Rafael Holdings Files 10-K Amendment

TL;DR

Rafael Holdings filed a 10-K amendment for FY24. Check financials.

AI Summary

Rafael Holdings, Inc. filed an amendment (Amendment No. 1) to its annual report on Form 10-K for the fiscal year ended July 31, 2024. The filing, dated December 20, 2024, pertains to the company's operations and financial status. The company is incorporated in Delaware and its principal executive offices are located at 520 Broad Street, Newark, New Jersey.

Why It Matters

This amendment provides updated information for the fiscal year ended July 31, 2024, which is crucial for investors to assess the company's financial health and strategic direction.

Risk Assessment

Risk Level: low — This filing is an amendment to an annual report, primarily containing updated financial and operational details rather than new material events.

Key Numbers

• 0731 — Fiscal Year End (The filing covers the period ending on this date.)
• 20241220 — Filing Date (This is the date the amendment was submitted to the SEC.)

Key Players & Entities

• Rafael Holdings, Inc. (company) — Registrant
• 20241220 (date) — Filing Date
• July 31, 2024 (date) — Fiscal Year End
• 520 Broad Street, Newark, New Jersey (location) — Principal Executive Offices
• RFL (ticker) — Trading Symbol

FAQ

Key Financial Figures

• $0.01 — stered Class B common stock, par value $0.01 per share RFL New York Stock Exchange
• $1.81 — quarter) of the Class B common stock of $1.81 per share, as reported on the New York
• $925,000 — ies. In August 2023, the Company raised $925,000from third parties in exchange for31.6%

Filing Documents

• ea0225191-10ka1_rafael.htm (10-K/A) — 2292KB
• ea022519101ex23-1_rafael.htm (EX-23.1) — 3KB
• ea022519101ex31-01_rafael.htm (EX-31.01) — 10KB
• ea022519101ex31-02_rafael.htm (EX-31.02) — 10KB
• ea022519101ex32-01_rafael.htm (EX-32.01) — 4KB
• ea022519101ex32-02_rafael.htm (EX-32.02) — 4KB
• ea022519101ex97_rafael.htm (EX-97) — 16KB
• image_001.jpg (GRAPHIC) — 9KB
• 0001213900-24-110663.txt ( ) — 13007KB
• rfl-20240731.xsd (EX-101.SCH) — 132KB
• rfl-20240731_cal.xml (EX-101.CAL) — 113KB
• rfl-20240731_def.xml (EX-101.DEF) — 668KB
• rfl-20240731_lab.xml (EX-101.LAB) — 1167KB
• rfl-20240731_pre.xml (EX-101.PRE) — 678KB
• ea0225191-10ka1_rafael_htm.xml (XML) — 1402KB

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk. 100 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations. 100 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data. 109 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. 109 Item 9A.

Controls and Procedures

Controls and Procedures. 109 Item 9B. Other Information. 109 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. 109 Part III Item 10. Directors, Executive Officers and Corporate Governance. 110 Item 11.

Executive Compensation

Executive Compensation. 110 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. 110 Item 13. Certain Relationships and Related Transactions, and Director Independence. 110 Item 14. Principal Accounting Fees and Services. 110 Part IV Item 15. Exhibits, Financial Statement Schedules. 111 Item 16. Form 10-K Summary 112

Signatures

Signatures 113 i This Annual Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements that contain the words "believes," "anticipates," "expects," "plans," "intends" and similar words and phrases. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the results projected in any forward-looking statement. In addition to the factors specifically noted in the forward-looking statements, other important factors, risks and uncertainties that could result in those differences include, but are not limited to, those discussed under Item 1A to Part I "Risk Factors" in this Annual Report. The forward-looking statements are made as of the date of this Annual Report, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Investors should consult all of the information set forth in this report and the other information set forth from time to time in our reports filed with the Securities and Exchange Commission pursuant to the Securities Act of 1933 and the Securities Exchange Act of 1934, including our reports on Forms 10-Q and 8-K. Our business, operating results or financial condition could be materially adversely affected by any of the following risks associated with any one of our businesses, as well as the other risks highlighted elsewhere in this document. The trading price of our common stock could decline due to any of these risks. Note that references to "our", "us", "we", "the Company", etc. used in each risk factor below refers to the business about which such risk factor is provided. Our business is subject to numerous risks as described in Item 1A. Risk Factors. Some of these risks include: We have limited resources and could find

Business

Item 1. Business. OVERVIEW Rafael Holdings, Inc. ("Rafael Holdings", "Rafael", "we" or the "Company") is a holding company with interests in clinical and early-stage pharmaceutical companies (the "Pharmaceutical Companies"), including an investment in (and planned merger with) Cyclo Therapeutics Inc. (Nasdaq: CYTH), ("Cyclo Therapeutics" or "Cyclo"), a clinical stage biotechnology company dedicated to developing Trappsol Cyclo, which is being evaluated in clinical trials for the potential treatment of Niemann-Pick Disease Type C1 ("NPC1"), a rare, fatal and progressive genetic disorder, 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 a majority interest in Cornerstone Pharmaceuticals, Inc. ("Cornerstone"), formerly known as Rafael Pharmaceuticals Inc., a cancer metabolism-based therapeutics company. We also hold a majority interest in Rafael Medical Devices, LLC. ("Rafael Medical Devices"), an orthopedic-focused medical device company developing instruments to advance minimally invasive surgeries with its first product being a video endoscopic carpal tunnel release system, and a majority interest in Day Three Labs, Inc. ("Day Three"), a company which empowers third-party manufacturers to reimagine their existing cannabis offerings enabling them to bring to market better, cleaner, more precise and predictable versions by utilizing Day Three's technology and innovation like Unlokt. Day Three and Rafael Medical Devices, together with the Pharmaceutical Companies, represent our "Portfolio 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. Since then, the Company has sought partners for programs at Farber and

View Full Filing

View this 10-K/A filing on SEC EDGAR