TIDMIMM

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 GBP4.2m as at 30 June 2021 (31 December 2020: GBP5.9m)

o Loss for the period of GBP3.7m (30 June 2020: GBP3m)

o Research and development expenses of GBP1.3m (30 June 2020: GBP0.9m)

o Administrative expenses of GBP1.5m (30 June 2020: GBP1m)

o Derivative financial asset of GBP0.2m as at 30 June 2021 (31 December 2020: GBP1.2m)

o Incanthera financial asset of GBP1.2m (GBP1.8m at 31 December 2020) and warrants financial asset of GBP0.2m (GBP0.6m at 31 December 2020)

o Convertible loan notes of GBP0.7m (GBP0.6m at 31 December 2020)

o Share based expense of GBP0.3m (30 June 2020: GBP1m)

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

'Autoimmunity': P140

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

o 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.

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

'Anti-infection'

o 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.

o 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: 

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

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

o 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 AMED. 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                       +44 (0) 203 36 8 8974 
       SI Capital (Joint Broker)                           +44 (0) 203 815 8880 
       Nick Emerson                                        +44 (0) 1483 413500 
      4Reliance (Euronext Growth Listing Sponsor) 
       Jean-Charles Snoy 
       Degroof Petercam (Liquidity Provider) 
       Erik De Clippel                                    +32 (0) 2 747 02 60 
       Backstage Communication                             +32 (0) 2 287 95 34 
       Olivier Duquaine                                    +32 (0) 477 504 784 
       Gunther De Backer                                   +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(TM) program in Lupus and changes in the Board of Directors.

Lupuzor(TM) - 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(TM) 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(TM) 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(TM), 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(TM), 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(TM) in key territories outside of the US are continuing.

Lupuzor(TM) and Avion Pharmaceuticals

On 28 November 2019, ImmuPharma and Avion Pharmaceuticals ("Avion") signed an exclusive Trademark, License and Development Agreement for Lupuzor(TM), with Avion agreeing to fund a new international Phase 3 trial and commercialising Lupuzor(TM) 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(TM) 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(TM).

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(TM) 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.

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

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

o 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.

o 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.

o 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

In 2021 to date, the Company announced a number of key Board changes. In June 2021, Dr Robert Zimmer, co-founder of ImmuPharma and Chief Science Officer, retired to pursue other endeavours after 16 years of service. As a substantial shareholder in ImmuPharma and to demonstrate his continued support of the Company, Dr Zimmer entered into a lock-in agreement, to not dispose of shares in which he has an interest, for a period of three years or, if earlier than three years, the date of the reporting by the Company of the preliminary results of the next Phase 3 clinical trial of Lupuzor(TM).

On 16 July 2021, Dr Tim Franklin, Chief Operating Officer, was appointed to the Board of Directors. Tim has worked for ImmuPharma for over three years, initially as a consultant and more recently appointed as Chief Operating Officer in November 2020. His key responsibilities include working closely with ImmuPharma's product development team and scientific advisors, in addition to exploring business development opportunities with potential partners. These activities aim to progress the Company's drug development portfolio, both through in house development and partnering opportunities.

On 30 July 2021, as part of a Board Changes announcement, it was confirmed that Dimitri Dimitriou, co-founder and CEO of ImmuPharma, for over 16 years, had decided to step down from his position, in order to pursue a number of other external opportunities. Tim McCarthy, Chairman, has been appointed as CEO. The Company has initiated a process to identify a suitable person to take over as Non-Executive Chair of the Company and during this interim period Tim McCarthy will continue as Chairman.

Further, 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.

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

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 GBP4.2 million (GBP5.9 million at 31 December 2020, GBP2.7 million at 30 June 2020). Financial asset related to investment in Incanthera plc amounted to GBP1.2 million (GBP1.8 million at 31 December 2020, GBP1.2 million at 30 June 2020) and warrants granted has resulted in amount of GBP0.2 million (GBP0.6 million at 31 December 2020 and GBP0.5 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 GBP0.2 million at 30 June 2021 (GBP1.2 million at 31 December 2020, GBP2.5 million at 30 June 2020). The convertible loans liability amounted to GBP0.7 million (GBP0.6 million at 31 December 2020, GBP1.8 million at 30 June 2020). Trade and other payables liability amounted to GBP1.1 million at 30 June 2021 (GBP0.6 million at 31 December 2020, GBP0.2 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 GBP3.1 million (GBP2.9 million for the six months ended 30 June 2020). Research and development expenditure in the Period was GBP1.3 million (GBP0.9 million for the six months ended 30 June 2020). Administrative expenses were GBP1.5 million during the Period (GBP1.0 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 GBP0.3 million (GBP1.0 million for the six months ended 30 June 2020). Finance costs for the Period were GBP0.9 million (GBP0.4 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 GBP0.8 million. Finance income for the Period was GBP0.1 million (GBP0.1 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 PERIODED 30 JUNE 2021

 
                                    Note      Unaudited         Audited      Unaudited 
                                               6 months      Year ended       6 months 
                                                  ended     31 December          ended 
                                                30 June            2020        30 June 
                                                   2021                           2020 
                                                    GBP             GBP            GBP 
  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 PERIODED 30 JUNE 2021

 
                                             Unaudited        Audited      Unaudited 
                                              6 months           Year       6 months 
                                                 ended       ended 31          ended 
                                               30 June       December        30 June 
                                                  2021           2020           2020 
                                                   GBP            GBP            GBP 
 
  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               Audited              Unaudited 
                                                6 months                  Year               6 months 
                                                   ended              ended 31                  ended 
                                                 30 June              December                30 June 
                                                    2021                  2020                   2020 
                                                     GBP                   GBP                    GBP 
  Non-current assets 
  Intangible assets                              495,736               484,042                502,062 
  Property, plant and equipment                  369,700               411,606                276,302 
   Financial asset                             1,466,985             2,418,258              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 PERIODED 30 JUNE 2021

 
 
                                                                                                       Other           Other 
                                                                   Other                  Other     reserves        reserves 
                                                                reserves               reserves      -Equity               - 
                                                  Merger               -                      -       shares     Convertible        Retained 
                         Share         Share     reserve     Acquisition            Translation        to be          option        Earnings                           Total 
                       capital       premium                     reserve                Reserve       issued         reserve                                          equity 
                           GBP           GBP         GBP             GBP                    GBP          GBP             GBP             GBP                             GBP 
   At 1 January 
    2020            16,736,093    27,187,316     106,148     (3,541,203)            (1,350,687)    6,322,227               -    (40,190,680)                       5,269,214 
   Loss for the 
    financial 
    period                   -             -           -               -                      -            -               -     (2,959,341)                     (2,959,341) 
   Exchange 
    differences 
    on 
    translation 
    of foreign 
    operations               -             -           -               -                 91,651            -               -               -                          91,651 
   Share based 
    payments                 -             -           -               -                      -      953,034               -               -                         953,034 
   New issues of 
    equity 
    capital          1,565,000             -           -               -                      -            -               -               -                       1,565,000 
   Cost of new 
    issue of 
    equity 
    capital                  -      (65,011)           -               -                      -            -               -               -                        (65,011) 
   Equity 
    component of 
    convertible 
    loan notes               -             -           -               -                      -            -          69,778               -                          69,778 
   Fair value 
    gain on 
    investments              -             -           -               -                      -            -               -         472,728                         472,728 
   Fair value 
    gain on 
    warrants                 -             -           -               -                      -            -               -         481,357                         481,357 
                  ------------  ------------  ----------  --------------  ---------------------  -----------  --------------  --------------  ------------------------------ 
   At 30 June 
    2020            18,301,093    27,122,305     106,148     (3,541,203)            (1,259,036)    7,275,261          69,778    (42,195,936)                       5,878,410 
                  ============  ============  ==========  ==============  =====================  ===========  ==============  ==============  ============================== 
 
   At 1 January 
    2020            16,736,093    27,187,316     106,148     (3,541,203)            (1,350,687)    6,322,227               -    (40,190,680)                       5,269,214 
   Loss for the 
    financial 
    year                     -             -           -               -                      -            -               -     (6,859,927)                     (6,859,927) 
   Exchange 
    differences 
    on 
    translation 
    of foreign 
    operations               -             -           -               -                 42,207            -               -               -                          42,207 
   Share based 
    payments                 -             -           -               -                      -    1,751,369               -               -                       1,751,369 
   Equity 
    component of 
    convertible 
    loan notes                                                                                                        31,623               -                          31,623 
   New issue of 
    equity 
    capital          8,286,037       665,281           -               -                      -            -               -               -                       8,951,318 
   Cost of new 
    issue of 
    equity 
    capital                  -     (615,268)           -               -                      -            -               -       (393,088)                     (1,008,356) 
   Fair value 
    gain o n 
    investments              -             -           -               -                      -            -               -         851,772                         851,772 
   Fair value 
    gain on 
    share 
    warrants                 -             -           -               -                      -            -               -         625,576                         625,576 
                  ------------  ------------  ----------  --------------  ---------------------  -----------  --------------  --------------  ------------------------------ 
   At 31 
    December 
    2020 
    & 1 January 
    2021            25,022,130    27,237,329     106,148     (3,541,203)            (1,308,480)    8,073,596          31,623    (45,966,347)                       9,654,796 
                  ============  ============  ==========  ==============  =====================  ===========  ==============  ==============  ============================== 
 
   Loss for the 
    financial 
    period                   -             -           -               -                      -            -               -     (3,659,883)                     (3,659,883) 
   Exchange 
    differences 
    on 
    translation 
    of foreign 
    operations               -             -           -               -               (20,357)            -               -               -                        (20,357) 
   Share based 
    payments                 -             -           -               -                      -      288,826               -               -                         288,826 
   Fair value 
    loss on 
    investments              -             -           -               -                      -            -               -       (555,633)                       (555,633) 
   Fair value 
    loss on 
    warrants                 -             -           -               -                      -            -               -       (395,640)                       (395,640) 
                  ------------  ------------  ----------  --------------  ---------------------  -----------  --------------  --------------  ------------------------------ 
   At 30 June 
    2021            25,022,130    27,237,329     106,148     (3,541,203)            (1,328,837)    8,362,422          31,623    (50,577,503)                       5,312,109 
                  ============  ============  ==========  ==============  =====================  ===========  ==============  ==============  ============================== 
   Attributable 
   to:- 
   Equity 
    holders of 
    the 
    parent 
    company         25,022,130    27,237,329     106,148     (3,541,203)            (1,328,837)    8,362,422          31,623    (50,577,503)                       5,312,109 
                  ============  ============  ==========  ==============  =====================  ===========  ==============  ==============  ============================== 
 
 

ImmuPharma plc

CONSOLIDATED STATEMENT OF CASHFLOWS

FOR THE PERIODED 30 JUNE 2021

 
                                    Note      Unaudited                          Audited             Unaudited 
                                               6 months                             Year              6 months 
                                                  ended                         ended 31                 ended 
                                                30 June                         December               30 June 
                                                   2021                             2020                  2020 
                                                    GBP                              GBP                   GBP 
  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                                          -                      (1,300,000)           (1,300,000) 
   Gross proceeds from issue 
    of convertible loan notes                         -                        2,152,252             1,905,220 
  Convertible loan notes issue                        -                        (235,552)                     - 
   costs 
  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 PERIODED 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 PERIODED 30 JUNE 2021

(Continued)

   2              LOSS PER SHARE 
 
                                          Unaudited        Audited       Unaudited 
                                           6 months           Year        6 months 
                                              ended       ended 31           ended 
                                            30 June       December         30 June 
                                               2021           2020            2020 
                                                GBP            GBP             GBP 
 
  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 PERIODED 30 JUNE 2021

(Continued)

 
  3                                 CASH USED IN OPERATIONS 
                                                Unaudited         Audited          Unaudited 
                                                 6 months            Year           6 months 
                                                    ended        ended 31              ended 
                                                  30 June        December            30 June 
                                                     2021            2020               2020 
                                                      GBP             GBP                GBP 
 
   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 PERIODED 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 GBP2.66 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 GBP1.3 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 GBP769,570 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 GBP2.4m/$3.0m (face value) convertible loan notes. The proceeds received equated to GBP2.2m/$2.7m (before expenses of GBP0.2m/$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 GBP56k and the liability amounted to GBP1,835k. At the period end the liability had a fair value of GBP656k.

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      Audited         Unaudited 
                                                 6 months         Year          6 months 
                                                    ended     ended 31             ended 
                                                  30 June     December           30 June 
                                                     2021         2020              2020 
                                                      GBP          GBP               GBP 
 
   Balance brought                                634,902            -                 - 
    forward 
   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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September 29, 2021 02:29 ET (06:29 GMT)

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