Exhibit 99.1
EVAXION BIOTECH A/S
INDEX TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
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Notes to Unaudited Condensed Consolidated Interim Financial Statements | 6 |
1
EVAXION BIOTECH A/S
Unaudited Condensed Consolidated Interim Statements of Comprehensive Loss
Three Months Ended | Six Months Ended | |||||||||||
June 30, | June 30, | |||||||||||
| 2021 |
| 2020 |
| 2021 |
| 2020 | |||||
(USD in thousands, except per share amounts) | ||||||||||||
Operating expenses: |
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Research and development | $ | | $ | | $ | | $ | | ||||
General and administrative | | |
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Total operating expenses | | |
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Operating loss | ( | ( |
| ( |
| ( | ||||||
Finance income | | |
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Finance expenses | ( | — |
| ( |
| ( | ||||||
Net loss before tax | ( | ( |
| ( |
| ( | ||||||
Income tax benefit | | |
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Net loss for the period | $ | ( | $ | ( | $ | ( | $ | ( | ||||
Net loss attributable to shareholders of Evaxion Biotech A/S | $ | ( | $ | ( | $ | ( | $ | ( | ||||
Other comprehensive income that may be reclassified to profit or loss in subsequent periods: |
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Exchange differences on translation of foreign operations | ( | ( |
| ( |
| ( | ||||||
Tax on other comprehensive income | | — |
| — |
| — | ||||||
Other comprehensive income that will not be reclassified to profit or loss in subsequent periods: |
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Exchange differences on currency translation to presentation currency | | |
| ( |
| ( | ||||||
Other comprehensive loss for the period, net of tax | $ | | $ | | $ | ( | $ | ( | ||||
Total comprehensive loss | $ | ( | $ | ( | $ | ( | $ | ( | ||||
Total comprehensive loss attributable to shareholders of Evaxion Biotech A/S | $ | ( | $ | ( | $ | ( | $ | ( | ||||
Loss per share – basic and diluted | $ | ( | $ | ( | $ | ( | $ | ( |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
2
EVAXION BIOTECH A/S
Unaudited Condensed Consolidated Interim Statements of Financial Position
June 30, | December 31, | |||||||
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| 2021 |
| 2020 | ||||
Note | (USD in thousands) | |||||||
ASSETS | ||||||||
Non-current assets |
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Intangible assets | $ | | $ | | ||||
Deferred tax assets |
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Property and equipment | 2 |
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Government grants receivable |
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Tax receivables |
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| — | ||||
Leasehold deposits |
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Total non-current assets |
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Current assets |
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Prepayments and other receivables |
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Deferred offering costs |
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Government grants receivable |
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Tax receivables |
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Cash and cash equivalents |
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Total current assets |
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TOTAL ASSETS | $ | | $ | | ||||
EQUITY AND LIABILITIES |
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Share capital | 6 | $ | | $ | | |||
Other reserves |
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Accumulated deficit |
| ( |
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Total equity |
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Non-current liabilities |
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Lease liabilities |
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| — | ||||
Provisions |
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Total non-current liabilities |
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Current liabilities |
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Lease liabilities |
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Trade payables |
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Other payables |
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Total current liabilities |
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Total liabilities |
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TOTAL EQUITY AND LIABILITIES | $ | | $ | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
3
EVAXION BIOTECH A/S
Unaudited Condensed Consolidated Interim Statements of Changes in Equity
Other reserves | |||||||||||||||||
Foreign | |||||||||||||||||
currency | |||||||||||||||||
Share | Share | translation | Accumulated | Total | |||||||||||||
| Note |
| capital |
| premium |
| reserve |
| Deficit |
| equity | ||||||
(USD in thousands) | |||||||||||||||||
Equity at December 31, 2020 |
| $ | | $ | | $ | | $ | ( | $ | | ||||||
Net loss for the period |
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| — |
| — |
| — |
| ( |
| ( | ||||||
Other comprehensive income |
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| — |
| — |
| ( |
| — |
| ( | ||||||
Tax effects on other comprehensive income | — | — | ( | — | ( | ||||||||||||
Share-based compensation | 5 |
| — |
| — |
| — |
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Issuance of shares for cash |
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| — |
| — |
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Transaction costs |
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| ( |
| — |
| — |
| ( | ||||||
Equity at March 31, 2021 |
| $ | | $ | | $ | ( | $ | ( | $ | | ||||||
Net loss for the period | — | — | — | ( | ( | ||||||||||||
Other comprehensive income | — | — | | — | | ||||||||||||
Tax effects on other comprehensive income | — | — | | — | | ||||||||||||
Share-based compensation | 5 | — | — | — | | | |||||||||||
Equity at June 30, 2021 | $ | | $ | | $ | ( | $ | ( | $ | |
Other reserves | |||||||||||||||||
Foreign | |||||||||||||||||
currency | |||||||||||||||||
Share | Share | translation | Accumulated | Total | |||||||||||||
| Note |
| capital |
| premium |
| reserve |
| Deficit |
| equity | ||||||
| (USD in thousands) | ||||||||||||||||
Equity at December 31, 2019 |
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| $ | | $ | | $ | ( | $ | ( | $ | | |||||
Net loss for the period |
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| — |
| — |
| — |
| ( |
| ( | |||||
Other comprehensive income |
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| — |
| — |
| ( |
| — |
| ( | |||||
Share-based compensation |
| 5 |
| — |
| — |
| — |
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Equity at March 31, 2020 |
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| $ | | $ | | $ | ( | $ | ( | $ | | |||||
Net loss for the period | — | — | — | ( | ( | ||||||||||||
Other comprehensive income | — | — | | — | | ||||||||||||
Share-based compensation | 5 | — | — | — | | | |||||||||||
Equity at June 30, 2020 | $ | | $ | | $ | ( | $ | ( | $ | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
4
EVAXION BIOTECH A/S
Unaudited Condensed Consolidated Interim Statements of Cash Flows
Six Months Ended | ||||||
June 30, | ||||||
| 2021 |
| 2020 | |||
(USD in thousands) | ||||||
Operating activities: |
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Net loss for the period | $ | ( | $ | ( | ||
Adjustments for non-cash items |
| ( |
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Income taxes received | — | | ||||
Interest paid |
| ( |
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Cash flow from operating activities before changes in working capital |
| ( |
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Cash flow from changes in working capital: |
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Changes in net working capital |
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Net cash used in operating activities |
| ( |
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Investing activities: |
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Investment in intangible assets |
| ( |
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Purchase of property and equipment |
| ( |
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Receipt (payment) of non-current financial assets – leasehold deposits |
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| ( | ||
Net cash used in investing activities |
| ( |
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Financing activities: |
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Proceeds from issuance of shares |
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| — | ||
Transaction costs related to issuance of shares |
| ( |
| — | ||
Leasing installments |
| ( |
| ( | ||
Net cash provided by/ (used in) financing activities |
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| ( | ||
Net increase/ (decrease) in cash and cash equivalents |
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Cash and cash equivalents at January 1 |
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Exchange rate adjustments on cash and cash equivalents |
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Cash and cash equivalents at June 30 | $ | | $ | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
5
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
Note 1. General Company Information
Evaxion Biotech A/S (the “Company” or “Evaxion”) is an artificial intelligence (“AI”)-immunology platform company that uses its proprietary AI technology, engineering expertise and drug development know-how to simulate the human immune system and generate predictive models to identify and develop immunotherapies for patients in the global market. Unless the context otherwise requires, references to the “Company,” “we,” “us,” and “our”, refer to Evaxion Biotech A/S and its subsidiaries.
Evaxion is a public limited liability company incorporated and domiciled in Denmark with its registered office located at Dr. Neergaards Vej 5f, DK-2970 Hørsholm, Denmark.
On February 5, 2021, the Company completed an initial public offering which resulted in the listing of American Depositary Shares, or ADSs, representing the Company's ordinary shares, under the symbol "EVAX" in the United States on The Nasdaq Capital Market.
The unaudited condensed consolidated interim financial statements of Evaxion Biotech and its subsidiary (collectively, the “Group”) for the three and six months ended June 30, 2021 and 2020, were approved, and authorized for issuance, by the Audit Committee of the board of directors on August 10, 2021.
Liquidity
We anticipate incurring additional losses until such time, if ever, we can complete our research and development (“R&D”) activities and obtain an out-licensing partnership for our product candidates and generate revenues from such product candidates. Substantial additional financing will be needed by us to fund our operations and to continue development of our product candidates.
We expect to finance cash needs through equity offerings, debt financings or other capital sources, including potential collaborations, licenses and other similar arrangements.
We may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of current shareholders could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of the current shareholders. Debt financing and equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise funds through collaborations, licenses and other similar arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable and/or may reduce the value of our ordinary shares. Failure to raise capital or enter into such other arrangements when needed could have a negative impact on financial conditions and our ability to pursue our business plans and strategies. If we are unable to raise additional capital when needed, we could be forced to delay, limit, reduce or terminate our product candidate development or grant rights to develop and market our product candidates.
Note 2. Summary of Significant Accounting Policies
Basis of preparation
The unaudited condensed consolidated interim financial statements of the Company are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting. Certain information and disclosures normally included in the annual consolidated financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) have been condensed or omitted. Accordingly, these unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s audited annual consolidated financial statements for the year ended December 31, 2020 and accompanying notes, which have been prepared in accordance with IFRS as issued by the International Accounting Standards Board.
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Notes to the Unaudited Condensed Consolidated Interim Financial Statements
The accounting policies applied are consistent with the accounting policies as outlined in the basis of presentation section included in Note 2 of the audited financial statements as of and for the year ended December 31, 2020. As of January 1, 2021, the following accounting policy in respect of foreign currency translation is now relevant:
Intragroup receivables to foreign operations for which settlement is neither planned nor likely to occur in the foreseeable future are treated as part of the net investment, and the gain or loss on foreign currency translation of such receivables is recognized in other comprehensive income and classified as part of the foreign currency translation reserve.
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates and requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the unaudited condensed consolidated interim financial statements are disclosed in Note 3.
Right-of-use assets
The Company recognizes a right-of-use asset at the lease commencement date (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost less any accumulated depreciation and impairment losses and adjusted for certain remeasurements of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, lease payments made at or before the commencement date less any lease incentives received, initial direct costs incurred, and restoration costs.
Right-of-use assets are depreciated over the shorter of the lease term and the useful life of the right-of-use asset using the straight-line method. In addition, right-of-use assets are reduced by impairment losses, if any, and adjusted for certain remeasurements.
The Company’s right-of-use assets are presented within property and equipment.
Property and equipment
Property and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Depreciation is recognized on a straight-line basis over the estimated useful lives of the assets, as follows:
Assets |
| Useful life |
Properties | Shorter of lease term and useful life of the asset | |
Other equipment |
Reclassifications of prior period presentation
Certain items in prior year condensed consolidated financial statements have been reclassified to conform to the current period’s presentation.
Standards issued but not yet effective
There were a number of standards and interpretations which were issued but were not yet effective at June 30, 2021 and have not been adopted for these financial statements, including:
● | Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (January 1, 2023) |
● | Amendment to IAS 37 Provisions, contingent liabilities and contingent assets, Onerous Contracts— Cost of Fulfilling a Contract (January 1, 2022) |
● | Amendments to IAS 16 Property, Plant and Equipment, proceeds before intended use (January 1, 2022) |
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Notes to the Unaudited Condensed Consolidated Interim Financial Statements
● | Annual Improvements 2018-2020 (January 1, 2022) |
● | Amendment to IAS 1 Presentation of Financial Statements: Disclosure of Accounting Policies (January 1, 2023) |
● | Amendment to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates (January 1, 2023) |
● | Amendments to IFRS 16 Leases: COVID-19-Related Rent Concessions beyond June 30, 2021 (April 1, 2021) |
The Company expects to adopt these standards, updates and interpretations when they become mandatory. These standards are not expected to have a significant impact on disclosures or amounts reported in the Company’s financial statements in the period of initial application and future reporting periods.
Note 3. Significant Accounting Judgements, Estimates, and Assumptions
In the application of our accounting policies, the Company is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The unaudited condensed consolidated interim financial statements do not include all disclosures for critical accounting judgments and estimation uncertainties that are required in the annual consolidated financial statements, and therefore, should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2020.
Significant accounting estimates made in the process of applying our accounting policies and that have the most significant effect on the amounts recognized in our unaudited condensed consolidated interim financial statements relate to share-based compensation. See Note 5 below for additional information regarding stock-based compensation.
There have been no other changes to the application of critical accounting judgments, or estimation uncertainties regarding accounting estimates.
Note 4. Significant Events in the Reporting Period
Impact from COVID-19
The Company is closely monitoring the potential impact of COVID-19 on the 2021 financial results and cash flows and beyond. The Company’s top priority remains the health and safety of its staff and the patients in the studies. The Company maintains compliance with government and health authorities. Additionally, we have adapted the way in which we work to ensure we are doing our part in reducing transmission of COVID-19.
The Company has worked closely with laboratories and investigators to ensure safe continuation and working requirements of our ongoing research activities and human clinical trials. The Company has not experienced a materially negative impact from COVID-19. As of June 30, 2021, the impact of the COVID-19 pandemic continues to unfold. As events continue to evolve and additional information becomes available, our estimates may change materially in the future.
While business travel has been suspended, the Company has remained active and effective in the process of raising capital with institutional investors by conducting key meetings on a virtual basis.
8
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
Note 5. Share-Based Payments
Warrant Program and Amendments
The Company’s Articles of Association allow for the granting of equity compensation, in the form of equity settled warrants, to employees, consultants and Scientific Advisory Board members who provide services similar to employees, members of executive management, and the board of directors. The warrants granted in 2018 or prior become exercisable upon an exit event, which triggers an immediate vesting, or at any time as determined by the board of directors in accordance with the terms of the plan. The warrants granted in 2020 vest either gradually over
On January 4, 2021, the Company effected its Stock Split which also resulted in a reduction of the nominal value of the Company’s ordinary shares from DKK
The following schedule specifies the granted warrants:
Weighted Average | ||||
Exercise | ||||
Number of | Price/Share | |||
| warrants |
| (DKK) | |
Warrants granted as at December 31, 2020 |
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Warrants granted |
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Warrants forfeited |
| ( |
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Warrants cancelled |
| ( |
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Warrants granted as at June 30, 2021 |
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Warrants exercisable as at June 30, 2021 |
| – |
| — |
Weighted Average | ||||
Exercise | ||||
Number of | Price/Share | |||
| warrants |
| (DKK) | |
Warrants granted as at December 31, 2019 |
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Warrants granted |
| – |
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Warrants forfeited |
| ( |
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Warrants cancelled |
| ( |
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Warrants granted as at June 30, 2020 |
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Warrants exercisable as at June 30, 2020 |
| – |
| — |
Employees will be entitled to receive a number of warrants based on the individual employee’s grade and performance for 2021. The warrants will be granted in December 2021 at the share price equal to the fair market value thereof on the date of grant and will vest monthly over
For the three months ended June 30, 2021 and 2020, a service cost of $
9
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2021 and 2020, a service cost of $
Subsequent to the Company’s initial public offering completed in February 2021 ("IPO"), determining the initial fair value and subsequent accounting for equity awards require significant judgment regarding expected life and volatility of an equity award; however, as a public listed company there is objective evidence of the fair value of an ordinary share on the date an equity award is granted. Due to the fact that as of 2021, warrants will be granted at the share price on the date of grant, fair value comprises a time value which is significantly affected by the expected life and estimated volatility. The expected life of a warrant is based on the assumption that the holder will not exercise until after the equity award is fully vested. Actual exercise patterns may differ from the assumption used herein. The estimated volatility is based on peer group data and reflects the assumption that the historical volatility over a period similar to the life of the warrant is indicative of future trends, which may not necessarily be the actual outcome. The peer group consists of listed companies that management believes are similar to the Company in respect to industry and stage of development. Even with objective evidence of the fair value of an ordinary share, small changes in any other individual assumption or in combination with other assumptions could have resulted in significantly different valuations.
Note 6. Capital Structure and Financial Matters
Share Capital – Ordinary Shares
The following are changes in the Company’s share capital for the period ended June 30, 2021:
Number of | Share Capital | |||
Ordinary Shares | (DKK in thousands) | |||
Share capital, December 31, 2020 |
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Capital increase at February 9, 2021 for initial public offering |
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Share capital, June 30, 2021 |
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Note 7. Events After the Reporting Period
Commencement of research laboratory facility
On October 23, 2020, we entered into a lease agreement for
The initial monthly payment for this laboratory space is expected to be between $
10