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6-K
BIOLINERX LTD. filed this Form 6-K on 08/11/2016
Entire Document
 

Exhibit 2
 
BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
AS OF JUNE 30, 2016
 

 
BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
AS OF JUNE 30, 2016

TABLE OF CONTENTS

   
Page
 
1
 
2
 
3
 
4-5
 
6-7


 
BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION
(UNAUDITED)

   
December 31,
   
June 30,
 
   
2015
   
2016
 
   
in USD thousands
 
Assets
           
CURRENT ASSETS
           
Cash and cash equivalents
   
5,544
     
3,877
 
Short-term bank deposits
   
42,119
     
37,945
 
Prepaid expenses
   
229
     
324
 
Other receivables
   
291
     
548
 
Total current assets
   
48,183
     
42,694
 
                 
NON-CURRENT ASSETS
               
Long-term prepaid expenses
   
58
     
54
 
Property and equipment, net
   
2,909
     
2,770
 
Intangible assets, net
   
152
     
162
 
Total non-current assets
   
3,119
     
2,986
 
Total assets
   
51,302
     
45,680
 
                 
Liabilities and equity
               
CURRENT LIABILITIES
               
Current maturities of long-term bank loan
   
93
     
93
 
Accounts payable and accruals:
               
Trade
   
1,910
     
1,732
 
Other
   
1,137
     
980
 
Total current liabilities
   
3,140
     
2,805
 
NON-CURRENT LIABILITIES
               
Long-term bank loan, net of current maturities
   
344
     
296
 
Warrants
   
208
     
15
 
Total non-current liabilities
   
552
     
311
 
COMMITMENTS AND CONTINGENT LIABILITIES
               
Total liabilities
   
3,692
     
3,116
 
                 
EQUITY
               
Ordinary shares
   
1,455
     
1,459
 
Share premium
   
196,201
     
197,858
 
Other comprehensive loss
   
(1,416
)
   
(1,416
)
Capital reserve
   
10,735
     
11,251
 
Accumulated deficit
   
(159,365
)
   
(166,588
)
Total equity
   
47,610
     
42,564
 
Total liabilities and equity
   
51,302
     
45,680
 
 
The accompanying notes are an integral part of these condensed financial statements.

1

BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS
(UNAUDITED)

   
Three months ended June 30,
   
Six months ended June 30,
 
   
2015
   
2016
   
2015
   
2016
 
   
in USD thousands
   
in USD thousands
 
RESEARCH AND DEVELOPMENT EXPENSES, NET
   
(2,891
)
   
(2,740
)
   
(6,102
)
   
(5,279
)
SALES AND MARKETING EXPENSES
   
(299
)
   
(272
)
   
(559
)
   
(520
)
GENERAL AND ADMINISTRATIVE EXPENSES
   
(976
)
   
(854
)
   
(1,832
)
   
(1,843
)
OPERATING LOSS
   
(4,166
)
   
(3,866
)
   
(8,493
)
   
(7,642
)
NON-OPERATING INCOME (EXPENSES), NET
   
(847
)
   
48
     
(887
)
   
196
 
FINANCIAL INCOME
   
205
     
88
     
278
     
232
 
FINANCIAL EXPENSES
   
(2
)
   
(5
)
   
(19
)
   
(9
)
                                 
NET LOSS AND COMPREHENSIVE LOSS
   
(4,810
)
   
(3,735
)
   
(9,121
)
   
(7,223
)
                                 
   
in USD
   
in USD
 
LOSS PER ORDINARY SHARE - BASIC AND DILUTED
   
(0.09
)
   
(0.07
)
   
(0.19
)
   
(0.13
)
                                 
WEIGHTED AVERAGE NUMBER OF SHARES USED IN CALCULATION OF LOSS PER ORDINARY SHARE
   
53,562,019
     
56,423,601
     
48,095,879
     
55,651,371
 
 
The accompanying notes are an integral part of these condensed financial statements.

2

BioLineRx Ltd.
CONDENSED INTERIM STATEMENTS OF CHANGES IN EQUITY
(UNAUDITED)

   
Ordinary
shares
   
Share
premium
   
Other comprehensive loss
   
Capital
reserve
   
Accumulated
deficit
   
Total
 
   
in USD thousands
 
BALANCE AT JANUARY 1, 2015
   
1,055
     
167,331
     
(1,416
)
   
9,800
     
(144,965
)
   
31,805
 
CHANGES FOR SIX MONTHS ENDED JUNE 30, 2015:
                                               
Issuance of share capital, net
   
393
     
28,252
     
-
     
-
     
-
     
28,645
 
Share-based compensation
   
-
     
-
     
-
     
487
     
-
     
487
 
Comprehensive loss for the period
   
-
     
-
     
-
     
-
     
(9,121
)
   
(9,121
)
BALANCE AT JUNE 30, 2015
   
1,448
     
195,583
     
(1,416
)
   
10,287
     
(154,086
)
   
51,816
 
 
   
Ordinary
shares
   
Share
premium
   
Other comprehensive loss
   
Capital
reserve
   
Accumulated
deficit
   
Total
 
   
in USD thousands
 
BALANCE AT JANUARY 1, 2016
   
1,455
     
196,201
     
(1,416
)
   
10,735
     
(159,365
)
   
47,610
 
CHANGES FOR SIX MONTHS ENDED JUNE 30, 2016:
                                               
Issuance of share capital, net
   
4
     
1,591
     
-
     
-
     
-
     
1,595
 
Employee stock options forfeited and expired
   
-
     
66
     
-
     
(66
)
   
-
     
-
 
Share-based compensation
   
-
     
-
     
-
     
582
     
-
     
582
 
Comprehensive loss for the period
   
-
     
-
     
-
     
-
     
(7,223
)
   
(7,223
)
BALANCE AT JUNE 30, 2016
   
1,459
     
197,858
     
(1,416
)
   
11,251
     
(166,588
)
   
42,564
 
 
The accompanying notes are an integral part of these condensed financial statements.

3

 
BioLineRx Ltd.
CONDENSED CONSOLIDATED INTERIM CASH FLOW STATEMENTS
(UNAUDITED)

   
Six months ended June 30,
 
   
2015
   
2016
 
   
in USD thousands
 
             
CASH FLOWS - OPERATING ACTIVITIES
           
Comprehensive loss for the period
   
(9,121
)
   
(7,223
)
Adjustments required to reflect net cash used in operating activities (see appendix below)
   
1,976
     
(223
)
Net cash used in operating activities
   
(7,145
)
   
(7,446
)
                 
CASH FLOWS - INVESTING ACTIVITIES
               
Investments in short-term deposits
   
(39,184
)
   
(19,804
)
Maturities of short-term deposits
   
22,738
     
24,182
 
Maturities of restricted deposits
   
166
     
-
 
Purchase of property and equipment
   
(1,586
)
   
(164
)
Purchase of intangible assets
   
(7
)
   
(24
)
Net cash provided by (used in) investing activities
   
(17,873
)
   
4,190
 
                 
CASH FLOWS - FINANCING ACTIVITIES
               
Issuances of share capital, net
   
28,645
     
1,595
 
Repayments of bank loan
   
-
     
(48
)
Net cash provided by financing activities
   
28,645
     
1,547
 
                 
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
   
3,627
     
(1,709
)
CASH AND CASH EQUIVALENTS – BEGINNING OF PERIOD
   
5,790
     
5,544
 
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS
   
(13
)
   
42
 
CASH AND CASH EQUIVALENTS - END OF PERIOD
   
9,404
     
3,877
 
 
The accompanying notes are an integral part of the financial statements.

4

 
BioLineRx Ltd.
APPENDIX TO CONDENSED CONSOLIDATED INTERIM CASH FLOW STATEMENTS
(UNAUDITED)

   
Six months ended June 30,
 
   
2015
   
2016
 
   
in USD thousands
 
             
Adjustments required to reflect net cash used in operating activities:
           
             
Income and expenses not involving cash flows:
           
Depreciation and amortization
   
195
     
245
 
Long-term prepaid expenses
   
(8
)
   
4
 
Interest and exchange rate differences on short-term deposits
   
(49
)
   
(204
)
Share-based compensation
   
487
     
582
 
Exchange differences on cash and cash equivalents
   
13
     
(42
)
Loss (gain) on adjustment of warrants to fair value
   
887
     
(193
)
     
1,525
     
392
 
                 
Changes in operating asset and liability items:
               
Increase in prepaid expenses and other receivables
   
(425
)
   
(352
)
Increase (decrease) in accounts payable and accruals
   
876
     
(263
)
     
451
     
(615
)
     
1,976
     
(223
)
                 
Supplementary information on investing activities not involving cash flows:
               
    Property and equipment acquired on supplier trade credit
   
512
     
-
 
                 
Supplementary information on interest received in cash
   
30
     
192
 
 
The accompanying notes are an integral part of the financial statements.

5

BioLineRx Ltd.
NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)
 
NOTE 1 – GENERAL INFORMATION

a. General

BioLineRx Ltd. (“BioLineRx”), headquartered in Modi’in, Israel, was incorporated and commenced operations in April 2003. Since incorporation, BioLineRx and its consolidated entities (collectively, the “Company”) have been engaged in the development of therapeutics, from pre-clinical development to advanced clinical trials, for a wide range of medical needs.

In February 2007, BioLineRx listed its ordinary shares on the Tel Aviv Stock Exchange (“TASE”) and they have been traded on the TASE since that time. Since July 2011, BioLineRx’s American Depositary Shares (“ADSs”) have also been traded on the NASDAQ Capital Market.

The Company has been engaged in drug development since its incorporation. Although the Company has generated significant revenues from a number of out-licensing transactions, the Company cannot determine with reasonable certainty when and if it will have sustainable profits.

b. Approval of financial statements

The condensed consolidated interim financial statements of the Company as of June 30, 2016, and for the three and six months then ended, were approved by the Board of Directors on August 9, 2016, and signed on its behalf by the Chairman of the Board, the Chief Executive Officer and the Chief Financial and Operating Officer.

NOTE 2 – BASIS OF PREPARATION
 
The Company’s condensed consolidated interim financial statements as of June 30, 2016 and for the three and six months then ended (the “interim financial statements”) have been prepared in accordance with International Accounting Standard No. 34, “Interim Financial Reporting” (“IAS 34”). These interim financial statements, which are unaudited, do not include all disclosures necessary for a fair statement of financial position, results of operations, and cash flows in conformity with generally accepted accounting principles. The condensed consolidated interim financial statements should be read in conjunction with the Company’s annual financial statements as of December 31, 2015 and for the year then ended and their accompanying notes, which have been prepared in accordance with International Financial Reporting Standards (“IFRS”). The results of operations for the three and six months ended June 30, 2016 are not necessarily indicative of the results that may be expected for the entire fiscal year or for any other interim period.

NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES
 
The accounting policies and calculation methods applied in the preparation of the interim financial statements are consistent with those applied in the preparation of the annual financial statements as of December 31, 2015 and for the year then ended.

6

BioLineRx Ltd.
NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(UNAUDITED)

NOTE 4 – ISSUANCES OF SHARE CAPITAL

a. Underwritten public offerings of American Depositary Shares

In March 2015, the Company completed an underwritten public offering of 14,375,000 ADSs at a public offering price of $2.00 per ADS. The offering raised a total of $28.8 million, with net proceeds of approximately $26.5 million, after deducting fees and expenses.

b. Share purchase agreement with Lincoln Park Capital

In May 2014, BioLineRx and Lincoln Park Capital Fund (“LPC”), entered into a $20 million, 36-month purchase agreement, whereby LPC agreed to purchase, from time to time, up to $20 million of BioLineRx’s ADSs, subject to certain limitations, during the 36-month term of the purchase agreement.

During the six months ended June 30, 2016, BioLineRx sold a total of 1,550,853 ADSs to LPC for aggregate gross proceeds of $1,627,000. In connection with these issuances, a total of 38,772 ADSs was issued to LPC as a commitment fee and a total of $33,000 was paid to Oberon Securities as a finder’s fee. On a cumulative basis, from the effective date of the purchase agreement through the approval date of these financial statements, BioLineRx has sold a total of 2,843,454 ADSs to LPC for aggregate gross proceeds of $4,270,000. In connection with these issuances, a total of 71,087 ADSs was issued to LPC as a commitment fee and a total of $85,000 was paid to Oberon Securities as a finder’s fee.

NOTE 5 – SHAREHOLDERS’ EQUITY
 
As of December 31, 2015 and June 30, 2016, share capital is composed of ordinary shares, as follows:

   
Number of ordinary shares
 
   
December 31,
   
June 30,
 
   
2015
   
2016
 
             
Authorized share capital
   
150,000,000
     
150,000,000
 
                 
Issued and paid-up share capital
   
54,818,057
     
56,423,601
 
 
   
In USD and NIS
 
   
December 31,
   
June 30,
 
   
2015
   
2016
 
             
Authorized share capital (in NIS)
   
15,000,000
     
15,000,000
 
                 
Issued and paid-up share capital (in NIS)
   
5,481,806
     
5,642,360
 
                 
                 
Issued and paid-up share capital (in USD)
   
1,455,159
     
1,459,226
 
 
7