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REG - Cizzle Biotechnology - Interim Results

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RNS Number : 9139N  Cizzle Biotechnology Holdings PLC  28 September 2023

28 September 2023

 

Cizzle Biotechnology Holdings Plc

 

("Cizzle", the "Company" or the "Group")

 

Interim results for the six months ended 30 June 2023

 

Cizzle Biotechnology Holdings PLC (LSE: CIZ), the UK based diagnostics
developer, is pleased to announce its interim results for the six months ended
30 June 2023.

 

Highlights

·    On 24 April 2023 the Group announced a new 12 month agreement with
the University of York running until 25 September 2024, which builds on
successful outcomes of the current research programme, including meeting key
milestones for monoclonal antibody characterisation and assay platform
optimization. This agreement also extended access to state of the art
facilities and world leading scientists to support new solutions for early
cancer diagnostics and therapeutic tools.

 

·    On 12 June 2023 the Group announced that it had raised gross proceeds
of £350,000 at an issue price of 2.1p per share. A variation to the Company's
£500,000 loan facility agreement was announced whereby repayment of any
drawdown on this facility now being satisfied by the issue of new ordinary
shares in the Company at a fixed price of 2.1p per share. This facility was
extended until 8 December 2024.

 

Post Period Highlights

·    The Company has a put option to sell its 5% economic interest and
royalty sharing agreement in the AZD 1656 asset to treat inflammatory
pulmonary and cardiovascular disease ("Option") to Conduit Pharmaceuticals
("Conduit"), to be satisfied through the issuance of new shares in Conduit
(the "Option"). Conduit became a publicly traded company on NASDAQ in the USA
on 25 September 2023. Cizzle exercised its Option on 26 September 2023 and
once this has been settled, the Company is expected to hold 395,460 shares in
the NASDAQ listed business with no restrictions.

 

·    On 10 August 2023 the Group announced an expansion of its current
research programme with the University of York to develop its CIZ1B biomarker
technology for early stage cancer diagnosis, and other potential applications
in cancer therapy. This follows significant progress in isolating additional
new and specific monoclonal antibodies to the CIZ1B biomarker and
incorporating these into a new high-throughput clinical diagnostic immunoassay
platform. The recent developments meet key milestones to begin commercial
clinical trials. The Company is now engaged in clinical trials design to
support the validation and accreditation of the CIZ1B test prior to commercial
launch.

 

·    On 19 September 2023 the Group and Bio-Techne Corporation, a NASDAQ
Tech listed company, announced progress evaluating specific monoclonal
antibodies for Cizzle's CIZ1B cancer biomarker. Cizzle has successfully
completed an evaluation programme aimed at assessing the feasibility of using
the Simple Western platform from ProteinSimple (a Bio-Techne brand) for high
throughput detection of the CIZ1B cancer biomarker which may be useful in the
detection of early-stage lung cancer.

 

Commenting Allan Syms, Chairman of Cizzle Biotechnology, said:

 

"The Group continued to make excellent progress during the first half of 2023
as key milestones were met in the development of our proprietary assay for the
CIZ1B biomarker which is highly associated with early stage lung cancer.
 About 5,000 people die of lung cancer every day which in part is due to the
lack of simple tests that can detect cancer early and as a result lead to
diagnosis when the disease is more advanced and survival rates are poor.

 

"We have now expanded our range of specific monoclonal antibodies for CIZ1B
and as recently reported we are now deploying these on a high throughput
laboratory platform provided by Bio-Techne, a $12 billion market capitalised
life science and biomedical research group. Bio-Techne have worked closely
with Prof Coverley's research team at the University of York and, having
completed a successful evaluation programme, we are now able us to accelerate
our clinical trials programme, initially in the USA.

 

"Our goal remains to develop simple, inexpensive, blood tests for early cancer
detection that can help save lives. The priority will be to complete clinical
trials and achieve LDT (Laboratory Developed Test) accreditation and then to
expand the use of our CIZ1B antibodies for use in a lateral flow format, such
as that now commonly used for COVID antigen detection which will provide a
familiar test format with an established global distribution infrastructure."

 

"We have also previously reported on our ambitions to expand our target
customer base in the pharmaceutical industry through building a portfolio of
early cancer detection tests, companion diagnostics and royalty bearing stakes
in significant drug assets. We were therefore, pleased to report in the past
few weeks the positive development arising from the merger of our partners
Conduit Pharmaceuticals with Murphy Canyon Acquisition Corp. resulting in
Conduit becoming a NASDAQ listed company. The Company's put option to sell its
5% economic interest and royalty sharing agreement in Conduit's AZD 1656 asset
to treat inflammatory pulmonary and cardiovascular disease to Conduit for a
total consideration of £3.25 million, would be satisfied through the issuance
of new shares in the NASDAQ listed merged business."

 

 

Executive Chairman's Statement

Operational and strategic overview

The Group has focussed on realising and commercialising, through systematic
development, Cizzle's technology for the early detection of cancer.

 

Research and Development Progress

 

Cizzle is developing a blood test for the early detection of lung cancer. Its
technology is based on the ability to detect a stable plasma biomarker, a
variant of CIZ1 known as CIZ1B. CIZ1 is a naturally occurring cell nuclear
protein involved in DNA replication, and the targeted CIZ1B variant is highly
correlated with early-stage lung cancer.

 

On 24 April 2023 the Group announced a new 12 month agreement with the
University of York, running until 25 September 2024, that builds on successful
outcomes from the current research programme and meeting key milestones for
monoclonal antibody characterisation and assay platform optimization. This
agreement extended access to state of the art facilities and world leading
scientists to support new solutions for early cancer diagnostics and
therapeutic tools.

 

On 10 August 2023 the Group announced an expansion of its research programme
with the University of York to. This followed significant further progress in
isolating additional new and specific monoclonal antibodies to the CIZ1B
biomarker and incorporating these into a new high-throughput clinical
diagnostic immunoassay platform. The recent developments meet key milestones
to begin commercial clinical trials. The Company is now engaged in clinical
trials design to support the validation and accreditation of the CIZ1B test
prior to commercial launch.

 

On 19 September 2023 the Group and Bio-Techne Corporation, a NASDAQ Tech
listed company, announced progress evaluating specific monoclonal antibodies
for Cizzle's CIZ1B cancer biomarker. Cizzle has successfully completed an
evaluation programme aimed at assessing the feasibility of using the Simple
Western platform from ProteinSimple (a Bio-Techne brand) for high throughput
detection of the CIZ1B cancer biomarker which may be useful in the detection
of early-stage lung cancer.

 

Funding

 

In June 2023 the Company completed a fund raising providing gross proceeds of
£350,000 by way of a subscription for its shares. The funds will be used to
provide working capital for the Company and to continue development of a
laboratory-developed test ("LDT") accredited service for the early detection
of lung cancer and taking the Company's proprietary CIZ1B biomarker blood test
through to UKCA, CE marking and/or FDA 510(k) clearance.

 

On 21 Sept 2023 the Group announced an update on its Option with Conduit and
noted shareholder approval for Conduit-Murphy merger and NASDAQ listing. The
Company has a put option to sell its 5% economic interest and royalty sharing
agreement in the AZD 1656 asset to treat inflammatory pulmonary and
cardiovascular disease to Conduit, to be satisfied through the issuance of new
shares in Conduit (the "Option").  The merger completed and Conduit became a
publicly traded company on NASDAQ in the USA on 25 September 2023.  Cizzle
exercised its Option on 26 September 2023 and once this has been settled, the
Company is expected to hold 395,460 shares in the NASDAQ listed business with
no restrictions.

 

 

Financial overview

During the six months ended 30 June 2023, the Company continued its focus on
being a healthcare diagnostics developer. The Group consists of Cizzle
Biotechnology Holdings PLC as the parent company with wholly owned
subsidiaries, Cizzle Biotechnology Ltd ("CBL") and Cizzle Biotech Ltd
(formerly Enfis Ltd). The current Group structure was formed when the Company
completed the acquisition of CBL on 14 May 2021 and was admitted to trading on
the standard list of the Main Market of the London Stock Exchange.

 

The financial results for the six months to 30 June 2023 are summarised as
follows:

 

·    Corporate expenses, before exceptional items: £342,000 (H1 2022:
£345,000).

·    Non-cash corporate expenses relating to a share option charge:
£115,000 (H1 2022: £70,000)

·    Taxation credit: £26,000 (H1 2022: £25,000)

·    Total comprehensive loss of £431,000 (H1 2022, Loss £390,000).

·    Loss per share 0.12p, (H1 2022, Loss of 1.43p).

·    Cash balances as at 30 June 2023: £451,000 (30 June 2022:
£444,000).

 

 

Responsibility Statement

 

We confirm that to the best of our knowledge:

 

·    the interim financial statements have been prepared in accordance
with International Accounting Standards 34, Interim Financial Reporting;

·    give a true and fair view of the assets, liabilities, financial
position and loss of the Company;

·    the Interim report includes a fair review of the information required
by DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of
important events that have occurred during the first six months of the
financial year and their impact on the set of interim financial statements;
and a description of the principal risks and uncertainties for the remaining
six months of the year; and

·    the Interim report includes a fair review of the information required
by DTR 4.2.8R of the Disclosure and Transparency Rules, being the information
required on related party transactions.

 

The interim report was approved by the Board of Directors and the above
responsibility statement was signed on its behalf by Allan Syms on 27
September 2023.

 

Enquiries:

 

 Cizzle Biotechnology Holdings plc  Via IFC Advisory
 Allan Syms (Executive Chairman)

 

 Allenby Capital Limited  +44(0) 20 33285656
 John Depasquale
 George Payne

 

 Novum Securities Limited  +44(0) 20 7399 9400
 Colin Rowbury

 Jon Bellis

 

 IFC Advisory Limited  +44(0) 20 3934 6630
 Tim Metcalfe
 Florence Chandler

 

About Cizzle Biotechnology

 

Cizzle Biotechnology is developing a blood test for the early detection of
lung cancer.  Cizzle Biotechnology is a spin- out from the University of
York, founded in 2006 around the work of Professor Coverley and colleagues.
Its proof-of-concept prototype test is based on the ability to detect a stable
plasma biomarker, a variant of CIZ1 known as CIZ1B.  CIZ1 is a naturally
occurring cell nuclear protein involved in DNA replication, and the targeted
CIZ1B variant is highly correlated with early-stage lung cancer.

 

For more information please see https://cizzlebiotechnology.com
(https://cizzlebiotechnology.com)

 

You can also follow the Company through its twitter account @CizzlePlc and on
LinkedIn.

 

 

 

Consolidated Statement of Comprehensive Income

For the six months ended 30 June 2023

 

                                                                                       Group                                       Group                                       Group

                                                                                       Six months ended                            Six months ended                            Year ended
                                                                                       30 June 2023                                30 June 2022                                31 December 2022
                                                                                       Unaudited                                   Unaudited                                   Audited
                                                                                Notes  £'000                                       £'000                                       £'000

 Revenue                                                                               -                                           -                                           -
 Cost of Sales                                                                         -                                           -                                           -
 Gross Profit                                                                          -                                           -                                           -

 Administrative Expenses
 -on going administrative expenses                                                     (342)                                       (345)                                       (823)
 -share option charge                                                                  (115)                                       (70)                                        (140)
 Total administrative expenses including exceptional items                             (457)                                       (415)                                       (963)

 Operating Loss  and loss before income tax                                            (457)                                       (415)                                       (963)
 Income tax                                                                     3      26                                          25                                          51
 Loss and total comprehensive income for the period attributable to the equity
 shareholders of the parent

                                                                                       (431)                                       (390)                                       (912)

 Earnings per share Loss- basic and diluted - pence                             4      (0.12)p                                     (1.43)p                                     (0.3)p

 

 

Consolidated Statement of Financial Position

as at 30 June 2023

 

 

                                      Group      Group            Group

                                      30 June    30 June          31 Dec
                                      2023       2022             2022
                                      Unaudited  Unaudited        Audited
                                      £'000      £'000            £'000
 Non-Current Assets
 Intangible asset                     2,080      2,080            2,080
 Total Non-Current Assets             2,080      2,080            2,080

 Current Assets
 Trade and other receivables          223        87               227
 Cash and cash equivalents            451        444              478
 Total Current Assets                 674        531              705
 Total Assets                         2,754      2,611            2,785

 Equity
 Ordinary shares                      3,504      3,495     3,502
 Share premium                        35,330     33,564    34,917
 Share capital reduction reserve      10,081     10,081    10,081
 Share option reserve                 314        405       199
 Shares to be issued                  -          880       115
 Reverse acquisition reserve          (40,021)   (40,021)  (40,021)
 Retained losses                      (6,584)    (5,907)   (6,153)
 Total equity

                                      2,624      2,497     2,640

 Liabilities
 Current liabilities
 Trade and other payables             130        114              145
 Total current liabilities            130        114              145

 Total equity and liabilities         2,754      2,611            2,785

 

 

Consolidated Statement of Cash Flows

For the six months ended 30 June 2023

 

                                                                                                         Group             Group             Group

                                                                                                         6 Months          6 Months          6 Months
                                                                                                         ended             ended             ended
                                                                                                         30 June           30 June           31 Dec
                                                                                                         2023              2022              2022
                                                                                                         Unaudited         Unaudited         Unaudited
                                                                                                         £'000             £'000             £'000
 Cash flow from operating activities
                                                                                                         (457)             (415)             (963)

 Operating loss before tax

 Adjustment for:
 Share option charge                                                                                     115               70                140
 Share based payment to former director                                                                  -                 -                 8
 Operating cash flow before working capital movements                                                          (342)             (345)                       (815)
 Decrease  in trade and other receivable                                                                 30                18                16
 Decrease in trade and other payables                                                                    (15)              (104)             (73)
 Net cash used in operating activities                                                                   (327)             (431)             (872)

 Cash flow from investing activities
 Purchase of Put Option                                                                                  -                 -                 (120)
 Net cash inflow outflow from investing activities                                                       -                 -                 (120)

 Cash flow from financing activities
 Proceeds from the issue of ordinary shares (net of issue costs)                                         300               -                 480
 Proceeds from shares to be issued                                                                       -                 -                 115
 Net cash inflow from financing activities                                                               300               -                 595

 Net decrease in cash and cash equivalents                                                               (27)              (431)                               (397)
 Cash and cash equivalents at the start of the period                                                    478               875               875
 Cash and cash equivalents at the end of the period                                                      451               444               478

 

Consolidated Statement of Changes in Equity

For the six months ended 30 June 2023 (unaudited)

 

 

 

 

 Group              Ordinary                   Share                  Share                           Reverse                                        Retained          Total

                    Share                      Premium   Capital      Option    Shares to be issued   Acquisition                                    Losses

                    Capital                              Redemption   Reserve                         Reserve

                                                         Reserve
                                       £'000   £'000     £'000        £'000                           £'000                                          £'000    £'000

                                                                                £'000
 At 1 January 2023                     3,502   34,917                 199                                                (40,021)                    (6,153)  2,640

                                                         10,081                 115
 Issue of shares for cash              2       465                    -                               -                                              -        352

                                                         -                      (115)
 Share issue costs                     -       (52)                   -                               -                                              -        (52)

                                                         -                      -
 Share option charge                   -       -         -            115                             -                                              -        115

                                                                                -
 Total transactions with owners        2       413                    115                             -                                              -        415

                                                         -                      (115)
 Comprehensive Loss for the Period     -       -                      -                               -                                              (431)    (431)

                                                         -                      -
 At 30 June 2023                       3,504   35,330                 314                             (40,021)                                       (6,584)  2,624

                                                         10,081                 -

 

 

 

 

 

 

For the six months ended 30 June
2022

 Group                                  Ordinary                                           Share                         Share                                                           Reverse                                           Retained         Total

                                        Share                                              Premium       Capital         Option        Deferred consideration - shares to be issued      Acquisition                                       Losses

                                        Capital                                                          Redemption      Reserve                                                         Reserve

                                                                                                         Reserve
                                                                               £'000       £'000         £'000           £'000                                                           £'000                                             £'000       £'000

                                                                                                                                       £'000
 At 1 January 2022                                                             3,493       32,566                        335                                                                                (40,021)                       (5,517)     937

                                                                                                         10,081                        -
 Issue of shares for the acquisition of intangible asset                       2           998                           -                                                               -                                                 -           1,000

                                                                                                         -                             -
 Deferred consideration arising on the acquisition of an intangible asset      -           -                             -                                                               -                                                 -           880

                                                                                                         -                             880
 Share option charge                                                           -           -             -               70                                                              -                                                 -           70

                                                                                                                                       -

 Total transactions with owners                                                2           998                           70                                                              -                                                 -           1,950

                                                                                                         -                             880
 Comprehensive Loss for the Period                                             -           -                             -                                                               -                                                 (390)       (390)

                                                                                                         -                             -
 At 30 June 2022                                                               3,495       33,564                        405                                                             (40,021)                                          (5,907)     2,497

                                                                                                         10,081                        880

 

Consolidated Statement of Changes in Equity (continued)

 

For the year ended 31 December 2022 (Audited)

 

 

 

                                           Ordinary  Share                                 Share     Reverse                                        Retained        Total

                                           Share     Premium                  Capital      Option    Acquisition                                    Losses

                                           Capital             Shares to      Redemption   Reserve   Reserve

                                                                 be issued    Reserve
                                     £'000           £'000                    £'000        £'000     £'000                                          £'000    £'000

                                                               £'000

 At 1 January 2022                   3,493           32,566                                335                          (40,021)                    (5,517)  937

                                                               -              10,081
 Issue of shares for acquisition of  5               1,875                                 -         -                                              -        1,880

 AZD 1656 intangible asset                                     -              -
 Issue of shares for cash            4               500                                   -         -                                              -        504

                                                               -              -
 Cost of share issue                 -               (80)                                  -         -                                              -        (80)

                                                               -              -
 Share options exercised             -               56                                    (276)     -                                              276      56

                                                               -              -

 Shares to be issued                 -               -         115            -            -         -                                              -        115
 Share option charge                 -               -                                     140       -                                              -        140

                                                               -              -
 Total transactions with owners      9               2,351                                 (136)     -                                              276      2,615

                                                               115            -
 Comprehensive Loss for the year     -               -                                     -         -                                              (912)    (912)

                                                               -              -
 At 31 December 2022                 3,502           34,917                                199       (40,021)                                       (6,153)  2,640

                                                               115            10,081

 

 

Notes to the financial statements

For the six months ended 30 June 2023 (unaudited)

 

1. Basis of preparation

 

These condensed interim financial statements have been prepared in accordance
with IAS 34 - Interim Financial Reporting using the recognition and
measurement principles of UK-adopted International Accounting Standards and
should be read in conjunction with the audited consolidated financial
statements of the Group for the year ended 31 December 2022.

 

The principal accounting policies used in preparing these condensed interim
financial statements are those expected to apply to the Group's Consolidated
Financial Statements for the year ending 31 December 2023.

 

The results for the six-months ended 30 June 2023 are the Group results.

 

The financial information for the six months ended 30 June 2023 is unaudited
and does not constitute statutory financial statements for those periods. The
financial information for the year ended 31 December 2022 has been extracted
from the audited financial statements for this period. The financial
information has been prepared in accordance with accounting policies
consistent with those set out in the Group financial statements for the year
ended 31 December 2022.

 

 

 

 

2.  Continuing and discontinued operations

The Group is considered to have one class of business which is focused on the
early detection of lung cancer via the development of an immunoassay test for
the CIZ1B biomarker.

 

3. Income Tax

The Income tax credit of £26,000 for the six months ended 30 June 2023
relates to accrued income for the recovery of tax on qualifying research and
development expenditure. For the six months ended 30 June 2022 there was
income tax credit of £25,000 and a credit of £51,000 for the year ended 31
December 2022.

 

4. Earnings per share

 

                                              Group         Group         Group

                                              6 months      6 months      Year
                                              ended         ended         ended
                                              30 June 2022  30 June 2022  31 December 2022

 Basic loss per share:
 Total comprehensive loss - £'000             (431)         (390)         (912)
  Weighted number of Ordinary Shares - '000   347,765       271,956       291,323
 Loss per share - operations - pence          (0.12p)       (1.43p)       (0.3p)

As the Group result for the six months ended 30 June 2023, 30 June 2022 and
year ended 31 December 2022 is a loss, any exercise of share options or
warrants would have an anti-dilutive effect on earnings per share.
Consequently earnings per share and diluted earnings per share are the same,
as potentially dilutive share options have been excluded from the calculation.

 

5. Copies of Interim Report

 

Copies of this interim report are available upon request to members of the
public from the Company Secretary, SGH Company Secretaries Limited, 6(th)
Floor, 60 Gracechurch Street, London, EC3V 0HR. This interim report can also
be viewed on the Group's website: https://cizzlebiotechnology.com
(https://cizzlebiotechnology.com) .

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