Rafael Holdings Reports First Quarter Fiscal Year 2021 Results

NEWARK, N.J., Dec. 15, 2020 /PRNewswire/ -- Rafael Holdings, Inc., (NYSE: RFL), reported revenue of $1.1 million and a loss per share of $0.09 for the first quarter of its 2021 fiscal year, the three months ended October 31, 2020.

Q1 FY 2021 Consolidated Financial Highlights

    --  Revenue of $1.1 million in Q1 FY 2021, generated by Rafael Holdings'
        real estate portfolio, decreased from $1.2 million in the year-ago
        quarter.
    --  Loss per share of $0.09, a decrease from $0.10 in the year ago quarter
        largely due to a gains on the sale of the Company's commercial real
        estate property in Piscataway, New Jersey and other investments which
        more than offset the increased research and development expense.
    --  On December 7, 2020, the Company acquired the economic rights related to
        an additional 33.33% membership interest in Altira, a company which owns
        the rights to a receive a royalty on sales of certain Rafael
        Pharmaceuticals products.  The acquisition added to the 33.33% interest
        purchased in fiscal 2020 As in the first such agreement, the Company
        purchased the potential right to receive a 1% royalty on Net Sales on
        these products.
    --  On December 7, 2020, Rafael Holdings entered into a Securities Purchase
        Agreement for the sale of 567,437 shares of the Company's Class B common
        stock at a price per share of $22.91 (the closing price of Class B
        common stock on the prior trading day) for an aggregate purchase price
        of $13 million. In connection with the purchases, each purchaser was
        granted warrants to purchase 20% of the shares of Class B common stock
        purchased by such purchaser exercisable at $22.91. A majority of the
        proceeds received are expected to be used by the Company to exercise an
        additional portion of the warrant held by the Company's subsidiary to
        purchase equity securities of Rafael Pharmaceuticals. The remaining
        proceeds are expected to be used to fund the operations of Rafael
        Holdings' drug development programs including its Barer Institute
        subsidiary and for general corporate purposes.

Rafael Pharmaceuticals
At October 31, 2020, the Company and its subsidiaries collectively owned securities representing 51% of the outstanding capital stock of Rafael Pharmaceuticals and approximately 37% on a fully diluted basis. Recent developments announced by Rafael Pharmaceuticals include:

    --  The U.S. Food and Drug Administration (FDA) has granted Fast Track
        designation for the Company's lead compound, CPI-613® (devimistat), for
        the treatment of both metastatic pancreatic cancer and acute myeloid
        leukemia (AML).
    --  Rafael Pharmaceuticals announced that it will initiate a Phase 2
        clinical trial of CPI-613®(devimistat) in combination with
        hydroxychloroquine in patients with clear cell sarcoma of soft tissue.
        The Company will begin enrolling patients in partnership with Sara's
        Cure and Sarcoma Alliance for Research through Collaboration (SARC).
    --  The FDA has granted Orphan Drug Designation for CPI-613® (devimistat)
        for the treatment of soft tissue sarcoma.  Rafael Pharmaceuticals'
        clinical trial will focus on the treatment of relapsed or refractory
        clear cell sarcoma.
    --  Rafael Pharmaceuticals announced that it had crossed the enrollment of
        100 patients in its Phase 3 clinical trial (Armada 2000) for patients
        with relapsed or refractory acute myeloid leukemia (AML). The
        multi-center, open-label, randomized pivotal trial is assessing the
        efficacy and safety of Rafael's lead compound CPI-613® (devimistat) in
        combination with high dose cytarabine and mitoxantrone (CHAM) compared
        to high dose cytarabine and mitoxantrone (HAM) therapy in older
        patients.

LipoMedix
At October 31, 2020, Rafael Holdings held 68% of the issued and outstanding ordinary shares of LipoMedix, a development-stage Israeli company focused on the development of an innovative, safe and effective cancer therapy based on liposome delivery.

Barer Institute
The Barer Institute has identified and begun to develop new therapeutic compounds, including compounds to regulate cancer metabolism, through internal development and in-licensing. It is working to validate newly discovered biomarkers for resistance and sensitivity within its portfolio compounds and to identify certain novel targetable mechanisms of action.

Remarks by Howard Jonas, Chairman and CEO of Rafael Holdings
"Rafael Holdings'continued to pursue the strategic goal of creating value in the pharmaceutical field including through its investments in Rafael Pharmaceuticals and its wholly owned Barer Institute. In that regard, I am pleased that, among other milestones achieved, Rafael Pharmaceuticals' lead compound, CPI-613® (devimistat), received U.S. Food and Drug Administration granted Fast Track designation for the treatment of metastatic pancreatic cancer and, as Rafael Pharmaceuticals announced earlier today, for acute myeloid leukemia (AML). The Barer Institute continues to make meaningful progress on its drug development programs."

About Rafael Holdings, Inc.:
Rafael Holdings is focused on development of novel cancer therapies. The company is a significant investor in two clinical stage oncology companies, Rafael Pharmaceuticals, Inc. and LipoMedix Pharmaceuticals Ltd. Through its wholly owned Barer Institute subsidiary, the company is developing compounds focused on the regulation of cancer metabolism. The company also holds commercial real estate assets in New Jersey and Jerusalem. For more information, visit our website at rafaelholdings.com.


                                                       
            
              RAFAEL HOLDINGS, INC.


                                                     
           
              CONSOLIDATED BALANCE SHEETS


                                          
            
         (unaudited, in thousands, except share and per share data)




                                                                 October 31,                                        July 31,
                                                                        2020                                             2020



                         
            
              ASSETS



     
              CURRENT ASSETS


      Cash and cash equivalents                                                  $
            7,231                                      $
            6,206


      Trade accounts receivable, net of
       allowance for doubtful accounts of $256
       and $218 at October 31, 2020 and July 31,
       2020, respectively                                                                  309                                                  267



     Due from Rafael Pharmaceuticals                                                      240                                                  118


      Prepaid expenses and other current assets                                            460                                                  273



     Assets held for sale                                                                                                    2,968




     Total current assets                                                               8,240                                                9,832





     Property and equipment, net                                                       44,141                                               44,433



     Equity investment - RP Finance                                                       288                                                  192



     Due from RP Finance LLC                                                            1,875


      Investments - Rafael Pharmaceuticals                                              70,018                                               70,018


      Investments - Other Pharmaceuticals                                                  477                                                1,201



     Investments - Hedge Funds                                                          6,454                                                7,510



     Deferred income tax assets, net                                                                                             6


      In-process research and development and
       patents                                                                           1,575                                                1,575



     Other assets                                                                       1,550                                                1,580




     
              TOTAL ASSETS                                                  $
            134,618                                    $
            136,347




     
              LIABILITIES AND EQUITY



     
              CURRENT LIABILITIES



     Trade accounts payable                                                     $
            1,155                                        $
            921



     Accrued expenses                                                                     443                                                1,191


      Amount due for purchase of membership
       interest                                                                          3,500                                                3,500



     Other current liabilities                                                            141                                                  115



     Due to related parties                                                                30




     Total current liabilities                                                          5,269                                                5,727





     Other liabilities                                                                     33                                                   92




     
              TOTAL LIABILITIES                                                       5,302                                                5,819





                 COMMITMENTS AND CONTINGENCIES





     
              EQUITY


      Class A common stock, $0.01 par value;
       35,000,000 shares authorized, 787,163
       shares issued and outstanding as of
       October 31, 2020 and July 31, 2020,
       respectively                                                                          8                                                    8


      Class B common stock, $0.01 par value;
       200,000,000 shares authorized, 15,050,609
       issued and 15,044,547 outstanding as of
       October 31, 2020, and 15,034,598 issued
       and 15,028,536 outstanding as of July 31,
       2020                                                                                149                                                  149



     Additional paid-in capital                                                       129,393                                              129,136



     Accumulated deficit                                                             (17,701)                                            (16,255)


      Accumulated other comprehensive income
       related to foreign currency translation
       adjustment                                                                        3,724                                                3,762



      Total equity attributable to Rafael
       Holdings, Inc.                                                                  115,573                                              116,800



     Noncontrolling interests                                                          13,743                                               13,728




     
              TOTAL EQUITY                                                          129,316                                              130,528



                 TOTAL LIABILITIES AND EQUITY                                  $
            134,618                                    $
            136,347


                                                            
              
                RAFAEL HOLDINGS, INC.


                                         
              
                CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS


                                          
              
                (unaudited, in thousands, except share and per share data)




                                                                                                                         Three Months Ended
                                                                                                                 October 31,



                                                                                                    2020                                    2019




     
                REVENUE



     Rental - Third Party                                                                                     $
              236                            $
              346



     Rental - Related Party                                                                                             520                                        520



     Parking                                                                                                            177                                        224



     Other - Related Party                                                                                              120                                        120




     
                Total revenue                                                                                       1,053                                      1,210





     
                COSTS AND EXPENSES



     Selling, general and administrative                                                                              2,592                                      2,041



     Research and development                                                                                           515                                        245



     Depreciation and amortization                                                                                      437                                        466




     
                Loss from operations                                                                              (2,491)                                   (1,542)





     Interest expense, net                                                                                                                      (64)



     Net loss resulting from foreign exchange transactions                                                                                       (5)



     Gain on sale of building                                                                                           749



     Impairment of investments - Other Pharmaceuticals                                                                (724)



     Unrealized gain (loss) on investments - Hedge Funds                                                                944                                       (37)




     
                Loss before income taxes                                                                          (1,522)                                   (1,648)



     Provision for income taxes                                                                                         (5)                                       (4)



     Equity in earnings of RP Finance                                                                                    96




     
                Consolidated net loss                                                                             (1,431)                                   (1,652)




     Net loss (income) attributable to noncontrolling interests                                                          15                                       (54)



                   Net loss attributable to Rafael Holdings, Inc.                                          $
              (1,446)                        $
             (1,598)






     
                OTHER COMPREHENSIVE LOSS



     
                Net loss                                                                                $
              (1,431)                        $
             (1,652)



     Foreign currency translation adjustment                                                                           (38)                                         6




     
                Total comprehensive loss                                                                          (1,469)                                   (1,646)



     Comprehensive loss attributable to noncontrolling interests                                                       (21)                                       (2)



                   Total comprehensive loss attributable to Rafael Holdings, Inc.                          $
              (1,490)                        $
             (1,648)






     
                Loss per share



     Basic and diluted                                                                                     $
              (0.09)                         $
             (0.10)





                   Weighted average number of shares used in calculation of loss per share



     Basic and diluted                                                                                           15,822,722                                 15,640,683


                                                                                          
         
             RAFAEL HOLDINGS, INC.


                                                                                      
         
         CONSOLIDATED STATEMENT OF CASH FLOWS


                                                                                        
         
             (unaudited, in thousands)




                                                                                                                                                       Three Months Ended
                                                                                                                                               October 31,



                                                                                                                                         2020                             2019




     
                Operating activities



     Net loss                                                                                                                                $
              (1,431)                  $
           (1,652)



     Adjustments to reconcile net loss to net cash used in operating activities



     Depreciation and amortization                                                                                                                         437                                466



     Deferred income taxes                                                                                                                                   6                                  1



     Net unrealized (gain) loss on investments - Hedge Funds                                                                                             (944)                                37



     Impairment of investments - Other Pharmaceuticals                                                                                                     724



     Equity in earnings of RP Finance                                                                                                                     (96)



     Provision for doubtful accounts                                                                                                                        38                                 48



     Stock-based compensation                                                                                                                              214                                 94



     Amortization of debt discount                                                                                                                                             54



     Gain on sale of building                                                                                                                            (749)





     Change in assets and liabilities:



     Trade accounts receivable                                                                                                                            (80)                               173



     Prepaid expenses and other current assets                                                                                                           (187)                               217



     Other assets                                                                                                                                           30                              (289)



     Accounts payable and accrued expenses                                                                                                               (490)                             (196)



     Due from Rafael Pharmaceuticals                                                                                                                     (122)



     Other current liabilities                                                                                                                              26                               (12)



     Due to related parties                                                                                                                                 30                               (37)



     Due from Rafael Pharmaceuticals                                                                                                                                          160



     Other liabilities                                                                                                                                    (59)




     Net cash used in operating activities                                                                                                             (2,653)                             (936)






     
                Investing activities



     Purchases of property and equipment                                                                                                                 (145)                             (321)



     Payment to fund RP Finance                                                                                                                        (1,875)



     Proceeds from sale of building                                                                                                                      3,658



     Proceeds related to distribution of Hedge Funds                                                                                                     2,000




     Net cash provided by (used in) investing activities                                                                                                 3,638                              (321)






     
                Financing activities



     Proceeds from exercise of options                                                                                                                      43




     Net cash provided by financing activities                                                                                                              43




     Effect of exchange rate changes on cash and cash equivalents                                                                                          (3)                                 4




     Net increase (decrease) in cash and cash equivalents                                                                                                1,025                            (1,253)



     Cash and cash equivalents, beginning of period                                                                                                      6,206                             12,024




     Cash and cash equivalents, end of period                                                                                                  $
              7,231                    $
           10,771






     
                Supplemental schedule of noncash investing and financing activities



     Conversion of LipoMedix bridge notes                                                                                             
        $                                           $
           82




     Conversions of related party convertible notes payable and accrued interest                                                      
        $                                       $
           15,668

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SOURCE Rafael Holdings, Inc.