RNS Number : 2838N
Immupharma PLC
29 September 2021
 

RNS: RELEASE | 29 SEPTEMBER 2021

 

 

ImmuPharma PLC

("ImmuPharma" or the "Company")

 

INTERIM RESULTS ANNOUNCEMENT
for the six months ended 30 June 2021

 

ImmuPharma PLC (LSE:IMM), (Euronext Growth Brussels: ALIMM) ("ImmuPharma" or the "Company"), the specialist drug discovery and development company, is pleased to announce its interim results for the six months ended 30 June 2021 (the "Period").

 

Key Highlights (including post Period review)

 

Financials

·   Financial performance in line with expectations over the Period

o Cash balance of £4.2m as at 30 June 2021 (31 December 2020:  £5.9m)

o Loss for the period of £3.7m (30 June 2020:  £3m)

o Research and development expenses of £1.3m (30 June 2020: £0.9m)

o Administrative expenses of £1.5m (30 June 2020: £1m)

o Derivative financial asset of £0.2m as at 30 June 2021 (31 December 2020: £1.2m)

o Incanthera financial asset of £1.2m (£1.8m at 31 December 2020) and warrants financial asset of £0.2m (£0.6m at 31 December 2020)

o Convertible loan notes of £0.7m (£0.6m at 31 December 2020)

o Share based expense of £0.3m (30 June 2020: £1m)

o Basic and diluted loss per share of 1.46p (30 June 2020: 1.69p)

'Autoimmunity': P140

 

Lupuzor™ (P140) - now entering a pharmacokinetic ("PK") study prior to the optimized Phase 3 study in lupus in conjunction with its licensing partner, Avion Pharmaceuticals.

 

P140 for Chronic Inflammatory Demyelinating Polyneuropathy ("CIDP") a neurological disorder targeting the body's nerves. Active preparation for a phase 2/3 clinical study has now been initiated.

 

Potential further clinical applications based on further preclinical investigation include asthma, Sjogrens syndrome, renal inflammation in diabetes and periodontitis.

 

'Anti-infection'

 

BioAMB, a novel peptide-based drug that offers a potential improvement on the limiting side effects of current Amphotericin-B ("AMB") formulations. AMB is one of a last line of agents against serious and life-threatening fungal infections caused by the aspergillus family of fungi.

 

BioCin, a novel peptide-based drug based on an existing potent antibacterial used in high medical need cases. BioCin has the potential to offer improved safety and/or administration benefits.

 

Board changes

·    New Board established:

Tim McCarthy appointed as Chief Executive Officer ("CEO")

Dr Tim Franklin appointed as Chief Operating Officer ("COO").

Non Executive Directors ("NED") appointed - Dr Sanjeev Pandya & Lisa Baderoon.

 

Commenting on the statement and outlook Tim McCarthy, Chairman & CEO, said:

 

"The last few months have seen significant changes in the leadership of the Company. This has been echoed in the Corporate Update, which we announced today, reflecting the positive steps being taken, to move ImmuPharma forward. We have created positive and constructive changes within the business, with a focus on delivery of product development, value added milestones and a much more commercially focussed corporate strategy. The new Board, together with the excellent team supporting us, are determined to progress the development and commercialisation of all the key assets in our portfolio and to build shareholder value.

In closing, the Board would like to take this opportunity to thank its shareholders for their continued patience and support, as well as its staff, corporate and scientific advisers and our partners including, CNRS and Avion"

Market Abuse Regulation (MAR) Disclosure

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.  ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

For further information please contact:

 

ImmuPharma PLC (www.immupharma.com)

+ 44 (0) 207 152 4080

Tim McCarthy, Chairman & CEO

 

 

Lisa Baderoon, Head of Investor Relations & NED

+ 44 (0) 7721 413496

 

 

SPARK Advisory Partners Limited (NOMAD)

Neil Baldwin

 

Stanford Capital Partners (Joint Broker)

Patrick Claridge, John Howes

 

SI Capital (Joint Broker)

Nick Emerson

+44 (0) 203 368 8974

 

 

+44 (0) 203 815 8880

 

 

+44 (0) 1483 413500

 

 

4Reliance (Euronext Growth Listing Sponsor)

Jean-Charles Snoy

Degroof Petercam (Liquidity Provider)

Erik De Clippel

Backstage Communication

Olivier Duquaine

Gunther De Backer

+32 (0) 2 747 02 60

 

+32 (0) 2 287 95 34

 

 

+32 (0) 477 504 784

+32 (0) 475 903 909

 

 

A copy of the interim report is available on the Company's website www.immupharma.com and from the Company Secretary at registered address.

ImmuPharma plc

 

Chairman's Statement

 

INTERIM HIGHLIGHTS

 

The first half of 2021, up to the current date, has seen a number of key developments for ImmuPharma, including further progress within our flagship Lupuzor™ program in Lupus and changes in the Board of Directors.

 

Lupuzor™ - Opportunity and next steps

 

There are an estimated five million people globally suffering from lupus, with approximately 1.5 million patients in the US, Europe and Japan (Source: Lupus Foundation of America). Current 'standard of care' treatments, including steroids and immunosuppressants, can potentially have either serious side effects for patients or limited efficacy, with over 60 per cent of patients not adequately treated.

 

ImmuPharma believes Lupuzor™ has the potential to be a novel specific drug therapy for the treatment of Lupus by specifically modulating the immune system and halting disease progression in a substantial proportion of patients.

 

Lupuzor™ has a unique mechanism of action that modulates the activity of CD4 T-cells which are involved in the cell-mediated immune response which leads to the lupus disease. Lupuzor™, taken over the long term, as indicated in earlier stage clinical trials, has the potential to prevent the progression of lupus rather than just treating its symptoms, with the rest of the immune system retaining the ability to work normally.

 

The Board is confident that there are a number of routes to market for Lupuzor™, including corporate collaborations. Such a collaboration was successfully completed at the end of November 2019, resulting in a signed exclusive Trademark, License and Development Agreement with Avion Pharmaceuticals LLC ("Avion") in the US. Positive discussions with a number of potential commercial partners for Lupuzor™ in key territories outside of the US are continuing.

 

Lupuzor™ and Avion Pharmaceuticals

 

On 28 November 2019, ImmuPharma and Avion Pharmaceuticals ("Avion") signed an exclusive Trademark, License and Development Agreement for Lupuzor™, with Avion agreeing to fund a new international Phase 3 trial and commercialising Lupuzor™ in the US. Since then, both companies have been working closely on the clinical trial design and strategy, bolstered by consultation with an eminent group of key opinion leaders. This tripartite Phase 3 protocol development approach provided thorough and detailed support for developing the most relevant clinical trial for Lupuzor™ in systemic lupus erythematosus ("SLE") patients. Data and results from the first Phase 3 clinical study were analysed and considered in detail and, as a result, a new optimised international Phase 3 study protocol has been finalised and approved on the 22 July 2021 by the US Food and Drug Administration ("FDA") (subject to prior successful completion of PK study).

 

In the first half of 2021 ImmuPharma provided progress updates to the market in respect to guidance meetings between the FDA and Avion.

 

As part of this feedback and as announced on 9 February 2021, the FDA requested that Avion and ImmuPharma develop and validate a bioanalytical assay in order to confirm the unique pharmacokinetic ("PK") profile of Lupuzor™.

On 24 June 2021 it was announced that following submission by Avion of the PK methodology study, the FDA would, by written response, approve the PK study around the end of July 2021.

 

On 12 August 2021 ImmuPharma announced that the FDA had approved the commencement of the PK study.

 

The PK study is a Phase 1 study to assess the presence of Lupuzor™ in the body after administration of a single dose. The study will be carried out in a total of up to 24 healthy male volunteers. Dependent on timing of patient recruitment, we anticipate that the PK study will take between 8-12 weeks to complete, from commencement.

 

Preparations will be made to commence the Phase 3 study, following completion of the PK study. For the continued late-stage program development, ImmuPharma and Avion, as part of a joint steering committee, agreed on a collaborative group consisting of a Board of Key Opinion Leaders ("KOLs") and a leading medical patient advocacy group. Collectively, this network, due to its in-depth knowledge of the lupus disease and their access to lupus patient groups, will be invaluable to the successful outcome of the Phase 3 trial, which is being fully funded by Avion, estimated to be around $25 million investment.

 

ImmuPharma will provide an update on the progress of the PK study once it has commenced.

 

Pipeline Overview

 

Most recently, the Board completed a full review of the R&D activities across the Group which resulted in the Board having the following conclusions:

There is a depth of scientific knowledge and innovation within the R&D team in Bordeaux and with the new scientific leadership we expect there to be a significant improvement in productivity and achievement of product development targets in the future. There is a need for a focus on those product developments (see below) which offer the highest probability of both scientific and commercial success. Management will concentrate more of their time on identifying and concluding commercial collaborations and licensing deals across the product portfolio.

 

Having assessed our current portfolio and resources, the focus will now be on Autoimmunity and Anti-infection and those product developments which offer near-term and commercially viable opportunities:

Autoimmunity

 

The increasing knowledge of P140's mode of action and its relevance to many autoimmune and inflammatory conditions provides a depth of disease states for ImmuPharma and its partners to explore in the near future. The therapeutic potential of P140 goes beyond just lupus, with Chronic Inflammatory Demyelinating Polyneuropathy ("CIDP") being the next step. This expanding insight is fundamentally driven by the excellent research partnership between the Company and Prof. Sylviane Muller, inventor of P140 and director of CNRS, France.

 

Lupuzor™ (P140) - now entering a PK study prior to the optimized Phase 3 study in lupus.

 

P140 for CIDP a neurological disorder targeting the body's nerves. Active preparation for a phase 2/3 clinical study has now been initiated. 

Further clinical applications based on further preclinical investigation include asthma, Sjogrens syndrome, renal inflammation in diabetes and periodontitis.

Anti-Infection

 

The innovative peptide technology at ImmuPharma Biotech has been a huge success and very recently has given rise to a number of novel development programs, out of which we have identified two core programs, in pre-clinical development; BioAMB and BioCin, which we believe have the best commercial opportunity and speed to market.

 

BioAMB, a novel peptide-based drug that offers a potential improvement on the limiting side effects of current Amphotericin-B ("AMB") formulations. AMB is one of a last line of agents against serious and life-threatening fungal infections caused by the aspergillus family of fungi.

 

BioCin, a novel peptide-based drug based on an existing potent antibacterial used in high medical need cases. BioCin has the potential to offer improved safety and/or administration benefits

 

Board Changes

 

 

Interest in Incanthera Plc

 

ImmuPharma has a 13.37% interest in Oncology specialist, Incanthera plc, which trades on Aquis Stock Exchange ("AQSE") under the ticker (TIDM:INC).

ImmuPharma also has 7,272,740 warrants options in Incanthera at an exercise price of 9.5p pence, being the price at which new shares have been issued in the Placing accompanying Incanthera's listing.

 

As a major shareholder, ImmuPharma remains supportive of Incanthera.

 

Financial Review

 

ImmuPharma's cash balance at 30 June 2021 was £4.2 million (£5.9 million at 31 December 2020, £2.7 million at 30 June 2020). Financial asset related to investment in Incanthera plc amounted to £1.2 million (£1.8 million at 31 December 2020, £1.2 million at 30 June 2020) and warrants granted has resulted in amount of £0.2 million (£0.6 million at 31 December 2020 and £0.5 million at 30 June 2020), recognized under financial asset. As a result of the Lanstead Sharing Agreements, the Company had a derivative financial asset of £0.2 million at 30 June 2021 (£1.2 million at 31 December 2020, £2.5 million at 30 June 2020). The convertible loans liability amounted to £0.7 million (£0.6 million at 31 December 2020, £1.8 million at 30 June 2020). Trade and other payables liability amounted to £1.1 million at 30 June 2021 (£0.6 million at 31 December 2020, £0.2 million at 30 June 2020). The increase was mainly caused by Directors and Related Party departures. Basic and diluted loss per share were 1.46p and 1.46p respectively (30 June 2020: 1.69p and 1.69p). In line with the Company's current policy, no interim dividend is proposed.

 

Operating loss for the Period was £3.1 million (£2.9 million for the six months ended 30 June 2020).  Research and development expenditure in the Period was £1.3 million (£0.9 million for the six months ended 30 June 2020). Administrative expenses were £1.5 million during the Period (£1.0 million for the six months ended 30 June 2020), with the increase being largely due to departure costs regarding Directors and Related Parties in the period, which were settled post period-end. The share based expense was £0.3 million (£1.0 million for the six months ended 30 June 2020). Finance costs for the Period were £0.9 million (£0.4 million for the six months ended 30 June 2020). This arose largely due to the calculation of fair value of the derivative financial asset - "Lanstead Sharing Agreements", which resulted in a finance loss of £0.8 million. Finance income for the Period was £0.1 million (£0.1 million for the six months ended 30 June 2020). It primarily arose due to foreign exchange gain in relation to intercompany receivables.

 

Given the stage of ImmuPharma's development, the fact that losses have continued to be made is to be expected since there is minimal revenue and business activity is concerned with significant investment in the form of clinical development expenditure, in addition to maintaining the infrastructure of the Company.

 

Current Activities and Outlook

 

The last few months have seen significant changes in the leadership of the Company. We have created positive and constructive changes within the business, with a focus on delivery of product development, value added milestones and a much more commercially focussed corporate strategy. The new Board, together with the excellent team supporting us, are determined to progress the development and commercialisation of all the key assets in our portfolio and to build shareholder value.

In closing, the Board would like to take this opportunity to thank its shareholders, new and longstanding, for their patience and support as well as its staff, corporate and scientific advisers and our partners including, CNRS and Avion.

Tim McCarthy                                   

Non-Executive Chairman & CEO

 

ImmuPharma plc

 

CONSOLIDATED INCOME STATEMENT

FOR THE PERIOD ENDED 30 JUNE 2021

 

 

 

 

 

Note

Unaudited

6 months ended

30 June 2021

 

Audited Year ended 31 December 2020

 

Unaudited 6 months ended

30 June 2020

 

 

£

 

£

 

£

Continuing operations

 

 

 

 

 

 

Revenue

 

23,531

 

      126,667

 

62,207

Research and development expenses

 

(1,319,875)

 

(2,372,834)

 

(924,263)

Administrative expenses

 

(1,495,308)

 

(1,764,897)

 

(1,042,345)

Share based expense

 

(288,826)

 

(1,578,368)

 

(953,034)

 

 

 

 

 

 

 

Operating loss

 

(3,080,478)

 

(5,589,432)

 

(2,857,435)

 

 

 

 

 

 

 

Finance costs

4

(904,549)

 

(1,697,832)

 

(391,671)

Finance income

 

95,225

 

41,089

 

142,342

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before taxation

 

(3,889,802)

 

(7,246,175)

 

(3,106,764)

 

 

 

 

 

 

 

Tax

 

229,919

 

386,248

 

147,423

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

 

(3,659,883)

 

(6,859,927)

 

(2,959,341)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

Equity holders of the parent company

 

(3,659,883)

 

(6,859,927)

 

(2,959,341)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per ordinary share

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

2

(1.46)p

 

(3.43)p

 

(1.69)p

 

 

 

 

 

 

 

 

 

ImmuPharma plc

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 JUNE 2021

 

 

 

Unaudited

6 months ended

30 June

2021

 

Audited Year

 ended 31 December 2020

 

Unaudited 6 months ended

30 June

2020

 

£

 

£

 

£

 

 

 

 

 

 

Loss for the financial period

(3,659,883)

 

(6,859,927)

 

(2,959,341)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

Items that will not be reclassified subsequently to profit or loss:

 

 

 

 

 

 

Fair value (loss)/gain on investment

(555,633)

 

851,772

 

472,728

Fair value (loss)/gain on warrants

(395,640)

 

625,576

 

481,357

 

 

 

 

 

 

 

 

 

 

 

 

Total items that will not be reclassified subsequently to profit or loss

(951,273)

 

1,477,348

 

954,085

 

 

 

 

 

 

 

 

 

 

 

 

Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

Exchange differences on translation of foreign operations

(20,357)

 

42,207

 

91,651

 

 

 

 

 

 

 

 

 

 

 

 

Total items that may be reclassified subsequently to profit or loss

(20,357)

 

42,207

 

91,651

 

 

 

 

 

 

Other comprehensive (loss)/income for the period  

 

(971,630)

 

 

1,519,555

 


1,045,736

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive loss for the period

(4,631,513)

 

(5,340,372)

 

(1,913,605)

 

 

 

 

 

 

ImmuPharma plc

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2021

 

Note

Unaudited

6 months ended

30 June

2021

 

Audited Year

ended 31 December 2020

 

Unaudited 6 months ended

30 June

2020

 

 

 

£

 

£

 

£

 

Non-current assets

 

 

 

 

 

 

 

Intangible assets

 

495,736

 

484,042

 

502,062

 

Property, plant and equipment

Financial asset                                                                   

 

369,700

     1,466,985

 

411,606

2,418,258

 

276,302

1,645,483

 

Derivative financial asset

4

-

 

174,488

 

760,011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total non-current assets

 

2,332,421

 

3,488,394

 

3,183,858

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Trade and other receivables

 

129,850

 

161,998

 

       162,125

 

Cash and cash equivalents

 

4,248,412

 

5,862,057

 

2,713,903

 

Current tax asset

 

211,180

 

386,590

 

147,882

 

Derivative financial asset

4

160,436

 

1,016,635

 

1,774,001

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total current assets

 

4,749,878

 

7,427,280

 

4,797,911

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Financial liabilities - borrowings

 

(914)

 

(6,939)

 

(30,376)

 

Trade and other payables

 

(1,113,465)

 

(619,037)

 

(237,541)

 

Convertible loans

 

(655,811)

 

(634,902)

 

(236,647)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total current liabilities

 

(1,770,190)

 

(1,260,878)

 

(504,564)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net current assets

 

2,979,688

 

6,166,402

 

4,293,347

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

Convertible loans

5

-

 

-

 

(1,598,795)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets

 

5,312,109

 

9,654,796

 

5,878,410

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

Ordinary shares

 

25,022,130

 

25,022,130

 

18,301,093

 

Share premium

 

27,237,329

 

27,237,329

 

27,122,305

 

Merger reserve

 

106,148

 

106,148

 

106,148

 

Other reserves

 

3,524,005

 

3,255,536

 

2,544,800

 

Retained earnings

 

(50,577,503)

 

(45,966,347)

 

(42,195,936)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity

 

5,312,109

 

9,654,796

 

5,878,410

 

 

 

 

 

 

 

 

 

 

ImmuPharma plc

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 30 JUNE 2021

 

 

Share capital

 

Share premium

 

 

 

 

 

Merger

reserve

 

 

 

Other reserves -

Acquisition

reserve

 

 

 

Other

reserves -

Translation

Reserve

 

Other reserves -Equity shares to be issued

 

 

 

Other reserves - Convertible option reserve

 

 

 

 

 

Retained

Earnings

 

Total

equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ImmuPharma plc

 

CONSOLIDATED STATEMENT OF CASHFLOWS

FOR THE PERIOD ENDED 30 JUNE 2021

 

 

Note

Unaudited

6 months ended

30 June

2021

 

Audited Year

ended 31 December 2020

 

Unaudited 6 months ended

30 June

2020

 

 

 

£

 

£

 

£

 

Cash flows from operating activities

 

 

 

 

 

 

 

Cash used in operations

3

(2,068,937)

 

 (3,879,936)

 

(2,095,047)

 

 

Tax received

 

390,418

 

                 606,157

 

640,198

 

Interest paid

 

(1,444)

 

         (55,622)

 

(1,373)

 

 

 

 

 

 

 

 

 

 

Net cash used in operating activities

 

(1,679,963)

 

(3,329,401)

 

 

(1,456,222)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

(48,014)

 

         (360,290)

 

 

(83,239)

 

Purchase of intangibles

 

(4,756)

 

-

 

-

 

Interest received

 

215

 

       41,089

 

100,825

 

Purchase of investments

 

-

 

(250,000)

 

-

 

 

 

 

 

 

 

 

 

Net cash (used in)/generated from investing activities

 

(52,555)

 

     (569,201)

 

17,586

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

Decrease in bank overdraft

 

5

 

            (184)

 

(212)

 

New loans/(loan repayments)

 

(5,751)

 

      (21,256)

 

1,942

 

Settlements from Sharing Agreement

 

261,116

 

1,292,393

 

655,065

 

Gross proceeds from issue of new share capital

 

-

 

8,000,000

 

1,500,000

 

Share capital issue costs

 

-

 

(702,133)

 

-

 

Funds deferred per Sharing Agreement

Gross proceeds from issue of convertible loan notes                        

 

-

                      -

 

 

(1,300,000)

2,152,252

 

(1,300,000)

1,905,220

 

Convertible loan notes issue costs

 

-

 

(235,552)

 

-

 

Convertible loan notes repaid

 

-

 

(815,166)

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash generated from/(used in) financing activities

 

255,370

 

8,370,354

 

2,762,015

 

 

 

 

 

 

 

 

 

Net increase/(decrease) in cash and cash equivalents

 

 

(1,477,148)

 

4,471,752

 

1,323,379

 

Cash and cash equivalents at start of period

 

5,862,057

 

1,364,840

 

1,364,840

 

 

Effects of exchange rates on cash and

cash equivalents

 

       (136,497)

 

 

25,465

 

 

25,684

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

 

4,248,412

 

5,862,057

 

 

2,713,903

 

 

 

 

 

 

 

 

 

                 

ImmuPharma plc

 

NOTES TO THE CONSOLIDATED INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2021

 

1          ACCOUNTING POLICIES

 

Basis of preparation

 

The interim financial information in this report has been prepared using accounting policies consistent with IFRS as adopted by the United Kingdom. IFRS is subject to amendment and interpretation by the International Accounting Standards Board (IASB) and the IFRS Interpretations Committee and there is an ongoing process of review and endorsement by the UK Endorsement Board. The financial information has been prepared on the basis of IFRS expected to be adopted by the United Kingdom and applicable as at 31 December 2021. The Group has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing the interim financial information.

 

The accounting policies applied are consistent with those that were applied to the financial statements for the year ended 31 December 2020.

 

             Non-Statutory accounts

 

The financial information set out in this interim report does not constitute the Group's statutory accounts, within the meaning of Section 434 of the Companies Act 2006. The statutory accounts for the year ended 31 December 2020 have been filed with Registrar of Companies. The auditors reported on those accounts; their report was unqualified, did not contain a statement under either Section 498 (2) or Section 498 (3) of the Companies Act 2006 but did include emphasis of matter paragraphs relating to the carrying value of Parent Company's investment in subsidiaries and receivables due from group undertakings. The financial information for the 6 months ended 30 June 2021 and 30 June 2020 is unaudited.

 

             Copies of this statement will be available on the Company's website - www.immupharma.com.

ImmuPharma plc

 

NOTES TO THE CONSOLIDATED INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2021

(Continued)

 

 

2              LOSS PER SHARE

               

 

 

Unaudited

6 months ended

30 June

2021

 

Audited Year

ended 31 December 2020

 

Unaudited 6 months ended

30 June

2020

 

£

 

£

 

£

 

 

 

 

 

 

Loss

 

 

 

 

 

Loss for the purposes of basic and diluted loss per share being net loss attributable to equity shareholders

(3,659,883)

 

(6,859,927)

 



(2,272,823)

 

 

 

 

 

 

 

 

 

 

 

 

Number of shares

 

 

 

 

 

Weighted average number of ordinary shares for the purposes of basic loss per share

250,221,297

 

200,176,156

 

174,969,760

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic loss per share

(1.46)p

 

(3.43)p

 

(1.69)p

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted loss per share

(1.46)p

 

(3.43)p

 

(1.69)p

 

 

 

 

 

 

 

 

 

 

 

 

 

There is no difference between basic loss per share and diluted loss per share as the share options and warrants are anti-dilutive.

ImmuPharma plc

 

NOTES TO THE CONSOLIDATED INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2021

 

(Continued)

 

3

CASH USED IN OPERATIONS

 

 

 

 

Unaudited

6 months ended

30 June

2021

 

Audited Year

ended 31 December 2020

 

Unaudited 6 months ended

30 June

2020

 

 

 

 

£

 

£

 

£

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

(3,080,478)

 

(5,589,432)

 

(2,857,435)

 

 

Depreciation & amortisation

86,639

 

170,954

 

          43,903

 

Share based payments

288,826

 

1,578,368

 

     953,034

 

Decrease/(increase) in trade & other receivables

 

29,964

 

(8,380)

 

(8,516)

 

 

Increase/(decrease) in trade & other payables

 

511,100

 

113,926

 

(267,550)

 

 

Gain/(loss) on foreign exchange

 

95,012

 

(145,372)

 

41,517

 

 

 

 

 

 

 

 

 

 

 

 

Cash used in operations

 

 

(2,068,937)

 

 

(3,897,936)

 

 

(2,095,047)

 

 

 

 

 

 

 

 

 

 

                       

 

 

ImmuPharma plc

 

NOTES TO THE CONSOLIDATED INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2021

 

(Continued)

 

4

 

 

 

Derivative Financial Asset

 

As part of the placement completed in June 2019, the Company issued 26,565,200 new ordinary shares to Lanstead Capital Investors L.P. ("Lanstead") at a price of 10p per share for an aggregate subscription price of £2.66 million before expenses. In an additional placement completed in March 2020, the Company issued 13,000,000 new ordinary shares to Lanstead at a price of 10p per share for an aggregate subscription price of £1.3 million before expenses. The Subscription proceeds were pledged under a Sharing Agreement under which Lanstead made and will continue to make, subject to the terms and conditions of that Sharing Agreement, monthly settlements to the Company that are subject to adjustment upwards or downwards depending on the Company's share price performance.

 

The Company also issued, in aggregate, a further 1,328,290 new ordinary shares in July 2019 and 650,000 new ordinary shares in March 2020 to Lanstead as value payments in connection with the Subscription and the Sharing Agreement. Monthly settlements under the Sharing Agreement will continue in 2021 and 2022, completing in September 2021 and June 2022 respectively.

 

At the end of the accounting period the amount receivable has been adjusted to fair value based upon the share price of the Company at that date. Any change in the fair value of the derivative financial asset is reflected in the income statement. As at 30 June 2021, the Company completed a calculation of fair value of the derivative financial asset that resulted in a finance loss of £769,570 which was recorded in the income statement. The restatement to fair value will be calculated at the end of each accounting period during the course of the Sharing Agreement and will vary according to the Company's share price performance.

 

5              Convertible Loan Notes

 

On 10 June 2020, the Company issued £2.4m/$3.0m (face value) convertible loan notes. The proceeds received equated to £2.2m/$2.7m (before expenses of £0.2m/$0.3m).

 

The value of liability component and the equity conversion component were determined at the date the instrument was issued. The fair value of the liability was calculated at the rate of interest for similar debt without the conversion option of 19.90%.

 

On initial recognition the value of the equity amounted to £56k and the liability amounted to £1,835k. At the period end the liability had a fair value of £656k.

 

The summary of the key terms of the loan notes is as follows.

 

Term

18 months

Conversion price

17.96p, which is equivalent to 120% of the Volume Weighted Average Price ("VWAP") of the ordinary shares for 09 June 2020.

On 2 September 2020, (as the result of additional placing) the conversion price has been adjusted downwards to 11p.

Conversion by the Company

During the maturity period, if the VWAP on each of at least 20 consecutive trading days shall be equal to or have exceeded 35.92p (200% of the Conversion Price).

Conversion by the Investors

At any time during the maturity period.

Security

All amounts failing due under the Convertible Loan Notes will be secured by debenture constituting a first-ranking fixed and floating charge over all the assets of the Company (the "Debenture").

Coupon & Payment

10% per annum, payable quarterly in arrears.

Redemption

The Convertible Loan Notes can be redeemed:

-in the event of additional funds receipt by the

Company, Investors have rights to repurchase any

unconverted securities to the value of up to 25% of the gross proceeds of financing, at 105% of face value;

-upon Nasdaq listing ImmuPharma can offer to redeem all or part of the unsecured convertible notes at 105% of face value plus accrued interest;

-otherwise, automatically at the end of the term.

 

 

 

 

 

 

 

Unaudited

6 months ended

30 June

2021

 

Audited Year

ended 31 December 2020

 

Unaudited 6 months ended

30 June

2020

 

 

 

 

£

 

£

 

£

 

 

 

 

 

 

 

 

 

 

 

Balance brought forward

 

634,902

 

-

 

-

 

 

Value of loan at inception

 

-

 

2,153,824

 

2,153,824

 

 

Issue costs

-

 

(232,263)

 

      (232,263)

 

Equity component

-

 

(31,623)

 

     (69,778)

 

Value of shares converted

 

-

 

(799,846)

 

-

 

 

Repurchased to date

 

-

 

(815,166)

 

-

 

 

Exchange differences

 

(63,383)

 

(44,500)

 

(16,341)

 

 

Interest expense

 

84,292

 

199,190

 

-

 

 

(Gain)/Loss on revaluation

 

-

 

205,286

 

-

 

 

 

 

 

 

 

 

 

 

 

 

Balance carried forward

 

 

655,811

 

 

634,902

 

 

1,835,442

 

 

 

 

 

 

 

 

 

 

                       

 

6              Subsequent events

On 16 July 2021, Dr Tim Franklin, Chief Operating Officer, was appointed to the Board of Directors.

 

On 29 July 2021, Dimitri Dimitriou, co-founder and CEO of ImmuPharma, for over 16 years, had decided to step down from his position. Tim McCarthy, Chairman, has been appointed as CEO.

 

On 29 July 2021, Dr Franco di Muzio, Senior NED and Dr Stéphane Méry, NED stepped down from the Board, following 14 and 6 years in these roles respectively.

 

On the same day, Dr Sanjeev Pandya was appointed as Senior Independent NED. In addition, Lisa Baderoon has been appointed to the Board as NED.

 

 

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