Exhibit 99.2 |
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SOL-GEL TECHNOLOGIES LTD.
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Date: August 6, 2020
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By:
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/s/ Gilad Mamlok | |
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Gilad Mamlok
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Chief Financial Officer
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• New Drug Application for Epsolay® Submitted; Twyneo® New Drug Application on track for 2H 2020
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• Top-line generic product revenue of $1.1 million in 2Q 2020
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• Launch of additional generic product expected in 2Q 2021
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− |
Sol-Gel submitted an NDA for Epsolay (encapsulated benzoyl peroxide, 5%, cream) in June. If approved, Epsolay has the potential to be the first FDA-approved, single-agent BPO prescription drug product for the treatment of subtype II
rosacea.
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− |
Sol-Gel expects to submit an NDA for Twyneo (encapsulated benzoyl peroxide, 3%, and encapsulated tretinoin, 0.1%, cream) in the second half of this year.
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− |
In preparation for commercial launch of Epsolay and Twyneo, and as part of Sol-Gel’s go-to-market strategy, the Company plans to open a US headquarters in the coming months in Whippany, NJ and has started the hiring process for key
US-based employees.
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− |
In the second quarter of 2020, Sol-Gel generated revenue of $1.1 million from its collaboration agreement with Perrigo Company plc (NYSE; TASE: PRGO).
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− |
Sol-Gel expanded its collaboration with Perrigo Company plc in June to include the development, manufacturing and commercialization of three new generic product candidates.
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− |
Bausch Health Companies, Inc. (NYSE: BHC) filed a patent infringement action regarding Perrigo’s Abbreviated New Drug Application for a generic version of Bryhali® (halobetasol propionate) lotion, 0.01%, for the treatment of plaque
psoriasis in adults. Halobetasol propionate lotion, 0.01%, is covered under a collaboration between Sol-Gel and Perrigo.
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− |
Sol-Gel has been informed by its collaboration partner that the launch of a second generic drug is expected in the second quarter of 2021. Sol-Gel will receive payments based on product sales beginning at the launch date.
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− |
Results from the ongoing Phase 1 clinical trial of SGT-210 in punctuate palmoplantar keratoderma are expected in 2021, though COVID-19 has caused enrollment delays.
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Sol-Gel has commenced a preclinical animal study with an erlotinib formulation, evaluating multiple concentration strengths for the treatment of UVB-induced actinic keratosis.
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− |
Sol-Gel is starting a collaboration with a leading hospital in Israel to study the potential efficacy of tapinarof in in vivo models of eye diseases. The Company has applied for patents covering the use of tapinarof in ophthalmic disorders
including dry eye, uveitis, and blepharitis with or without demodex involvement. Sol-Gel believes this is the first time tapinarof has been evaluated in ophthalmology indications. Pending positive results from this research, Sol-Gel will
explore partnerships for further development of these exciting opportunities.
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December 31,
|
June 30,
|
|||||||
2019
|
2020
|
|||||||
Assets
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash and cash equivalents
|
$
|
9,412
|
$
|
5,444
|
||||
Bank deposit
|
-
|
19,900
|
||||||
Marketable securities
|
40,966
|
40,678
|
||||||
Receivables from collaborative arrangements
|
4,120
|
1,171
|
||||||
Prepaid expenses and other current assets
|
1,293
|
1,494
|
||||||
TOTAL CURRENT ASSETS
|
55,791
|
68,687
|
||||||
NON-CURRENT ASSETS:
|
||||||||
Restricted long-term deposits
|
472
|
1,284
|
||||||
Property and equipment, net
|
2,314
|
2,202
|
||||||
Operating lease right-of-use assets
|
2,040
|
1,777
|
||||||
Funds in respect of employee rights upon retirement
|
684
|
682
|
||||||
TOTAL NON-CURRENT ASSETS
|
5,510
|
5,945
|
||||||
TOTAL ASSETS
|
$
|
61,301
|
$
|
74,632
|
||||
Liabilities and shareholders' equity
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Accounts payable
|
$
|
1,710
|
$
|
1,232
|
||||
Other accounts payable
|
4,123
|
5,154
|
||||||
Current maturities of operating leases
|
672
|
525
|
||||||
TOTAL CURRENT LIABILITIES
|
6,505
|
6,911
|
||||||
LONG-TERM LIABILITIES -
|
||||||||
Operating leases liabilities
|
1,373
|
1,227
|
||||||
Liability for employee rights upon retirement
|
958
|
973
|
||||||
TOTAL LONG-TERM LIABILITIES
|
2,331
|
2,200
|
||||||
COMMITMENTS
|
||||||||
TOTAL LIABILITIES
|
8,836
|
9,111
|
||||||
SHAREHOLDERS' EQUITY:
|
||||||||
Ordinary Shares, NIS 0.1 par value – authorized: 50,000,000 as of December 31, 2019 and June 30, 2020; issued and outstanding: 20,402,800 and 22,996,948 as of December 31, 2019 and June 30,
2020, respectively.
|
561
|
635
|
||||||
Additional paid-in capital
|
203,977
|
231,139
|
||||||
Accumulated deficit
|
(152,073
|
)
|
(166,253
|
)
|
||||
TOTAL SHAREHOLDERS' EQUITY
|
52,465
|
65,521
|
||||||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$
|
61,301
|
$
|
74,632
|
Six months ended
June 30
|
Three months ended
June 30
|
|||||||||||||||
2019
|
2020
|
2019
|
2020
|
|||||||||||||
COLLABORATION REVENUES
|
$
|
14,151
|
$
|
4,598
|
$
|
7,793
|
$
|
1,133
|
||||||||
RESEARCH AND DEVELOPMENT EXPENSES
|
22,233
|
14,381
|
11,440
|
6,451
|
||||||||||||
GENERAL AND ADMINISTRATIVE EXPENSES
|
3,332
|
4,994
|
1,638
|
2,233
|
||||||||||||
TOTAL OPERATING LOSS
|
11,414
|
14,777
|
5,285
|
7,551
|
||||||||||||
FINANCIAL INCOME, net
|
(760
|
)
|
(597
|
)
|
(359
|
)
|
(481
|
)
|
||||||||
LOSS FOR THE PERIOD
|
$
|
10,654
|
$
|
14,180
|
$
|
4,926
|
$
|
7,070
|
||||||||
BASIC AND DILUTED LOSS PER ORDINARY SHARE
|
$
|
0.56
|
$
|
0.64
|
$
|
0.26
|
$
|
0.31
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||||||||
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF BASIC AND DILUTED LOSS PER SHARE
|
18,949,968
|
22,143,099
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18,949,968
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22,920,557
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Page
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CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:
|
|
F - 2
|
|
F - 3
|
|
F - 4
|
|
F - 5
|
|
F - 6 - F - 10
|
December 31,
|
June 30,
|
|||||||
2019
|
2020
|
|||||||
A s s e t s
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash and cash equivalents
|
$
|
9,412
|
$
|
5,444
|
||||
Bank deposit
|
-
|
19,900
|
||||||
Marketable securities
|
40,966
|
40,678
|
||||||
Receivables from collaborative arrangements
|
4,120
|
1,171
|
||||||
Prepaid expenses and other current assets
|
1,293
|
1,494
|
||||||
TOTAL CURRENT ASSETS
|
55,791
|
68,687
|
||||||
NON-CURRENT ASSETS:
|
||||||||
Restricted long-term deposits
|
472
|
1,284
|
||||||
Property and equipment, net
|
2,314
|
2,202
|
||||||
Operating lease right-of-use assets
|
2,040
|
1,777
|
||||||
Funds in respect of employee rights upon retirement
|
684
|
682
|
||||||
TOTAL NON-CURRENT ASSETS
|
5,510
|
5,945
|
||||||
TOTAL ASSETS
|
$
|
61,301
|
$
|
74,632
|
||||
Liabilities and shareholders' equity
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Accounts payable
|
$
|
1,710
|
$
|
1,232
|
||||
Other accounts payable
|
4,123
|
5,154
|
||||||
Current maturities of operating leases
|
672
|
525
|
||||||
TOTAL CURRENT LIABILITIES
|
6,505
|
6,911
|
||||||
LONG-TERM LIABILITIES -
|
||||||||
Operating leases liabilities
|
1,373
|
1,227
|
||||||
Liability for employee rights upon retirement
|
958
|
973
|
||||||
TOTAL LONG-TERM LIABILITIES
|
2,331
|
2,200
|
||||||
COMMITMENTS
|
||||||||
TOTAL LIABILITIES
|
8,836
|
9,111
|
||||||
SHAREHOLDERS' EQUITY:
|
||||||||
Ordinary Shares, NIS 0.1 par value – authorized: 50,000,000 as of December 31, 2019 and June 30, 2020; issued and outstanding:
20,402,800 and 22,996,948 as of December 31, 2019 and June 30, 2020, respectively.
|
561
|
635
|
||||||
Additional paid-in capital
|
203,977
|
231,139
|
||||||
Accumulated deficit
|
(152,073
|
)
|
(166,253
|
)
|
||||
TOTAL SHAREHOLDERS' EQUITY
|
52,465
|
65,521
|
||||||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$
|
61,301
|
$
|
74,632
|
Six months ended
June 30
|
Three months ended
June 30
|
|||||||||||||||
2019
|
2020
|
2019
|
2020
|
|||||||||||||
COLLABORATION REVENUES
|
$
|
14,151
|
$
|
4,598
|
$
|
7,793
|
$
|
1,133
|
||||||||
RESEARCH AND DEVELOPMENT EXPENSES
|
22,233
|
14,381
|
11,440
|
6,451
|
||||||||||||
GENERAL AND ADMINISTRATIVE EXPENSES
|
3,332
|
4,994
|
1,638
|
2,233
|
||||||||||||
TOTAL OPERATING LOSS
|
11,414
|
14,777
|
5,285
|
7,551
|
||||||||||||
FINANCIAL INCOME, net
|
(760
|
)
|
(597
|
)
|
(359
|
)
|
(481
|
)
|
||||||||
LOSS FOR THE PERIOD
|
$
|
10,654
|
$
|
14,180
|
$
|
4,926
|
$
|
7,070
|
||||||||
BASIC AND DILUTED LOSS PER ORDINARY SHARE
|
$
|
0.56
|
$
|
0.64
|
$
|
0.26
|
$
|
0.31
|
||||||||
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF BASIC AND DILUTED LOSS PER SHARE
|
18,949,968
|
22,143,099
|
18,949,968
|
22,920,557
|
Ordinary shares
|
Additional
paid-in
capital
|
Accumulated
deficit
|
Total
|
|||||||||||||||||
Number of shares
|
Amounts
|
Amounts
|
||||||||||||||||||
BALANCE AS OF JANUARY 1, 2019
|
18,949,968
|
$
|
520
|
$
|
190,853
|
$
|
(127,464
|
)
|
$
|
63,909
|
||||||||||
CHANGES DURING THE SIX MONTHS ENDED JUNE 30, 2019:
|
||||||||||||||||||||
Loss for the period
|
(10,654
|
)
|
(10,654
|
)
|
||||||||||||||||
Share-based compensation
|
1,487
|
1,487
|
||||||||||||||||||
BALANCE AT JUNE 30, 2019
|
18,949,968
|
$
|
520
|
$
|
192,340
|
$
|
(138,118
|
)
|
$
|
54,742
|
||||||||||
BALANCE AS OF JANUARY 1, 2020
|
20,402,800
|
561
|
203,977
|
(152,073
|
)
|
52,465
|
||||||||||||||
CHANGES DURING THE SIX MONTHS ENDED JUNE 30, 2020:
|
||||||||||||||||||||
Loss for the period
|
(14,180
|
)
|
(14,180
|
)
|
||||||||||||||||
Issuance of shares and warrants through public offering, net of issuance costs
|
2,091,907
|
61
|
21,245
|
21,306
|
||||||||||||||||
Issuance of shares and warrants through private placement from the controlling shareholder
|
454,628
|
13
|
4,987
|
5,000
|
||||||||||||||||
Vesting of restricted shares units
|
19,166
|
*
|
*
|
*
|
||||||||||||||||
Exercise of options
|
28,447
|
*
|
151
|
151
|
||||||||||||||||
Share-based compensation
|
779
|
779
|
||||||||||||||||||
BALANCE AT JUNE 30, 2020
|
22,996,948
|
635
|
231,139
|
166,253
|
65,521
|
Six months ended
June 30
|
||||||||
2019
|
2020
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Loss
|
$
|
(10,654
|
)
|
$
|
(14,180
|
)
|
||
Adjustments required to reconcile loss to net cash used in operating activities:
|
||||||||
Depreciation
|
432
|
470
|
||||||
Changes in accrued liability for employee rights upon retirement, net
|
46
|
17
|
||||||
Share-based compensation
|
1,487
|
779
|
||||||
Financial expenses (income), net
|
43
|
(14
|
)
|
|||||
Net changes in operating leases
|
(103
|
)
|
(30
|
)
|
||||
Changes in fair value of marketable securities
|
(79
|
)
|
76
|
|||||
Changes in operating asset and liabilities:
|
||||||||
Accounts receivable
|
(7,826
|
)
|
2,949
|
|||||
Prepaid expenses and other current assets
|
1,890
|
(201
|
)
|
|||||
Accounts payable and other
|
1,935
|
553
|
||||||
Long-term receivables
|
-
|
-
|
||||||
Net cash used in operating activities
|
(12,829
|
)
|
(9,581
|
)
|
||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Purchase of property and equipment
|
(282
|
)
|
(358
|
)
|
||||
Investment in marketable securities
|
(2,551
|
)
|
(19,640
|
)
|
||||
Proceeds from sale of marketable securities
|
23,773
|
19,852
|
||||||
Short-term deposits
|
1,000
|
(19,900
|
)
|
|||||
Long-term deposits
|
(5
|
)
|
(12
|
)
|
||||
Net cash provided by (used in) investing activities
|
21,935
|
(20,058
|
)
|
|||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Proceed from exercise of options
|
-
|
151
|
||||||
Proceeds from issuance of shares, net of issuance costs
|
-
|
26,306
|
||||||
Net cash provided by financing activities
|
-
|
26,457
|
||||||
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS
|
(43
|
)
|
14
|
|||||
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
9,063
|
(3,168
|
)
|
|||||
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF THE PERIOD
|
5,675
|
9,762
|
||||||
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF THE PERIODs
|
$
|
14,738
|
$
|
6,594
|
||||
Cash and Cash equivalents
|
14,388
|
5,444
|
||||||
Restricted cash
|
350
|
1,150
|
||||||
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH SHOWN IN STATEMENT OF CASH FLOWS
|
14,738
|
6,594
|
||||||
SUPPLEMENTARY INFORMATION:
|
||||||||
Interest received
|
-
|
628
|
a. |
Basis of Presentation
The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial statements. Accordingly, they do not include all of the information and notes required by U.S. GAAP for annual financial statements. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of the Company’s consolidated financial position as of June 30, 2020, the consolidated results of operations for the six and three month periods ended June 30, 2019 and 2020 and statements of changes in shareholders' equity and cash flows for the six month period ended June 30, 2019 and 2020. |
b. |
Loss per share
Basic loss per share is computed on the basis of the net loss for the period divided by the weighted average number of ordinary shares outstanding during the period. Diluted loss per share is based upon the weighted average number of ordinary shares and of ordinary shares equivalents outstanding when dilutive. Ordinary share equivalents include outstanding stock options and restricted shares, which are included under the treasury stock method when dilutive. The calculation of diluted loss per share does not include 1,251,378 and 1,244,731 options and restricted shares for the six months ended June 30, 2019 and 2020, respectively, because the effect would be anti-dilutive. |
c. |
Newly issued and recently adopted accounting pronouncements:
In June 2016, the FASB issued ASU 2016-13 “Financial Instruments Credit Losses Measurement of Credit Losses on Financial Instruments”. This guidance replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance will be effective for the fiscal year beginning on January 1, 2020, including interim periods within that year. The adoption of this guidance does not have a material impact on the Company's consolidated financial statements. |
December 31,
|
June 30,
|
|||||||
2019
|
2020
|
|||||||
Level 2 securities:
|
||||||||
U.S government and agency bonds
|
$
|
2,499
|
-
|
|||||
Canada government bonds
|
999
|
-
|
||||||
Other foreign government bonds
|
3,521
|
3,523
|
||||||
Corporate bonds*
|
33,947
|
37,155
|
||||||
Total
|
$
|
40,966
|
$
|
40,678
|
Marketable securities
|
||||||||
For the year ended
|
For the Six Months
|
|||||||
December 31, 2019
|
ended June 30, 2020
|
|||||||
Balance at beginning of the period
|
$
|
56,662
|
$
|
40,966
|
||||
Additions
|
38,702
|
19,640
|
||||||
Sale or maturity
|
(54,333
|
)
|
(19,852
|
)
|
||||
Changes in fair value during the period
|
(65
|
)
|
(76
|
)
|
||||
Balance at end of the period
|
$
|
40,966
|
$
|
40,678
|
Market value
|
||||
June 30,
|
||||
2020
|
||||
Due within one year
|
39,937
|
|||
Between 1-2 years
|
741
|
a. |
In 2007, the Company granted rights to a third party for use and commercialization of a product for skin protection. Under this agreement, the Company is entitled to royalties during the years 2016 to 2024. Based on current sales,
royalties are not material.
|
b. |
In 2016 through 2020, the Company entered into several collaboration agreements with two third parties for the development, manufacturing and commercialization of several product candidates. Under the agreements, the third parties are
obligated to conduct regulatory, scientific, clinical and technical activities necessary to develop the product and prepare and file ANDA, with the FDA and gain regulatory approval. The Company participates in the development of the product
candidates, including participation in joint steering committees and is obligated for sourcing the active pharmaceutical ingredient (API) during the development phase.
Upon FDA approval, the third parties have exclusive rights and are required to use diligent efforts to commercialize these products in territories defined under the agreements, including all required sales, marketing and distributing activities associated with the agreements. The Company is entitled to 50% of the third parties’ gross profits related to the sale of these products, as such term is defined in the agreements. |
a. |
Related parties include the controlling shareholder and companies under his control, the board of directors and the executive officers of the Company.
|
b. |
As to the private placement with the controlling shareholder, see note 5.
|