 | 13,697 |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (141) | (35) |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | 15,420 | 32,021 |
SUPPLEMENTARY INFORMATION ON INVESTING AND FINANCING ACTIVITIES NOT INVOLVING CASH FLOWS: | ||
Right of use assets obtained in exchange for new operating lease liabilities | 230 | |
Purchase of property and equipment in payables | (11) | |
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH REPORTED IN THE STATEMENT OF FINANCIAL POSITION | ||
Cash and cash equivalents | 15,060 | 31,660 |
Restricted bank deposits included in non-current assets | 360 | 361 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | 15,420 | 32,021 |
SUPPLEMENTARY DISCLOSURE ON CASH FLOWS | ||
Reclassification of ordinary shares subject to possible redemption into ordinary shares | 1,598 | |
Interest received | 86 | 66 |
Interest paid | $ (2) |
GENERAL
GENERAL | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL | NOTE 1 – GENERAL Vascular Biogenics Ltd. (“VBL” or the “Company”) is a biotechnology company developing targeted medicines for immune-inflammatory diseases. VBL’s lead immunology product candidate, VB-601, is a targeted antibody for immune-inflammatory applications expected to enter Phase 1 trials in the fourth quarter of 2022, that has shown disease-modifying activity across multiple preclinical models including multiple sclerosis, rheumatoid arthritis and inflammatory bowel disease. Since inception, VBL has incurred significant losses, and it expects to continue to incur significant expenses and losses for at least the next several years. As of June 30, 2022, VBL had an accumulated deficit of $ 281.9 As of June 30, 2022, VBL had cash, cash equivalents, short-term bank deposits and restricted bank deposits of $ 34.5 million. Based on its current cash resources, VBL believes its current cash will be sufficient to fund estimated operating expenses and capital expenditure requirements for at least 12 months from the date of the filing of these financial statements. As discussed below, VBL is undertaking a review of its strategic options and any transaction resulting from such review may impact this projection. VBL may seek to raise more capital to pursue additional activities, including through a combination of private and public equity offerings, debt, government grants, strategic collaborations and licensing arrangements. Additional financing may not be available when VBL needs it or may not be available on terms that are favorable to VBL. In September 2021, VBL established VBL Inc., a U.S. based subsidiary of VBL, and began U.S. operations from this entity beginning in the fourth quarter of 2021. On August 2, 2022, VBL announced an organizational streamlining designed to reduce operating expenses and preserve capital. As a result, VBL will reduce its workforce by approximately 35 In August 2022, VBL announced that it is exploring strategic alternatives to enhance shareholder value and engaged Chardan Capital Markets, LLC (“Chardan”) as its exclusive financial advisor to assist in this process. No timetable has been established for the completion of this process, and VBL does not expect to disclose developments unless and until the board of directors has concluded that disclosure is appropriate or required. |
BASIS OF PREPARATION OF THE FIN
BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS | NOTE 2 – BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS The accompanying unaudited condensed consolidated financial statements of VBL have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. In the opinion of management, all adjustments (of a normal recurring nature) considered necessary for the fair statement of the results for the interim periods presented have been included. Operating results for the interim period are not necessarily indicative of the results that may be expected for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements in the Annual Report on Form 20-F for the year ended December 31, 2021, filed by VBL with the U.S. Securities and Exchange Commission (the “Commission”) on March 23, 2022. The comparative balance sheet at December 31, 2021 has been derived from the audited financial statements at that date. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES The accounting policies and calculation methods applied in the preparation of the condensed consolidated 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. Recently issued accounting pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” “Reference Rate Reform (Topic 848) - Scope.” Net Loss Per Share VBL complies with accounting and disclosure requirements of FASB Accounting Standards Codification (“ASC”) Topic 260, “Earnings Per Share.” Accretion associated with the ordinary shares subject to possible redemption is excluded from loss per ordinary share. Potentially dilutive securities have been excluded from VBL’s computation of net loss per share as such securities would have been anti-dilutive. There were 10,459,480 17,077,735 |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 4 – SHAREHOLDERS’ EQUITY a. On February 11, 2022, VBL entered into an Open Market Sale Agreement SM 0.01 50.0 b. Effective February 13, 2022, the board of directors of VBL approved the adoption of the Inducement Plan (2022) to reserve an additional two million ( 2,000,000 0.01 c. In February 2022, the 615,366 |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | NOTE 5 – REVENUE The revenues recognized for the six months ended June 30, 2022 comprise revenues from the exclusive license agreement for the development, commercialization, and supply of ofra-vec in Japan for all indications (the “NanoCarrier License”). The revenues are recognized according to ASC 606, “ Revenues from Contracts with Customers.” VBL has identified two performance obligations in the NanoCarrier License: (1) Grant of the license and use of its IP; and (2) VBL’s participation and consulting assistance services. In addition, there is a potential performance obligation regarding future manufacturing. During the six months ended June 30, 2022, VBL recognized revenue of $ 0.2 million. In light of the determination to discontinue development of ofra-vec in all indications, we do not expect to generate additional revenues from the achievement of new milestones or royalties under this license agreement. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 6 – SUBSEQUENT EVENTS See Note 1 for subsequent events to the June 30, 2022 financial statements. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” “Reference Rate Reform (Topic 848) - Scope.” |
Net Loss Per Share | Net Loss Per Share VBL complies with accounting and disclosure requirements of FASB Accounting Standards Codification (“ASC”) Topic 260, “Earnings Per Share.” Accretion associated with the ordinary shares subject to possible redemption is excluded from loss per ordinary share. Potentially dilutive securities have been excluded from VBL’s computation of net loss per share as such securities would have been anti-dilutive. There were 10,459,480 17,077,735 |
GENERAL (Details Narrative)
GENERAL (Details Narrative) - USD ($) $ in Thousands | Aug. 02, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Subsequent Event [Line Items] | |||
Accumulated deficit | $ 281,935 | $ 262,073 | |
Cash, Cash Equivalents, and Short-Term Investments | $ 34,500 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Reduction in percentage of workforce | 35% |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Options and Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities shares | 10,459,480 | 17,077,735 |
SHAREHOLDERS_ EQUITY (Details N
SHAREHOLDERS’ EQUITY (Details Narrative) $ in Thousands | 6 Months Ended | |||||||
Feb. 13, 2022 ₪ / shares shares | Feb. 11, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 ₪ / shares shares | Feb. 28, 2022 shares | Feb. 11, 2022 ₪ / shares | Dec. 31, 2021 ₪ / shares shares | |
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common stock, par value | ₪ 0.01 | ₪ 0.01 | ||||||
Proceeds from issuance of ordinary shares and warrants | $ | $ 31,921 | |||||||
Subject to possible redemption | shares | 0 | 615,366 | 615,366 | |||||
Board of Directors [Member] | Inducement Plan 2022 [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common stock, par value | ₪ 0.01 | |||||||
New Issues | shares | 2,000,000 | |||||||
Share Purchase Agreement [Member] | At The Market [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common stock, par value | ₪ 0.01 | |||||||
Proceeds from issuance of ordinary shares and warrants | $ | $ 50,000 |
REVENUE (Details Narrative)
REVENUE (Details Narrative) $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
License [Member] | |
Disaggregation of Revenue [Line Items] | |
Contract with Customer, Liability, Revenue Recognized | $ 0.2 |