PRF Technologies Ltd 6-K, filed Nov 15, 2021

PRF Technologies Ltd. (PRFX)

6-K 2021-11-15 For: 2021-11-15

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Added on April 10, 2026

About this 6-K

PRF Technologies Ltd filed this 6-K on November 15, 2021.

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99.1	Unaudited Condensed Financial Statements as of September 30, 2021

99.2	Operating and Financial Review as of September 30, 2021 and for the nine months then ended

Exhibit No.		Description
99.1		Unaudited Condensed Financial Statements as of September 30, 2021
99.2		Operating and Financial Review as of September 30, 2021 and for the nine months then ended

Date: November 15, 2021	PAINREFORM LTD.

	By:	/s/ Ilan Hadar
		Ilan Hadar
		Chief Executive Officer

	Page

Condensed Balance Sheets	F-2

Condensed Statements of Comprehensive Loss	F-3

Condensed Statement of Changes in Convertible Preferred Shares and Shareholders’ Equity (deficit)	F-4 - F-5

Condensed Statements of Cash Flows	F-6

Notes to Condensed Financial Statements	F-7 - F-12

		As of September 30,			As of December 31,
	Note	2021			2020
Assets
Current assets:
Cash and cash equivalents		$	18,337		$	15,677
Restricted cash			33			13
Deferred clinical trial expenses	6		1,728			1,294
Prepaid expenses and other current assets			212			807
Total current assets			20,310			17,791

Property and equipment, net			28			10

Total assets		$	20,338		$	17,801

Liabilities and shareholders’ equity

Current liabilities:
Trade payables		$	171		$	720
Other accounts payable and accrued expenses			457			241
Total current liabilities			628			961

Non-current liabilities:
Provision for uncertain tax positions			228			220

Total liabilities			856			1,181

Shareholders’ equity:
Ordinary shares, NIS 0.03 par value; Authorized: 16,666,667 shares as of Sep 30, 2021 and December 31, 2020, respectively; Issued and outstanding: 10,482,056 and 8,758,037 shares as of Sep 30, 2021 and December 31, 2020, respectively			108			78
Additional paid-in capital			41,368			33,023
Accumulated deficit			(21,994	)		(16,481	)

Total shareholders’ equity	4		19,482			16,620

Total liabilities and shareholders’ equity		$	20,338		$	17,801

		Nine months ended September 30,
	Note	2021			2020

Operating expenses:

Research and development expenses		$	(2,304	)	$	(92	)

General and administrative expenses			(3,163	)		(888	)

Operating loss			(5,467	)		(980	)

Financial expense, net	5		(46	)		(2,072	)

Net loss and comprehensive loss		$	(5,513	)	$	(3,052	)

Basic and diluted net loss per share		$	(0.57	)	$	(2.20	)

Weighted average number of shares of ordinary share used in computing basic and diluted net loss per share			9,731,501			1,388,688

	Convertible preferred shares				Ordinary shares				Additional paid-in		Accumulated			Total shareholders’
	Number		Amount		Number		Amount		capital		deficit			Equity

Balance as of January 1, 2021		-		-		8,758,037	$	78	$	33,023	$	(16,481	)	$	16,620
Share-based compensation to employees and directors		-		-		-		-		582		-			582
Share-based compensation to service providers		-		-		-		-		309		-			309
Share and warrants issuance - Private Investment in Public Equity ("PIPE"), net		-		-		1,304,346		12		5,542		-			5,554
Exercise of warrants						419,673		18		1,912					1,930
Net loss and comprehensive loss		-		-		-				-		(5,513	)		(5,513	)
Balance as of Sep 30, 2021		-		-		10,482,056	$	108	$	41,368	$	(21,994	)	$	19,482

	a.	The Company was incorporated and started business operations in November 2007. The Company is a clinical stage specialty pharmaceutical company focused on the reformulation of established therapeutics. The Company’s proprietary extended-release drug-delivery system is designed to provide an extended period of post-surgical pain relief without the need for repeated dose administration while reducing the potential need for the use of opiates.

	b.	Since its inception, the Company has devoted substantially all of its efforts to research and development, clinical trials, and capital raising activities. The Company is still in its development and clinical stage and has not yet generated revenues. The Company has incurred losses of $5.5 million and $3.1 million for the periods ended September 30, 2021 and 2020, respectively. As of September 30, 2021, the Company’s accumulated deficit was $21.9 million. The Company has funded its operations to date primarily through equity financing. Additional funding will be required to complete the Company’s research and development and clinical trials, to attain regulatory approvals, to begin the commercialization efforts of the Company’s product and to achieve a level of sales adequate to support the Company’s cost structure. Based on the Company's current operating plan, the Company believes that its existing capital resources will be sufficient to fund operations for at least one year after the date these financial statements are issued.

	e.	On March 11, 2021, the Company closed a private placement of 1,304,346 ordinary shares and accompanying warrants to purchase an aggregate of up to 652,173 ordinary shares at a combined purchase price of $4.60 per share and accompanying warrant resulting in gross proceeds of $6,000. The warrants are exercisable immediately at an exercise price of $4.60 per share and expire five and a half years from the issuance date. In connection with the private placement, the Company also entered into a registration rights agreement, dated as of March 8, 2021 with the purchasers in the offering pursuant to which the Company filed a registration statement SEC on April 1, 2021 to register the resale of the ordinary shares and the ordinary shares issuable upon exercise of the warrants, of which such registration statement was declared effective on April 9, 2021. The Company paid the placement agents of the private placement a cash placement fee equal to $390 and an expense reimbursement of $40. The Company also issued to the placement agents warrants to purchase 52,173 ordinary shares, at an exercise price of $5.06 per ordinary share and a term expiring on March 8, 2026.
	f.	On July 22 2021, the Company issued 419,673 ordinary shares upon exercise of warrants for consideration totaling $1,930 (Note 4).
	g.	Public health epidemics or outbreaks could adversely impact the Company’s business. In late 2019, a novel strain of COVID-19, also known as coronavirus, was reported in Wuhan, China. While initially the outbreak was largely concentrated in China, it rapidly spread across the globe, including in Israel and the United States. The extent to which COVID-19 pandemic impacts the Company’s operations will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration and severity of the outbreak, and the actions that may be required to contain the coronavirus or treat its impact. In particular, the continued spread of the coronavirus globally, could adversely impact the Company’s operations and workforce, including the Company’s research and clinical trials and its ability to raise capital, which in turn could have an adverse impact on the Company's business, financial condition and results of operation.

		The significant accounting policies that have been applied in the preparation of the unaudited condensed financial statements are identical to those that were applied in preparation of the Company’s most recent annual financial statements in connection with its Annual Report on Form 20-F:

	-	In August 2020, the FA SB issued guidance that is expected to reduce complexity and improve comparability of financial reporting associated with accounting for convertible instruments and contracts in an entity’s own equity. This guidance will be effective for the Company on January 1, 2022 and is not expected to have a material impact on the Company’s financial statements and disclosures.

	Number of options		Weighted average exercise price		Weighted average remaining contractual life

Options outstanding as of December 31, 2020		153,882	$	0.24		3.25

Options outstanding as of September 30, 2021		153,882	$	0.24		2.51

Options exercisable as of September 30, 2021		153,882	$	0.24		2.51

Type	ISSUANCE DATE	NUMBER OF WARRANTS	EXERCISE PRICE	EXERCISABLE THROUGH

August 2019 warrants	August 22, 2019	205,268	$6.72	August 22, 2024
December 2019 warrants	December 9, 2019	92,321	$6.72	December 8, 2024
Warrants to bridge financing placement agent	September 3, 2020	55,785	$6.72	December 8, 2024
Warrants to underwriter	September 3, 2020	125,000	$10.00	September 1, 2025
Warrants to underwriter	October 5, 2020	375,000	$8.80	September 3, 2025
IPO warrants (note 1d)	September 3, 2020	2,812,170	$8.80	September 3, 2025
PIPE warrants (note 1e)	March 11, 2021	232,500	$4.60	September 10, 2026
Warrants to PIPE placement agent (note 1d)	March 11,2021	52,173	$5.06	March 8, 2026
Total		3,950,217

	Nine months ended Sep 30,
	2021		2020

Interest expense and amortization of discount on convertible notes		-		987
Bank fees		6		2
Change in fair value of derivative warrant liability		-		1,066
Exchange rate differences		40		17
Total financial expenses, net	$	46	$	2,072

NOTE 7:	FINANCIAL INSTRUMENTS
	The carrying amount of cash equivalents, restricted cash, account payables and accrued expenses approximate their fair value due to their short-term characteristics.

	Nine months Ended September 30, 2021			Nine months Ended September 30, 2020
Net cash used in operating activities	$	(4,782	)	$	(534	)
Net cash used in investing activities		(22	)		-
Net cash provided by (used in) financing activities		7,484			17,310
Increase (decrease) in cash and cash equivalents and restricted cash		2,680			16,776
Cash and cash equivalents and restricted cash, at the beginning of year		15,690			947
Cash and cash equivalents and restricted cash, at September 30, 2021	$	18,370		$	17,723