Portage Biotech Files 20-F Annual Report

TL;DR

Portage Biotech dropped its 20-F, check financials for FY ending March 31, 2024.

AI Summary

Portage Biotech Inc. filed its annual report on Form 20-F for the fiscal year ending March 31, 2024. The company, incorporated in the British Virgin Islands, operates in the pharmaceutical preparations sector. The filing provides financial information and business updates for the period.

Why It Matters

This filing provides investors with a comprehensive overview of Portage Biotech's financial health and operational status for the past fiscal year, crucial for investment decisions.

Risk Assessment

Risk Level: medium — As a biotech company, Portage Biotech faces inherent risks related to drug development, regulatory approvals, and market competition, which are typically detailed in a 20-F filing.

Key Numbers

• 2024-03-31 — Fiscal Year End (The end date for the reporting period covered by the 20-F.)
• 2023-04-01 — Fiscal Year Start (The start date for the reporting period covered by the 20-F.)

Key Players & Entities

• PORTAGE BIOTECH INC. (company) — Filer of the 20-F report
• 0001171843-24-004800 (dollar_amount) — Accession Number for the filing
• 20240331 (dollar_amount) — Conformed period of report
• 20240814 (dollar_amount) — Filing date
• 0001095435 (dollar_amount) — Central Index Key
• 2834 (dollar_amount) — Standard Industrial Classification (Pharmaceutical Preparations)
• 416-737-7600 (dollar_amount) — Business Phone Number

FAQ

Key Financial Figures

• $1 — Rate of Exchange") was approximately US$1 = CDN$1.38, for the conversion of Briti
• $3.1 million — of July 31, 2024, we had approximately $3.1 million of cash and cash equivalents on hand, w
• $75 million — our non-affiliate public float exceeds $75 million. We have a history of operating losses
• $153 million — th a then market value of approximately $153 million in fiscal 2018, we cannot guarantee tha

Filing Documents

• f20f_081224.htm (20-F) — 2411KB
• exh_428.htm (EX-4.28) — 10KB
• exh_81.htm (EX-8.1) — 7KB
• exh_115.htm (EX-11.5) — 29KB
• exh_121.htm (EX-12.1) — 6KB
• exh_122.htm (EX-12.2) — 6KB
• exh_131.htm (EX-13.1) — 4KB
• exh_132.htm (EX-13.2) — 4KB
• exh_151.htm (EX-15.1) — 2KB
• exh_971.htm (EX-97.1) — 41KB
• pipe.jpg (GRAPHIC) — 50KB
• pipe2.jpg (GRAPHIC) — 77KB
• targetlession.jpg (GRAPHIC) — 113KB
• exh428_01.jpg (GRAPHIC) — 260KB
• exh428_02.jpg (GRAPHIC) — 245KB
• exh428_03.jpg (GRAPHIC) — 165KB
• exh428_04.jpg (GRAPHIC) — 56KB
• exh428_05.jpg (GRAPHIC) — 107KB
• 0001171843-24-004800.txt ( ) — 11680KB
• ptgef-20240331.xsd (EX-101.SCH) — 137KB
• ptgef-20240331_cal.xml (EX-101.CAL) — 77KB
• ptgef-20240331_def.xml (EX-101.DEF) — 364KB
• ptgef-20240331_lab.xml (EX-101.LAB) — 499KB
• ptgef-20240331_pre.xml (EX-101.PRE) — 486KB
• f20f_081224_htm.xml (XML) — 1653KB

Forward-Looking Statements

Forward-Looking Statements 1 Foreign Private Issuer Status and Reporting Currency 2 Part I Item 1. Identity of Directors, Senior Management and Advisors 2 Item 2. Offer Statistics and Expected Timetable 2 Item 3. Key Information 2 Item 4. Information on the Company 19 Item 4A. Unresolved Staff Comments 33 Item 5. Operating and Financial Review and Prospects 34 Item 6. Directors, Senior Management and Employees 47 Item 7. Major Shareholders and Related Party Transactions 68 Item 8. Financial Information 71 Item 9. The Offer and Listing 71 Item 10. Additional Information 73 Item 11.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 86 Item 12.

Description of Securities Other than Equity Securities

Description of Securities Other than Equity Securities 88 Part II Item 13. Defaults, Dividend Arrearages and Delinquencies 88 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 88 Item 15.

Controls and Procedures

Controls and Procedures 88 Item 16A. Audit Committee Financial Expert 90 Item 16B. Code of Ethics 90 Item 16C. Principal Accountant Fees and Services 90 Item 16D. Exemptions from the Listing Standards for Audit Committees 91 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 91 Item 16F. Change in Registrant's Certifying Accountant 91 Item 16G. Corporate Governance 91 Item 16H. Mine Safety Disclosure 91 Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. 91 Item 16J. Insider Trading Policies 91 Item 16K. Cybersecurity 92 Part III Item 17.

Financial Statements

Financial Statements 93 Item 18.

Financial Statements

Financial Statements 93 Item 19. Exhibits 93 iii

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This annual report on Form 20-F ("Annual Report") includes "forward-looking statements." All statements, other than statements of historical facts, included herein or incorporated by reference herein, including without limitation, statements regarding our business strategy, plans and objectives of management for future operations and those statements preceded by, followed by or that otherwise include the words "believe," "expects," "anticipates," "intends," "estimates," "will," "may," "should," "could," "targets," "projects," "predicts," "plans," "potential," or "continue," or similar expressions or variations on such expressions are forward-looking statements. We can give no assurances that such forward-looking statements will prove to be correct. Each forward-looking statement reflects our current view of future events and is subject to risks, uncertainties and other factors that could cause actual results to differ materially from any results expressed or implied by our forward-looking statements. We have made the decision to discontinue our sponsored trial for the invariant natural killer T-cell ("iNKT") program and pause further accrual to our sponsored adenosine program for both PORT-6 and PORT-7. In the event that we resume these clinical trials and further development of our programs, our risks and uncertainties include, but are not limited to: our plans and ability to develop and commercialize product candidates and the timing of these development programs; clinical development of our product candidates, including the timing for availability and release of results of current and future clinical trials; our expectations regarding regulatory communications, submissions or approvals; the potential functionality, capabilities, benefits and risks of our product candidates as compared to others; our maintenance and establishment of intellectual property rights in our product candidates; our need for financing and our esti

– IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS

ITEM 1 – IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS Not required because this is an annual report under the Securities Exchange Act of 1934, as amended (the "Exchange Act").

– OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2 – OFFER STATISTICS AND EXPECTED TIMETABLE Not required because this is an annual report under the Exchange Act.

– KEY INFORMATION

ITEM 3 – KEY INFORMATION (A)

SELECTED FINANCIAL DATA

SELECTED FINANCIAL DATA The selected financial data set forth below should be read in conjunction with our Consolidated Financial Statements and Notes thereto appearing elsewhere in this Annual Report. The selected Operations Data for each of the three fiscal years ended March 31, 2024, 2023 and 2022, and the Balance Sheet data as of March 31, 2024 and 2023 are derived from our audited Consolidated Financial Statements appearing elsewhere in this Annual Report. The selected Operations Data for the years ended March 31, 2021 and 2020 and the Balance Sheet data as of March 31, 2022, 2021 and 2020 are derived from our audited Consolidated

Financial Statements, which are not included in this Annual Report

Financial Statements, which are not included in this Annual Report. 2 SUMMARY OF FINANCIAL INFORMATION IN THE COMPANY'S FINANCIAL STATEMENTS (U.S. DOLLARS) Operating Data Years ended March 31, 2024 2023 2022 2021 2020 All amounts in 000'$ (except for per share amounts) Net loss before non-controlling interests $ (75,382 ) $ (104,666 ) $ (19,169 ) $ (17,189 ) $ (7,249 ) Net loss attributable to owners of the Company $ (75,339 ) $ (104,611 ) $ (16,870 ) $ (15,833 ) $ (5,333 ) Comprehensive loss $ (75,420 ) $ (109,949 ) $ (19,169 ) $ (17,189 ) $ (6,373 ) Comprehensive loss attributable to the owners of the Company $ (75,377 ) $ (109,894 ) $ (16,870 ) $ (15,833 ) $ (4,457 ) Working capital $ 4,816 $ 11,811 $ 24,049 $ 1,738 $ 1,226 Total assets $ 7,779 $ 99,129 $ 194,662 $ 174,860 $ 173,174 Capital stock $ 219,499 $ 218,782 $ 158,324 $ 130,649 $ 117,817 Warrant liability $ 1,564 $ - $ 33 $ 1,120 $ - Stock option reserves $ 23,841 $ 21,204 $ 16,928 $ 7,977 $ 58 Equity attributable to owners of the Company $ 4,022 $ 76,045 $ 121,205 $ 101,449 $ 96,531 Weighted average number of shares outstanding - Basic 19,343 16,119 13,060 11,733 10,952 Weighted average number of shares outstanding - Diluted 19,343 16,119 13,060 11,733 10,952 Net loss per share - Basic $ (3.89 ) $ (6.49 ) $ (1.29 ) $ (1.35 ) $ (0.49 ) Net loss per share - Diluted $ (3.89 ) $ (6.49 ) $ (1.29 ) $ (1.35 ) $ (0.49 ) 1. The effect of potential share issuances pursuant to the exercise of options and warrants would be anti-dilutive and, therefore, basic and diluted loss per share are the same for the fiscal years presented. 2. The per share data has been adjusted to reflect the reverse split of the ordinary shares effective June 5, 2020. The Company has not declared or paid any dividends in any of the reporting periods presented herein. Exchange Rates In this Annual Report on Form 20-F, unles

RISK FACTORS

RISK FACTORS Risks Related to our Decision to Discontinue our iNKT Program and Pause Further Accrual in our Adenosine Program After a review of our future funding needs for clinical development of our programs as well as the current capital raising market for biotechnology companies, we made the decision to discontinue our sponsored clinical trial for the iNKT program and pause further accrual to our sponsored adenosine program. We are exploring strategic alternatives, which may include finding a partner for one or more of our assets, a sale of our company, a merger, restructurings, both in and out of court, a company wind down, further financing efforts or other strategic action. There can be no assurance that our evaluation of strategic alternatives will result in any agreements or transactions, or that, if completed, any agreements or transactions will be successful or on attractive terms. Any potential transaction would be dependent on a number of factors that may be beyond our control, including, among other things, market conditions, industry trends, the interest of third parties in a potential transaction with us and the availability of financing to us or third parties in a potential transaction with us on reasonable terms. The process of reviewing strategic alternatives may require us to incur additional costs and expenses. It could negatively impact our ability to attract, retain and motivate key employees, and expose us to potential litigation in connection with this process or any resulting transaction. If we are unable to effectively manage the process, our financial condition and results of operations could be adversely affected. In addition, any strategic alternative that may be pursued and completed ultimately may not deliver the anticipated benefits or enhance shareholder value. There can be no guarantee that the process of evaluating strategic alternatives will result in our company entering into or completing a potential transaction within the

View Full Filing

View this 20-F filing on SEC EDGAR