Purple Biotech Ltd.

Regulatory Filings • Nov 4, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934

For the month of November 2021 Commission File Number: 001-37643

PURPLE BIOTECH LTD. (Translation of registrant's name into English)

4 Oppenheimer Street, Science Park, Rehovot 7670104, Israel (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Purple Biotech Ltd. (the "Registrant" or the "Company") is reporting financial results for the three-month period ended September 30, 2021. A copy of the Company's Consolidated Unaudited Statements of Financial Position as of September 30, 2021, and the Statement of Operation for the nine months and three months then ended, is furnished herewith as Exhibit 99.1.

Financial Results for the Three Months Ended September 30, 2021

Research and Development (R&D) Expenses

R&D expenses for the three months ended September 30, 2021 were \$1.8 million, of which \$0.7 million were related to the two clinical studies we are performing (CM24 and NT219), and \$0.4 million for manufacturing related expenses.

Selling, General and Administrative (SG&A) Expenses

SG&A expenses for the three months ended September 30, 2021 were \$1.4 million, and mainly related to salaries, director fees, legal and consulting fees and insurance costs.

Operating Loss

Operating Loss for the three months ended September 30, 2021 was \$3.2 million.

On a non-IFRS basis (as reconciled below), adjusted operating loss was \$2.8 million.

Net Loss

Net Loss for the three months ended September 30, 2021 was \$3.1 million, or \$0.2 per ADS.

Cash and Cash Equivalents

As of September 30, 2021, we had cash and cash equivalents, short-term and long-term deposits of \$50.6 million, compared to \$53.4 million on June 30, 2021.

At-the-Market Offering

The Company issued no ADSs under the Sale Agreement (as described below) through the period ending September 30, 2021. On June 9, 2021, the Company entered into an Open Market Sale AgreementSM (the "Sale Agreement") with Jefferies LLC (the "Agent") to issue and sell the Company's American Depositary Shares, each representing 10 ordinary shares of the Company no par value (the "ADSs"), with gross sales proceeds of up to \$50.0 million, from time to time, through an at the market offering through the Agent. The issuance and sale of ADSs by the Company under the Sale Agreement are being made pursuant to the Company's effective shelf registration statement on Form F-3 (Registration No. 333-235327), as supplemented by the prospectus supplement dated June 9, 2021 relating to the sale of the ADSs.

Attached hereto and incorporated by reference herein are the following exhibits:

Exhibit 99.1: The Company's Consolidated Unaudited Interim Financial Statements as of September 30, 2021, and for the three months then ended

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Forward-Looking Statements and Safe Harbor Statement

Certain statements in this Report on Form 6-K that are forward-looking and not statements of historical fact are forward looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, statements that are not statements of historical fact, and may be identified by words such as "believe", "expect", "intend", "plan", "may", "should", "could", "might", "seek", "target", "will", "project", "forecast", "continue" or "anticipate" or their negatives or variations of these words or other comparable words or by the fact that these statements do not relate strictly to historical matters. You should not place undue reliance on these forward-looking statements, which are not guarantees of future performance. Forward-looking statements reflect our current views, expectations, beliefs or intentions with respect to future events, and are subject to a number of assumptions, involve known and unknown risks, many of which are beyond our control, as well as uncertainties and other factors that may cause our actual results, performance or achievements to be significantly different from any future results, performance or achievements expressed or implied by the forward-looking statements. Important factors that could cause or contribute to such differences include, among others, risks relating to: the plans, strategies and objectives of management for future operations; product development for NT219 and CM24; the process by which early stage therapeutic candidates such as NT219 and CM24 could potentially lead to an approved drug product is long and subject to highly significant risks, particularly with respect to a joint development collaboration; the fact that drug development and commercialization involves a lengthy and expensive process with uncertain outcomes; our ability to successfully develop and commercialize our pharmaceutical products; the expense, length, progress and results of any clinical trials; the impact of any changes in regulation and legislation that could affect the pharmaceutical industry; the difficulty in receiving the regulatory approvals necessary in order to commercialize our products; the difficulty of predicting actions of the U.S. Food and Drug Administration or any other applicable regulator of pharmaceutical products; the regulatory environment and changes in the health policies and regimes in the countries in which we operate; the uncertainty surrounding the actual market reception to our pharmaceutical products once cleared for marketing in a particular market; the introduction of competing products; patents obtained by competitors; dependence on the effectiveness of our patents and other protections for innovative products; our ability to obtain, maintain and defend issued patents; the commencement of any patent interference or infringement action against our patents, and our ability to prevail, obtain a favorable decision or recover damages in any such action; and the exposure to litigation, including patent litigation, and/or regulatory actions, and other factors that are discussed in our Annual Report on Form 20-F for the year ended December 31, 2020, as amended, and in our other filings with the U.S. Securities and Exchange Commission ("SEC"), including our cautionary discussion of risks and uncertainties under "Risk Factors" in our Registration Statements and Annual Reports. These are factors that we believe could cause our actual results to differ materially from expected results. Other factors besides those we have listed could also adversely affect us. Any forward-looking statement in this press release speaks only as of the date which it is made. We disclaim any intention or obligation to publicly update or revise any forward-looking statement or other information contained herein, whether as a result of new information, future events or otherwise, except as required by applicable law. You are advised, however, to consult any additional disclosures we make in our reports to the SEC, which are available on the SEC's website, https://www.sec.gov.

Incorporation by Reference

This Report on Form 6-K, including all exhibits attached hereto, is hereby incorporated by reference into each of the Registrant's Registration Statement on Form S-8 filed with the Securities and Exchange Commission on May 20, 2016 (Registration file number 333-211478), the Registrant's Registration Statement on Form S-8 filed with the Securities and Exchange Commission on June 6, 2017 (Registration file number 333-218538), the Registrant's Registration Statement on Form F-3, as amended, originally filed with the Securities and Exchange Commission on July 16, 2018 (Registration file number 333-226195), the Registrant's Registration Statement on Form S-8 filed with the Securities and Exchange Commission on March 28, 2019 (Registration file number 333-230584), the Registrant's Registration Statement on Form F-3 filed with the Securities and Exchange Commission on September 16, 2019 (Registration file number 333-233795), the Registrant's Registration Statement on Form F-3 filed with the Securities and Exchange Commission on December 2, 2019 (Registration file number 333-235327), the Registrant's Registration Statement on Form F-3 filed with the Securities and Exchange Commission on May 13, 2020 (Registration file number 333- 238229), the Registrant's Registration Statement on Form S-8 filed with the Securities and Exchange Commission on May 28, 2020 (Registration file number 333-238481) and each of the Registrant's Registration Statements on Form F-3 filed with the Securities and Exchange Commission on July 10, 2020 (Registration file numbers 333-239807 and 333-233793), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

November 4, 2021 PURPLE BIOTECH LTD.

By: /s/ Isaac Israel

Isaac Israel Chief Executive Officer

Purple Biotech Ltd.

Consolidated Unaudited Statements of Financial Position as of:

	September 30 2021	December 31 2020 USD thousands
	USD
	thousands
Assets
Cash and cash equivalents	9,117	11,247
Short term deposits	36,447	46,558
Trade receivables	500	500
Other current assets	1,133	977
Total current assets	47,197	59,282
Non-current assets
Right to use assets	658	790
Fixed assets, net	273	178
Long term deposits	5,018	3,071
Intangible assets	20,482	20,482
Total assets	73,628	83,803
Liabilities
Lease liability – short term	199	207
Accounts payable	2,083	1,198
Other payables	1,144	1,693
Total current liabilities	3,426	3,098
Non-current liabilities
Lease liability	563	688
Post-employment benefit liabilities	265	265
Total non–current liabilities	828	953
Equity
Share capital, no par value	-	-
Share premium	122,214	118,909
Receipts on account of warrants	28,015	29,984
Capital reserve for share-based payments	9,764	8,115
Capital reserve from transactions with related parties	761	761
Capital reserve from transactions with non-controlling
interest	(859)	(859)
Accumulated loss	(90,834)	(77,521)
Equity attributable to owners of the Company	69,061	79,389
Non-controlling interests	313	363
Total equity	69,374	79,752
Total liabilities and equity	73,628	83,803

Purple Biotech Ltd.

Consolidated Unaudited Statement of Operations for the period ended

	3 months ended in September 2021 USD thousands	9 months ended September 30 2021 USD thousands
Research and development expenses	1,793	8,884
Sales, general and administrative expenses	1,403	4,599
Total operating expenses	3,196	13,483
Operating loss	3,196	13,483
Expenses (income) on account of warrants		-
Finance expenses	21	143
Finance income	(68)	(264)
Finance expenses (income), net	(47)	(121)
Loss for the period	3,149	13,362
Loss attributable to:
Owners of the Company	3,137	13,313
Non-controlling interests	12	50
Loss per share data	3,149	13,363
Basic and diluted loss per ADS – USD	0.20	0.76
Number of shares used in calculating basic and diluted loss per ADS	17,512,257	17,512,257

Reconciliation of Adjusted Operating Loss

	3 months	9 months
	ended in	ended
	September	September 30 2021 USD thousands
	2021
	USD
	thousands
Operating loss for the period	3,196	13,483
Less ESOP expenses	(392)	(1,777)
	2,804	11,706