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BerGenBio

Interim / Quarterly Report Aug 21, 2024

3555_rns_2024-08-21_f8a16adf-b767-4fd5-a0be-44150df41d91.pdf

Interim / Quarterly Report

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Interim report Q2 and half year 2024

Advancing selective AXL inhibition

BerGenBio's Second Quarter 2024 Results: Solid clinical and financial progress

We are exclusively focused on the development of bemcentinib in 1L NSCLC patients with mutations in the STK11 gene which occur in ~20% of non-squamous NSCLC patients. Our BGBC016 study in this patient population continued to progress well during the quarter as we completed enrollment of the Ph1b part of the study, initiated the planned second dose in the on-going Ph2a study and completed the Ph2a site activations. The study is progressing without modifications, and we are pleased to see the engagement from sites and investigators. We look forward to being able to share preliminary Ph2a efficacy data as they mature.

We are pleased to announce that we have joined forces with Tempus to establish a prospective synthetic control arm which will provide a contextual benchmark for the BGBC016 Ph2a study results and potentially accelerate the development of bemcentinib. This innovative approach may serve as a model for drug development in the future.

With the successful outcome of the warrant exercise in June the cash position at the end of the quarter was MNOK 200. Our use of cash continues to be within our guidance of ~40 MNOK average per quarter.

Martin Olin, Chief Executive Officer

Highlights

BGBC016 1L NSCLC STK11m study progressing well

  • Data Safety Monitoring Board review supported safety and tolerability of bemcentinib in combination with standard of care therapy in the 3rd and final cohort of 150mg/day
  • Enrollment in the Ph1b part is completed
  • 2nd dose (150mg/day) initiated in the Ph2a part of the study
  • All sites activated for the Ph2a portion of the study and patients are currently being recruited

Innovative approach with leading genomic AI provider to potentially accelerate development of bemcentinib

BGB and Tempus entered into a collaboration to provide prospective clinical data in STK11m patients

Stable cash use and strengthened financial position

  • Operating expenses at NOK 90.5 million for first half 2024 compared to NOK 120.2 million in first half 2023, and NOK 50.8 million in Q2 2024 compared to NOK 47.8 million in Q2 2023.
  • Secured gross funding of NOK 138.9 million from warrant exercise securing funding into H2 2025
  • Q2 2024 cash position of NOK 200.1 million, net cash flow during the quarter was NOK 83.2 million

Q2 2024 Financial highlights

(NOK million) Q2 2024 Q2 2023 YTD 2024 YTD 2023 FY 2023
Operating revenues 0.0 0.0 0.2 0.0 0.4
Operating expenses 50.8 47.8 90.7 120.2 192.2
Operating profit (-loss) (50.8) (47.8) (90.5) (120.2) (191.8)
Profit (-loss) after tax (49.7) (48.8) (85.8) (120.8) (190.4)
Basic and diluted earnings (loss) per share (NOK) (1.39) (14.51) (2.73) (56.64) (13.30)
Net cash flow in the period 83.2 154.2 40.7 79.0 2.8
Cash position end of period 200.1 226.0 200.1 226.0 156.4

Cash Flow

Cash position

Q2 2024 and post period clinical highlights Interim Report Q2 2024

Clinical Development

Bemcentinib

BerGenBio's lead compound, bemcentinib, is a potentially first-in-class, oral, highly selective inhibitor of the receptor tyrosine kinase AXL, which is expressed and activated in response to oxidative stress, inflammation, hypoxia and drug treatment, resulting in several deleterious effects in cancer and severe respiratory infections. Bemcentinib selectively inhibits AXL activation to prevent the progression of serious diseases through the modulation of resistance mechanisms and the adaptive immune system.

Bemcentinib is currently being developed in 1L non-squamous NSCLC STK11m and severe respiratory infections. Its novel mechanisms of action and primary accumulation in the lungs, uniquely position it to address these severe lung diseases.

Bemcentinib + Standard of Care in 1L STK11m NSCLC (BGBC016)

The Company continues to execute on the conduct of BGBC016, a global, open-label Phase 1b/2a study designed to determine the safety, tolerability and efficacy of bemcentinib in combination with standard of care treatments in untreated advanced/metastatic non-squamous NSCLC patients with STK11m and no actionable mutations. In the quarter, the patient enrollment in all three cohorts (75mg, 100mg, and 150mg) of the Ph1b part was completed. In addition, all sites for the Ph2a part were activated, and recruitment is currently on-going. Post-quarter in July 2024, we announced a positive review of the safety data of the final cohort of the phase 1b part, by the Independent Data Safety Monitoring Board, allowing the expansion of the bemcentinib doses in the Ph2 portion of the study to include 150 mg daily – in addition to the 100 mg daily dose already included previously in the Ph2a part.

Post-quarter in August 2024, we announced a collaboration with Tempus, a leader in the field of artificial-intelligence guided precision medicine. The parties will work collaboratively to identify a group of 1L STK11m NSCLC patients with similar mutational profiles that have been prospectively treated with standard of care treatments under Tempus' proprietary platform. The Company plans to use these comparison data to further evaluate the efficacy results of the Ph2a portion of BGBC016, to accelerate the development of bemcentinib.

Bemcentinib + pacritinib in advanced adenocarcinoma lung cancer (BGBIL025)

Preparatory activities are underway for this study which is led by the University of Texas at San Antonio under the direction of Dr. Josephina Taverna, M.D., Assistant Professor. The study is being undertaken under a collaborative study agreement between UTSA, Sobi® and BGB and is fully funded by a NIH grant.

Q2 2024 financial review

Financial Results (Figures in brackets = same period 2023 unless stated otherwise)

Revenue for the second quarter 2024 amounted to NOK 0 million (NOK 0 million) and for the first half year 2024 NOK 0.2 million (NOK 0.0 million).

Total operating expenses for the second quarter 2024 amounted to NOK 50.8 million (NOK 47.8 million) and for the first half year 2024 NOK 90.7 million (NOK 120.2 million).

Payroll and other employee related costs in the second quarter were NOK 10.9 million (NOK 17.5 million) and for the first half year 2024 NOK 21.1 million (NOK 31.4 million). The decrease in Q2 2024 and YTD compared to 2023 is related to the effect of the restructuring announced in May 2023.

Employee share option cost in the second quarter was NOK 1.8 million (cost of NOK 0.2 million) and for the first half year 2024 NOK 3.4 million (NOK 1.8 million).

Other operating expenses amounted to NOK 38.0 million (NOK 30.1 million) for the second quarter and NOK 66.0 million (NOK 87.0 million) for the first half year 2024. Operating expenses were driven by the timing of cost of the clinical studies and drug supply. The increase in spending from Q1 to Q2 2024 is related to expansion of the BGBC016 study into Ph2a including up-front procurement of Standard of Care (SoC) drug. SoC procurement will vary between quarters, but we expect average quarterly cash use to be ~ NOK 40 million.

The operating loss for the second quarter came to NOK 50.8 million (NOK 47.8 million) and for the first half year 2024 NOK 90.5 million (NOK 120.2 million), reflecting the level of activity related to the clinical study conduct.

Net financial items amounted to a profit of NOK 1.0 million (loss of NOK -1.1 million) for the second quarter affected by gain on foreign exchange deposit accounts. For the first half year 2024 the net financial items amounted to a profit of NOK 4.7 million (loss of NOK -0.6 million).

Losses after tax for the second quarter were NOK 49.7 million (NOK 48.8 million) and for the first half year 2024 NOK 85.8 million (NOK 120.8 million).

Financial Position

Total assets as of 30 June 2024 increased to NOK 218.5 million (NOK 135.4 million as of 31 March 2024) mainly due to the proceeds from the gross funding of NOK 138.9 MNOK from warrants exercised in April 2024 reduced by the operational loss in the period.

Total liabilities were NOK 43.2 million as of 30 June 2024 (NOK 42.1 million as of 31 March 2024).

Total equity as of 30 June 2024 was NOK 175.3 million (NOK 93.3 million as of 31 March 2024), corresponding to an equity ratio of 80.2% (68.9% as of 31 March 2024).

Q2 2024 financial review

Cash Flow

Net cash flow from operating activities was negative by NOK 46.7 million in the second quarter (negative by 63.3 million) and NOK 89.3 million for the first half year 2024 (NOK 138.7 million), mainly driven by the level of activity in the clinical studies and drug development.

Net cash flow from investing during the second quarter was NOK 0.02 million (NOK 0.1 million) and for the first half year 2024 NOK 0.2 million (NOK 0.4 million).

Net cash flow from financing activities in second quarter 2024 was NOK 129.8 million (negative by NOK 217.4 million) and for the first half year 2024 NOK 129.7 million (NOK 217.4 million).

Cash and cash equivalents increased to NOK 200.1 million by 30 June 2024 (from NOK 117.3 by 31 March 2024 and a decrease from NOK 226.0 by 30 June 2023).

Q2 2024 Risk, uncertainties and outlook

Risk and uncertainties

BerGenBio is exposed to a number of risk factors: financial risks, technology risks, competitive risks, patent and IP risks, regulatory and commercial risks.

The Risk and uncertainties section of the board of directors' report in the Annual report from 2023 contains a detailed description of these risks.

Outlook

The Company continues its work towards upcoming milestones focused on the clinical development of bemcentinib in NSCLC STK11m patients.

The cash position at end of Q2 2024 was NOK 200.1 million. The cash position combined with a singular focused strategy, will in the opinion of the Board enable the Group to maintain adequate resources to continue the advancement of bemcentinib in NSCLC towards delivering new treatment options for patients in need and value for shareholders.

Responsibility Statement

The board today considered and approved the condensed, consolidated financial statement for the six months ending 30 June 2024 for BerGenBio. The half year report has been prepared in accordance with IAS 34 Interim Financial Reporting as endorsed by the EU and additional Norwegian regulation.

We confirm, to the best of our knowledge that the financial statements for the period 1 January to 30 June 2024 have been prepared in accordance with current applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the entity and the group taken as a whole.

We also confirm that the Board of Directors' Report includes a true and fair view of the development and performance of the business and the position of the entity and the group, together with a description of the principal risks and uncertainties facing the entity and the group.

Bergen 20 August 2024

Board of Directors and CEO of BerGenBio ASA

Anders Tullgren, Chairman Sally Bennett

Debra Barker Martin Olin, CEO

Condensed consolidated statement of profit and loss and other comprehensive income

(NOK 1000) Unaudited Note Q2 2024 Q2 2023 YTD 2024 YTD 2023 FY 2023
Revenue 0 0 167 0 354
Expenses
Payroll and other related employee cost 3 10,889 17,455 21,067 31,369 52,428
Employee
share
option
cost
3 1,778 198 3,429 1,768 3,177
Depreciation 2 105 7 210 14 223
Other
operating expenses
6 37,987 30,103 65,983 87,035 136,345
Total operating expenses 50,760 47,762 90,690 120,185 192,172
Operating profit/-loss (50,760) (47,762) (90,523) (120,185) (191,819)
Finance income 2,399 2,008 6,752 5,121 13,409
Finance expense 1,359 3,081 2,066 5,769 11,991
Financial items, net 1,040 (1,073) 4,686 (648) 1,418
Profit before
tax
(49,720) (48,836) (85,837) (120,833) (190,401)
Income tax
expense
0 0 0 0 0
Profit after
tax
(49,720) (48,836) (85,837) (120,833) (190,401)
Other
comprehensive
income
Items which may be reclassified over
profit and loss
Exchange differences on translation of
foreign operations
(55) 932 214 1,197 1,167
Total comprehensive income for the
period
(49,775) (47,903) (85,623) (119,636) (189,234)
Earnings
per share:
-
Basic and diluted per share
7 (1.39) (14.51) (2.73) (56.64) (13.30)

Condensed consolidated statement of financial position

(NOK 1000) Unaudited Note 30 JUN 2024 30 JUN 2023 31 DEC 2023
ASSETS
Non-current assets
Property, plant and equipment 221 29 431
Total non-current
assets
221 29 431
Current assets
Other current assets 5, 8 18,131 14,437 17,482
Cash and cash equivalents 200,119 225,981 156,421
Total current assets 218,250 240,417 173,904
TOTAL ASSETS 218,470 240,446 174,335
EQUITY AND LIABILITIES
Equity
Paid
in capital
Share
capital
9 39,087 262,053 268,869
Share
premium
9 8,793 0 854
Other paid in capital 4, 9 50,457 45,620 46,987
Total paid in capital 98,337 307,673 316,710
Retained earnings 9 76,927 (119,636) (189,234)
Total equity 175,263 188,037 127,476
Current
liabilities
Accounts
payable
8,624 39,906 18,605
Other
current
liabilities
34,582 12,504 28,212
Provisions 1 0 42
Total current liabilities 43,207 52,409 46,859
Total liabilities 43,207 52,409 46,859
TOTAL EQUITY AND LIABILITIES 218,470 240,446 174,335

Condensed consolidated statement of changes in equity

(NOK 1000) Unaudited Note Share
capital
Share
premium
Other
paid
in
capital
Retained
earnings
Total
equity
Balance at 1 January 2024 268,869 854 46,987 (189,234) 127,476
Loss for the period (85,837) (85,837)
Other comprehensive income (loss) for the
period, net of income tax
214 214
Total comprehensive income for the period 0 0 0 (85,623) (85,623)
Recognition of share-based payments 3, 4 3,470 3,470
Issue of ordinary shares 9 122,002 31,111 153,113
Share
issue
costs
9 (23,172) (23,172)
Captial
reduction
(not registered
at 30 June)
(351,784) 351,784 0
Transactions with owners (229,782) 7,939 3,470 351,784 133,411
Balance at 30 June 2024 39,087 8,793 50,457 76,927 175,263
(NOK 1000) Unaudited Note Share
capital
Share
premium
Other
paid
in
capital
Retained
earnings
Total
equity
Balance at 1 January 2023 8,866 35,780 43,852 0 88,498
Loss for the period (120,833) (120,833)
Other comprehensive income (loss) for the
period, net of income tax
1,197 1,197
Total comprehensive income for the period 0 0 0 (119,636) (119,636)
Recognition of share-based payments 3, 4 1,768 1,768
Issue of ordinary shares 9 253,187 253,187
Share issue costs 9 (35,780) (35,780)
Transactions with owners 253,187 (35,780) 1,768 0 219,175
Balance at 30 June 2023 262,053 (0) 45,620 (119,636) 188,037

Condensed consolidated statement of cash flow

(NOK 1000) Unaudited Note Q2 2024 Q2 2023 YTD 2024 YTD 2023 FY 2023
Cash flow from operating activities
Profit (loss) before
tax
(49,720) (48,836) (85,837) (120,833) (190,401)
Adjustments
for:
Depreciation of property, plant and
equipment
105 7 210 14 223
Share-based
payment
expense
3, 4 1,777 198 3,470 1,768 3,135
Movement in provisions and pensions 1 0 (41) 0 42
Currency -gains/+loss not related to
operating activities
361 2,125 (2,830) 5,060 (1,613)
Net interest
received
(19) (70) (63) (358) (3,055)
Working
capital
adjustments:
0
Decrease/-increase in trade and other
receivables and prepayments
(371) (1,849) (815) 1,423 (1,622)
Increase/-decrease in trade and other
payables
1,196 (14,873) (3,405) (25,798) (31,809)
Net cash flow from operating activities (46,669) (63,298) (89,310) (138,724) (225,101)
Cash flows from investing activities
Interest
received
19 70 63 358 3,055
Sale of property, plant and equipment 0 0 167 0 0
Net cash flow used in investing
activities
19 70 229 358 3,055
Cash flows from financing activities
Proceeds from issue of share capital 9 138,874 253,187 138,874 253,187 262,048
Share
issue
costs
9 (8,933) (35,780) (8,933) (35,780) (36,971)
Cash payments for the principal portion
of the lease liability
(104) (206) 0 (193)
Net cash flow from financing activities 129,837 217,407 129,735 217,407 224,884
Effects of exchange rate changes on cash
and cash equivalents
(416) (1,192) 3,044 (3,863) 2,780
Net increase/(decrease) in cash and cash
equvivalents
83,187 154,179 40,654 79,041 2,838
Cash and cash equivalents at beginning of
period
117,348 72,994 156,421 150,803 150,803
Cash and cash equivalents at end of
period
200,119 225,981 200,119 225,981 156,421

Selected notes to the interim consolidated financials

Note 1 Corporate information

BerGenBio ASA ("the Company") and its subsidiary (together "the Group") is a clinical stage biopharmaceutical company focused on developing novel medicines for aggressive diseases, including advanced, treatment-resistant cancers and severe respiratory infections.

BerGenBio ASA is a public limited liability company incorporated and domiciled in Norway. The address of the registered office is Møllendalsbakken 9, 5009 Bergen, Norway.

The condensed interim financial information is unaudited. These interim financial statements cover the three and sixmonth period ended 30 June 2024 and were approved for issue by the Board of Directors on 20 August 2024.

Note 2 Basis for preparation and significant accounting policies

Basis for preparation and significant accounting policies

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the year ended 31 December 2023.

No new standards have been applied in 2024.

Amounts are in Norwegian kroner (NOK) and presented in 1,000 NOK unless stated otherwise. The functional currency of the group is NOK.

Basis for consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as of 30 June 2024. The subsidiaries are BerGenBio Limited, located in Oxford in the United Kingdom and BerGenBio ApS in Denmark. Both are 100% owned and controlled by the parent company BerGenBio ASA.

Estimates and assumptions

Preparation of the accounts in accordance with IFRS requires the use of judgment, estimates and assumptions that have consequences for recognition in the balance sheet of assets and liabilities and recorded revenues and expenses. The use of estimates and assumptions are based on the best discretionary judgment of the Group's management. The Group works continuously to ensure financial flexibility in the short and long term to achieve its strategic and operational objectives.

Capital markets are used as a source of liquidity when this is appropriate and when conditions in these markets are acceptable. In June 2023 the company secured in total gross NOK 250 million in new equity from a rights issue. Cash position at end of June 2024 was NOK 200 million, and the Board of Directors has reasonable expectation that the Group will maintain adequate resources to continue in operational existence for the foreseeable future. The interim financial statements are prepared under the going concern assumption.

Note 3 Payroll and related expenses

Q2 2024 Q2 2023 YTD 2024 YTD 2023 FY 2023
Salaries 7,312 11,324 14,405 22,748 39,720
Social security tax 722 1,556 1,423 3,102 6,947
Pension expense 775 929 1,470 1,828 3,256
Short term incentive 0 0 0 0 4,900
Other remuneration 2,162 3,814 3,931 4,132 2,655
Government grants 1) (81) -168 (161) (441) (5,050)
Total payroll and other employee related
cost
10,889 17,455 21,067 31,369 52,428
Share option expense employees 1,777 198 3,470 1,768 3,135
Change in accrued social security tax on share
options
1 0 (41) 0 42
Total employee share option cost 1,778 198 3,429 1,768 3,177
Total employee benefit cost 12,668 17,653 24,496 33,137 55,605
Average number of full-time equivalent
employees
15 28 15 28 25

1) See note 5 for government grants

Note 4 Employee share option program

The Group has a Long-Term Incentive Program for employees, an option scheme program. Each option gives the right to acquire one share in BerGenBio at exercise.

The Group has a share option program to ensure focus and align the Group's long-term performance with shareholder values and interest. Most of the employees in the Group take part in the option program. The program also serves to attract and retain senior management. The exercise price for options granted is set at the market price of the shares at the time of grant of the options. In general, options expire eight years after the date of grant.

Primarily the options vest annually in equal tranches over a three-year period following the date of grant.

Note 4 Employee share option program (continued)

Total options
YTD 2024
YTD 2023
Number of
options
Weighted
average
exercise
price
Number of
options
Weighted
average
exercise
price
Balance at
1 January
115,649,120 56.58 4,219,845 15.13
Adjustment for reverse share split (113,824,198) 56.59
Granted during the period 1,315,000 11.23
Exercised during the period 0 0
Forfeited and cancelled (675,157) 20.58 (126 178) 17.34
Balance at 30 June 2,464,765 32.44 4,093,667 15.06

In the annual general meeting on the 23 of May 2024 it was resolved a reverse share split of the shares in the ratio 100:1.

Vested options YTD 2024 YTD 2023
Options vested at
1 January
25,726 1,615,066
Exercised and forfeited in the period (6,524) (126,178)
Vested in the period 2,470 55,000
Options vested at 30 June 21,672 1,543,888
Total outstanding number of options 2,464,765 4,093,667

In the annual general meeting on the 23 of May 2024 it was resolved a reverse share split of the shares in the ratio 100:1. The overview above takes into account the reverse share split for 2024.

The options are valued using the Black-Scholes model.

The risk free interest rates are based on rates from Norges Bank and Oslo Børs on the Grant Date (bonds and certificates) equal to the expected term of the option being valued. Where there is no exact match between the term of the interest rates and the term of the options, interpolation is used to estimate a comparable term.

The vesting period is the period during which the conditions to obtain the right to exercise must be satisfied. The Group has estimated an expected vesting date and this date is used as basis for the expected lifetime. The Group expects the options to be exercised earlier than the expiry date. For Options granted earlier than 2014, the mean of the expected vesting date and expiry date has been used to calculate expected lifetime due to the lack of exercise pattern history for the Group and experience from other companies in combination with the relatively long lifetime of these options (up to 8 years).

For valuation purposes 50.27% expected future volatility has been applied.

For the six months period ending 30 June 2024 the value of the share options expensed through the profit or loss amounts to NOK 3.8 million (for the same period in 2023: NOK 1.8 million). In addition, a change in provision for social security contributions on share options of NOK -0.04 million (for the same period in 2023: NOK 0.0 million). The provision for social security contribution is calculated on the difference between the share price and exercise price on exercisable option as at the end of the period.

Note 4 Employee share option program (continued)

Members of senior management participating in the option program

Option holder Number of
options
outstanding
30 June 2024
Weighted
Average
Strike Price
2023
Number of
options
outstanding
30 June
2023
Weighted
Average
Strike Price
2023
Martin Olin Chief Executive Officer 599,501 27.04 950,000 7.59
Rune Skeie Chief Financial
Officer
288,981 41.16 397,097 18.90
Cristina Oliva Chief Medical Officer 287,001 20.58 200,000 7.59
Total 1,175,483 1,547,097

In the annual general meeting on the 23 of May 2024 it was resolved a reverse share split of the shares in the ratio 100:1.

Note 5 Government grants

Government grants have been recognized in the profit or loss as a reduction of related expense with the following amounts

Q2 2024 Q2 2023 YTD 2024 YTD 2023 FY 2023
Payroll and related expenses 81 168 161 441 5,050
Other operating expenses 1,107 1,151 2,214 2,329 4,570
Total 1,188 1,319 2,375 2,770 9,620

Grants receivable as of 30 june are detailed as follows:

30 June
2024
30 June
2023
Grants from Research Council, PhD 227 263
Grants from SkatteFunn 7,125 5,937
Grants R&D UK 4,585 4,138
Total 11,937 10,339

Note 5 Government grants (continued)

PhD grants from the Research Council:

BerGenBio has been awarded two grants supporting industrial PhD's in 2020. The fellowship covers 50% of the established current rates for doctoral research fellowships and an operating grant to cover up to 50% of additional costs related to costly laboratory testing connected with the research fellow's doctoral work. The Group has recognized NOK 0.0 million YTD 2024 (YTD 2023 : NOK 0.4 million) classified partly as reduction of payroll and related expenses and partly as a cost reduction of other operating expenses.

SkatteFunn:

R&D projects have been approved for SkatteFunn (a Norwegian government R&D tax incentive program designed to stimulate R&D in Norwegian trade and industry) for the period from 2021 until the end of 2024. The Group has recognized NOK 2.4 million YTD 2024 (YTD 2023: NOK 2.4 million) classified partly as reduction of payroll and related expenses and partly as a cost reduction of other operating expenses.

Innovation Norway:

BerGenBio has been awarded a NOK 24 million (USD 2.85m) grant from Innovation Norway to support the clinical development of BGB324 in combination with Merck & Co.'s KEYTRUDA® (pembrolizumab) in patients with advanced lung cancer.

The grant from Innovation Norway is an Industrial Development Award (IFU). The IFU program is directed to Norwegian companies developing new products or services in collaboration with foreign companies. BerGenBio has by end of 2020 recognized and received the total grant of NOK 24 million. The grant may be withdrawn under certain circumstances.

Note 6 Other operating expenses

Q2 2024 Q2 2023YTD 2024 YTD 2023 FY 2023
Program expenses, clinical trials and research 31,368 19,463 52,702 64,069 99,282
Office rent and expenses 202 876 520 1,692 2,325
Consultants R&D projects 661 1,697 1,217 4,591 8,504
Patent and license expenses 492 1,895 2,023 3,630 6,002
Other operating expenses 6,371 7,323 11,734 15,382 24,802
Government grants (1,107) (1,151) (2,214) (2,329) (4,570)
Total 37,987 30,103 65,983 87,035 136,345

Note 7 Earnings per share

Q2 2024 Q2 2023 YTD 2024 YTD 2023 FY 2023
Loss for the period (NOK 1,000) (49,720) (48,836) (85,837) (120,833) (190,401)
Average number of outstanding
shares during the period
35,869,474 3,366,138 31,402,997 2,133,221 14,313,015
Earnings (loss) per share - basic
and diluted (NOK)
(1.39) (14.51) (2.73) (56.64) (13.30)

The company has one class of shares and all shares carry equal voting rights.

In the annual general meeting on the 23 of May 2024 it was resolved to implement a reverse share split of the shares in the ratio 100:1. The earning per share is re-calculated considering the reverse share split retrospective for all historical periods.

Share options issued have a potential dilutive effect on earnings per share. No dilutive effect has been recognized as potential ordinary shares only shall be treated as dilutive if their conversion to ordinary shares would decrease earnings per share or increase loss per share from continuing operations. As the Group is currently loss-making, an increase in the average number of shares would have anti-dilutive effects.

Note 8 Other current assets

YTD 2024 YTD 2023
Government grants 11,937 11,823
Refundable VAT 273 259
Prepaid expenses 5,261 1,214
Other receivables 659 29
Total 18,131 13,325

Note 9 Share capital and shareholder information

The company has one class of shares, and all shares carry equal voting rights.

In the annual general meeting on the 23 of May 2024 it was resolved to implement a reverse share split of the shares in the ratio 100:1. The nominal value was increased from NOK 0.10 to NOK 10. In addition, the annual general meeting 23 of May 2024 resolved to decrease the share capital by NOK 351.8 million by reducing the nominal value from NOK 10 to NOK 1 per share. The capital reduction shall be transferred to other equity to cover loss. The capital reduction has been registered by the Corporate register in Norway in July.

As of 30 June Number of shares Nominal
value (NOK)
Book value
(NOK)
Ordinary shares 2024 39,087,116 1.00 39,087,116.00
Ordinary shares 2023 2,620,532,532 0.10 262,053,253.20

Changes in the outstanding number of shares

Q2 2024 Q2 2023
Ordinary shares on 31 March 2,688,689,214 88,660,532
Issue of ordinary shares 1,220,022,386 2,531,872,000
Reverse share split (3,869,624,484) 0
Ordinary shares at
30 June
39,087,116 2,620,532,532

Note 9 Share capital and shareholder information (continued)

Ownership structure as of 30 June 2024

Shareholder Number
of
shares
Percentage
share of total
shares
METEVA AS 9,011,505 23.1 %
INVESTINOR DIREKTE AS 2,300,133 5.9 %
NORDNET BANK AB NOMINEE 1,194,262 3.1 %
BERA AS 837,684 2.1 %
J.P. MORGAN SE NOMINEE 485,375 1.2 %
MARSTIA INVEST AS 402,558 1.0 %
MOHN, MARIT 382,398 1.0 %
JAKOB HATTELAND HOLDING AS 377,000 1.0 %
SARSIA DEVELOPMENT AS 360,915 0.9 %
NORDNET LIVSFORSIKRING AS 352,986 0.9 %
HØSE AS 310,065 0.8 %
DANSKE BANK A/S NOMINEE 232,402 0.6 %
ZAIM, KEVIN 189,000 0.5 %
NORDNET BANK 175,089 0.4 %
JAHATT AS 150,750 0.4 %
MUSTORP, OLE ØYVIND 145,678 0.4 %
VIMALANATHAN, NESAN 138,565 0.4 %
NYGAARD KRAN & TRANSPORT AS 136,994 0.4 %
VESLIK AS 130,000 0.3 %
JAN FR. BJERKENES HOLDING AS 130,000 0.3 %
Top 20 shareholders 17,443,359 44.6 %
Total other shareholders 21,643,757 55.4 %
Total number of shares 39,087,116 100.0 %

Followed the AGM approval of the reverse share split and capital reduction above, the Board of Directors has been granted a mandate from the general meeting held on 23 May 2024 to increase the share capital with up to NOK 3,908,711 by subscription of up to 3,908,711 new shares. The power of attorney was granted for the purpose of issuance of new shares in accordance with the Company's share incentive program and is valid until the earlier of the annual general meeting in 2025 and 30 June 2025. See note 4 for more information about the share incentive program and number of options granted.

The Board of Directors has been granted a mandate from the general meeting held on 23 May 2024 to increase the share capital with up to NOK 7,817,423 by subscription of 7,817,423 new shares. The proxy is valid until the earlier of the annual general meeting in 2025 and 30 June 2025.

Note 9 Share capital and shareholder information (continued)

Shares in the Group held by the senior management group

Position Employed since Shares
30 June
2024
Shares
30 June 2023
Martin Olin Chief Executive Officer September 2021 30,371 20,371
Rune Skeie Chief Financial
Officer
March
2018
3,888 2,592
Total shares held by management 34,259 22,963

Shares in the Group held by members of the Board of Directors

Position Served since Shares
30 June 2024
Shares
30 June 2023
Anders Tullgren Chairman January
2022
21,648 14,598
Sally Bennett Board member December 2020 4,722 3,148
Debra Barker Board member March 2019 4,665 3,110
Total shares held by members of the Board of Directors 31,036 20,857

In the annual general meeting on the 23 of May 2024 it was resolved to implement a reverse share split of the shares in the ratio 100:1. The overview above takes into account the reverse share split retrospectively.

Address

Mollendalsbakken 9, 5009 Bergen, Norway

Phone Number

  • 47 559 61 159

E-mail

[email protected]

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