TIDMTILS
RNS Number : 0209Z
Tiziana Life Sciences PLC
18 May 2021
Tiziana Life Sciences PLC
("Tiziana" or the "Company")
Amended - Final Results for the Year Ended 31 December 2020
London / New York 18 May 2021 - Tiziana Life Sciences plc
(Nasdaq: TLSA / AIM: TILS), (the "Company" or "Tiziana"), a
biotechnology company focused on innovative therapeutics for
oncology, inflammation, and infectious diseases, today announces
its financial results for the year ended 31 December 2020.
For the complete Annual Report & Financial Statements year
ended 31 December 2020 for Tiziana Life Sciences plc, go to
https://ir.tizianalifesciences.com/financial-information/annual-reports
This announcement contains inside information for the purposes
of Article 7 of Regulation 2014/596/EU (which forms part of
domestic UK law pursuant to the European Union (Withdrawal) Act
2018 ("UK MAR"). Upon the publication of this announcement, this
inside information (as defined in UK MAR) is now considered to be
in the public domain. For the purposes of UK MAR, the person
responsible for arranging for the release of this announcement on
behalf of the Company is Keeren Shah, Chief Financial Officer.
For further enquiries:
Tiziana Life Sciences plc
Gabriele Cerrone, Chairman and founder +44 (0)20 7493 2379
Optiva Securities Limited (Broker)
Robert Emmet + 44 (0)20 3981 4173
About Tiziana Life Sciences plc
Tiziana Life Sciences plc is a dual listed (NASDAQ: TLSA &
UK LSE: TILS) biotechnology company that focuses on the discovery
and development of novel molecules to treat human diseases in
oncology, inflammation, and infectious diseases. In addition to
Milciclib, the Company will be shortly initiating Phase 2 studies
with orally administered Foralumab for Crohn's Disease and nasally
administered Foralumab for progressive multiple sclerosis.
Foralumab is the only fully human anti-CD3 monoclonal antibody
("mAb") in clinical development in the world. This Phase 2 compound
has potential application in a wide range of autoimmune and
inflammatory diseases, such as Crohn's Disease, multiple sclerosis,
type-1 diabetes ("T1D"), inflammatory bowel disease ("IBD"),
psoriasis and rheumatoid arthritis, where modulation of a T-cell
response is desirable. The Company is accelerating development of
anti-Interleukin 6 receptor ("IL6R") mAb, a fully human monoclonal
antibody for treatment of IL6-induced inflammation, especially for
treatment of COVID-19 patients.
For more information go to
http://www.tizianalifesciences.com
EXECUTIVE CHAIRMAN'S STATEMENT
I am pleased to report on the Company (Tiziana Life Sciences
PLC) and its subsidiaries, together the 'Group', results for the
year ended 31 December 2020.
Tiziana Life Sciences is a dual-listed (NASDAQ: TLSA, LSE:TILS)
clinical stage biotechnology company that specializes in the
developing transformative therapies for autoimmune and inflammatory
diseases, degenerative diseases and cancer related to the liver.
Our clinical pipeline includes drug assets for Crohn's Disease,
COVID-19, Secondary Progressive Multiple Sclerosis and
Hepatocellular Carcinoma. Tiziana is led by a team of highly
qualified executives with extensive drug development and
commercialization experience.
Background
The Group is focused on the discovery and development of novel
molecules and related diagnostics to treat high unmet medical needs
in oncology and immunology. Our mission is to design and deliver
next generation therapeutics and diagnostics for oncology and
immune diseases of high unmet medical need by combining deep
understanding of disease biology with clinical development
expertise. We have a drug discovery pipeline of small molecule new
chemical entities, or NCEs, and biologics. We employ a lean and
virtual research and development, or R&D, model using highly
experienced teams of experts for each business function to maximize
value accretion by focusing resources on the drug discovery and
development processes.
Development Pipeline
Foralumab (TZLS-401 / NI-0401)
Our lead product candidate in immunology is Foralumab
(TZLS-401), which we believe is the only fully human anti-CD3
monoclonal antibody, or mAb, in clinical development. MAbs
represent a single pure antibody produced by single clones and are
an important class of human therapeutics for treating cancers and
autoimmune diseases. We are developing Foralumab, for which we
in-licensed the intellectual property from Novimmune, SA, a Swiss
biotechnology company, or Novimmune, as a potential treatment for
neurodegenerative diseases such as progressive Multiple Sclerosis,
or MS, and Crohn's disease. As the only fully human engineered
human anti-CD3 mAb in clinical development, Foralumab has
significant potential advantages such as a shorter treatment
duration and reduced immunogenicity. We believe that oral or
intranasal administration of Foralumab has the potential to reduce
inflammation while minimizing the toxicity and related side
effects.
To date, Foralumab has been studied in one Phase 1 and two Phase
2a clinical trials conducted by Novimmune in 68 patients dosed by
the intravenous route of administration. In these trials, Foralumab
was observed to be safe and well-tolerated and produced immunologic
effects consistent with potential clinical benefit while
demonstrating mild to moderate infusion related reactions. With
completion of the intravenous dosing for Phase 2a trial in Crohn's
Disease, Foralumab's ability to modulate T-cell response enables
potential extension into a wide range of other autoimmune and
inflammatory diseases, such as graft versus host disease,
ulcerative colitis, MS, type-1 diabetes, inflammatory bowel
disease, psoriasis and rheumatoid arthritis.
Foralumab is being developed as both an immunosuppressive and
immunomodulatory agent, with therapeutic benefits of rendering
T-cells unable to orchestrate an immune response and induction of
immune tolerance via maintenance of regulatory T-cells. There is
further potential for Foralumab to be combined with our TZLS-501, a
fully human anti-IL-6R mAB in development to target autoimmune and
inflammatory diseases. In November 2016, we announced new data for
oral efficacy in humanized mouse models with Foralumab, a major
milestone and a potential breakthrough for the treatment of
nonalcoholic steatohepatitis and autoimmune disease. This unique
oral technology stimulates the natural gut immune system and
potentially provides a therapeutic effect in inflammatory and
autoimmune diseases with greatly reduced toxicity. Positive
therapeutic effects with Foralumab were consistently demonstrated
in animal studies conducted by Prof. Kevan Herold (Yale University)
and Prof. Howard Weiner (Harvard University).
In April 2018, we entered into an exclusive license agreement
with The Brigham and Women's Hospital, Inc. relating to a novel
formulation of Foralumab dosed in a medical device for nasal
administration. An investigational new drug application, or IND,
for the first-in-human evaluation of the nasal administration of
Foralumab in healthy volunteers for progressive MS indication was
filed in the second quarter of 2018. Subsequent to IND approval, a
single-site, double-blind, placebo-controlled, dose-ranging Phase 1
trial with nasally administered Foralumab at 10, 50 and 250 ug per
day, consecutively for 5 days to evaluate biomarkers of
immunomodulation of clinical responses was initiated in November
2018. The trial was conducted at the Brigham and Women's Hospital,
Harvard Medical School, Boston, MA, in healthy volunteers in which
18 subjects received Foralumab treatment and 9 patients received
placebo. The study was completed in September 2019, and data
demonstrated that nasally administered Foralumab was well-tolerated
and no drug-related safety issues were reported at any of the
doses. No drug-related changes were observed in vital signs among
subjects at predose during treatment and at discharge. Nasally
administered Foralumab at the 50 ug dose suppressed cytotoxic CD8+
as well as perforin-secreting CD8+ cells, which have been
implicated in neurodegeneration in MS. Treatment at 50 ug
stimulated production of anti-inflammatory cytokine IL-10 and
suppressed production of pro-inflammatory cytokine interferon-gamma
(IFN-<GAMMA>). Taken together, the treatment showed
significant positive effects on the biomarkers for activation of
mucosal immunity, which are capable of inducing site-targeted
immunomodulation to elicit anti-inflammatory effects. Based on the
results we intend to conduct a Phase 2 trial in progressive MS
patients starting in the third quarter of 2021.
On July 31, 2020, we announced that we had submitted a patent
application for the potential use of nasally administered
Foralumab, a fully human anti-CD3 mAb, for the treatment of
COVID-19 either alone or in combination with other anti-viral
drugs. Recent clinical studies implied that a combination of
anti-inflammatory and anti-viral drugs may be more effective to
treat patients at different stages of COVID-19 disease.
A collaborative clinical study was initiated on November 2,
2020, investigating nasally administered Foralumab either alone or
in combination with orally administered dexamethasone in COVID-19
patients in Brazil. In view of the importance and urgency,
scientific teams at the Harvard Medical School, Santa Casa de
Misericórdia de Santos Hospital (Jabaquara, Santos, Brazil) and at
our company closely collaborated to facilitate initiation of this
study in expedited time frames. The clinical trial was coordinated
by the team at INTRIALS, a leading, full-service Latin America
Clinical Research Organization, (CRO) based in Sao Paulo City,
Brazil. The trial was completed in January 2021, and the clinical
data from this trial is expected to be available by the first
quarter of 2021. This trial, the first-ever trial on nasal
administration of Foralumab for treatment of COVID-19, is of
enormous significance given the underlying scientific approach is
to modulate the immune system, which is dysregulated and crippled
to protect
against the virus. If successful, we believe this approach could
be good for treatment of all COVID-19 variants and potentially
other viruses.
An enteric-coated capsule formulation using a proprietary and
novel technology has been developed for oral administration of
Foralumab. cGMP manufacturing of clinical trial materials for a
Phase 1 study has been completed and an IND was submitted in March
2019.
On September 9, 2019, the U.S. Food and Drug Administration, or
FDA, granted approval to initiate the Phase 1 clinical trials to
evaluate the safety and pharmacokinetics of oral Foralumab at 1.25,
2.5 and 5.0 mg/day as a single ascending dose study. The study was
completed in December 2019 at the Brigham and Women's Hospital.
Formulated Foralumab powder encapsulated in enteric-coated capsule
was well-tolerated at all doses tested and there were no
drug-related safety issues observed even at the highest dose of 5
mg in this trial. Based on successful Phase 1 data, we intend to
conduct a Phase 2 study using Crohn's Disease patients starting in
the third quarter of 2021.
In addition, on August 18, 2020 the United States Patent and
Trademark Office, or USPTO, granted us a patent on use and methods
of treatment of Crohn's disease with Foralumab, its proprietary
fully human monoclonal antibody, and all other anti-CD3 mAbs. The
CD3 (cluster of differentiation 3) is a protein complex on T-cells,
which is important for the regulation of the immune system. The
patent was published by the USPTO on September 1, 2020 as Patent
No. 10,759,858. Recently, we also announced the issuance of the
first-ever patent on oral administration of anti-CD3 mAbs for
treatment of human diseases (Patent No. 10,688,186). We believe the
grant of this additional composition-of-matter and use patent
further strengthens our intellectual property, consisting of
proprietary technologies on oral and nasal administration of
Foralumab and other anti-CD3 mAbs for the treatment of human
diseases.
On July 16, 2020, we announced that we had submitted a patent
application on the potential use of Foralumab, a fully human
anti-CD3 mAbs, to improve success of chimeric antigen receptor
T-cell, or CAR-T, therapy for cancer and other human diseases. The
patent application claims inventions related to lymphodepletion to
improving CAR-T expansion and/or survival using anti-CD-3 mAbs
administered either alone or in combination with other
co-stimulatory molecules, such as an anti-IL-6R mAb, an anti-CD28
mAb or specific inhibitors of signaling pathways of
phosphatidylinositol 3-kinase (PI3K), protein kinase B (AKT), or
mammalian target of rapamycin (mTOR).
Milciclib (TZLS-201)
We are developing Milciclib, for which we in-licensed the
intellectual property from Nerviano Medical Sciences S.r.l. in
2015, as a potential treatment for hepatocellular carcinoma, or
HCC. A novel feature of Milciclib is its ability to reduce levels
of microRNAs, miR-221 and miR-222. MicroRNAs are small RNA
molecules that play a significant role in the regulation of gene
expression. miR-221 and miR-222 are believed to be linked to the
development of blood supply (angiogenesis) in cancer tumors. Levels
of these microRNAs are consistently elevated in HCC patients and
may contribute towards resistance to treatment with Sorafenib, a
multikinase inhibitor (a drug which may inhibit the cellular
division and proliferation associated with certain cancers) often
prescribed to HCC patients as the Standard of Care.
To date, Milciclib has been studied in a total of eight
completed Phase 1 and 2 clinical trials in 316 patients. In these
trials, Milciclib was observed to be well-tolerated and showed
initial signals of anti-tumor action. Prior to in-licensing,
Milciclib was granted orphan designation by the European Commission
and by the FDA for the treatment of malignant thymoma and an
aggressive form of thymic carcinoma in patients previously treated
with chemotherapy. In two Phase 2a trials, CDKO-125a-006 and
CDKO125a-007, Milciclib showed signs of slowing disease progression
and acceptable safety. We initiated a Phase 2a trial
(CDKO-125a-010) of Milciclib safety and tolerability as a single
therapy in Sorafenib-resistant patients with HCC in the first half
of 2017. Typically, this population of patients have an advanced
form of the disease with poor prognosis and an average overall
survival expectancy of three to five months. In May 2018, the
Independent Data Monitor committee, or IDMC, completed an interim
analysis of tolerability data from the first eleven treated
patients and recommended expansion of the initial cohort to an
additional 20 patients to complete the trial enrolment, which was
completed in December 2018. In March 2019, the IDMC reviewed safety
data from patients as of February 26, 2019 and concluded that the
administration of Milciclib to patients with advanced HCC was not
associated with unexpected signs or signals of toxicity. 28 out of
31 treated patients were evaluable, 14 completed the 6-month
duration study. The most frequent adverse events such as diarrhoea,
ascites, nausea, fatigue, asthenia, fever, ataxia, headache, and
rash were manageable. No drug-related deaths were recorded.
The Phase 2a trial was completed in June 2019 with clinical
safety result reported in July 2019 and efficacy results reported
in September 2019. The clinical activity assessment in evaluable
patients was based on the independent radiological review using the
modified Response Evaluation Criteria in Solid Tumors.
--14 out of 28 (50%) evaluable patients completed 6-month
duration of the trial.
---- Both median TTP and PFS were 5.9 months (95% Confidence
Interval ("CI") 1.5-6.7 months) out of the 6-months duration of the
trial.
-- 16 of 28 (57.1%) evaluable patients showed 'Stable
Disease'
-- One patient (3.6%) showed unconfirmed 'Partial Response'
(PR).
--17 of 28 (60.7%) evaluable patients showed 'Clinical Benefit
Rate' defined as CBR=CR+PR+SD (with CR representing Complete
Remission).
Since overexpression of cyclin-dependent kinases, or CDKs, and
dysregulation in pRB pathway (regulates transcription factors
critical for cell cycle progression) are prominently associated
with tumor cell resistance to certain chemotherapeutic drugs,
inhibition of multiple CDKs is an appealing approach to improve
clinical responses in cancer patient's refractory to existing
treatment options. A Phase 1 dose-escalation study of Milciclib in
combination with gemcitabine in patients with refractory solid
tumors exhibited clinical activity in patients, including those who
were refractory to gemcitabine. We plan to explore a combination
treatment of Milciclib and a tyrosine kinase inhibitor (either
Sorafenib or Regorafenib) in patients with HCC in the third quarter
of 2021.
On August 21, 2020 we announced that the USPTO had granted us a
patent on use of Milciclib in combination with tyrosine kinase
inhibitors, or TKIs, such as Sorafenib (Nexavar(R)), Regorafenib
(Stivarga(R)) and Lenvatinib (Lenvima(R)) for the treatment of
hepatocellular carcinoma, or HCC, and other cancers in humans. This
patent was published by the USPTO on September 1, 2020 as Patent
No. 10,758,541. Like most human cancers, HCC is a complex
multi-factorial cancer with multiple underlying mechanisms causing
enormous heterogeneity in patient populations. Consequently,
patients with HCC often develop resistance towards the
monotherapies of existing therapeutics. Thus, there is an urgent
need for combination drug treatment approaches targeting different
mechanisms to achieve better clinical outcomes. We are planning to
conduct a Phase 2b trial with Milciclib in combination with a TKI
or immunotherapy in sorafenib-resistant HCC patients. We also
successfully completed a Phase 1 trial in patients with refractory
solid cancers. The patients enrolled in this trial had demonstrated
resistance to the mainstream chemotherapies for refractory solid
cancer. The trial data showed that Milciclib in combination with
gemcitabine provided 36% clinical response to these patients who
had shown no response to gemcitabine when administered alone. These
data suggest that Milciclib may be able to overcome
drug-resistance. This novel attribute of Milciclib may have
application as an adjuvant therapy in combination with
chemotherapies for treatment of refractory, malignant and advanced
cases of cancers. The data from this trial also showed that the
combination treatment delayed onset in a patient with non-small
cell lung carcinoma (NSCLC). The preclinical data from an animal
study also suggest that orally administered Milciclib might also be
effective in Kras+ (G12C) mutants of NSCLC cancer. We are further
exploring the use of Milciclib in combination with other drugs for
treatment of Kras+ (G12C) NSCLC, which is an unmet medical
need.
Anti-IL6R (TZLS-501)
TZLS-501 is a fully human engineered mAb targeting the
interleukin-6 receptor (IL-6R). Tiziana Life Sciences licensed the
intellectual property from Novimmune in January 2017. This fully
human mAb has a unique mechanism of action that binds to both the
membrane-bound and soluble forms of the IL-6R resulting in lowering
of circulating levels of IL-6 in the blood. Excessive production of
IL-6 is regarded as a key driver of chronic inflammation,
associated with autoimmune diseases such as multiple myeloma,
oncology indications and rheumatoid arthritis, and the Group
believes that TZLS-501 may have potential therapeutic value for
these indications.
In preclinical studies, TZLS-501 demonstrated the potential to
overcome limitations of other IL-6 blocking pathway drugs. Compared
to Tocilizumab and Sarilumab, while binding to the membrane-bound
IL-6R complex TZLS-501 has shown a higher affinity for the soluble
IL-6 receptor as seen from the antibody binding studies conducted
in cell culture. TZLS-501 also demonstrated the potential to block
or reduce IL-6 signaling in mouse models of inflammation. The
soluble form of IL-6 has been implicated to have a larger role in
disease progression compared to the membrane-bound form. (Kallen,
K.J. (2002). "The role of trans signaling via the agonistic soluble
IL-6 receptor in human diseases". Biochimica et Biophysica Acta.
1592 (3): 323-343.).
Recently, chronic inflammation is believed to be associated with
severe lung damage observed with COVID-19 infections and acute
respiratory illness. China's National Health Commission has
recommended the use of anti-IL6-R mAbs for treatment of
inflammation and elevated cytokine levels ("cytokine storm") in
COVID-19 patients.
On April 9, 2020 The Company announced that it had developed
investigational new technology to treat COVID-19 infections,
consisting of direct delivery of anti-IL-6 receptor (anti-IL-6R)
monoclonal antibodies (mAbs) into the lungs using a handheld
inhaler or nebulizer for treatment of patients infected with
COVID-19 (SARS-CoV-2) coronavirus. On June 29, 2020 the Company
announced that it was advancing GMP manufacturing of TZLS-501 with
STC Biologics concurrently with the development of inhalation
technology using a hand-held nebulizer with Sciarra Laboratories
and safety toxicology studies in Cynomolgus monkeys with ITR Canada
Laboratories. GMP batches were initiated in January 2021 and
completed in March 2021. Safety inhalation toxicology studies were
initiated in November 2020 and completed in March 2021.
Technological assessment of nebulizers for inhalation treatment of
patients was initiated in September 2020 and completed in February
2021.
StemPrintER
StemPrintER is a multi-gene signature assay intended for use in
patients diagnosed with estrogen-receptor positive ER+/HER2
negative breast cancers. The Group believes this in-vitro
prognostic test will be used in conjunction with clinical
evaluation to identify those patients at increased risk for early
and/or late metastasis. StemPrintER is designed to help physicians
distinguish ER+/HER2 negative patients:
-- with an elevated risk of early recurrence (<5 years) who
could benefit from chemotherapy in addition to hormonal therapy
-- with a high risk of late recurrence who could benefit from
prolonged endocrine treatment up to 10 years
-- with a low risk of early recurrence who might be spared
chemotherapy or be eligible for less aggressive treatments
The diagnostic has a unique biological basis, being based on the
detection of cancer stem cell markers, uses a reliable platform
(qRT- PCR, FFPE), and has been evaluated in an initial
retrospective validation study using a consecutive cohort of
approximately 2,400 patients with breast cancer. The development
team is preparing for a retrospective validation study using an
independent cohort and has conducted a pre- submission meeting with
the FDA.
Recently, StemPrintER results were announced, from a poster
selected for discussion session at the American Society of Clinical
Oncology (ASCO) Virtual Conference, demonstrating the favourable
performance of the StemPrintER stem cell based genomic prognostic
tool versus the market leader, Oncotype DX, in predicting
recurrence in ER+/HER2- postmenopausal breast cancer patients
Tiziana has during this year demerged the StemPrintER technology
by the transfer of the Intellectual Property rights and patents to
its wholly owned subsidiary, Stemprinter Sciences Ltd, which was
then sold to Accustem Sciences Ltd. The process was effected by way
of a Court sanctioned capital reduction and statutory demerger.
Accustem will develop and commercialise the StemPrintER diagnostic
tester.
Financial summary
Consolidated Statement of Comprehensive Income
The Group has made a loss for the year of GBP20,162k (2019:
GBP7,177k). The loss is detailed in the consolidated statement of
comprehensive income on page 39.
Research and development costs were GBP4.7 million for the year
ended December 31, 2020 as compared to GBP2.9 million for the year
ended December 31, 2019, an increase of GBP1.8 million. The
increase in cost is a result of
the development of anti-IL-6R monoclonal antibodies (mAbs) compounds.
Operating expenses were GBP19.01 million for the year ended
December 31, 2020 as compared to GBP4.9 million for the year ended
December 31, 2019, an increase of GBP14.11 million. The increase in
cost is a result of a realisation bonus that became payable for
GBP10.29m, additional fair value charges of GBP2.7m relating to
modification of existing options and the issuance of additional
options, plus additional compliance, professional fees and legal
costs of GBP1.12m due to increased activity in the Company.
Consolidated Statement of Financial Position
At the end of the year the Group cash balance amounted to
GBP48,217k (2019: GBP153k) and the total assets of the Group
amounted to GBP51,766k (2019: GBP1,808k). To bolster our cash
reserves, the Group raised GBP52.1m via a public offering of
American Depositary Shares ("ADSs") on the NASDAQ Global Market
during 2020.
Fund raising
In the year, the Group successfully raised funds to further
progress its on-going clinical and pre-clinical pipeline.
During the year to 31 December 2020, Tiziana raised GBP62.1m
funds: GBP52.1m was raised through a public offering on the NASDAQ
Global Market, GBP6.2m through an 'At the market' sales agreement,
GBP0.1m through the issuance of a Convertible Loan Note and GBP3.7m
through the exercise of warrants and options. Funds raised by
Tiziana will be used to fund the development of the Group's
clinical stage assets Milciclib and Foralumab, to meet the Group's
ongoing liabilities in respect of license agreements, and for
general working capital purposes.
Going Concern
The Group has experienced net losses and significant cash
outflows from cash used in operating activities over the past
years, and as of December 31, 2020, had an accumulated loss of
GBP62,313k, a net loss for the year ended December 31, 2020 of
GBP20,348k and net cash used in operating activities of
GBP9,297k.
Based upon the current forecasts prepared by Management, the
potential use of cash flows from operations for the next 20 months
is GBP38.6 million. When compared to the current cash balance at
April 30, 2021 including the anticipated receipts for R&D tax
credits for 2020, the Group has enough cash to sustain operations
to December 2022. The Group noted that included in its cash
projections to December 2022 was GBP21.8m of uncommitted
expenditure, which Management could repurpose or delay the
expenditure as required.
Appointments
Non-Executive Directors
On 21 January 2020, the Group announced the appointment of Mr.
Gregor MacRae to its Board as a Non-executive Director.
On 20 July 2020, the Group announced the appointment of Mr. John
Brancaccio to its Board as a Non-executive Director. Mr Brancaccio
will Chair the Audit, Risk and Disclosure Committee.
Mr. Brancaccio, retired CPA, is a financial executive with
extensive international and domestic experience in pharmaceutical
and biotechnology for privately and publicly held companies. From
2000 to 2002, Mr. Brancaccio was the Chief Financial Officer/Chief
Operating Officer of Eline Group, an entertainment and media
company. From May 2002 until March 2004, Mr. Brancaccio was the
Chief Financial Officer of Memory Pharmaceuticals Corp., a
biotechnology company. From April 2004 until May 2017, Mr.
Brancaccio was the Chief Financial Officer of Accelerated
Technologies, Inc., an incubator for medical device companies. Mr.
Brancaccio is currently a director of Cardiff Oncology, Inc.,Rasna
Therapeutics, Inc., OKYO Pharma LTD and Hepion Pharmaceuticals,
Inc.
Resignations
Non-Executive Directors
On 18 June 2020, the Group announced that Mr. Gregor MacRae was
standing down as a director of the Company with immediate effect to
concentrate on his other business interests and activities; Mr
MacRae felt his position was better filled by an individual with a
background and greater experience in life sciences sector.
COVID-19
We remain cognisant of the potential impact of coronavirus
(COVID-19) on our operations and have taken the steps necessary to
maintain the integrity of the Company's assets and the health and
wellbeing of our employees. The Company is well financed, resilient
and well positioned to weather any financial downturn occurring as
a result of the outbreak. Indeed, the Company has raised additional
funds through an "At the Market" or "ATM" Sales Agreement with
Think Equity (a division of Fordham Financial Management, Inc.)
which raised $7.7m from the sale of ADSs.
We are also aware of the responsibility we have as a member of
the global healthcare community to develop investigational new
technologies to treat COVID-19 infections.
Outlook and strategy
We have continued to progress our pipeline of drugs to treat
rare cancers and autoimmune and inflammatory diseases.
We are developing investigational new technology to treat
COVID-19 infections, which consists of direct delivery of anti-IL-6
receptor (anti-IL-6R) monoclonal antibodies (mAbs) into the lungs
using a nasal delivery system. Preclinical studies are ongoing and
we hope to commence a trial investigating the direct delivery of an
anti-IL-6R mAb to the lungs using a portable nasal delivery system.
This treatment could be useful for different variants of COVID-19
and we are exploring these in an upcoming preclinical study.
The Company also plans to develop subcutaneous delivery of
anti_IL-6R mAb for treatment of ARDS and other inflammatory
conditions.
We have outlined our clinical development plan for Foralumab and
anticipate to commence Phase 1b and 2 trials for oral administered
Foralumab in Crohn's disease patients and nasally administered
Foralumab in multiple sclerosis patients.
For Milciclib, we are planning to initiate a Phase 2b clinical
trial in HCC patients with Milciclib in combination with a Tyrosine
kinase inhibitors such as Regorafenib or Sorafenib. The Company
also intends to evaluate milciclib in combination with standard of
care treatments for other solid tumour indications.
We recently announced an agreement we have entered into with
Takanawa Japan K.K, Pharma Team, (Takanawa) for a strategic
business development plan to Identify a clinical partner in Japan
and other Asian countries for further clinical development of
Milciclib for treatment in advanced hepatocellular carcinoma (HCC)
patients. We believe the positive clinical activity in advanced HCC
and other cancers warrant immediate further development in Japan
and other Asian countries where the prevalence of this cancer is
relatively high, and the current available therapies are not
entirely satisfactory.
Looking ahead, Tiziana is confident that it is well positioned
to advance these programs to their next respective value inflection
points.
Gabriele Cerrone
Executive Chairman
May 17, 2021
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARED 31 DECEMBER 2020
Continuing Operations Note GBP'000 GBP'000
Research and development costs (4,667) (2,910)
Operating expenses (8,724) (4,864)
Realisation bonus 5 (10,290) -
Impairment of asset 17 (217) -
Gain on disposal of Intellectual
Property 4 2,074 -
Operating loss 5 (21,824) (7,774)
Finance costs 10 (243) (72)
Loss before taxation (22,067) (7,846)
Taxation 11 1,719 540
Loss for the year attributable to
equity owners (20,348) (7,306)
=========== ==========
Other comprehensive income that
may be classified to profit and
loss in subsequent periods
Exchange differences on translation
of foreign operations 186 129
Total comprehensive loss for the
year attributable to equity owners (20,162) (7,177)
=========== ==========
Loss per share
Basic and diluted (loss) per share
on continuing operations 12 (12.0p) (5.4p)
=========== ==========
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2020
2020 2019
Note GBP'000 GBP'000
ASSETS
Non-Current assets
Property, plant and equipment 13 1 5
Finance lease receivable 16 - 113
Intangible asset 14 97 -
Right of use asset 28 262 329
Other non-current assets 17 - 217
--------- ---------
Total non-current assets 360 664
--------- ---------
Current assets
Finance lease receivable 16 111 109
Related party receivable 27 270 245
Other receivables 15 576 124
Taxation receivable 11 2,232 513
Cash and cash equivalents 48,217 153
--------- ---------
Total current assets 51,406 1,144
--------- ---------
TOTAL ASSETS 51,766 1,808
========= =========
EQUITY AND LIABILITIES
Equity
Capital and reserves attributable
to equity holders of the company
Called up share capital 19 5,838 4,099
Share premium 81,227 25,194
Capital reduction reserve 22 31,958 31,183
Shares to be issued reserve (convertible
notes) 21 - 1,099
Share based payment reserve (options) 19,22 6,319 3,850
Share based payment reserve (warrants) 19,22 475 1,812
Shares to be issued 5,22 10,290 -
Other reserve 22 (28,286) (28,286)
Translation reserve 201 15
Retained earnings 22 (62,313) (43,146)
Total equity 45,709 (4,180)
Liabilities
Non-Current liabilities
Lease Liability 27 212 411
Current liabilities
Trade and other payables 26 4,095 4,851
Lease liability 28 195 212
Related party payable 27 1,493 451
Other liabilities 62 63
Total current and non-current
liabilities 6,057 5,988
--------- ---------
TOTAL EQUITY AND LIABILITIES 51,766 1,808
========= =========
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEARED 31 DECEMBER 2020
2020 2019
GBP'000 GBP'000
Cash flows from operating activities
Loss for the year before taxation (22,067) (7,846)
Adjustments for:
Convertible loan interest accrued 216 39
Shares issued in lieu of fees 360 82
Share based payment - options 3,740 992
Share based payment - warrants 20 -
Options forfeited/cancelled in (26) -
the year
Bonus to be settled in equity 10,290 -
Net (increase) in related party
receivables (24) (225)
Net increase in related party
payables 892 342
Net decrease/(increase) in other
receivables (340) 125
Net (decrease)/increase in trade
and other payables (757) (17)
Depreciation of property, plant
and equipment 4 4
Depreciation of right-of-use
asset 67 194
(Gain)/Loss on foreign exchange 185 129
Loss on disposal of right of
use asset - 56
Impairment of SharDNA Spa 217 -
Gain from disposal of intellectual -
property (2,074)
CASH USED IN OPERATING ACTIVITIES (9,297) (6,125)
Cash inflow from taxation - 800
NET CASH USED IN OPERATING ACTIVITIES (9,297) (5,325)
--------- ---------
Cash flows from investing activities
Acquisition of property, plant
and equipment (2) (3)
Acquisition of intangible asset (97) -
NET CASH GENERATED FROM INVESTING
ACTIVITIES (99) (3)
Cash flows from financing activities
Proceeds from issuance of ordinary 57,283 -
shares
Fundraising costs (3,136) -
Proceeds from issuance of convertible
loan notes 120 1,473
Proceeds from exercise of warrants 2,682 -
Proceeds from conversion of options 727 -
Repayment of leasing liabilities (216) (157)
NET CASH GENERATED FROM FINANCING
ACTIVITIES 57,460 1,316
NET INCREASE/(DECREASE) IN CASH
AND CASH EQUIVALENTS 48,064 (4,012)
Cash and cash equivalents at
beginning of year 153 4,165
CASH AND CASH EQUIVALENTS AT OF YEAR 48,217 153
========= =========
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 DECEMBER 2020
Share Share Capital Share Share Convertible Other Shares Translation Retained Total
Capital Premium Reduction Based Based Loan Note Reserve to be Reserve Earnings Equity
Reserve Payment Payment Reserve issued
Reserve Reserve Reserve
(options) (warrants)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 January
2019 4,094 25,117 31,183 2,857 1,399 - (28,286) - (113) (35,840) 411
Issue of share capital
(private placement
and IPO) 5 77 - - - - - - - - 82
Warrants issued with
CLN - - - - 413 (413) - - - - -
Share based payment
(options) - - - 993 - - - - - - 992
Convertible loan notes
issued - - - - - 1,472 - - - - 1,473
Convertible loan note
interest - - - - - 39 - - - - 39
Total 5 77 - 993 413 1,099 - - - - 2,586
Comprehensive income
Exchange differences
on translating
foreign
operations 128 129
Comprehensive loss
for the year (7,306) (7,306)
-------- -------- ---------- ---------- ----------- ------------ --------- -------- ------------ --------- -----------
Total comprehensive
income - - - - - - - - 128 (7,306) (7,177)
-------- -------- ---------- ---------- ----------- ------------ --------- -------- ------------ --------- -----------
Balance as at 31
December
2019 4,099 25,194 31,183 3,850 1,812 1,099 (28,286) - 15 (43,146) (4,180)
Issue of share capital
(Fundraise & ATM) 1,319 56,964 - - - - - - - - 58,283
Issue of share capital
(Warrants) 191 2,491 - - - - - - - - 2,682
Issue of share capital
(in lieu of fees) 9 351 - - - - - - - - 360
Issue of share capital
(exercise of options) 88 640 - - - - - - - - 728
Issue of share capital
(Loan conversion) 132 1,716 - - - (1,848) - - - - -
Cost of fundraise - (3,136) - - - - - - - - (3,136)
Convertible loan notes
issued - - - - - 120 - - - - 120
Convertible loan note
interest - - - - - 216 - - - - 216
Share based payments
charge (warrants) - - - 259 (240) - - - - 19
Share based payment
charge (options) - - - 3,740 - - - - - - 3,740
Options
forfeited/cancelled
in the year - - (26) - - - - - - (26)
Exercise of options - 64 (1,245) - - - - - 1,181 -
Exercise of warrants - 943 (1,596) 653 - - - - -
Shares issued in lieu
of cash for
realisation
bonus - - - - - - - 10,290 - - 10,290
Reduction in share
capital - (4,000) 4,000 - - - - - - - -
Capital distribution - (3,225) - - - - - - - (3,225)
Total 1,739 56,033 775 2,469 (1,337) (1,099) - 10,290 - 1,181 70,051
Comprehensive loss
(Items that will be
reclassified to the
Statement of Income
in future periods)
Exchange differences
on translating
foreign
operations - - - - - - - - 186 - 186
Net loss for the year - - - - - - - - - (20,348) (20,348)
Total Comprehensive
loss for the year - - - - - - - 186 (20,348) (20,162)
Balance as at 31
December
2020 5,838 81,227 31,958 6,319 475 - (28,286) 10,290 201 (62,313) 45,709
----------------------- -------- -------- ---------- ---------- ----------- ------------ --------- -------- ------------ --------- -----------
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARED 31 DECEMBER 2020
1. GENERAL INFORMATION
Tiziana Life Sciences PLC is a public limited company
incorporated in the United Kingdom under the Companies Act and
quoted on the AIM market of the London Stock Exchange (AIM: TILS)
and on the NASDAQ Capital Market (NDAQ: TLSA). The Company delisted
from AIM on 21(st) January 2021 and is now trading on the main
market of the London Stock Exchange (LSE: TILS). The address of its
registered office is given on page 1. The principal activities of
the Company and its subsidiaries (the Group) are that of a clinical
stage biotechnology company focussed on targeted drugs to treat
diseases in oncology and immunology.
These financial statements are presented in thousands of pounds
sterling (GBP'000) which is the functional currency of the primary
economic environment in which the Company operates.
2. FINANCE INCOME AND COSTS
Group 2020 2019
GBP'000 GBP'000
Finance Income
Finance income received on net investment
in lease 6 1
-------- --------
Total finance income 6 1
Finance Expenses
Finance charge accrued on convertible loan
notes 236 49
Interest expense on lease liabilities 13 24
-------- --------
Total finance expenses 249 73
Net finance expense recognised in Statement
of Comprehensive Income 243 72
======== ========
3. TAXATION
2020 2019
GBP'000 GBP'000
Group
Current year tax (credit) (1,204) (518)
Adjustments in respect of prior
periods (515) (22)
Deferred tax
Origination and reversal of timing Nil Nil
differences
Total tax (credit) for period (1,719) (540)
========== ==========
The tax charge for the year is different
from the standard rate of corporation
tax in the United Kingdom of 19%.
The difference can be reconciled
as follows:
Loss before taxation (22,067) (7,846)
========== ==========
Loss charged at standard rate of
corporation tax 19% (4,193) (1,491)
Movement in unrecognised deferred
tax 1,025 (189)
Expenses not deductible for taxation 3,883 1,353
Adjustments due to prior periods (515) (22)
Research and development claim (518) (223)
Income not taxable for tax purposes (1,356) -
Consolidation adjustment in relation
to foreign exchange movements (45) 32
---------- ----------
(1,719) (540)
========== ==========
No deferred tax asset has been recognised in respect of trading
losses carried forward because of uncertainty as to when these
losses will be recoverable.
The amount of tax losses for which no deferred tax assets has
been recognised is GBP4,814k (2019: GBP2,756k).
4. LOSS PER SHARE
Basic loss per share is calculated by dividing the loss
attributable to equity holders of the company by the weighted
average number of ordinary shares in issue during the year.
2020 2019
(Loss) attributable to equity holders of
the Company (GBP) (20,348,519) (7,306,423)
Weighted average number of ordinary shares
in issue 169,065,390 136,482,627
Basic loss per share (pence per share) (12.0) (5.4)
============= ============
As the Group is reporting a loss from continuing operations for
the year then, in accordance with IAS 33, the share options are not
considered dilutive because the exercise of the share options would
have an anti-dilutive effect. The basic and diluted earnings per
share as presented on the face of the Income Statement are
therefore identical. All earnings per share figures presented above
arise from continuing and total operations and therefore no
earnings per share for discontinued operations are presented.
5. OTHER RECEIVABLES
2020 2019
GBP'000 GBP'000
Group
VAT Receivable 61 16
Funds due for options exercised 140 -
Security deposits receivable 99 87
Prepayments 276 21
--------
576 124
======== ========
6. SHARE CAPITAL
Company and Group 2020 2019 2020 2019
Ordinary Shares GBP000 GBP000
In issue at 1 January 136,654,516 136,463,818 4,099 4,094
Issued for cash 43,979,245 - 1,319 -
Issued in lieu of
consultancy fees 281,250 190,698 9 5
Conversion of warrants 6,365,428 - 191 -
Conversion of Loan 4,406,125 - 132 -
Exercise of options 2,925,725 - 88 -
Commission and Interest - -
------------ ------------ ------- --------
In issue at 31 December 194,612,289 136,654,516 5,838 4,099
============ ============ ======= ========
7. TRADE AND OTHER PAYABLES
Group 2020 2019
GBP000 GBP000
Trade payables 2,466 3,178
Accruals 1,629 1,673
4,095 4,851
======== ========
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END
FR FLFILEVITLIL
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