mnlo-20210812
FALSE000156604400015660442021-08-122021-08-12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________________________________________________________________
FORM 8-K
___________________________________________________________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 12, 2021
___________________________________________________________________________________________________________
VYNE Therapeutics Inc.
(Exact name of registrant as specified in its charter)
___________________________________________________________________________________________________________
Delaware001-3835645-3757789
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification Number)
520 U.S. Highway 22, Suite 204
Bridgewater, New Jersey 08807
(Address of principal executive offices, including Zip Code)
(800) 775-7936
(Registrant’s telephone number, including area code)

___________________________________________________________________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $0.0001 par valueVYNEThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 1.01 Entry into a Material Definitive Agreement.
On April 30, 2021, VYNE Therapeutics Inc. (the “Company”) entered into an Evaluation and Option Agreement (the “Option Agreement”) with In4Derm Limited (“In4Derm”), a company incorporated in Scotland. In4Derm is a spin-out of the University of Dundee’s School of Life Sciences and has discovered and is developing proprietary Bromodomain and Extra-Terminal Domain inhibitors (“BETi”) for the treatment of immunology and oncology conditions. Pursuant to the Option Agreement, In4Derm granted the Company an exclusive option to obtain certain exclusive worldwide rights to research, develop and
commercialize products containing In4Derm’s BETi compounds, which are new chemical entities (“NCE”), in both topical (the “Topical BETi Option”) and oral (the “Oral BETi Option”) formulations for the treatment of any disease, disorder or condition in humans. Pursuant to the Option Agreement, the Company agreed to use commercially reasonable efforts to stabilize, develop and manufacture a topical product with a Topical BETi Compound (as defined in the Option Agreement) as its active ingredient and In4Derm agreed to provide a mutually agreed data package and select an NCE development candidate from the Oral BETi Compounds (as defined in the Option Agreement). The Company paid a $1.0 million non-refundable cash payment to In4Derm upon execution of the Option Agreement, 50% of which is to be used by In4Derm in the development of the Oral BETi Compounds.

Topical BETi Program

On August 6, 2021, the Company exercised the Topical BETi Option and, on August 9, 2021, the parties entered into a License Agreement (the “Topical License Agreement”) granting VYNE a worldwide, exclusive license that is sublicensable through multiple tiers to exploit certain of In4Derm’s BETi compounds identified to be suitable for topical administration in all fields. The Company has the sole responsibility for development, regulatory, marketing and commercialization activities to be conducted for the licensed topical products at the sole cost and discretion of the Company, and shall use commercially reasonable efforts to develop and, if approved, commercialize such topical products. Pursuant to the Topical License Agreement, a joint development committee consisting of one representative from each party reviews the progress of the development plan for the licensed topical products.

The Company made a $0.5 million cash payment to In4Derm in connection with the exercise of the Topical BETi Option. Pursuant to the Topical License Agreement, the Company has agreed to make cash payments of up to an aggregate of $15.75 million upon the achievement of specified clinical development and regulatory approval milestones with respect to each licensed topical product in the U.S. In4Derm is entitled to additional milestones upon the achievement of regulatory approvals in certain jurisdictions outside the U.S. In addition, with respect to any products the Company commercializes under the
Topical License Agreement, the Company will pay tiered royalties to In4Derm on net sales of such licensed products by the Company, its affiliates, or sublicensees, of 5%, 7.5% and 10% based on tiered annual net sales bands subject to specified reductions. The Company is obligated to pay royalties until the later of (1) the tenth anniversary of the first commercial sale of the relevant licensed product, (2) the expiration of the last valid claim of the licensed patent rights covering such licensed product in such country and (3) the expiration of regulatory exclusivity for the relevant licensed product in the relevant
country, on a licensed product-by-licensed product and country-by-country basis.

Oral BETi Program

Under the terms of the Option Agreement, the Oral BETi Option expires upon the earlier of (i) 14 days following the delivery of an agreed data package and selection of a lead NCE candidate by In4Derm and (ii) June 30, 2022. The Company expects to exercise the Oral BETi Option following the selection of a lead candidate for the program. Upon exercise of the exclusive Oral BETi Option, the parties will sign a license agreement (the “Oral License Agreement”) and the Company will pay In4Derm a $4.0 million cash payment. The Oral License Agreement will include cash payments payable to In4Derm of up to an aggregate of $43.75 million upon the achievement of specified clinical development and regulatory approval milestones with respect to each licensed oral product in the U.S. In4Derm is entitled to additional milestones upon the achievement of regulatory approvals in certain jurisdictions outside the U.S. In addition, with respect to any products the Company commercializes under the Oral License Agreement, the Company will pay tiered royalties to In4Derm on net sales of such licensed products by the Company, its affiliates, or sublicensees, of 5%, 7.5% and 10% based on tiered annual net sales bands subject to specified reductions.

The foregoing descriptions of the Option Agreement and the Topical License Agreement do not purport to be complete and are qualified in their entirety by reference to the complete text of the Option Agreement and Topical License Agreement, copies of which will be filed with the Company’s Quarterly Report on Form 10-Q for the period ending September 30, 2021. The terms of the Oral License Agreement and a copy thereof will be filed once the parties execute definitive documentation.




Item 2.02 Results of Operations and Financial Condition.
On August 12, 2021, VYNE Therapeutics Inc. issued a press release announcing its financial results for the quarter ended June 30, 2021. The press release is being furnished as Exhibit 99.1.
The information in Item 2.02 of this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
On August 12, 2021, the Company issued a press release entitled “VYNE Therapeutics Announces Licensing of BET Inhibitor Platform for Immuno-Inflammatory Conditions with In4Derm Limited.” A copy of the Company’s press release is being furnished as Exhibit 99.2 to this Form 8-K.
In addition, members of management of the Company will begin using the slides attached as Exhibit 99.3 to this report in connection with investor meetings.

The information in this Item 7.01 and Exhibits 99.2 and 99.3 hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall they be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are being furnished herewith.
Exhibit No.Description
99.1
99.2
99.3
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
VYNE THERAPEUTICS INC.
Date: August 12, 2021By:/s/ Mutya Harsch
Mutya Harsch
Chief Legal Officer and General Counsel


Exhibit 99.1
image.jpg
VYNE Therapeutics Reports Second Quarter 2021 Financial Results and Announces New Strategic Direction to Develop Treatments for Immunological and Inflammatory Diseases
Company announced license agreement with In4Derm Limited for BETi platform earlier this morning
Company has initiated a process to explore a sale or license of its topical minocycline franchise
Phase 2a results for FMX114 expected by year end and VYN201 and VYN202 to enter the clinic in 2022
Company has prepaid the entirety of its outstanding debt and expects to significantly reduce operating expenses
Conference call and live webcast today at 8:30 am Eastern Time

BRIDGEWATER, N.J., August 12, 2021 -- VYNE Therapeutics Inc. (Nasdaq: VYNE) (“VYNE” or the “Company”) today announced financial results for the second quarter ended June 30, 2021. The Company also announced that following an evaluation of its commercial and research and development assets, it has determined to transition its focus and resources to developing treatments for immuno-inflammatory diseases of high unmet medical need and has initiated a process to explore a sale or license of its topical minocycline franchise.

Strategic Process to Sell or License Topical Minocycline Franchise

VYNE conducted a review of its commercial and research and development portfolio of assets to determine how to optimally deploy capital and maximize shareholder value. Following this review, the Company has determined to initiate a process to explore a sale or license of its topical minocycline franchise, including AMZEEQ, ZILXI and FCD105 (the Company’s Phase 3 proprietary novel topical combination foam formulation of minocycline and adapalene for the treatment of moderate-to-severe acne vulgaris), as well as the underlying Molecule Stabilizing Technology platform specific to this portfolio. As VYNE transitions its focus and spend toward developing its pipeline, the Company expects to immediately reduce certain of its operating expenses currently supporting its commercial operations, but intends to maintain its sales force into the fourth quarter of 2021 while it seeks a commercial partner.

“We continue to face headwinds commercializing our products in this environment,” said David Domzalski, CEO of VYNE. “We have been evaluating our portfolio of assets for some time in order to determine how to optimally deploy capital and drive shareholder value. After careful consideration, we have made the strategic decision to initiate a process to sell or license our topical minocycline franchise. We continue to believe that these products have significant commercial value, but their full potential is more likely to be realized in the hands of a partner with additional scale and resources. Going forward, we will focus our efforts on our pipeline of novel drug candidates.

Focus on Immunological and Inflammatory Conditions

As announced in a separate press release earlier today, VYNE entered into an exclusive evaluation and option agreement with In4Derm Limited (“In4Derm”), a spin-out of the University of Dundee’s School of Life Sciences, focused on the discovery and development of proprietary Bromodomain and Extra-Terminal Domain inhibitors (BETi) for the treatment of immunology and oncology conditions. This partnership provides VYNE exclusive access to a library of small molecule NCEs and a unique platform to develop both topical and oral BETi therapeutics for any condition worldwide.

Topical BETi program: On August 6, 2021, VYNE exercised its option to develop topical BET inhibitors. VYN201 is a first-in-class topical pan-BD BET inhibitor that is designed to mitigate systemic drug exposure and will be developed for topical applications. VYNE intends to progress VYN201 in rare, neutrophilic, dermatological indications where there is significant unmet need due to a lack of indicated treatment options. This program is expected to enter the clinic in 2022.
1



Oral BETi program: VYNE expects to exercise its exclusive option with In4Derm to develop oral BET inhibitors following the selection of a lead candidate for the program. VYN202, is an orally-delivered, first-in-class BET inhibitor that is highly selective for Bromodomain 2 (“BD2”). By selectively inhibiting BD2, the Company believes VYN202 could have a more targeted anti-inflammatory effect with an improved benefit/risk profile and views VYN202 as having significant potential as a novel, oral treatment for major immuno-inflammatory indications. Upon final candidate selection and exercise of its option, the Company intends to commence an IND-enabling non-clinical safety program and enter the clinic next year.

FMX114: VYNE plans to continue investing in FMX114 (its proprietary tofacitinib and fingolimod combination gel) for the treatment of mild to moderate atopic dermatitis. The Company remains on track to enroll the first patient in a Phase 2a proof of concept study in 3Q 2021, and topline results are expected by the end of this year.

“As we transition our focus and spend toward developing our pipeline, we have made the difficult decision to significantly reduce our workforce. I would like to personally thank the employees who will be affected by this decision for their hard work and dedication to the Company, particularly during the pandemic,” said Mr. Domzalski.

“We believe the best way to create value for our shareholders is to re-focus our resources on advancing our proprietary pipeline,” Mr. Domzalski continued. “In support of this transition, we also expect to meaningfully reduce our operating expenses through the remainder of the year from $20 to $25 million per quarter to approximately $10 million per quarter by the start of 2022.”

“Our partnership with In4Derm provides us access to an exciting BETi platform for both topical and oral treatments for immuno-inflammatory diseases of high unmet medical need. We intend to leverage our existing development capabilities and strong network of discovery and preclinical science partners to develop products and advance a series of truly innovative new medicines through the clinic,” said Mr. Domzalski.
Second Quarter and Recent Highlights:
AMZEEQ and ZILXI were approved in Chinese Economic Pilot Zone
The products will be sold in the region by Cutia Therapeutics, (“Cutia”), which licensed the exclusive rights to market AMZEEQ and ZILXI in Greater China.
Investigator-sponsored trial initiated at Austin Institute for Clinical Research evaluating AMZEEQ with oral isotretinoin in patients with moderate to severe acne.
On August 9, 2021, the Company initiated a patent infringement suit against Padagis Israel Pharmaceuticals Ltd. (f/k/a Perrigo Israel Pharmaceuticals Ltd. (“Padagis”)) in the United States District Court for the District of Delaware arising from Padagis’s ANDA filing with the FDA seeking approval to manufacture and sell a generic version of AMZEEQ in the U.S. prior to the expiration of the Company’s patents.
On August 11, 2021, the Company prepaid the entirety of its outstanding indebtedness under its Credit Agreement. The Company paid to its lenders approximately $36.5 million, including a 4% prepayment premium and accrued but unpaid interest. The Credit Agreement has been terminated.
Financial Performance
(in thousands, except per share amounts)
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Total Revenues$4,258 $11,688 $8,377 $13,438 
Net Loss$(19,924)$(167,440)$(40,474)$(207,673)
Diluted Net Loss per Share$(0.39)$(4.83)$(0.81)$(9.17)
Adjusted Net Loss*$(18,023)$(17,601)$(36,131)$(56,075)
Adjusted Diluted Net Loss per Share*$(0.35)$(0.51)$(0.72)$(2.48)
Adjusted EBITDA*$(16,921)$(16,696)$(33,945)$(54,042)
* See "Note Regarding the Use of Non-GAAP Financial Measures" elsewhere in this earnings release.
Financial Results for the Second Quarter Ended June 30, 2021
Revenues



Revenues totaled $4.3 million for the three months ended June 30, 2021 compared to $11.7 million for the three months ended June 30, 2020. For the three months ended June 30, 2021, our revenue consisted of $4.0 million of product sales and $0.3 million of royalty revenue. For the three months ended June 30, 2020, revenues consisted of $1.5 million of product sales, $0.2 million of royalty revenue and $10.0 million of license revenue.
The increase in product sales is due to the ZILXI product launch in October 2020 and an increase in demand for AMZEEQ. The decrease in license revenue for the three months ended June 30, 2021 as compared to license revenue for the three months ended June 30, 2020 is due to the upfront cash payment received in 2020 under the licensing agreement with Cutia for the sale and marketing of our topical minocycline products in China.
Cost of Goods Sold
Cost of goods sold was $0.8 million for the three months ended June 30, 2021 compared to $0.2 million for the three months ended June 30, 2020. The increase in cost of goods sold is primarily due to an increase in sales volume.
Our gross margin percentage was 80% and 85% for the three months ended June 30, 2021 and June 30, 2020, respectively.
Research and Development Expenses
Our research and development expenses for the three months ended June 30, 2021 were $6.4 million, representing a decrease of $6.7 million, or 51.1%, compared to $13.1 million for the three months ended June 30, 2020. Employee-related expenses decreased $4.6 million primarily due to severance costs incurred in 2020 due to the merger with Foamix Pharmaceuticals Ltd. (the "Merger"), including stock based compensation. Clinical trial and manufacturing expenses decreased with the completion of FCD105 and serlopitant clinical trials and the product launches of AMZEEQ and ZILXI during 2020.
Selling, General and Administrative Expenses
Our selling, general and administrative expenses for the three months ended June 30, 2021 were $15.8 million, representing a decrease of $10.6 million, or 40.2%, compared to $26.5 million for the three months ended June 30, 2020. Employee-related expenses decreased by $8.5 million primarily due to severance costs incurred in 2020 due to the Merger. Professional services spend decreased as these expenses were incurred in 2020 as a result of the Merger.
Financial Results for the Six Months Ended June 30, 2021
Revenues
Revenues totaled $8.4 million for the six months ended June 30, 2021 compared to $13.4 million for the six months ended June 30, 2020. For the six months ended June 30, 2021, our revenue consisted of $7.9 million of product sales and $0.5 million of royalty revenue. For the six months ended June 30, 2020, revenues consisted of $3.2 million of product sales, $0.2 million of royalty revenue and $10.0 million of license revenue.
The increase in product sales is due to the ZILXI product launch in October 2020 and increase in demand for AMZEEQ. The decrease in license revenue for the six months ended June 30, 2021 as compared to license revenue for the six months ended June 30, 2020 is due to the upfront cash payment received in 2020 under the licensing agreement with Cutia for the sale and marketing of our topical minocycline products in China.
Cost of Goods Sold
Cost of goods sold was $1.4 million for the six months ended June 30, 2021 compared to $0.5 million for the six months ended June 30, 2020. The increase in cost of goods sold is primarily due to an increase in sales volume.
Our gross margin percentage was 82% and 85% for the six months ended June 30, 2021 and June 30, 2020, respectively.
Research and Development Expenses
Our research and development expenses for the six months ended June 30, 2021 were $12.7 million, representing a decrease of $16.3 million, or 56.2%, compared to $29.1 million for the six months ended June 30, 2020. Employee-related expenses decreased $9.6 million primarily due to severance costs incurred in 2020 due to the Merger, including stock based compensation. Clinical trial and manufacturing expenses decreased with the completion of FCD105 and serlopitant clinical trials and the product launches of AMZEEQ and ZILXI during 2020.
Selling, General and Administrative Expenses
Our selling, general and administrative expenses for the six months ended June 30, 2021 were $32.5 million, representing a decrease of $19.4 million, or 37.4%, compared to $51.9 million for the six months ended June 30, 2020. Employee-related



expenses decreased by $13.6 million primarily due to severance costs incurred in 2020 due to the Merger, including stock based compensation. Professional services spend decreased as these expenses were incurred in 2020 as a result of the Merger.

Cash & Cash Equivalents
As of June 30, 2021, VYNE had cash, cash equivalents, restricted cash and investments of $104.0 million. As discussed above, subsequent to the end of the second quarter, on August 11, 2021, the Company paid its lenders approximately $36.5 million in respect of its outstanding indebtedness and the Credit Agreement was terminated. Following such prepayment and based on its plans to conduct a Phase 2b clinical trial for FMX114 (assuming positive results in the Phase 2a study) and progress both the topical and oral BETi programs into the clinic in 2022, the Company currently believes it has sufficient cash and cash equivalents to fund its operations through the end of the second quarter of 2022. This assumes that operating expenses will be significantly reduced in connection with the disposition of the minocycline franchise and projected clinical trial costs. This also excludes potential proceeds received from a sale or license of the minocycline franchise, business development transactions or financing transactions, which are all beyond the Company’s control. See Note 1 to our unaudited interim condensed consolidated financial statements included in VYNE’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 for additional discussion on liquidity.


Conference Call and Live Webcast
VYNE management will host a conference call and live webcast today, Thursday, August 12, 2021, at 8:30 am Eastern Time to discuss the financial results and provide a business update.
Toll Free:877-256-3294
International:212-231-2918
Conference ID:21995997
Webcast:
http://public.viavid.com/index.php?id=145705
A replay of the call will be archived on the Company’s website at www.vynetherapeutics.com promptly after the conference call.

Note Regarding the Use of Non-GAAP Financial Measures
The Company has provided certain non-GAAP financial information as additional information to measure operating performance, including, among others, Adjusted Total Operating Expenses, Adjusted Net Loss, Adjusted Diluted Net Loss per Share and Adjusted EBITDA. The Company believes that its presentation of such non-GAAP measures provides useful information to management and investors regarding its financial condition and operations. Specifically, these measures exclude, among other things, share-based compensation. The Company does not believe that such expenses accurately reflect the Company's ongoing operations, and the Company does not expect to incur similar expenses in future periods. These measures are not in accordance with, or an alternative for, generally accepted accounting principles in the United States (“GAAP”) and may be different from similarly titled non-GAAP measures reported by other companies. The Company has provided required reconciliations to the most comparable GAAP measures elsewhere in the document.

ZILXI and AMZEEQ Important Safety Information
Indications

ZILXI® (minocycline) topical foam, 1.5% is for the treatment of adults with pimples and bumps caused by a condition called rosacea. It is not known if ZILXI is safe and effective in children.

AMZEEQ® (minocycline) topical foam, 4% is for the treatment of pimples and red bumps (non-nodular inflammatory lesions) that happen with moderate to severe acne in patients 9 years age and older. It is not known if AMZEEQ is safe and effective in children under 9 years of age.

ZILXI and AMZEEQ are both topical forms of the antibiotic minocycline and are available by prescription only. ZILXI and AMZEEQ are for use on skin only (topical use). ZILXI and AMZEEQ are not for use in the mouth, eyes or vagina.

ZILXI and AMZEEQ should not be used for the treatment of infections.





Important Safety Information

ZILXI or AMZEEQ should not be used in people who are allergic to ZILXI, AMZEEQ, or any tetracycline medicine. Use of ZILXI or AMZEEQ should be stopped right away if a rash or other allergic symptom occurs.
ZILXI or AMZEEQ should not be used in women who are pregnant, may become pregnant or are nursing. If a woman becomes pregnant while using ZILXI or AMZEEQ, she should talk to her doctor. Tetracycline medicine when taken by mouth during pregnancy, infancy and/or childhood up to the age of 8 years may permanently discolor teeth (yellow-gray-brown) and may slow the growth of bones.
ZILXI and AMZEEQ are flammable and fire, flame, and smoking must be avoided when applying and right after applying ZILXI or AMZEEQ.
People should protect their skin from the sun while using ZILXI or AMZEEQ and avoid sunlight or artificial sunlight such as sunlamps or tanning beds. Use of ZILXI or AMZEEQ should be stopped if skin is sunburned.
When taken by mouth, minocycline may cause feelings of lightheadedness, dizziness or spinning. People should not drive or operate dangerous machinery if they have these symptoms.

ZILXI and AMZEEQ are both topical foams that contain minocycline, a tetracycline medicine. They are not taken by mouth. However, tetracyclines, when taken by mouth (capsules or tablets), may cause serious side effects, including: diarrhea which may be caused by an infection and cause watery or bloody stools; loss of appetite; tiredness; yellowing of the skin or eyes (jaundice); bleeding more easily than normal; confusion; sleepiness; vision changes, including blurred vision, double vision, or permanent vision loss; unusual headaches; fever; rash; joint pain; body weakness; discoloration or darkening of the skin, scars, teeth, or gums. People should call their doctor right away if these side effects occur.

The most common side effect of ZILXI is diarrhea. The most common side effect of AMZEEQ is headache.

These are not all of the possible side effects for ZILXI or AMZEEQ. People should contact their doctor for medical advice about side effects and be sure to tell their doctor about all of their medical conditions and medicines they take before using ZILXI or AMZEEQ.

People are encouraged to report negative side effects of prescription drugs to the FDA. Visit www.fda.gov/medwatch or call 1-800-FDA-1088.

Please see full Prescribing Information for ZILXI and AMZEEQ.
About VYNE Therapeutics Inc.
VYNE's mission is to improve the lives of patients by developing proprietary, innovative and differentiated therapies for the treatment of immuno-inflammatory conditions.

With expertise in topical medicine innovation as a springboard, VYNE is working to develop and commercialize a variety of solutions using its topical formulation capabilities, including its proprietary Molecule Stabilizing Technology (MST)™, and has received FDA approval for AMZEEQ® (minocycline) topical foam, 4%, and for ZILXI® (minocycline) topical foam, 1.5%. For more information about our approved products, please see AMZEEQ’s Full Prescribing Information at AMZEEQ.com and ZILXI’s Full Prescribing Information at ZILXI.com.

For more information about VYNE Therapeutics Inc. or its investigational products, visit www.vynetherapeutics.com or follow VYNE on Twitter. VYNE may use its website to comply with its disclosure obligations under Regulation FD. Therefore, investors should monitor VYNE’s website in addition to following its press releases, filings with the U.S. Securities and Exchange Commission, public conference calls, and webcasts.
About Bromodomain and Extra-Terminal Domain Inhibitors
BET proteins are key components of transcriptional processing for a wide range of proinflammatory and immunoregulatory genes.1 Inactivation of BET proteins such as BRD4 directly perturbs the biosynthesis of pro-inflammatory proteins that are implicated in a wide variety of immune-inflammatory/fibrotic and myeloproliferative neoplastic disorders. A topically applied BETi product has the possibility to positively impact diseases involving multiple, diverse inflammatory cell signaling pathways that are active in rare neutrophilic dermatoses. Furthermore, bromodomain 2 selective oral BET inhibitors may present as convenient, non-biologic treatment options for both acute control and chronic management of immuno-inflammatory indications, where the damaging effects of unrestricted inflammatory signaling activity is common.

1. Wang N, Wu R, Tang D and Kang R, Signal Transduct. Target Ther. 2021 Jan 19;6(1):23





Investor Relations:
Joyce Allaire
LifeSci Advisors, LLC
646-889-1200
[email protected]

Tyler Zeronda
Chief Financial Officer
VYNE Therapeutics
908-731-6180
[email protected]
Cautionary Statement Regarding Forward-Looking Statements
This release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the development and commercialization of VYNE’s products and product candidates, including the BETi programs, FCD105 and FMX114, and other statements regarding the future expectations, plans and prospects of VYNE, including the potential sale or license of its topical minocycline franchise. All statements in this press release which are not historical facts are forward-looking statements. Any forward-looking statements are based on VYNE’s current knowledge and its present beliefs and expectations regarding possible future events and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially and adversely from those set forth or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: VYNE’s ability to sell or license the topical minocycline franchise on acceptable terms in a timely manner or at all; VYNE’s ability to successfully finance and develop the BETi platform; the COVID-19 pandemic and its impact on our business operations and liquidity, including the ability to progress a preclinical or clinical trial; adverse events associated with the development and commercialization of our product candidates and approved products; the outcome and cost of pre-clinical and clinical trials for current and future product candidates; determination by the FDA that results from VYNE’s pre-clinical and clinical trials are not sufficient to support registration or marketing approval of product candidates; the outcome of pricing, coverage and reimbursement negotiations with third party payors for AMZEEQ, ZILXI or any other products or product candidates that VYNE may commercialize in the future; whether, and to what extent, third party payors impose additional requirements before approving AMZEEQ and ZILXI prescription reimbursement; the eligible patient base and commercial potential of AMZEEQ, ZILXI or any of VYNE’s other products or product candidates; risks of potential litigation by third-parties regarding infringement of third-party intellectual property; risks that VYNE’s intellectual property rights, such as patents, may fail to provide adequate protection, may be challenged and one or more claims may be revoked or interpreted narrowly or will not be infringed; risks that any of VYNE’s patents may be held to be narrowed, invalid or unenforceable or one or more of VYNE’s patent applications may not be granted and potential competitors may also seek to design around VYNE’s granted patents or patent applications; additional competition in the acne and dermatology markets; risks related to our indebtedness; inability to raise additional capital on favorable terms or at all; VYNE’s ability to recruit and retain key employees, including members of its sales force during the process to sell or license its minocycline franchise; volatility in our stock price may result in rapid and substantial increases or decreases in our stock price that may or may not be related to our operating performance or prospects; and VYNE’s ability to stay in compliance with applicable laws, rules and regulations. For a discussion of other risks and uncertainties, and other important factors, any of which could cause VYNE’s actual results to differ from those contained in the forward-looking statements, see the section titled “Risk Factors” in VYNE’s Annual Report on Form 10-K for the year ended December 31, 2020, as well as discussions of potential risks, uncertainties, and other important factors in VYNE’s subsequent filings with the U.S. Securities and Exchange Commission. Although VYNE believes these forward-looking statements are reasonable, they speak only as of the date of this announcement and VYNE undertakes no obligation to update publicly such forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by law. Given these risks and uncertainties, you should not rely upon forward-looking statements as predictions of future events.




VYNE THERAPEUTICS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except per share data)
(Unaudited)
June 30December 31
20212020
Assets
Current Assets:
Cash and cash equivalents$103,406 $57,563 
Restricted cash605 855 
Investment in marketable securities— 1,027 
Trade receivables, net of allowances10,868 15,819 
Prepaid and other assets5,268 4,591 
Inventory8,279 7,404 
Total Current Assets128,426 87,259 
Property and equipment, net501 555 
Operating lease right-of-use assets1,225 1,583 
Prepaid and other assets3,831 4,345 
Total Assets$133,983 $93,742 
Liabilities and shareholders’ equity
Current Liabilities:
Trade payables$10,080 $4,780 
Accrued expenses10,146 11,452 
Debt33,375 — 
Employee related obligations3,481 4,360 
Operating lease liabilities434 757 
Other104 104 
Total Current Liabilities57,620 21,453 
Liability for employee severance benefits206 312 
Operating lease liabilities812 853 
Long-term debt— 33,174 
Other liabilities452 457 
Total Liabilities59,090 56,249 
Commitments and Contingencies— — 
Shareholders' Equity:
Preferred stock: $0.0001 par value; 20,000,000 shares authorized at June 30, 2021 and December 31, 2020, respectively; no shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively
— — 
Common stock: $0.0001 par value; 75,000,000 shares authorized at June 30, 2021 and December 31, 2020, respectively; 51,511,845 and 43,205,221 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively
Additional paid-in capital681,558 603,685 
Accumulated deficit(606,670)(566,196)
Total Shareholders' Equity74,893 37,493 
Total Liabilities and Shareholders' Equity$133,983 $93,742 



VYNE THERAPEUTICS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. dollars in thousands, except per share data)
(Unaudited)
Three months ended June 30Six months ended June 30
2021202020212020
Revenues
Product sales$3,963 $1,483 $7,852 $3,233 
License revenues— 10,000 — 10,000 
Royalty revenues295 205 525 205 
Total Revenues4,258 11,688 8,377 13,438 
Cost of goods sold795 216 1,396 487 
Operating Expenses:
Research and development6,409 13,119 12,742 29,072 
Selling, general and administrative15,835 26,459 32,451 51,874 
Goodwill and in-process research & development impairments— 54,345 — 54,345 
Contingent Stock Right Remeasurement— 84,726 — 84,726 
Total Operating Expenses22,244 178,649 45,193 220,017 
Operating Loss18,781 167,177 38,212 207,066 
Interest expense1,074 1,070 2,136 2,137 
Other expense (income), net69 (548)126 (1,271)
Loss Before Income Tax19,924 167,699 40,474 207,932 
Income tax expense (benefit)— (259)— (259)
Net Loss$19,924 $167,440 $40,474 $207,673 
Loss per share basic and diluted$0.39 $4.83 $0.81 $9.17 
Weighted average shares outstanding - basic and diluted51,411 34,663 50,162 22,656 



VYNE THERAPEUTICS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands)
(Unaudited)
Six months ended June 30
20212020
Cash Flows From Operating Activities:
Net Loss$40,474 $207,673 
Adjustments required to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization55 187 
Goodwill and in-process research & development impairments— 54,345 
Contingent stock right remeasurement— 84,726 
Changes in marketable securities and bank deposits, net— (142)
Changes in accrued liability for employee severance benefits, net of retirement fund profit(108)(21)
Stock-based compensation4,343 12,527 
Non-cash finance income, net(150)(833)
Changes in operating assets and liabilities, net of effects of businesses acquired:
Decrease (increase) in trade receivables, prepaid and other assets4,266 (9,807)
Decrease (increase) in other non-current assets876 (6,026)
Increase (decrease) in accounts payable and accruals3,259 (10,908)
Increase in inventory(875)(4,445)
Net cash used in operating activities(28,808)(88,070)
Cash Flows From Investing Activities:
Purchase of fixed assets— (113)
Cash acquired through merger— 38,641 
Proceeds from sale and maturity of marketable securities1,027 48,577 
Net cash provided by investing activities1,027 87,105 
Cash Flows From Financing Activities:
Proceeds related to issuance of common shares through offerings, net of issuance costs73,127 53,646 
Proceeds related to issuance of stock for stock-based compensation arrangements, net247 100 
Net cash provided by financing activities73,374 53,746 
Increase in cash, cash equivalents and restricted cash45,593 52,781 
Effect of exchange rate on cash, cash equivalents and restricted cash— 
Cash, cash equivalents and restricted cash at beginning of the period58,418 44,584 
Cash, cash equivalents and restricted cash at end of the period$104,011 $97,366 
Cash and cash equivalents$103,406 $96,511 
Restricted cash605 855 
Total cash, cash equivalents and restricted cash shown in statement of cash flows$104,011 $97,366 
Supplementary information on investing and financing activities not involving cash flows:
Cashless exercise of warrants and restricted stock units**
Issuance of shares under employee stock purchase plan$144 $163 
Additions to operating lease right of use assets$— $1,120 
Additions to operating lease liabilities$— $1,120 
Supplemental disclosure of cash flow information:
Interest received$11 $298 
Interest paid$1,936 $1,946 
Fair value of assets acquired$— $117,270 
Less liabilities assumed— 5,827 
Net acquired — 111,443 
Less cash acquired— 38,641 
Merger net of cash acquired$— $72,802 




*    Represents an amount less than one thousand
Non-GAAP Financial Measures
The following tables reconcile non-GAAP financial measures presented in this press release or that may be presented on the Company’s conference call with analysts and investors. The Company believes that these non-GAAP financial measures provide management, analysts, investors and other users of the Company’s financial information with meaningful supplemental information regarding the performance of the Company’s business. These non-GAAP financial measures should not be considered superior to, but rather in addition to, other financial measures prepared by the Company in accordance with GAAP, including the year-to-year results. The Company’s method of determining these non-GAAP financial measures may be different from other companies’ methods and, therefore, may not be comparable to those used by other companies, and the Company does not recommend the sole use of these non-GAAP measures to assess its financial and earnings performance. For reasons noted above, the Company is presenting certain non-GAAP financial measures for the three and six months ended June 30, 2021 and June 30, 2020. In order for investors to be able to more easily compare the Company’s performance across periods, the Company has included comparable reconciliations for the 2020 period in the reconciliation tables below.
Reconciliation of EBITDA and Adjusted EBITDA (non-GAAP)
The following table provides a reconciliation of Net loss (GAAP) to EBITDA (non-GAAP) and Adjusted EBITDA (non-GAAP) for the three and six months ended June 30, 2021 and 2020 (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Net loss (GAAP)(19,924)(167,440)(40,474)(207,673)
Income tax expense (benefit)— (259)— (259)
Interest expense, net1,074 1,070 2,131 2,105 
Depreciation and amortization28 94 55 187 
     EBITDA (non-GAAP)(18,822)(166,535)(38,288)(205,640)
Share based compensation expense 1,901 10,768 4,343 12,527 
Goodwill and in-process research & development impairments— 54,345 — 54,345 
Contingent Stock Right Remeasurement— 84,726 — 84,726 
     Adjusted EBITDA (non-GAAP)(16,921)(16,696)(33,945)(54,042)















Reconciliation of Net Loss, Adjusted Net Loss and other non-GAAP metrics
The following table provides detailed reconciliations of various other income statement data between GAAP and non-GAAP amounts for the three and six months ended June 30, 2021 and 2020 (in thousands, except per share data):
Three months ended June 30Six months ended June 30
2021202020212020
Net Loss (GAAP)(19,924)(167,440)(40,474)(207,673)
     Share based compensation expense1,901 10,768 4,343 12,527 
Goodwill and in-process research & development impairments— 54,345 — 54,345 
     Contingent Stock Right Remeasurement— 84,726 — 84,726 
Adjusted Net Loss (non-GAAP)(18,023)(17,601)(36,131)(56,075)
Research and development expense (GAAP)6,409 13,119 12,742 29,072 
     Share based compensation expense(442)(3,050)(900)(3,566)
Adjusted Research and development expense (non-GAAP)5,967 10,069 11,842 25,506 
Selling, general and administrative expense (GAAP)15,835 26,459 32,451 51,874 
     Share based compensation expense(1,459)(7,718)(3,443)(8,961)
Adjusted Selling, general and administrative expense (non-GAAP)14,376 18,741 29,008 42,913 
Total Operating Expenses (GAAP)22,244 178,649 45,193 220,017 
     Share based compensation expense(1,901)(10,768)(4,343)(12,527)
Goodwill and in-process research & development impairments— (54,345)— (54,345)
     Contingent Stock Right Remeasurement— (84,726)— (84,726)
Adjusted Total Operating Expenses20,343 28,810 40,850 68,419 
Total Operating Loss (GAAP)(18,781)(167,177)(38,212)(207,066)
     Share based compensation expense1,901 10,768 4,343 12,527 
Goodwill and in-process research & development impairments— 54,345 — 54,345 
     Contingent Stock Right Remeasurement— 84,726 — 84,726 
Adjusted Total Operating Loss (non-GAAP)(16,880)(17,338)(33,869)(55,468)
Net loss per common share - basic and diluted (GAAP)(0.39)(4.83)(0.81)(9.17)
     Share based compensation expense0.04 0.31 0.09 0.55 
Goodwill and in-process research & development impairments— 1.57 — 2.40 
     Contingent Stock Right Remeasurement— 2.44 — 3.74 
Adjusted Net loss per share - basic and diluted (non-GAAP)(0.35)(0.51)(0.72)(2.48)
Weighted average number of common shares outstanding - basic and diluted51,411 34,663 50,162 22,656 

Exhibit 99.2
picture1.jpg

VYNE Therapeutics Announces Licensing of BET Inhibitor Platform for Immuno-Inflammatory Conditions with In4Derm Limited

VYNE will have exclusive access to a library of new chemical entities

VYNE will prioritize initial development efforts on rare skin diseases and major immunology and inflammatory conditions with high unmet needs

VYNE expects to enter VYN201 and VYN202 into the clinic in 2022

Further details will be discussed on VYNE’s second quarter earnings call this morning at 8:30am EST


BRIDGEWATER, N.J., August 12, 2021 -- VYNE Therapeutics Inc. (Nasdaq: VYNE) (“VYNE” or the “Company”) today announced that it has entered into an exclusive license agreement (the “License Agreement”) with In4Derm Limited (“In4Derm”), a spin-out of the University of Dundee’s School of Life Sciences focused on the discovery and development of proprietary Bromodomain and Extra-Terminal Domain inhibitors (“BET inhibitor” or “BETi”) for the treatment of immunology and oncology conditions. The University of Dundee is one of the foremost integrated university hospital and biotechnology research institutes in Europe.

“We are extremely excited to announce this potentially transformational transaction and to partner with In4Derm, a company devoted to developing small molecule drugs for anti-inflammatory and orphan indications,” said David Domzalski, President and CEO of VYNE. “This partnership provides us access to a novel BETi platform for both topical and oral treatments for immuno-inflammatory diseases of high unmet medical need. Initially we will advance a topical BETi program for the treatment of rare skin diseases into the clinic in 2022. We believe this collaboration will create numerous opportunities to drive value and look forward to providing further updates on our progress.”

Topical BETi program: VYN201 is a first-in-class topical pan-BD BET inhibitor that is designed to mitigate systemic drug exposure and will be developed for topical applications. VYNE intends to progress VYN201 in rare, neutrophilic, dermatological indications where there is significant unmet need due to a lack of indicated treatment options. This program is expected to enter the clinic in 2022.

Oral BETi program: VYNE expects to exercise its exclusive option with In4Derm to develop oral BET inhibitors following the selection of a lead candidate for the program. VYN202 is an orally-delivered, first-in-class BET inhibitor that is highly selective for Bromodomain 2 (“BD2”). By selectively inhibiting BD2, the Company believes VYN202 could have a more targeted anti-inflammatory effect with an improved benefit/risk profile and views VYN202 as having significant potential as a novel, oral treatment for major immuno-inflammatory indications. Upon final candidate selection and exercise of its option, the Company intends to commence an IND-enabling non-clinical safety program and enter the clinic next year.

There is substantial interest in BET inhibitors as therapeutic targets for a wide range of diseases. To date, much of the clinical research has been focused on oncology. The Company believes there is also compelling science to show that BET inhibition may play an important role in effectively treating immuno-inflammatory diseases.

In4Derm’s CEO Dr. Tim Sparey commented, “We are delighted to announce this strategic partnership with VYNE Therapeutics. Together, both companies share a vision to develop new therapeutics to treat high unmet needs in inflammation and rare diseases, where millions of patients suffer with no adequate treatment options. This partnership validates In4Derm’s ability to deliver high quality drug candidates in important markets, and brings a



partner with the necessary expertise to accelerate clinical development. We look forward to shared success with VYNE.”

The parties previously entered into an Evaluation and Option Agreement (the “Option Agreement”) pursuant to which In4Derm granted the Company an exclusive option to obtain exclusive worldwide rights to research, develop and commercialize products containing In4Derm’s BETi compounds, which are new chemical entities (NCEs), in both topical (the “Topical BETi Option”) and oral (the “Oral BETi Option”) treatments in all fields for any disease, disorder or condition in humans.

On August 6, 2021, the Company exercised the Topical BETi Option and the parties entered into a License Agreement granting the Company a worldwide, exclusive license that is sublicensable through multiple tiers to exploit certain of In4Derm’s BETi compounds identified to be suitable for topical administration in all fields. The Company paid a $1.0 million cash payment to In4Derm upon the execution of the Option Agreement and $0.5 million in connection with the exercise of the Topical BETi Option. Pursuant to the License Agreement, the Company has agreed to make cash payments to In4Derm upon the achievement of specified clinical development and regulatory approval milestones with respect to each licensed topical product in the U.S. of up to $15.75 million. In addition, the Company expects to exercise the Oral BETi Option following the selection of a lead candidate for the program. Upon exercise of the exclusive Oral BETi Option, the parties will sign a license agreement (the “Oral License Agreement”) and the Company will pay In4Derm a $4.0 million cash payment. The Oral License Agreement will include cash payments of up to $43.75 million payable to In4Derm upon the achievement of specified clinical development and regulatory approval milestones with respect to each licensed oral product in the U.S. The license agreements also provide for tiered royalty payments of up to 10% of net annual sales across licensed BETi products by the Company. In4Derm is entitled to additional milestone payments upon the achievement of regulatory approvals in certain jurisdictions outside the U.S.

About Bromodomain and Extra-Terminal Domain Inhibitors

BET proteins are key components of transcriptional processing for a wide range of proinflammatory and immunoregulatory genes.1 Inactivation of BET proteins such as BRD4 directly perturbs the biosynthesis of pro-inflammatory proteins that are implicated in a wide variety of immune-inflammatory/fibrotic and myeloproliferative neoplastic disorders. A topically applied BETi product has the possibility to positively impact diseases involving multiple, diverse inflammatory cell signaling pathways that are active in rare neutrophilic dermatoses. Furthermore, bromodomain 2 selective oral BET inhibitors may present as convenient, non-biologic treatment options for both acute control and chronic management of immuno-inflammatory indications, where the damaging effects of unrestricted inflammatory signaling activity is common.

1.    Wang N, Wu R, Tang D and Kang R, Signal Transduct. Target Ther. 2021 Jan 19;6(1):23

Conference Call Details:
Thursday, August 12th @ 8:30am Eastern Time
Toll Free:         877-256-3294
International:        212-231-2918
Conference ID:        21995997
Webcast:        http://public.viavid.com/index.php?id=145705

A replay of the call will be archived on the Company’s website at www.vynetherapeutics.com after the conference call.

About VYNE Therapeutics Inc.
VYNE’s mission is to improve the lives of patients by developing proprietary, innovative and differentiated therapies in dermatology and beyond.




With expertise in topical medicine innovation as a springboard, VYNE is working to develop and commercialize a variety of solutions and has received FDA approval for AMZEEQ® (minocycline) topical foam, 4%, the world’s first topical minocycline, and for ZILXI® (minocycline) topical foam, 1.5%, the first minocycline product of any kind to be approved by the FDA for use in rosacea. For more information about our approved products, please see AMZEEQ’s Full Prescribing Information at AMZEEQ.com and ZILXI’s Full Prescribing Information at ZILXI.com.

For more information about VYNE Therapeutics Inc. or its investigational products, visit www.vynetherapeutics.com or follow VYNE on Twitter. VYNE may use its website to comply with its disclosure obligations under Regulation FD. Therefore, investors should monitor VYNE’s website in addition to following its press releases, filings with the U.S. Securities and Exchange Commission, public conference calls, and webcasts.

About In4Derm

In4Derm is a biotech that develops new small molecule drugs for anti-inflammatory and orphan
indications. In4Derm is a spin-out from the world leading University of Dundee’s School of Life Sciences
and has laboratory facilities in Dundee, Scotland.

In4Derm is seeking to discover first in class medicines that provide meaningful benefits for
patients. In4Derm is supported by o2h Ventures, Meltwind, Wren Capital, Scottish Enterprise and the
University of Dundee.

For more information, please visit www.In4Derm.com or contact Tim Sparey Ph.D (CEO) [email protected] (+44 (0) 7718864561).


Investor Relations:
Joyce Allaire
LifeSci Advisors, LLC
646-889-1200
[email protected]
Tyler Zeronda
VYNE Therapeutics Inc.
908-458-9106
[email protected]

Cautionary Statement Regarding Forward-Looking Statements
This release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the development of VYNE’s product candidates and other statements regarding the future expectations, plans and prospects of VYNE. All statements in this press release which are not historical facts are forward-looking statements. Any forward-looking statements are based on VYNE’s current knowledge and its present beliefs and expectations regarding possible future events and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially and adversely from those set forth or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: our ability to successfully develop the BETi platform; the COVID-19 pandemic and its impact on our business operations and liquidity, including our ability or our partner’s ability to progress a preclinical or clinical trial; adverse events associated with the development and commercialization of our product candidates and approved products; the outcome and cost of pre-clinical and clinical trials for current and future product candidates; determination by regulatory authorities that results from VYNE’s or its partner’s pre-clinical and clinical trials are not sufficient to support registration or marketing approval of product candidates; the outcome of pricing, coverage and reimbursement negotiations with third party payors for AMZEEQ, ZILXI or any other products or product candidates that VYNE may commercialize in the future; whether, and to what extent, third party payors impose



additional requirements before approving AMZEEQ and ZILXI prescription reimbursement; our ability to negotiate contracts with pharmacy benefit managers and other third-parties; the eligible patient base and commercial potential of AMZEEQ, ZILXI or any of VYNE’s other products or product candidates; risks of potential litigation by third-parties regarding infringement of third-party intellectual property; risks that VYNE’s intellectual property rights, such as patents, may fail to provide adequate protection, may be challenged and one or more claims may be revoked or interpreted narrowly or will not be infringed; risks that any of VYNE’s patents may be held to be narrowed, invalid or unenforceable or one or more of VYNE’s patent applications may not be granted and potential competitors may also seek to design around VYNE’s granted patents or patent applications; additional competition in the acne and dermatology markets; risks related to our indebtedness; inability to raise additional capital on favorable terms or at all; VYNE’s ability to recruit and retain key employees; volatility in our stock price may result in rapid and substantial increases or decreases in our stock price that may or may not be related to our operating performance or prospects; and VYNE’s ability to stay in compliance with applicable laws, rules and regulations. For a discussion of other risks and uncertainties, and other important factors, any of which could cause VYNE’s actual results to differ from those contained in the forward-looking statements, see the section titled “Risk Factors” in VYNE’s Annual Report on Form 10-K for the year ended December 31, 2020, as well as discussions of potential risks, uncertainties, and other important factors in VYNE’s subsequent filings with the U.S. Securities and Exchange Commission. Although VYNE believes these forward-looking statements are reasonable, they speak only as of the date of this announcement and VYNE undertakes no obligation to update publicly such forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by law. Given these risks and uncertainties, you should not rely upon forward-looking statements as predictions of future events.

INVESTOR PRESENTATION August 2021 Exhibit 99.3


 
Forward Looking Statements 2 This presentation includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to statements regarding the development and commercialization of VYNE’s products and product candidates and other statements regarding the future expectations, plans and prospects of VYNE. All statements in this presentation which are not historical facts are forward-looking statements. Any forward-looking statements are based on VYNE’s current knowledge and its present beliefs and expectations regarding possible future events and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially and adversely from those set forth or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, our ability to successfully develop our BETi platform; the COVID-19 pandemic and its impact on our business operations including our ability to progress a preclinical or clinical trial; adverse events associated with the development and commercialization of VYNE product candidates and approved products; the outcome and cost of preclinical and clinical trials for current and future product candidates; determination by the FDA that results from VYNE’s preclinical and clinical trials are not sufficient to support registration or marketing approval of product candidates; the eligible patient base and commercial potential of VYNE’s product candidates; risks of potential litigation by third-parties regarding infringement of third-party intellectual property; risks that VYNE’s intellectual property rights, such as patents, may fail to provide adequate protection, may be challenged and one or more claims may be revoked or interpreted narrowly or will not be infringed; risks that any of VYNE’s patents may be held to be narrowed, invalid or unenforceable or one or more of VYNE’s patent applications may not be granted and potential competitors may also seek to design around VYNE’s granted patents or patent applications; additional competition in the acne and dermatology markets; inability to raise additional capital on favorable terms or at all; VYNE’s liquidity; VYNE’s ability to recruit and retain key employees; volatility in our stock price may result in rapid and substantial increases or decreases in our stock price that may or may not be related to our operating performance or prospects; and VYNE’s ability to stay in compliance with applicable laws, rules and regulations. For a discussion of other risks and uncertainties, and other important factors, any of which could cause VYNE’s actual results to differ from those contained in the forward-looking statements, see the section titled “Risk Factors” in VYNE’s annual report on Form 10-K for the year ended December 31, 2020 as well as discussions of potential risks, uncertainties, and other important factors in VYNE’s subsequent filings with the U.S. Securities and Exchange Commission. Although VYNE believes these forward-looking statements are reasonable, they speak only as of the date of this presentation and VYNE undertakes no obligation to update publicly such forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by law. Given these risks and uncertainties, you should not rely upon forward-looking statements as predictions of future events. The trademarks included herein are the property of the owners thereof and are used for reference purposes only. This presentation concerns product candidates that are under clinical investigation. None of such product candidates have been approved for marketing by the FDA or the EMA, and such product candidates are currently limited to investigational use, and no representation is made as to their safety or effectiveness for the purposes for which they are being investigated.


 
Confidential – For Internal Use Only. VYN201 and VYN202 Bromodomain & Extra-Terminal Domain Inhibition (BETi) in Immunodermatology / Immunology and Inflammation 3


 
Confidential – For Internal Use Only. 4 Bromodomain & Extra-Terminal Domain Protein Family (BET) • BET family of proteins comprise of BRD2, BRD3, BRD4 and BRDT*. The BET proteins are transcriptional regulators that bind to acetylated lysines on the tails of histones H3 and H4 and regulate chromatin structure and function. • Homology of each protein comprises of two bromodomains and one extra-terminal domain (BDI, BDII and ET). • BET proteins play a key role in regulating gene transcription via epigenetic interactions (“reading”) between the bromodomains and acetylated histones during cell proliferation and differentiation. • Primary research has focused on oncology & cardiovascular disease. Recent research has determined a key role for these targets in regulating B- & T-cell activation and subsequent mediated inflammatory processes.1-4 • As epigenetic readers, BET proteins regulate the recruitment of transcriptional factors that are key to cytokine biosynthesis. • Inhibiting BET proteins blocks transcriptional factor recruitment that prevents cytokine transcription. * Constituously expressed in the testes, regulating spermatogenesis 1. BET Bromodomain Inhibition suppresses human t cell function. ImmunoHorizons, July 2019, 3(7) 294 2. The double bromodomain protein BRD2 promotes B cell expansion and mitogenesis. J Leuko Biol. 2014, Mar 95(3):451 3. Selective targeting of BD1 and BD2 of the BET proteins in cancer and immunoinflammation, Science, 368, 387-394 (2020) 4. Selective inhibition of the BD2 bromodomain of BET proteins in prostate cancer, Nature, 578(7794), 306 (2020)


 
5 Bromodomain & Extra-Terminal Domain Proteins – Role in NF-ƙB transcription in inflammatory disease Cytosol P Iƙƙβ Iƙƙa Iƙƙy NF-ƙβ kinase complex activation Activation and translocation of RELA (p65) P Iƙβ p65 p50 Nucleus P p65 p50 Inactive gene ƙB promoter Inhibition of cytokine transcription Cytosol I I NF-ƙβ kinase complex activation Activation and translocation of RELA (p65) cle s RNA Pol II Transcribed cytokine Active ge e coding for cytokine Translated cytokine ƙB promoter Cytokines Cytokines Cytokine “Feedback” BET inhibition Inhibition of cytokine transcription


 
Confidential – For Internal Use Only. BET Inhibitor Strategy Targeting BRD4 6 Bromodomain & Extra Terminal protein with two bromodomains (BDI and BDII) BDI BDII Topical VYN201 binds to both BDI and BDII Oral VYN202 binds to BDII only VYN201 Topical “soft” Pan-BD BET inhibitor Broad activity • Possibility to impact on diseases involving multiple, diverse inflammatory cell signaling pathways Low oral safety margin • 2-fold therapeutic index (binding to BDI is implicated in a low safety margin) Competition • Almost all BET inhibitors in development bind to BDI and BDII and are orally delivered Applicability • Rare, life-threatening/limiting neutrophilic dermatoses such as pyoderma gangrenosum, palmoplantar pustulosis and generalized pustular psoriasis. Systemic exposure mitigation via topical application of a metabolically unstable active VYN202 Oral BDII-selective BET inhibitor Focused activity • Less opportunity for global immunosuppression that occurs with many oral JAKi, glucocorticosteroids • Highly selective inhibition of BET proteins Good oral safety margin • 25-fold therapeutic index has been demonstrated by others • Lack pan-BET safety liabilities Applicability • Immuno-inflammatory indications such as rheumatoid arthritis, ulcerative colitis/Crohn's and multiple sclerosis. • Myeloproliferative neoplastic disorders such as polycythemia vera and myelofibrosis. JAKi – Janus kinase inhibitors