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REG - Genflow Biosciences - Half-year results

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RNS Number : 3100B  Genflow Biosciences PLC  30 September 2022

PRESS RELEASE

 

30 September 2022

Genflow Biosciences Plc

 

("Genflow" or "the Company")

 

HALF YEAR RESULTS

 

Genflow (LSE: GENF) is pleased to announce its half year results for the
six-month period ended 30 June 2022.

 

 

Chairman's Statement

 

It is with pleasure that I take this opportunity to update shareholders of
Genflow Biosciences Plc ("Genflow" or "the Company") on the Company's
performance during the first six months of 2022.

 

Following the Company's successful listing to the Standard Segment of the
London Stock Exchange in January 2022 ("Admission"), making it the first
longevity focussed company listed in Europe, it quickly (March 2022) secured a
non-dilutive research grant award of up to €3.375m from the regional
government of Wallonia in southern Belgium SPW ("Grant").  The Grant will
cover two years of costs of the pre-clinical research and development program
'AAV/SIRT6 Gene Therapy for the Treatment of Progeria' conducted by our
subsidiary, Genflow Biosciences Srl ("Genflow BE"), within the European
Community. The total financed program is for up to €3,375,770 covering 70%
of the Group's EU research and development.  These funds are in addition to
the placing monies the Company received from its oversubscribed placing at
Admission.

 

During the period, the Company was pleased to announce it had entered into
collaborative research agreements with some of the most prestigious
organisations in the biotechnology space.

 

In March 2022, the Company commenced a scientific research collaboration with
the University of Rochester's Aging Research Center (RoAR), one of the world's
pre-eminent age research facilities. The collaborative research will be
spearheaded by a member of the Company's scientific advisory board, Dr Vera
Gorbunova, who is an internationally acclaimed leading scientist in the areas
of DNA repair and the aging process. The data obtained from the collaboration
will support the pre-clinical trials Genflow is undertaking and will expedite
its development of gene therapies.

 

Further to this, in May 2022, the Company entered into a collaborative
research agreement with Organips, a France-based biotechnology company founded
by Prof Jean Marc Lemaitre. The research programme entitled "Evaluation of
SIRT6 Activity On iPSC Derived WRN Liver Organoids As A Prerequisite For SIRT6
Therapy", will seek to demonstrate both the safety, and efficacy, of SIRT6 in
reliable Werner syndrome models. Organips has significant expertise in taking
old cells and rejuvenating them, and Prof Jean Marc Lemaitre (who has
published several papers on reprogramming cells), is a leader in this field
and has filed several patents.

 

The most recent partnership (entered into in late June 2022) is with Magnitude
Biosciences Limited ("Magnitude"), a UK-based, specialist biotechnology
research organisation that supports drug discovery and product development.
Magnitude leverages Artificial Intelligence and uses nematode worms, called C.
elegans, for in-vivo testing in aging research, to accelerate early,
pre-clinical drug development for biotech and pharmaceutical firms. Its
sophisticated 'Magnitude Biosciences Healthspan technology' enables it to
monitor large numbers of C. elegans under multiple conditions and effectively
assess the impact of compounds on health and longevity.

 

Through the collaboration with Magnitude, Genflow's future therapeutic
developments will be accelerated by Magnitude's innovative technology which
has the capacity to significantly expedite product development, supported by
sophisticated machine monitoring.

 

Changes to the Board of Directors

 

In June 2022, the Company welcomed two new Independent Non-Executive
Directors, Tamara Joseph and Dr Guy-Charles Fanneau de la Horie, to its Board
of Directors.

 

Tamara has extensive experience in both early-stage and commercial biotech
companies in the US. Her outstanding track record in biotechnology, with
particular exposure to listed firms in the US, dovetails with Genflow's
growing exposure in the US following its recent distinguished collaborations
summarised above.

 

Dr Guy-Charles has built, and led, biotech executive teams over the past 20
years where he has acted as Chief Executive Officer and successfully led IPOs
and completed multiple fundraisings. His expertise in the biotechnology field
and in capital markets specifically, will be an invaluable asset for Genflow
as the Company continues to grow and perform against its stated strategy.

 

In June 2022, the Company also announced the resignation of Dr Gabrielle
Silver who stepped down from the Board to focus on her other board roles, and
Professor Andrew Scott who stepped down in order to devote more time to his
research and writing, aimed at raising awareness around longevity.

 

Financial Overview

 

As at 30 June 2022, the Group had cash reserves of £2,945,624, up from
£224,004 as at 1 January 2022 and the Company remains debt free.

 

On 17 January 2022, the Company successfully listed on the Standard Segment of
the London Stock Exchange.  The fundraise at the time of Admission consisted
of issuing 47,036,500 Ordinary Shares at 8p, receiving placing proceeds of
£3,499,516 net of commissions.

 

Administration expenses for 30 June 2022 totalled £696,402 (30 June 2021:
£372,291), which primarily consisted of legal and professional fees totalling
£267,535 for the period (30 June 2021: £135,431), which are largely
associated with Admission. The Group also has costs of £97,304 (30 June 2021:
£75,551) in respect of research and development activities.

 

Other Comprehensive Income was charged with a translation gain of £14,017
upon converting the Subsidiary's results for the period since acquisition to
GBP.

 

Future

 

On behalf of the Board, I thank you for your continued support and look
forward to continuing to build on Genflow's position in the longevity sector
both in Europe and the US. The strategic collaborations combined with the deep
expertise of Genflow's management team and the Company's strong cash position,
enables us to look to the future with confidence.

 

 

Yassine Bendiabdallah

Chairman

 

 

Consolidated Statement of Financial Position

As at 30 June 2022

 

                              Note

                                    Unaudited               Unaudited          Audited

                                    30 June 2022            30 June 2021       31 December 2021

 Current assets
 Trade and other receivables        70,527                  33,473             52,547
 Cash and cash equivalents          2,945,624               535,919            224,004
 Total Current assets               3,016,151               569,392            276,551
 Total assets                       3,016,151               569,392            276,551

 Current liabilities
 Trade and other payables           149,288                 133,990            221,427
 Total Current liabilities          149,288                 133,990            221,427

 Total liabilities                  149,288                 133,990            221,427
 Net Assets                         2,866,863               435,402            55,124

 Equity
 Share capital                6     87,752                  22,886             73,371
 Share premium                      4,190,900               659,807            633,765
 Other reserves                     170,200                 126,771            156,183
 Retained earnings/loss             (1,581,989)             (374,062)          (808,195)
 Total equity                       2,866,863               435,402            55,124

 

 

 

The financial statements were approved and authorised for issue by the Board
of Directors on 29 September 2022 and were signed on its behalf by:

 

Eric Leire

Chief Executive Officer

 

 

Consolidated Statement of Comprehensive Income

For The Six Months Ended 30 June 2022

 

                                                                                                                                                                 Notes  Unaudited            Unaudited            Audited

                                                                                                                                                                        6 Months ended       6 Months ended       Year ended

                                                                                                                                                                        30 June 2022         30 June 2021         31 December 2021

     Administrative expenses                                                                                                                                     4      (696,402)            (372,291)            (938,096)
     Other losses                                                                                                                                                       (77,082)             (1,771)              (50,000)
     Operating loss                                                                                                                                                     (773,484)            (374,062)            (988,096)

     Finance income/(costs)                                                                                                                                             (310)                -                    (99)
     Gain on revaluation of assets held at fair value through profit and loss                                                                                           -                    -                    -
     Foreign exchange                                                                                                                                                   -                    -                    -

     Profit/(Loss) before tax                                                                                                                                           (773,794)            -                    (988,195)

     Tax                                                                                                                                                                -                    -                    -
     expense

                                                                                                                                                                        (773,794)            (374,062)            (988,195)

     Loss for the year from continuing operations
                                                                                                                                                                        -                    -                    -

     Profit from discontinued operations - assets sold
     Loss from discontinued operations - assets held for sale                                                                                                           -                    -                    -

     Profit/ (Loss) for the period / year attributable to owners of the parent                                                                                          (773,794)            (374,062)            (988,195)

     Other Comprehensive (loss) / income:
     Items that could be reclassified to profit or loss
     Exchange differences on translation of foreign operations                                                                                                          14,017               (43,477)             (14,065)

     Total comprehensive (loss) / income for the period / year attributable to                                                                                          (759,777)            (417,539)            (1,002,260)
     owners of the parent

     Loss per share (cents) from continuing operations attributable to owners of                                                                                 5      (0.267)              (0.17)               (0.593)
     the Parent - Basic & Diluted

 

 

 

Consolidated Statement of Cash Flows

For The Six Months Ended 30 June 2022

                                                                    Unaudited            Unaudited               Audited

                                                                    6 Months ended       6 Months ended          Year ended

                                                                    30 June 2022         30 June 2021            31 December 2021

 Cash flows used in operating activities:
 Loss after taxation                                                (773,794)            (374,062)               (988,195)
 Adjustments for:
 Share based payments                                               -                    -                       18,960
 Impairment of receivables                                          -                    -                       50,000
 Net finance income                                                 90                   -                       99
 Increase in trade and other receivables                            (17,980)             (33,658)                (49,668)
 Increase in trade and other payables                               (139)                154,558                 221,427
 Foreign exchange                                                   14,017               3,247                   -
 Net cash outflow from operating activities                         (777,806)            (249,915)               (747,377)

 Cash flow used in investing activities:
 Cash acquired through business combinations                        -                    198,502                 198,502
 Loans granted to subsidiaries                                      -                    -                       -
 Net cash used in investing activities                              -                    198,502                 198,502

 Cash flow from financing activities:
 Proceeds from issue of shares                                      3,762,830            587,332                 783,711
 Cost of share issue                                                (263,404)            -                       -
 Net cash generated from financing activities                       3,499,426            587,332                 783,711

 Net (decrease)/increase in cash and cash equivalents               2,721,620            535,919                 224,004
 Cash and cash equivalents at beginning of period / year            224,004              -                       -
 Cash and cash equivalents at end of period                         2,945,624            535,919                 224,004

 

 

 

Non- Cash Investing and Financing Activities

 

Unaudited 6 months ended 30 June 2022 - 900,000 Ordinary shares were issued at
nominal value as non-cash consideration to three Directors of the Company in
lieu of fees.

 

Unaudited 6 months ended 30 June 2022 - 203,833,878 Ordinary shares were
issued at nominal value as non-cash consideration for the acquisition of
Genflow Biosciences Srl, as part of a share for share exchange arrangement.

 

Audited Year ended 31 December 2021 - 8,500,00 Ordinary Shares were issued at
nominal value and 474,000 new Ordinary Shares at a price of 4 pence per share
in lieu of fees totalling £18,960.

 

Consolidated Statement of Changes In Equity

For The Six Months Ended 30 June 2022

 

                                                            Share capital  Share      Shares

                                                                           premium    to be issued   Other reserves   Retained earnings/loss

                                                                                                                                               Total
 Unaudited- 30 June 2022
 At 1 January 2022                                          73,371         633,765    -              156,183          (808,195)                55,124
 Loss of the period                                         -              -          -              -                (773,794)                (773,794)
 Exchange differences on translation of foreign operations  -              -          -              14,017           -                        14,017
 Total comprehensive income for the period                  -              -          -              14,017           (773,794)                (759,777)
 Transactions with owners
 Issue of share capital                                     14,111         3,748,809  -              -                -                        3,762,920
 Costs of issue                                             -              (263,404)  -              -                -                        (263,404)
 Share based payments                                       270            71,730     -              -                -                        72,000
 Total Transactions with owners                             14,381         3,557,135  -              -                -                        3,571,516
 At 30 June 2022 (unaudited)                                87,752         4,190,900  -              170,200          (1,581,989)              2,866,863

 Unaudited- 30 June 2021
 At 18 January 2021                                         -              -          -              -                -                        -
 Loss of the period                                         -              -          -              -                (374,062)                (374,062)
 Other comprehensive income for the period                  -              -          -              (43,477)         -                        (43,477)
 Total comprehensive profit/(loss) for the period           -              -          -              (43,477)         (374,062)                (417,539)
 Transactions with Owners
 Issue of ordinary shares                                   22,886         659,807    -              -                -                        682,693
 Acquisition of subsidiaries under common control           -              -          -              170,248          -                        170,248
 Total Transactions with owners                             22,886         659,807    -              170,248          -                        852,941
 At 30 June 2021 (unaudited)                                22,886         659,807    -              126,771          (374,062)                435,402

 Audited- 31 December 2021
 At 18 January 2021                                         -              -          -              -                -                        -
 Loss for the year                                          -              -          -              -                (988,195)                (988,195)
 Exchange differences on translation of foreign operations  -              -          -              (14,065)         -                        (14,065)
 Total comprehensive profit/(loss) for the period           -              -          -              (14,065)         (988,195)                (1,002,260)
 Transactions with Owners
 Issue of ordinary shares                                   27,597         859,539    -              -                -                        887,136
 Issue of bonus shares                                      45,774         (45,774)   -              -                -                        -
 Capital Reduction                                          -              (180,000)  -              -                180,000                  -
 Merger of entity under common control                      -              -          -              170,248          -                        170,248
 Total Transactions with owners                             73,371         633,765    -              170,248          180,000                  1,057,384
 At 31 December 2021 (audited)                              73,371         633,765    -              156,183          (808,195)                55,124

 
 

 

1.             Reporting Entity

 

Genflow Biosciences Plc (the "Company" or the "Group") is a company domiciled
in the United Kingdom. The consolidated interim financial information as at
and for the six months ended 30 June 2022 comprise the results of the Company
and its subsidiaries (together referred to as the "Group").

 

The consolidated financial statements of the Group as at and for the year
ended 31 December 2021 are available upon request from the Company's
registered office at Suite 1, 15 Ingestre Place, London, England, W1F 0DU or
at genflowbio.com (http://genflowbio.com/) .

 

2.             BASIS OF PREPARATION

 

The financial information set out in this report is based on the consolidated
financial information of Genflow Biosciences Plc and its subsidiary companies.
The financial information of the Group for the 6 months ended 30 June 2022 was
approved and authorised for issue by the Board on 29 September 2022.  The
interim results have not been audited. This financial information has been
prepared in accordance with the accounting policies that are expected to be
applied in the Report and Accounts of Genflow Biosciences Plc for the year
ended 31 December 2021 and are consistent with the recognition and measurement
requirements of IFRS as adopted by the United Kingdom. The comparative
information for the full year ended 31 December 2021 is not the Group's full
annual accounts for that period but has been derived from the annual financial
statements for that period.

 

The consolidated financial information incorporates the results of Genflow
Biosciences Plc and its subsidiaries undertakings as at 30 June 2022.  The
corresponding amounts are for the year ended 31 December 2021 and for the 6
month period ended 30 June 2021.

 

The Group financial information is presented in Pound Sterling and values are
rounded to the nearest pound.

 

The same accounting policies, presentation and methods of computation are
followed in the interim consolidated financial information as were applied in
the Group's latest annual audited financial statements except for those that
relate to new standards and interpretations effective for the first time for
periods beginning on (or after) 1 January 2022 and will be adopted in the 2022
annual financial statements.

 

A number of new standards, amendments and became effective on 1 January 2022
and have been adopted by the Group. None of these standards have materially
affected the Group.

 

3.             GOING CONCERN

 

Although the Group's assets are not generating revenue streams, an operating
loss has been reported and an operating loss is expected in the 12 months to
30 June 2023, the Directors believe that the Group will have sufficient funds
to meet its immediate working capital requirements and undertake its targeted
operating activities over the next 18 months from the date of approval of
these financial statements. During the period, the Company received net
proceeds of £3,499,516 from the issuance of 47,036,500 Ordinary Shares, and
the Group has retained the majority of these funds with £2,945,624 in cash at
the period end. During the period, the Group received notification that it had
been awarded a non-dilutive research grant award of up to €3.375m from the
regional government of Wallonia in southern Belgium. The funds are yet to be
received, however management hope to use the funds to expedite certain phases
of its planned research and development. Management has prepared forecast
covering 18 month post-period end and believe that current cash reserves will
adequately cover the working capital requirements of the Group in addition to
meeting research and development commitments.

 

As such, the Directors have a reasonable expectation that the Group has and
will have future access to adequate resources to continue in operational
existence for the foreseeable future and, therefore, continue to adopt the
going concern basis in preparing the Annual Report and financial statements.

 

 

 

 

4.             EXPENSES BY NATURE

                                          Unaudited        Unaudited        Audited

                                          6 Months ended   6 Months ended   Year ended

                                          30 June 2022     30 June 2021     31 December 2021

 Directors' fees                          172,851          18,534           166,441
 Professional, legal and consulting fees  267,535          135,431          386,325
 PR and marketing                         89,935           18,960           138,933
 Accounting related services              591              27,103           95,530
 Insurance                                17,305           -                4,340
 Office and administrative expenses       2,303            6,394            3,531
 IT and software services                 396              16,479           27,199
 Travel and entertainment                 15,062           2,048            6,668
 Research and development costs           97,304           75,551           86,044
 AIM costs                                26,177           66,729           18,960
 Other expenses                           6,943            5,062            4,125
 Total administrative expenses            696,402          372,291          938,096

 

 

 

5.             PROFIT/(LOSS) PER SHARE

 

 

                                                                              Unaudited            Unaudited            Audited

                                                                              6 Months ended       6 Months ended       Year ended

                                                                              30 June 2022         30 June 2021         31 December 2021

 Net loss for the year from continued operations attributable to equity       (773,794)            (374,062)            (988,195)
 shareholders

 Weighted average number of shares for the period/year                        289,858,193          216,113,467          166,669,960

 Basic profit/(loss) per share for continued operations (expressed in pence)  (0.267)              (0.17)               (0.593)

 

 

 

6.             Share capital

 

 

 Company                                              Number of shares  Ordinary shares  Share premium  Total

                                                                        £                £              £
 Issued and fully paid
 Issued on incorporation                              100               1                -              1
 Issue of new shares - 25 March 2021                  6,312,500         630              251,869        252,499
 Issue of new shares - 1 April 2021                   203,833,878       20,383           -              20,383
 Issue of new shares - 2 June 2021                    18,724,000        1,872            407,938        409,810
 At 30 June 2021                                      228,870,478       22,886           659,807        682,693
 Issue of bonus shares on a 2:1 basis - 13 July 2021  457,740,956       45,774           (45,774)       -
 Consolidation of share capital - 13 July 2021        (457,740,956)     -                -              -
 Capital reduction - 13 July 2021                     -                 -                (180,000)      (180,000)
 Issue of Ordinary Shares - 9 November 2021           15,699,640        4,711            199,732        204,443
 At 31 December 2021                                  244,570,118       73,371           633,765        707,136
 Issue of Ordinary Shares - 17 January 2022           47,936,500        14,381           3,820,539      3,834,920
 Deduction of cost of capital                         -                 -                (263,404)      (263,404)
 At 30 June 2022                                      292,506,618       87,752           4,190,900      4,278,652

 

On 17 January 2022, the Company issued and allotted 47,036,500 new Ordinary
Shares at a price of 8 pence per share for gross proceeds of £3,762,920. On
the same day, the Company issued and allotted 900,000 new Ordinary Shares at
nominal value in lieu of fees of £72,000.

 

 
7.             COMMITMENTS

 

The commitments stated in the Group's Annual Financial Statements for the year
ended 31 December 2021 remain in place.

 

 

8.             EVENTS AFTER THE REPORTING DATE

 

On 15 July 2022 and 18 July 2022, Eric Leire, a director of the company,
purchased 308,999 ordinary shares at a weighted average price per ordinary
share of 3.03p.

 

On 18 July 2022, Yassine Bendiabdallah, Chairman of the Company, and Peter
King-Lewis, a non-executive director of the Company, each purchased 108,000
and 82,000 ordinary shares respectfully, both at a weighted average price per
ordinary share of 0.037.

 

On 18 August 2022, Eric Leire, a director of the company, purchased 106,000
ordinary shares at a weighted average price per ordinary share of 2.8p.

Market Abuse Regulation (MAR) Disclosure

Certain information contained in this announcement would have been deemed
inside information for the purposes of Article 7 of Regulation (EU) No
596/2014 until the release of this announcement.

For further information please contact:

 

 Genflow Biosciences Plc
 Dr Eric Leire                       via Tancredi +44 203 434 2330

 Chief Executive
 Clear Capital Markets Ltd
 Corporate Broker                    +44 203 869 6086

 Jonathan Critchley                  +44 203 897 0981

 Keith Swann
 Tancredi Intelligent Communication

 Media Relations
 Salamander Davoudi                  +44 7957 549 906

 Helen Humphrey                      +44 7449 226 720

 Benedetta Negri da Oleggio          +44 7838 029 970

                                     genflowbio@tancredigroup.com

 

About Genflow

 

Genflow is a UK-based biotechnology company established in 2020. The Company
is developing gene therapies designed to target the aging process and to
reduce and delay the incidence of age-related diseases. This will be done
through novel therapeutics targeting aging in humans by using adeno-associated
virus ("AAV") vectors to deliver copies of the Sirtuin-6 ("SIRT6") gene
variant that is found in centenarians into cells.

 

Its mission is to increase understanding of the factors that control and
impact lifespan. Genflow researches, develops, and commercialises therapeutic
solutions to lengthen health span, the amount of time we live in good health,
creating biological interventions that enable longer and healthier lives.
Genflow is dedicated to the development and commercialisation of novel
therapeutics targeting aging in dogs and humans. By treating aging, Genflow
can contribute to a decrease in healthcare costs and lessen the emotional and
societal burden that comes with an aging population.

 

To learn more visit www.genflowbio.com (http://www.genflowbio.com)

 

-Ends-

 

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