Rafael Holdings, Inc. Files 10-Q for Period Ended January 31, 2024

TL;DR

<b>Rafael Holdings, Inc. has filed its quarterly report (10-Q) for the period ending January 31, 2024, detailing its financial status and operations.</b>

AI Summary

Rafael Holdings, Inc. (RFL) filed a Quarterly Report (10-Q) with the SEC on March 14, 2024. Rafael Holdings, Inc. filed a 10-Q quarterly report for the period ended January 31, 2024. The company is incorporated in Delaware and its fiscal year ends on July 31. Rafael Holdings, Inc. is registered with the SEC under file number 001-38411. The company's Class B common stock, par value $0.01 per share, is traded on the New York Stock Exchange under the symbol RFL. The filing indicates that Rafael Holdings, Inc. is a non-accelerated filer and a smaller reporting company.

Why It Matters

For investors and stakeholders tracking Rafael Holdings, Inc., this filing contains several important signals. This filing provides investors with an update on the company's financial performance and operational status for the most recent quarter. As a smaller reporting company and non-accelerated filer, this report is crucial for understanding its current financial health and compliance with SEC regulations.

Risk Assessment

Risk Level: low — Rafael Holdings, Inc. shows low risk based on this filing. The filing is a standard quarterly report (10-Q) and does not contain immediate financial results or significant operational changes, indicating a routine disclosure.

Analyst Insight

Monitor future filings for specific financial performance data and operational updates from Rafael Holdings, Inc.

Key Numbers

• January 31, 2024 — Quarterly Period End Date (Conformed Period of Report)
• March 14, 2024 — Filing Date (Filed as of date)
• 001-38411 — SEC File Number (Commission File Number)
• 000-55863 — Commission File Number (Commission File Number)
• RFL — Trading Symbol (Class B common stock trading symbol)

Key Players & Entities

• Rafael Holdings, Inc. (company) — Filer name
• 0001213900-24-022343 (other) — Accession Number
• 20240131 (date) — Conformed Period of Report
• 20240314 (date) — Filed as of date
• 0001713863 (other) — Central Index Key
• DE (other) — State of Incorporation
• 0731 (other) — Fiscal Year End
• 001-38411 (other) — SEC File Number

FAQ

Industry Context

Rafael Holdings, Inc. operates in the Real Estate sector, as indicated by its SIC code. This 10-Q filing provides a snapshot of its financial and operational standing within this industry.

Regulatory Implications

The company is subject to standard SEC reporting requirements for public companies, including filing quarterly reports (10-Q) under the Securities Exchange Act of 1934.

What Investors Should Do

1. Review the full 10-Q filing for detailed financial statements and management discussion.
2. Track future SEC filings for updates on Rafael Holdings, Inc.'s financial performance and strategic initiatives.
3. Analyze the company's position within the real estate sector based on the information provided in this report.

Key Dates

• 2024-01-31: Quarterly Period End — End of the reporting period for the 10-Q filing.
• 2024-03-14: Filing Date — Date the 10-Q report was officially filed with the SEC.

Year-Over-Year Comparison

This filing is a standard 10-Q report for the quarter ended January 31, 2024. Specific comparative financial data from the previous filing period is not detailed in this header information.

Key Financial Figures

• $0.01 — stered Class B common stock, par value $0.01 per share RFL New York Stock Exchange

Filing Documents

• ea0201606-10q_rafaelhold.htm (10-Q) — 1400KB
• ea020160601ex31-1_rafaelhold.htm (EX-31.1) — 9KB
• ea020160601ex31-2_rafaelhold.htm (EX-31.2) — 9KB
• ea020160601ex32-1_rafaelhold.htm (EX-32.1) — 4KB
• ea020160601ex32-2_rafaelhold.htm (EX-32.2) — 4KB
• 0001213900-24-022343.txt (&nbsp;) — 9430KB
• rfl-20240131.xsd (EX-101.SCH) — 110KB
• rfl-20240131_cal.xml (EX-101.CAL) — 74KB
• rfl-20240131_def.xml (EX-101.DEF) — 501KB
• rfl-20240131_lab.xml (EX-101.LAB) — 919KB
• rfl-20240131_pre.xml (EX-101.PRE) — 509KB
• ea0201606-10q_rafaelhold_htm.xml (XML) — 1137KB

FINANCIAL INFORMATION

Part I. FINANCIAL INFORMATION 1 Item 1.

Financial Statements (Unaudited)

Financial Statements (Unaudited) Consolidated Balance Sheets as of January 31, 2024 and July 31, 2023 1 Consolidated Statements of Operations and Comprehensive Income (Loss) for the Three and Six Months Ended January 31, 2024 and 2023 2 Consolidated Statements of Equity for the Three and Six Months Ended January 31, 2024 and 2023 3 Consolidated Statements of Cash Flows for the Six Months Ended January 31, 2024 and 2023 6 Notes to the Consolidated Financial Statements 7 Item 2.

Management's Discussion and Analysis of Financial Condition and Results

Management's Discussion and Analysis of Financial Condition and Results of Operations 43 Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 51 Item 4.

Controls and Procedures

Controls and Procedures 51

OTHER INFORMATION

Part II. OTHER INFORMATION 52 Item 1. Legal Proceeding 52 Item 1A.

Risk Factors

Risk Factors 52 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 52 Item 3. Defaults Upon Senior Securities 52 Item 4. Mine Safety Disclosures 52 Item 5. Other Information 52 Item 6. Exhibits 52

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION RAFAEL HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) January 31, 2024 July 31, 2023 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 7,136 $ 21,498 Available-for-sale securities 64,587 57,714 Interest receivable 560 387 Convertible note receivable, related party 1,924 1,921 Accounts receivable, net of allowance for doubtful accounts of $ 245 at January 31, 2024 and July 31, 2023 379 213 Prepaid expenses and other current assets 487 914 Investment in equity securities — 294 Total current assets 75,073 82,941 Property and equipment, net 2,064 1,695 Investments – Other Pharmaceuticals — 65 Investments – Hedge Funds 2,369 4,984 Investment – Day Three — 2,797 Investments – Cyclo Therapeutics Inc. 19,567 4,763 Goodwill 3,571 — Intangible assets 1,888 — In-process research and development 1,575 1,575 Other assets 42 9 TOTAL ASSETS $ 106,149 $ 98,829 LIABILITIES AND EQUITY CURRENT LIABILITIES Accounts payable $ 509 $ 333 Accrued expenses 845 763 Other current liabilities 140 1,023 Due to related parties 69 26 Installment note payable 1,700 — Total current liabilities 3,263 2,145 Deferred income tax liabilities, net 545 — Other liabilities 87 55 TOTAL LIABILITIES 3,895 2,200 COMMITMENTS AND CONTINGENCIES EQUITY Class A common stock, $ 0.01 par value; 35,000,000 shares authorized, 787,163 shares issued and outstanding as of January 31, 2024 and July 31, 2023 8 8 Class B common stock, $ 0.01 par value; 200,000,000 shares authorized, 23,882,117 issued and 23,695,332 outstanding (excluding treasury shares of 101,487) as of January 31, 2024, and 23,708,365 shares issued and 23,490,527 shares outstanding as of July 31, 2023 238 236 Additional paid-in capital 266,159 264,010 Accumulated

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 1 – DESCRIPTION OF BUSINESS Description of Business Rafael Holdings, Inc. (NYSE:RFL), ("Rafael Holdings", "we" or the "Company"), a Delaware corporation, is a holding company with interests in clinical and early-stage pharmaceutical companies (the "Pharmaceutical Companies"), including an investment in Cornerstone Pharmaceuticals, Inc. ("Cornerstone"), formerly known as Rafael Pharmaceuticals Inc., a cancer metabolism-based therapeutics company, a majority equity interest in LipoMedix Pharmaceuticals Ltd. ("LipoMedix"), a clinical stage pharmaceutical company, Barer Institute Inc. ("Barer"), a wholly-owned preclinical cancer metabolism research operation, and an investment in Cyclo Therapeutics Inc. (Nasdaq: CYTH), ("Cyclo Therapeutics" or "Cyclo"), a clinical-stage biotechnology company dedicated to developing life-changing medicines for patients and families living with challenging diseases through its lead therapeutic asset, Trappsol Cyclo. We also hold a majority interest in Day Three Labs, Inc. ("Day Three"), a company which reimagines existing cannabis offerings with pharmaceutical-grade technology and innovation like Unlokt to bring to market better, cleaner, more precise and predictable products, and a majority interest in Rafael Medical Devices, LLC, an orthopedic-focused medical device company developing instruments to advance minimally invasive surgeries ("Rafael Medical Devices" and Day Three together with the Pharmaceutical Companies, represent our "Investment Companies"). In November 2022, the Company resolved to curtail its early-stage development efforts, including pre-clinical research at Barer. The decision was taken to reduce spending as the Company focuses on exploring strategic opportunities. The Company's primary focus is to expand our investment portfolio through opportunistic and strategic investments including therapeutics which address high unmet medical needs. The Company

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) In 2019, the Company established Barer, a preclinical cancer metabolism research operation, to focus on developing a pipeline of novel therapeutic compounds, including compounds to regulate cancer metabolism with potentially broader application in other indications beyond cancer. Barer has been comprised of scientists and academic advisors that are experts in cancer metabolism, chemistry, and drug development. In addition to its own internal discovery efforts, Barer pursued collaborative research agreements and in-licensing opportunities with leading scientists from top academic institutions. Barer's subsidiary, Farber Partners, LLC ("Farber"), was formed around one such agreement with Princeton University's Office of Technology Licensing ("Princeton") for technology from the laboratory of Professor Joshua Rabinowitz, in the Department of Chemistry, Princeton University, for an exclusive worldwide license to its SHMT (serine hydroxymethyltransferase) inhibitor program. In November 2022, the Company resolved to curtail its early-stage development efforts, including pre-clinical research at Barer Institute. In 2016, the Company first invested in LipoMedix, a privately held Israeli clinical stage pharmaceutical company focused on the development of an innovative, safe and effective cancer therapy based on liposome delivery, and currently holds 95 % of the ordinary shares of LipoMedix. In May 2021, the Company formed Rafael Medical Devices, an orthopedic-focused medical device company developing instruments to advance minimally invasive surgeries. In August 2023, the Company raised $ 925,000 from third parties in exchange for 31.62 % ownership of Rafael Medical Devices. The "Company" in these consolidated

financial statements refers to Rafael Holdings and its subsidiaries on a consolidated basis

financial statements refers to Rafael Holdings and its subsidiaries on a consolidated basis. All majority-owned subsidiaries are consolidated with all intercompany transactions and balances eliminated in consolidation. In addition to Rafael Holdings, Inc., the subsidiaries included in these consolidated financial statements are as follows: Company Country of Incorporation Percentage Owned Broad Atlantic Associates, LLC United States – Delaware 100 % IDT R.E. Holdings Ltd. Israel 100 % Rafael Holdings Realty, Inc. United States – Delaware 100 % Barer Institute, Inc. United States – Delaware 100 %* Hillview Avenue Realty, JV United States – Delaware 100 % Hillview Avenue Realty, LLC United States – Delaware 100 % Rafael Medical Devices, LLC United States – Delaware 68 % Levco Pharmaceuticals Ltd. Israel 95 %*** Farber Partners, LLC United States – Delaware 93 % Pharma Holdings, LLC United States – Delaware 90 % LipoMedix Pharmaceuticals Ltd. Israel 95 %**** Altira Capital & Consulting, LLC United States – Delaware 67 % CS Pharma Holdings, LLC United States – Delaware 45 %** Day Three Labs, Inc. United States – Delaware 79 % * In November 2022, the Company resolved to curtail its early-stage development efforts, including pre-clinical research at Barer. The decision was taken to reduce spending as the Company focuses on exploring strategic opportunities. ** 50 % of CS Pharma Holdings, LLC is owned by Pharma Holdings, LLC. We have a 90 % ownership in Pharma Holdings, LLC and, therefore, an effective 45 % interest in CS Pharma Holdings, LLC. The Company, along with CS Pharma and Pharma Holdings, collectively own securities representing 51 % of the outstanding capital stock of Cornerstone Pharmaceuticals and 42 % of the capital stock on a fully diluted basis. See Note 4 for further details. *** During Fiscal 2022, the Company discontinued further material investment in Levco. In August 2023, Levco was di

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments, which include only normal recurring adjustments, considered necessary for a fair presentation have been included. The Company's fiscal year ends on July 31 of each calendar year. Each reference below to a fiscal year refers to the fiscal year ending in the calendar year indicated (e.g., fiscal year 2023 refers to the fiscal year ended July 31,

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View this 10-Q filing on SEC EDGAR