UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 12, 2022
Chemomab Therapeutics Ltd.
(Exact name of Registrant as Specified in Its Charter)
State of Israel | 001-38807 |
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(State or Other Jurisdiction | (Commission | (IRS Employer |
of Incorporation) | File Number) | Identification No.) |
Kiryat Atidim, Building 7 |
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Tel Aviv, Israel | 6158002 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: +972-77-331-0156
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) |
Name of each exchange on which registered |
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American Depositary Shares, each representing twenty (20) ordinary shares, no par value per share |
CMMB |
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Ordinary shares, no par value per share |
N/A | * |
* Not for trading; only in connection with the registration of American Depositary Shares.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
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Exhibit Number
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Exhibit Description
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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CHEMOMAB THERAPEUTICS LTD.
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Date: May 12, 2022
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By:
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/s/ Donald Marvin
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Name: Donald Marvin
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Title: Executive V.P., Chief Financial Officer and Chief Operating Officer
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• |
Named Jack Lawler Vice President of Global Clinical Development Operations. Mr. Lawler, who is based in the U.S., brings the company more than 20 years of diverse
global clinical drug development experience.
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Chief Scientific Officer Dr. Adi Mor presented "Blocking CCL24, a
novel target regulating inflammation fibrosis and endothelial damage, shows promising potential as treatment for Systemic Sclerosis" at the biennial International Rheumatology Conference in Israel. Study data from experimental
models and patient samples demonstrated that CCL24, the target for CM-101, is overexpressed in skin and serum samples of diffuse SSc patients compared to healthy individuals. CCL24 levels also correlated with fibrotic biomarkers and disease
progression. In an experimental mouse model of SSc, CM-101 profoundly reduced skin and lung fibrosis.
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Professor Francesco Del Galdo of the University of Leeds presented "CCL24
as a Marker of Worse Prognosis in diffuse cutaneous SSc: a Promising Novel Biological Target" at the 7th Systemic Sclerosis World Congress. Professor Del Galdo's findings support the role of CCL24 as a potential
therapeutic target, demonstrating elevated serum levels of CCL24 in diffuse cutaneous SSc patients. High CCL24 serum levels were correlated with disease activity and worse prognosis as reflected by high fibrotic activity and deterioration
of lung function over time in a longitudinal patient cohort.
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Participated in the 32nd Annual Oppenheimer Healthcare Conference
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At the Cantor Fitzgerald Rare Orphan Disease Summit, Dr. Adi Mor described how Chemomab’s CM-101 “pipeline in a product” strategy offers important synergies and
efficiencies in the drug development process.
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Cash Position: Cash and cash equivalents were $57.5 million as
of March 31, 2022, compared to $61.2 million as of December 31, 2021.
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Research and Development (R&D) Expenses: R&D expenses
were $2.7 million for the first quarter ended March 31, 2022, compared to $1.2 million for the same quarter in 2021.
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General and Administrative (G&A) Expenses: G&A expenses
were $2.6 million for the first quarter ended March 31, 2022, compared to $0.5 million for the same quarter in 2021. The current quarter figure includes a $0.9 million non-cash stock-based compensation payment.
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Net Loss: Net loss was $5.1 million, or a net loss of $0.02 per basic and diluted share, for the first quarter ended March 31, 2022, compared to $1.7 million, or a net loss of $0.01 per basic and diluted share, for the
quarter ended March 31, 2021. The weighted average number of Ordinary Shares outstanding, basic and diluted were 228,090,300 (equal to 11,404,515 American Depository Shares) and 156,751,771 (equal to 7,837,589 American Depository Shares)
for the quarters ended March 31, 2022, and March 31, 2021, respectively.
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March 31,
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December 31,
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2022
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2021
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Assets
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Unaudited
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Audited
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Current assets
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Cash and cash equivalents
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13,827
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15,186
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Short term bank deposits
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43,579
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45,975
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Other receivables and prepaid expenses
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1,934
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1,527
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Total current assets
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59,340
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62,688
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Non-current assets
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Long term prepaid expenses
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864
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908
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Property and equipment, net
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358
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357
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Restricted cash
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85
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55
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Operating lease right-of-use assets
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309
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345
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Total non-current assets
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1,616
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1,665
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Total assets
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60,956
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64,353
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Current liabilities
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Trade payables
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1,487
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1,336
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Accrued expenses
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1,248
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555
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Employee and related expenses
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666
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653
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Operating lease liabilities
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116
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106
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Total current liabilities
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3,517
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2,650
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Non-current liabilities
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Operating lease liabilities - long term
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203
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237
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Total non-current liabilities
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203
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237
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Commitments and contingent liabilities
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Total liabilities
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3,720
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2,887
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Shareholders' equity
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Ordinary shares no par value - Authorized: 650,000,000 shares as of March 31, 2022 and as of December 31, 2021;
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-
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-
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Issued and outstanding: 228,090,300 ordinary shares as of March 31, 2022 and as of December 31, 2021
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-
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-
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Additional paid in capital
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98,513
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97,639
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Accumulated deficit
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(41,277
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(36,173
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)
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Total shareholders’ equity
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57,236
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61,466
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Total liabilities and shareholders’ equity
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60,956
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64,353
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Three months
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Three months
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Ended
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Ended
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March 31,
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March 31,
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2022
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2021
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Operating expenses
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Research and development
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2,745
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1,157
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General and administrative
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2,575
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542
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Total operating expenses
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5,320
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1,699
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Financing expenses (income), net
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(216
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5
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Net loss for the period
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5,104
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1,704
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Basic and diluted loss per Ordinary Share*
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0.022
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0.011
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Weighted average number of Ordinary Shares outstanding, basic, and diluted*
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228,090,300
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156,751,771
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