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RNS Number : 6833M CRISM Therapeutics Corporation 13 June 2025
Market Abuse Regulation (MAR) Disclosure: This announcement contains inside
information for the purposes of Article 7 of the Market Abuse Regulation (EU)
596/2014 as it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the
Company's obligations under Article 17 of MAR.
13 June
2025
CRISM THERAPEUTICS CORPORATION
("CRISM", the "Company" or the "Group")
FINAL RESULTS
Significant progress since joining AIM in May 2024
CRISM Therapeutics Corporation (AIM: CRTX), the innovative UK drug
delivery company focused on the localised delivery of chemotherapy drugs,
announces its final audited results for the year ended 31 December 2024. The
Annual Report is available to view on the Company's website at
www.crismtherapeutics.com (http://www.crismtherapeutics.com) and copies will
be mailed to shareholders shortly.
Highlights:
· Joined AIM on 31 May 2024 following the Reverse Takeover of Amur
Minerals Corporation by Extruded Pharmaceuticals Ltd and a name change to
CRISM Therapeutics Corporation
· Prudent use of cash during the year - primarily for Good Laboratory
Practice ("GLP") manufacturing of ChemoSeed, regulatory interactions and
preparation for submission of clinical trial authorisation ("CTA")
· Additional revenues secured through service agreement contract win
with imphatec limited for £230,000 in July 2024
· £25,000 grant funding secured from SPARK Midlands, recognising
the unmet need CRISM is addressing in glioblastoma
· IP position strengthened though the granting of EU patent for
ChemoSeed in December 2024
· Specialist brain tumour contract research organisation ("CRO"),
Aixial, appointed in December 2024 to progress Company's CTA application
· Net cash at 31 December 2024 of £1.28 million (31 May 2024:
£1.95 million)
Post period end:
· March 2025, CRISM received positive written scientific advice from
the MHRA on the development of the clinical trial programme and market
authorisation strategy for ChemoSeed in glioblastoma
· MHRA confirmed that no further toxicology studies were needed,
saving the Company £400,000
· Successfully explored new indications for ChemoSeed, winning an
Innovate UK grant for the development of ChemoSeed in prostate cancer
treatment, to help fund the in vitro tests
· Established Scientific Advisory Board to provide the Company with
specific guidance on its upcoming registration grade Phase II clinical trial
· Innovative potential of ChemoSeed recognised by the Controlled
Release Society, receiving the Drug Delivery and Translational Research
Journal Outstanding Paper Award
· Net cash as at 31 May 2025 £550,000
Upcoming Milestones & Outlook:
· CTA authorisation to be submitted in H1 2025, with trial
commencing in early 2026 subject to MHRA meeting regulatory review periods
· Initiate GMP manufacturing of clinical trial batch of ChemoSeed
· First patient dosed and early signal may indicate treatment
tolerance in patient cohort
· The current financial year has started well, and in line with the
Group's strategy, CRISM has successfully explored a further indication, in
prostate cancer
· The progress made to date gives the Board confidence in the
future prospects of the Group
CRISM's CEO, Andrew Webb, said: "We have achieved an incredible amount in our
first year on AIM. The Company has made significant progress with its
principal strategic goal which is to advance our lead programme in
glioblastoma towards its CTA application. Having received positive feedback
from the MHRA in March this year we are confident of progressing to patient
recruitment for a phase II registration clinical study by the end of the year.
"In addition to the progress made in glioblastoma, the Group has successfully
initiated another indication for ChemoSeed, prostate cancer, which represents
a very significant market. Prostate cancer research and development in vitro
costs will be funded by the successful award of a grant from Innovate UK which
we won in March this year.
"CRISM is poised to submit its CTA application imminently and we are confident
the phase II clinical trial will be approved by the MHRA which is a key
strategic milestone which the Board views as a key value inflexion point.
The progress made since joining AIM provides us with confidence in CRISM's
prospects and we remain resolute in our mission to improve the clinical
performance of existing drugs through our innovative delivery method."
-Ends-
Enquiries:
Company Nomad and Broker Financial PR
CRISM Therapeutics Corporation S.P. Angel Corporate Finance LLP Burson Buchanan
Andrew Webb, CEO Richard Morrison Mark Court / Jamie Hooper
Chris McConville, CSO Adam Cowl CRISM@buchanancomms.co.uk
via Burson Buchanan +44 (0) 20 3470 0470 +44 (0) 20 7466 5000
About CRISM Therapeutics Corporation
CRISM Therapeutics Corporation has developed an innovative drug delivery
technology to improve the clinical performance of cancer treatments for solid
tumours through the local delivery of chemotherapy drugs.
ChemoSeed, CRISM's lead product, can be implanted directly into the tumour or
the resection margin following the removal of a tumour. This directs that
therapeutic concentrations of chemotherapy drugs reach the deep-seated tumour
tissue or cover the entire resection margin. In the case of treating
glioblastoma, ChemoSeeds can be implanted during surgery thereby bypassing the
blood brain barrier, which prevents other treatments from being able to reach
the tumour and be effective.
CRISM expects to submit a clinical trial application for ChemoSeed in
glioblastoma in H1 2025.
For more information please visit: https://www.crismtherapeutics.com/
(https://www.crismtherapeutics.com/)
Chair's statement
I am pleased to provide my first report to shareholders on the activities of
CRISM Therapeutics Corporation (the "Company" or "CRISM") and its subsidiaries
(together the "Group") for the 12- month period ended 31 December 2024.
2024 was a transformative year for CRISM Therapeutics Corporation. We joined
the AIM market in May 2024 through the Reverse Takeover ("RTO") of Amur
Minerals Corporation and since then have made good progress with our strategic
goals, particularly in advancing our lead programme towards its Clinical Trial
Authorisation ("CTA") application, which is expected to be submitted in H1
2025. The Company has recently engaged with the MHRA for scientific advice to
ensure that the regulatory pathway meets the MHRA's requirements, and written
scientific advice was received by the Company in March 2025.
Our core asset, ChemoSeed, is an innovative drug delivery technology which is
designed to improve the clinical performance of cancer treatments for solid
tumours through the local delivery of chemotherapy drugs. The Company's
initial focus is patients with glioblastoma, an indication in which current
treatments only extend life by a few months and have major adverse side
effects. Our aim is to address this significant unmet medical need.
In glioblastoma, our strategy is to implant ChemoSeeds directly into the
resection margin during brain surgery, thereby greatly increasing efficacy of
the chemotherapy drug by bypassing the blood brain barrier and ensuring local
chemotherapy drug delivery over a sustained period of time. The use of the
proven generic chemotherapy agent irinotecan, with a known safety and efficacy
profile reduces the risk of failure.
In September 2024 our drug delivery methodology was published in a peer
reviewed journal, Cancers, in the following article: Local Delivery of
Irinotecan to Recurrent GBM Patients at Reoperation Offers a Safe Route of
Administration. Gaining third party validation in a peer reviewed
publication was a key milestone during the year.
Further development of CRISM's intellectual property position remains a key
strategic priority. In December the Company was granted a European patent by
the European Patent Office, thereby protecting CRISM's intellectual property
("IP") in a key jurisdiction whilst also preparing us for future out-licensing
discussions with potential commercial partners. We have patent applications
submitted across other jurisdictions, and we will update shareholders on their
progress in due course.
Another key part of CRISM's strategy is to generate near-term revenue by
utilising our drug formulation expertise through service contracts. In July
2024 we signed such a contract with a private UK biotech company, imphatec
Limited, with a total value of approximately £230,000. We continue to seek
further service contracts.
Importantly during 2024 we have progressed the Company's objective of
obtaining the grant of a CTA from the UK regulator, Medicines and Healthcare
products Regulatory Agency ("MHRA") for the conduct of our clinical trials. In
December we were pleased to announce the appointment of the specialist
Contract Research Organization ("CRO"), Aixial Group ("Aixial") to assist with
the preparation and submission of our CTA application. Aixial has specialist
expertise in rare disease and brain tumour clinical trials, hence is
considered by your Board to be a highly suitable partner to the clinical
development of ChemoSeed.
CRISM has achieved a significant amount during 2024, and I would like to thank
all colleagues for their dedication and hard work and our external
stakeholders for their continued support.
Financial Overview
On 29 May 2024, the Company acquired CRISM Therapeutics Ltd (formerly Extruded
Pharmaceuticals Ltd) via a RTO, with the enlarged Group's issued share capital
admitted to trading on the AIM Market of the London Stock Exchange.
The acquisition of CRISM Therapeutics Ltd by the Company via the RTO resulted
in CRISM Therapeutics Ltd becoming the accounting acquirer despite the Company
becoming the ultimate holding company of the Group.
Accordingly:
• The consolidated statement of financial position at 31 December 2024
shows the share capital and share premium of the Company, and the remaining
balances are that of the Group.
• The consolidated statement of comprehensive income for the year to 31
December 2024 represents the results of both the Company from the RTO date and
CRISM Therapeutics Ltd for the full 12-month period to 31 December 2024.
• The comparatives within the consolidated statement of financial
position, the consolidated statement of comprehensive income, consolidated
statement of changes in equity and the consolidated cashflow statement
represent that of the legal subsidiary and accounting acquirer, CRISM
Therapeutics Ltd for the year-ended 31 December 2023.
As at 31 December 2024, the Group's total assets amounted to £1.8 million
increased from £127,000 as at 31 December 2023 as a result of the RTO whereby
CRISM Therapeutics Ltd acquired cash balances of approximately £1.28 million.
These funds are being used to progress a clinical trial authorisation
submission, cover regulatory and submission costs and to provide working
capital for the Company.
The Group recognised a loss for the year of £607,000 (31 December 2023: loss
£196,000). As at 31 December 2024, administration expenses amounted to
£901,000 (31 December 2023: £183,000), which includes research and
development of £168,000, consulting fees of £130,000, broker and registrar
fees of £90,000, legal and professional £79,000 and auditor's remuneration
£67,000. The increase in administration expenses is a result of the reverse
take-over completed in the year and research and development activities
undertaken by CRISM Therapeutics Limited. The Company also recognised a gain
on the forgiveness of Director loans totalling £298,000 (31 December 2023:
£nil).
As at 1 January 2024, the functional and presentational currency for CRISM
Therapeutics Corporation changed from USD to GBP to align with the activities
of the Group.
Outlook
The current financial year has started well, working with a team of experts we
have engaged with the MHRA to receive helpful, positive scientific advice.
Having incorporated this into our clinical development plans we are on track
to apply for and obtain our MHRA CTA. We expect our CTA application to be
submitted in H1 2025 and having engaged with expert CRO and manufacturing
vendors we seek to dose our first clinical trial patient early next year. We
remain on track to commence recruitment this year for a pioneering Phase II
registration grade clinical study in glioblastoma.
In line with the strategy outlined in our AIM admission document, we have
successfully explored further indications for ChemoSeed, notably its
application in prostate cancer. This high potential project will be supported
by an Innovate UK grant award that should place us in a favourable position to
attract additional financing for this exciting initiative.
To deliver on our ambitious goals related to progressing the clinical
development of ChemoSeed in at least two important cancers with unmet medical
need, your ongoing support will be necessary. In light of the progress made to
date, the commitment of the management and our team of expert external
partners, we look to the future with optimism.
Dr Nermeen Varawalla
Non-Executive Chair
12 June 2025
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
Audited Unaudited
Year ended Year ended
31 December 2024 31 December 2023
£'000 £'000
Non-current assets
Property, plant & equipment 52 68
Intangible assets 74 46
Total non-current assets 126 114
Current assets
Trade and other receivables 408 12
Cash and cash equivalents 1,282 1
1,690 13
Total assets 1,816 127
Non-current liabilities
Borrowings - 304
- 304
Current liabilities
Borrowings - 89
Trade and other payables 341 335
341 424
Total liabilities 341 728
1,475 (601)
Net assets/(liabilities)
Equity
Share capital 66,225 -
Share premium 3,360 -
Reverse acquisition reserve (57,575) -
Foreign currency translation reserve (9,325) -
Share options reserve (2) -
Accumulated deficit (1,208) (601)
Total equity 1,475 (601)
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
Audited Unaudited
year ended year ended
31 December 2024 31 December 2023
£'000 £'000
Continued operations:
Revenue - 45
Other Income 25 -
Cost of sales (4) (32)
Gross profit 21 13
Administrative and other expenses (901) (183)
Forgiveness of loans 298 -
(582) (170)
Operating loss
Net finance costs (11) (32)
(593) (202)
Loss from continuing operations before taxation
- 6
Taxation credit
(593) (196)
Loss from continuing operations
Discontinued operations:
Loss from discontinued operations (14) -
Loss for the year (607) -
Loss attributable to: (607) (196)
- Owners of the parent
Other Comprehensive loss: - -
Items that could be reclassified to profit or loss
(607) (196)
Total comprehensive loss for the period / year attributable to owners of the
parent
£(0.018) £(12.25)
Loss per share attributable to owners of the parent - Basic & Diluted
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
Audited Unaudited
year ended year ended
31 December 2024 31 December 2023
£'000 £'000
Cash flows used in operating activities:
Loss before taxation (607) (196)
Adjusted for:
Depreciation 16 16
Forgiveness of loan (gain) (298) -
Finance costs 11 32
Deferred tax assets - (6)
Increase in trade and other receivables (367) -
Increase in trade and other payables 312 22
Income tax credit received - 40
Other non-cash adjustments - (6)
Net cash outflow from operating activities (933) (98)
Cash flow used in investing activities:
Purchase of intangible assets (28) (12)
Cash acquired through reverse acquisition 2,356 -
Net cash used in investing activities 2,328 (12)
Cash flow from financing activities:
Proceeds from the issue of ordinary shares 102 -
Cost of borrowings (122) -
Dividends paid (47) -
Net cash generated from financing activities (67) -
Net (decrease)/increase in cash and cash equivalents 1,328 (110)
Cash and cash equivalents at beginning of period / year 1 111
Effect of foreign exchange rates (47) -
Cash and cash equivalents at end of period / year 1,282 1
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Share Share Premium Share Options Foreign Accumulated Deficit Total Equity
Capital £'000 Reverse Acquisition Reserve Currency £'000 £'000
£'000 Reserve £'000 Translation
£'000 Reserve
£'000
At 1 January 2023 (unaudited) - - - - (405) (405)
-
Loss for the year - - - - - (196) (196)
Total comprehensive loss for the year - - - - - (196) (196)
- - - - - (601) (601)
At 31 December 2023 (unaudited)
At 1 January 2024 - - - - - (601) (601)
Loss for the year - - - - - (607) (607)
Total comprehensive loss for the year - - - - - (607) (607)
Transactions with owners:
Shares issued during the period - 497 - - - - 497
Transfers to reverse acquisition reserve - (497) 497 - - - -
Recognition of Company equity at acquisition of subsidiary 63,464 3,360 (55,319) (2) (9,325) - 2,178
Issue of shares for acquisition of subsidiary 2,753 - (2,753) - - - -
Issue of bonus shares 8 - - - - - 8
66,225 3,360 (57,575) (2) (9,325) (1,208) 1,475
At 31 December 2024 (audited)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
1. Basis of prePARATION
a) General Information
CRISM Therapeutics Corporation (formerly Amur Minerals Corporation) (the
"Company") is a company domiciled in the British Virgin Islands. The
consolidated interim financial information as at and for the year ended 31
December 2024 comprise the results of the Company and its subsidiaries
(together referred to as the "Group").
The Group has a principal activity being a biotechnology company, focused on
the development of innovative drug delivery technology to improve the clinical
performance of cancer treatments for solid tumours through the local delivery
of chemotherapy drugs.
b) Basis of Preparation
The financial information set out in this announcement is based on the
consolidated financial statements which have been prepared under the
historical cost convention. The consolidated financial statements have been
prepared on the going concern basis and in accordance with International
Financial Reporting Standards ("IFRS") as issued by the International
Accounting Standards Board ("IASB") and interpretations issued by the
International Financial Reporting Interpretations Committee ("IFRIC")".
The comparatives within the consolidated statement of financial position, the
consolidated statement of comprehensive income, consolidated statement of
changes in equity and the consolidated cashflow statement represent that of
the legal subsidiary and accounting acquirer, CRISM Therapeutics Limited for
the year ended 31 December 2023.
In the consolidated statement of financial position, the share capital and
premium as at 31 December 2024 is that of CRISM Therapeutics Corporation with
the reverse acquisition reserve representing the difference between the deemed
cost of the acquisition and the net assets of CRISM Therapeutics Corporation
(formerly Amur Minerals Corporation) as at 29 May 2024.
The consolidated statement of comprehensive income for the 12-month period to
31 December 2024 represents the results of both CRISM Therapeutics Corporation
and CRISM Therapeutics Limited, from the RTO date.
The Group financial information is presented in GBP, and values are rounded to
the nearest thousand Pound. The Group changed its functional and presentation
currency from US Dollars to Sterling during the period.
The preparation of financial statements in accordance with IFRS as issued by
the IASB and interpretations issued by the IFRIC, requires management to make
judgements, estimates and assumptions that affect the application of policies
and reported amounts of assets and liabilities, income and expenses. The
estimates and associated assumptions are based on historical experience and
factors that are believed to be reasonable under the circumstances, the
results of which form the basis of making judgements about carrying values of
assets and liabilities that are not readily apparent from other sources.
Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognized in the period in which the
estimate is revised if the revision only affects that period, or in the period
of revision and future periods if the revision affects both current and future
periods.
c) Going concern
Whilst the Group is generating commercial revenues and has received grant
funding, an operating loss has been reported for the 12 months to 31 December
2024. As of 31 December 2024, the Group has cash resources amounting to
£1,282,000. An operating loss is expected during the year to 31 December
2025. Consequently, further funding will need to be raised by way of an equity
issue during 2025, in order for the Group to fund the clinical trial, prostate
cancer treatment, operations and continue as a going concern. Any fundraising
will be undertaken in conjunction with the Company's professional advisers and
in such a way as to minimise dilution, taking into account the prevailing
market conditions and the share price at the time. Whilst the Board remains
confident that necessary funds will be available as and when required, as at
the date of this report the future funding requirement is not secured and,
accordingly, there is material uncertainty that casts doubt over the Group's
ability to continue as a going concern. Whilst the financial statements have
been prepared on a going concern basis, they do not include the adjustments
that would result if the Group was unable to continue as a going concern.
d) Reverse acquisition
On 29 May 2024, the Company acquired the entire issued and to be issued share
capital of CRISM Therapeutics Ltd. Although the transaction resulted in CRISM
Therapeutics Ltd becoming a wholly owned subsidiary of the Company, the
transaction constituted a reverse acquisition, as the previous shareholders of
CRISM Therapeutics Ltd own a substantial majority of the Ordinary Shares of
the Company and the executive management of CRISM Therapeutics Ltd became the
executive management of the Company.
In substance, the shareholders of CRISM Therapeutics Ltd acquired a
controlling interest in the Company and the transaction will therefore be
accounted for as a reverse acquisition.
The acquisition cost of CRISM Therapeutics Ltd was £2,753,000, as determined
by the Company in accordance with IFRS 13 - Fair Value Measurement. The
consideration for the transaction was satisfied by the issue and allotment of
a total of 23,939,986 Consideration Shares to the shareholders of CRISM
Therapeutics Limited (the "Sellers"), such shares having an implied issue
price of £0.115, being the closing price on the date of acquisition.
Because the legal subsidiary, CRISM Therapeutics Limited (formerly Extruded
Pharmaceuticals Limited), was treated on consolidation as the accounting
acquirer and the legal Parent Company, CRISM Therapeutics Corporation
(formerly Amur Minerals Corporation), was treated as the accounting
subsidiary, the fair value of the shares deemed to have been issued by CRISM
Therapeutics Limited, was calculated at £1,004,889 using the number of CRISM
Therapeutics Corporation shares held by the current shareholders at the date
of acquisition (8,738,164 shares), multiplied by the closing share price of
CRISM Therapeutics Corporation on the date of RTO (£0.115).
According to IFRS 2 the value of the share-based payment is calculated as the
difference between the deemed cost and the fair value of the net assets as at
acquisition. The following reflects these figures as at 29 May 2024;
£
Deemed Cost 1,004,889
Current assets 2,755,808
Current liabilities (529,755)
Fair value of assets acquired 2,226,053
Deemed bargain purchase 1,221,164
The difference between the deemed cost (£1,004,889) and the far value of the
net assets assumed per above of £2,226,053 resulted in £1,221,164 being a
deemed bargain purchase in accordance with IFRS 2, Share-based Payments,
reflecting the economic gain to CRISM Therapeutics Limited shareholders of
acquiring a cash shell and of obtaining a listing. This amount was taken to
the merger reserve.
The reverse acquisition reserve which arose from the reverse takeover is made
up as follows;
£
Pre-acquisition retained losses (a) (55,318,626)
CRISM Therapeutics Limited share capital at acquisition (b) 496,726
Investment in CRISM Therapeutics Limited (c) (2,753,098)
(57,574,998)
(a) Recognition of pre-acquisition retained losses of CRISM as at 29 May
2024
(b) CRISM Therapeutics Limited had issued share capital of £115 and share
premium of £496,661. As the financial statements present the capital
structure of the legal parent entity, the equity of CRISM Therapeutics Limited
is eliminated.
(c) The value of shares issued by CRISM Therapeutics Corporation in
exchange for the entire share capital of CRISM Therapeutics Limited. The above
entry is required to eliminate the Statement of Financial Position impact of
this transaction.
e) Loss per share
Basic and diluted loss per share is calculated and set out below. As at 31
December 2024, there were no outstanding warrants and share options.
2024 2023
Number of shares
Weighted average number of ordinary shares 32,181,418 16,000
2024
2023
Losses £'000 £'000
Net loss for the year from continuing operations attributable to equity (593) (196)
shareholders
Loss per share for continuing operations
Basic and diluted loss per share £(0.018) £(12.250)
f) Events after the reporting date
There were no other material events after the reporting date, which have a
bearing on the understanding of the consolidated financial statements.
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