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- Going Concern (new) — Auditors express substantial doubt about ability to continue operations; cash of $2.4M sufficient for only several months from March 31, 2026.
Silexion Therapeutics (SLXN) files for best-efforts offering of ordinary shares with warrants at preliminary price; no minimum proceeds required
Filed August 7, 2026 · ~2 min read
Key Changes
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high
Best-efforts offering with no minimum proceeds threshold; company may raise little or no capital yet still close the offering. Each share sold with one ordinary warrant; pre-funded warrants available to avoid ownership limits.
The Offering verify on EDGAR → -
high
GAAP net loss $11.9M for 2025; accumulated deficit $57.9M. Cash $2.4M at March 31, 2026, sufficient for only several months. Auditors express substantial doubt about ability to continue as going concern.
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high
Initiated Phase 2/3 trial for SIL204 in locally advanced pancreatic cancer in late July 2026 at Tel Aviv Sourasky Medical Center after receiving Israeli and German regulatory approvals. Patient screening expected within weeks.
Prospectus Summary verify on EDGAR → -
high
Shareholders' equity was $0.29M at March 31, 2026, below Nasdaq's $2.5M minimum, but financing transactions brought it to $2.6M by May 15, 2026. Under mandatory panel monitoring until September 23, 2026; any future equity deficiency triggers immediate delisting.
Prospectus Summary verify on EDGAR → -
high
Three reverse splits in 18 months: 1-for-9 (Nov 2024), 1-for-15 (July 2025), 1-for-10 (May 2026), cumulative 1-for-1,350. If share price closes below $1.00 for 30 consecutive days before May 29, 2027, faces immediate delisting.
Prospectus Summary verify on EDGAR → -
high
Moringa sponsor (controlled by former director Ilan Levin) filed lawsuit disputing conversions of promissory note and demanding repayment of $3.4M principal plus damages. Company rejects allegations and is considering counterclaim.
Business view on EDGAR → -
medium
Targets LAPC patients with KRAS G12D/V mutations, approximately 20% of all pancreatic cancer patients (~13,000 annually in U.S.). Prior Phase 2 with first-generation product showed 9.3-month median OS advantage but was not statistically significant.
Business view on EDGAR → -
high
No binding agreements with third-party manufacturers to support commercialization. Manufacturing RNAi-based products highly susceptible to contamination and equipment failures that can force extended facility closures.
Summary
Silexion Therapeutics, a clinical-stage oncology biotech developing RNAi therapies for KRAS-driven cancers, has filed for a best-efforts offering of ordinary shares with accompanying warrants at a preliminary price. The offering has no minimum proceeds threshold, meaning the company may raise little or no capital yet still close the transaction. The company will pay a 7.0% placement agent fee on gross proceeds.
Each share comes with one ordinary warrant; pre-funded warrants are available to purchasers who would otherwise exceed 4.99% or 9.99% ownership limits. The company reported a GAAP net loss of $11.9M for 2025 and held just $2.4M in cash at March 31, 2026—sufficient for only several months of operations. The accumulated deficit stands at $57.9M.
Auditors have expressed substantial doubt about the company's ability to continue as a going concern. Shareholders' equity fell to $0.29M at quarter-end, below Nasdaq's $2.5M minimum, though financing transactions brought it to $2.6M by May 15, 2026. The company is under mandatory panel monitoring until September 23, 2026; any future equity deficiency during this period triggers immediate delisting proceedings. Three reverse splits in 18 months (cumulative 1-for-1,350) underscore the capital-raising pressure. The trial targets LAPC patients with KRAS G12D/V mutations, representing approximately 20% of all pancreatic cancer patients. A prior Phase 2 study with the first-generation product showed a 9.3-month median overall survival advantage, though the result was not statistically significant. The company faces direct competition from major pharmaceutical companies (Bristol-Myers Squibb/Mirati, AstraZeneca, Gilead) targeting the same KRAS mutations. Additional concerns include litigation from the Moringa sponsor disputing $3.4M in promissory note conversions, no binding manufacturing agreements for commercialization, and the inherent contamination risks in RNAi manufacturing. An active Israel-Iran military conflict adds geopolitical risk to operations centered in Israel.
Section-by-Section Diff
The Offering · The Offering
Best-efforts offering of ordinary shares at preliminary price with accompanying warrants; pre-funded warrants available to avoid 4.99%/9.99% ownership limits.
Added in current filing · verify on EDGAR →
Up to ordinary shares on a best-efforts basis based on an assumed public offering price of $ per share and accompanying ordinary warrants (the last reported sale price of our ordinary shares on the Nasdaq Capital Market on , 2026).
The company is conducting a best-efforts offering (no firm commitment from underwriters) of ordinary shares at a preliminary price to be determined. Each share will be sold with one ordinary warrant. The specific number of shares and price per share are not yet filled in this preliminary prospectus.
Added in current filing · verify on EDGAR →
We are also offering to those purchasers, if any, whose purchase of our ordinary shares in this offering would otherwise result in such purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of our outstanding ordinary shares immediately following the consummation of this offering, the opportunity, in lieu of purchasing ordinary shares, to purchase pre-funded warrants to purchase ordinary shares.
Purchasers who would exceed 4.99% or 9.99% ownership thresholds can buy pre-funded warrants instead of ordinary shares. These warrants are immediately exercisable at a nominal exercise price and allow holders to stay below ownership limits while maintaining economic exposure.
Added in current filing · verify on EDGAR →
Each ordinary warrant will have an exercise price of $ per share, will be exercisable beginning on the effective date of the Warrant Shareholder Approval, provided however, if the Pricing Conditions are met, the ordinary warrants will be exercisable upon issuance. The ordinary warrants will expire ( ) years, from the Initial Exercise Date.
Each ordinary share and pre-funded warrant comes with one ordinary warrant. Exercise requires shareholder approval unless certain pricing conditions are met. The exercise price and expiration term are not yet specified in this preliminary prospectus.
Added in current filing · verify on EDGAR →
We have agreed to pay the Placement Agent cash fee equal to 7.0 % of the gross proceeds raised in this offering.
The company will pay 7.0% of gross proceeds to the placement agent. This is higher than typical underwriting fees for firm-commitment offerings and reflects the best-efforts nature of this transaction.
Added in current filing · verify on EDGAR →
Ordinary shares outstanding prior to this offering 1,349,019 ordinary shares
The company has 1,349,019 ordinary shares outstanding before this offering. The post-offering share count is not yet specified and will depend on the final offering size and whether pre-funded warrants are sold.
Prospectus Summary · Prospectus Summary
Clinical-stage biotech developing RNAi therapies for KRAS-driven cancers; initiated Phase 2/3 trial in July 2026 after three reverse splits and Nasdaq compliance issues.
Added in current filing · verify on EDGAR →
During the second quarter of 2026, we received formal regulatory approvals— from the Israeli Ministry of Health (the “Israeli MoH”) and Germany's Federal Institute for Drugs and Medical Devices (“BfArM”)— to initiate our Phase 2/3 clinical trial for SIL204 in locally advanced pancreatic cancer subjects in Israel and Germany, respectively, and, subsequent to the end of the quarter covered by this report, in late July 2026, we initiated the trial at the Tel Aviv Sourasky Medical Center in Tel Aviv, Israel, with commencement of patient screening expected within weeks thereafter and first patient dosing expected to follow.
The company initiated its Phase 2/3 trial for lead candidate SIL204 in late July 2026 at Tel Aviv Sourasky Medical Center after receiving regulatory approvals from Israeli and German authorities in Q2 2026. Patient screening is expected within weeks, with first dosing to follow. Additional Israeli and German sites are expected to join in coming months.
Added in current filing · verify on EDGAR →
As of May 15, 2026 we met all financial and liquidity requirements for continued listing on the Nasdaq Capital Market under the Equity Standard under which we are listed, including with respect to our shareholders’ equity, which stood at $2.6 million as of the date of our quarterly report for the quarter ended March 31, 2026, above the required minimum level of $2.5 million. While as of March 31, 2026, our shareholders’ equity level was below that level ($0.29 million), we successfully regained compliance with that requirement during the period between March 31, 2026 and the filing of our quarterly report for that quarter (on May 15, 2026) as a result of our financing and equity-increasing transactions.
The company's shareholders' equity was only $0.29 million as of March 31, 2026, below the $2.5 million Nasdaq minimum, but financing transactions brought it to $2.6 million by May 15, 2026. The company is under mandatory panel monitoring until September 23, 2026; any future equity deficiency during this period triggers immediate delisting proceedings without a cure period.
Added in current filing · verify on EDGAR →
On November 27, 2024, we effected a 1-for-9 reverse share split of our authorized ordinary shares, including our issued and outstanding ordinary shares, with a market effectiveness date of November 29, 2024. On July 28, 2025, we effected a 1-for-15 reverse share split of our authorized ordinary shares, including our issued and outstanding ordinary shares, with a market effectiveness date of July 29, 2025. On May 26, 2026, we effected a 1-for-10 reverse split of our authorized ordinary shares, including our issued and outstanding ordinary shares, which became effective after the close of market on May 28, 2026.
The company executed three reverse splits in 18 months: 1-for-9 in November 2024, 1-for-15 in July 2025, and 1-for-10 in May 2026. The cumulative effect is a 1-for-1,350 reduction in share count. If the share price closes below $1.00 for 30 consecutive days before May 29, 2027, the company faces immediate delisting proceedings.
Added in current filing · verify on EDGAR →
On May 15, 2026, we entered into an inducement offer letter agreement with holders of 199,510 of our existing ordinary warrants, of which (i) 102,250 were Series A warrants issued in our September 2025 public offering with a five-year exercise term and an exercise price of $40.00 per ordinary share, (ii) 77,875 were Series B warrants issued in our September 2025 public offering with a one-year exercise term and an exercise price of $40.00 per ordinary share, and (iii) 19,385 warrants were issued in our August 2025 warrant inducement transaction with a 24-month exercise term and an exercise price of $113.20 per ordinary share. Those holders exercised those existing ordinary warrants for cash and purchased 199,510 ordinary shares at a reduced cash exercise price of $5.00 per share. We received aggregate gross proceeds of approximately $1.0 million from those warrant exercises, before deducting placement agent fees and other offering expenses.
In May 2026, the company induced holders of 199,510 existing warrants (with exercise prices of $40.00 or $113.20) to exercise at a reduced price of $5.00 per share, raising approximately $1.0 million gross. In exchange, the company issued 399,020 new warrants at $5.00 exercise price (204,500 five-year Series C and 194,520 24-month Series D warrants), plus 13,966 placement agent warrants.
Added in current filing · verify on EDGAR →
Upon the closing of the May 2026 warrant inducement transaction on May 15, 2026, and in connection with our completion of sales of ordinary shares under the ATM Agreement in May, June, July and August 2026, we issued an aggregate of 92,501, 60,819, 24,086 and 14,840, respectively, ordinary shares to the Moringa Sponsor upon conversion of an aggregate of $677 thousand of the outstanding amount under the Sponsor Promissory Note. As a result of those conversions, the remaining outstanding principal amount of the Sponsor Promissory Note has been reduced to $956 thousand as of August 6, 2026.
The company converted $677 thousand of the Sponsor Promissory Note into 192,246 ordinary shares across May through August 2026, reducing the outstanding balance from an original $3.433 million to $956 thousand as of August 6, 2026. The note matures February 15, 2027, and the sponsor can convert amounts at prices tied to the company's equity financings or VWAP.
Use of Proceeds · Use of Proceeds
Proceeds will fund pre-clinical and clinical studies and general corporate purposes; no minimum offering amount, so proceeds may be significantly less.
Added in current filing · verify on EDGAR →
this is a best efforts offering with no minimum number of securities or amount of proceeds as a condition to closing, and we may not sell all or any of these securities offered pursuant to this prospectus; as a result, we may receive significantly less in net proceeds
This is a best-efforts offering with no minimum proceeds threshold required to close. The company may sell none, some, or all of the securities and may receive significantly less than the estimated net proceeds. Unlike a firm-commitment underwriting, there is no guarantee the company will raise any specific amount of capital.
Added in current filing · verify on EDGAR →
We currently intend to use the net proceeds from this offering to advance our pre-clinical and clinical studies, and for general corporate purposes. Accordingly, we retain broad discretion over the use of the net proceeds
Proceeds will fund pre-clinical and clinical studies and general corporate purposes. The company retains broad discretion over how proceeds are used, with precise allocation depending on liquidity needs and availability of other capital. No specific dollar amounts are allocated to particular programs or milestones.
Dilution · Dilution
New investors will experience dilution; pro forma net tangible book value is $2.98/share before this offering, with final pricing and dilution amounts not yet disclosed.
Added in current filing · verify on EDGAR →
The net tangible book value of our ordinary shares on March 31, 2026 was approximately $0.3 million, or approximately $0.86 per share.
The company reports actual net tangible book value of $0.3 million ($0.86 per share) as of March 31, 2026. This is the baseline before pro forma adjustments and the offering.
Added in current filing · verify on EDGAR →
After giving effect on a pro forma basis to the Pro Forma Adjustments (as described in the “Capitalization” section above), our pro forma net tangible book value as of March 31, 2026 would have been approximately $3.9 million, or approximately $2.98 per share.
After pro forma adjustments (detailed in the Capitalization section), net tangible book value increases to $3.9 million ($2.98 per share). This represents the baseline before the current offering proceeds are added.
Added in current filing · verify on EDGAR →
up to 309,868 ordinary shares underlying an equivalent number of outstanding warrants at a weighted average exercise price of $272.67 per share
The company has 309,868 warrants outstanding with a weighted average exercise price of $272.67 per share. If exercised, these would create additional dilution beyond what is shown in the dilution table.
Added in current filing · verify on EDGAR →
127,578 ordinary shares issuable pursuant to the A&R Sponsor Promissory Note (based on the conversion of the entire $1,633,000 principal amount of that note into ordinary shares at an assumed conversion price of $12.8 per share, representing the closing price of our ordinary shares on the Nasdaq Capital Market on March 31, 2026)
A sponsor promissory note with $1,633,000 principal is convertible into 127,578 shares at $12.8 per share (the March 31, 2026 closing price). This represents additional potential dilution not reflected in the dilution table.
Added in current filing · verify on EDGAR →
The number of our ordinary shares to be outstanding after this offering as shown above is based on 339,486 shares outstanding as of March 31, 2026
The dilution calculations are based on 339,486 shares outstanding as of March 31, 2026. This is the baseline share count before the offering and before any exercise of warrants, options, or conversion of the promissory note.
Risk Factors · Risk Factors
Development-stage RNAi oncology company with $2.4M cash, substantial going-concern doubt, accumulated deficit of $57.9M, and no revenue.
Added in current filing · verify on EDGAR →
As of March 31, 2026, our cash and cash equivalents were $2.4 million. Based upon our then-expected level of operating expenditures, we have substantial doubt about our ability to continue as a going concern as of such date.
The company holds only $2.4 million in cash as of March 31, 2026, and management has concluded there is substantial doubt about its ability to continue as a going concern. The auditors' report contains an explanatory paragraph on this issue. The company states it will need substantial additional capital to fund operations over the next 12 months and beyond.
Added in current filing · verify on EDGAR →
We have incurred net losses since our inception in November 2008, including net losses of $2.7 million and $1.7 million for the three months ended March 31, 2026 and 2025, respectively, and $11.9 million for the year ended December 31, 2025. As of March 31, 2026, we had an accumulated deficit of $57.9 million.
The company has never been profitable since inception in 2008. Net losses were $2.7 million for Q1 2026 (up from $1.7 million in Q1 2025) and $11.9 million for full-year 2025. The accumulated deficit stands at $57.9 million as of March 31, 2026. The company expects losses to continue and increase as it advances clinical development.
Added in current filing · verify on EDGAR →
We expect to initiate the next clinical trial with SIL204 during the second quarter of 2026 for locally advanced pancreatic cancer.
The company's lead product candidate SIL204 is in early-stage development. A Phase 2 study on first-generation Loder has been completed, and the company plans to initiate the next clinical trial with SIL204 in Q2 2026 for locally advanced pancreatic cancer. The company has not yet commenced pivotal clinical studies for any product candidate and states it may be several years, if ever, before completing pivotal studies and obtaining approval.
Added in current filing · verify on EDGAR →
the process of manufacturing RNAi-drugs, drug substances, and RNAi-delivery vehicles, such as our product candidates, is extremely susceptible to product loss due to contamination, equipment failure or improper installation or operation of equipment, or vendor or operator error. Even minor deviations from normal manufacturing processes for any of our product candidates could result in reduced production yields, product defects, and other supply disruptions. If microbial, viral, or other contaminations are discovered in our product candidates or in the manufacturing facilities in which our product candidates are made, such manufacturing facilities may need to be closed for an extended period of time to investigate and remedy the contamination
Silexion discloses that manufacturing RNAi-based product candidates is highly susceptible to contamination and equipment failures, which can force extended facility closures. This is a material operational risk for a company with no commercial manufacturing experience and no binding agreements with third-party manufacturers to support commercialization.
Added in current filing · verify on EDGAR →
We focus a substantial part of our research and product development on treatments for locally advanced pancreatic cancer with certain specific mutations. Given the small number of patients who have this disease with these mutations, it is critical to our ability to grow and become profitable that we continue to successfully identify effected patients. Our projections of both the number of people who have these diseases, as well as the subset of people with these diseases who have the potential to benefit from treatment with our product candidates, are based on our beliefs and estimates. These estimates have been derived from a variety of sources, including scientific literature, surveys of clinics, patient foundations, or market research, and may prove to be incorrect.
Silexion targets locally advanced pancreatic cancer with specific mutations, a very small patient population. The company states its market-size projections are based on beliefs and estimates that may prove incorrect, and that pricing must be high enough to offset development costs given the small addressable market. This creates significant commercial and revenue risk.
Added in current filing · verify on EDGAR →
Although we intend to rely on third-party manufacturers for the raw materials and products to support our own manufacturing of our product candidates for commercialization, we have not yet entered into agreements with such manufacturers. We may be unable to negotiate binding agreements with the manufacturers to support our commercialization activities at commercially reasonable terms.
Silexion has not entered into binding agreements with third-party manufacturers to supply raw materials and products for commercialization. The company may be unable to secure such agreements on reasonable terms or at all, which would materially harm its ability to commercialize any approved product.
Added in current filing · verify on EDGAR →
For example, there are an increasing number of companies commercializing treatments and/or developing programs specifically targeting KRAS mutations, including KRAS G12D and KRAS G12V, in a variety of manners and for a variety of indications, including cancer, including Bristol-Myers Squibb Company (through the recently acquired Mirati Therapeutics, Inc.), Revolution Medicines, Inc., AstraZeneca (in collaboration with Usynova), Boehringer and Gilead.
Silexion faces direct competition from major pharmaceutical companies (Bristol-Myers Squibb/Mirati, AstraZeneca, Gilead, Boehringer) and specialty firms (Revolution Medicines) targeting the same KRAS mutations (G12D, G12V) it is pursuing. These competitors have far greater resources and some already have products on the market or in late-stage development.
Added in current filing · verify on EDGAR →
In late February 2026, Israel and the United States preemptively attacked Iran, in order to eliminate Iran's nuclear and ballistic missile capabilities, and to target the Islamic fundamentalist regime governing Iran, which has threatened Israel's existence. As part of this conflict, Iran launched missile attacks throughout Israel. This war followed upon similar conflicts in June 2025, and in April 2024 and October 2024, during which Iran launched ballistic missile attacks against Israel, and Israel conducted strikes against Iranian military and nuclear infrastructure.
The company discloses an active military conflict between Israel/U.S. and Iran that began in late February 2026, including preemptive strikes on Iran's nuclear and ballistic missile capabilities and Iranian missile attacks on Israel. This follows earlier conflicts in 2024-2025. The company states its operations have not been materially adversely affected to date, but warns that extended conflict could harm its ability to raise capital and conduct operations, as its executive offices, employees and management are located in Israel.
MD&A · Management's Discussion and Analysis
Clinical-stage biotech developing RNAi therapies for KRAS-driven cancers; net loss $11.9M for 2025, cash $2.4M at March 31, 2026, substantial doubt about going concern.
Added in current filing · verify on EDGAR →
Our net losses were $2.7 million for the three months ended March 31, 2026, and $11.9 million for the year ended December 31, 2025. As of March 31, 2026, we had an accumulated deficit of $57.9 million.
The company reported a net loss of $11.9 million for the year ended December 31, 2025, and $2.7 million for the three months ended March 31, 2026. The accumulated deficit reached $57.9 million as of March 31, 2026. These losses reflect the company's status as a clinical-stage biotech with no revenues, relying entirely on financing transactions to fund operations.
Added in current filing · verify on EDGAR →
As of March 31, 2026 and December 31, 2025, our cash and cash equivalents totaled $2.4 million and $6.0 million, respectively.
Cash declined from $6.0 million at December 31, 2025 to $2.4 million at March 31, 2026, a decrease of $3.6 million in one quarter. The company states that current cash will be sufficient for only several months from the filing date, not the full 12 months, indicating an urgent need for additional capital.
Added in current filing · verify on EDGAR →
As of May 15, 2026 we met all financial and liquidity requirements for continued listing on the Nasdaq Capital Market under the Equity Standard under which we are listed, including with respect to our shareholders’ equity, which stood at $2.6 million as of the date of our quarterly report for the quarter ended March 31, 2026, above the required minimum level of $2.5 million. While as of March 31, 2026, our shareholders’ equity level was below that level ($0.29 million), we successfully regained compliance with that requirement during the period between March 31, 2026 and the filing of our quarterly report for that quarter (on May 15, 2026) as a result of our financing and equity-increasing transactions.
Shareholders' equity was only $0.29 million as of March 31, 2026, below the Nasdaq minimum of $2.5 million, but the company raised it to $2.6 million by May 15, 2026 through financing transactions. The company is under mandatory panel monitoring until September 23, 2026; any future equity deficiency during this period would trigger immediate delisting proceedings without a cure period.
Added in current filing · verify on EDGAR →
More recently, we have been financing our operations on an ongoing basis via our ATM program with H.C. Wainwright, which we entered into in September 2025 and under which we may raise up to $13.17 million via sales of our ordinary shares into the open market. While we were unable to effect any sales under the ATM during 2025, during the second and first quarters of 2026, we raised approximately $1.9 million and $0.08 million (in each case, net of sales agent fees and issuance costs), respectively, and in July 2026 and thus far in August 2026 through August 6, 2026, we have raised $0.3 million, in the aggregate, from the sale of ordinary shares under the ATM.
The company has been raising capital through an at-the-market (ATM) offering program with H.C. Wainwright, under which it can sell up to $13.17 million of ordinary shares. After no sales in 2025, the company raised approximately $2.0 million net in Q1-Q2 2026 and an additional $0.3 million in July-early August 2026. The company also completed public offerings and induced warrant exercises in 2025 and early 2026, raising gross proceeds of approximately $5.0 million and $6.0 million in January and September 2025 offerings, respectively.
Added in current filing · verify on EDGAR →
As of March 31, 2026, we had cash and cash equivalents of $2.4 million. Based on our current cash balance, as well as our history of operating losses and negative cash flows from operations, combined with our anticipated use of cash to, among other things, (i) fund the preclinical and clinical development of our products, (ii) identify and develop new product candidates, and (iii) seek approval for SIL204 and any other product candidates we may develop, our management has concluded that we have sufficient cash to fund our operations for only several months from the issuance date of our consolidated financial statements for the three months ended March 31, 2026 included in this prospectus without additional financing, and, as a result, there is substantial doubt about our ability to continue as a going concern.
The company had $2.4 million in cash as of March 31, 2026, down from $6.1 million at year-end 2025. Management states this is sufficient to fund operations for only several months, triggering a going-concern doubt. The company burned $3.6 million in operating activities in Q1 2026 (up 44% from Q1 2025's $2.5 million burn) while raising only $0.1 million net from ATM sales in the quarter.
Added in current filing · verify on EDGAR →
On January 29, 2025, July 31, 2025, and May 15, 2026, we entered into inducement offer letter agreements with holders of 14,810, 15,211, and 199,510, respectively, of our existing ordinary warrants. Those warrants had been issued in the January 2025 Offering, the January 2025 induced warrant exercise transaction, the July 31/August 1, 2025 induced warrant exercise transaction, and the September 2025 Offering. Under the warrant inducement offer letter agreements, on January 30, 2025, August 1, 2025, and May 15, 2026, the holders exercised those warrants for cash and purchased 14,810, 15,211, and 199,510 ordinary shares, respectively, at cash exercise prices of $202.50, $115.70 and $5.00 per share, respectively, and in consideration of our issuance to them of new ordinary warrants to purchase up to an aggregate of 14,810, 30,422, and 399,020 ordinary shares, respectively, at exercise prices of $225.00, $113.20, and $5.00, respectively, per share.
In May 2026, the company induced holders of 199,510 existing warrants to exercise at $5.00 per share for gross proceeds of approximately $1.0 million (before fees), issuing 199,510 shares and new warrants to purchase 399,020 shares at $5.00 exercise price. This represents a sharp decline in per-share pricing from prior inducement rounds ($202.50 in January 2025, $115.70 in August 2025) and doubles the warrant overhang (2x new warrants vs shares issued).
Added in current filing · verify on EDGAR →
During the first quarter of 2026, we raised approximately $0.08 million (net of sales agent fees) from the sale of 6,408 ordinary shares under the ATM. Furthermore, on April and May 2026, we sold an aggregate of 67,985 and 108,826 ordinary shares to certain investors pursuant to the ATM Agreement, at a price per share of $11.4 and an average price of 3.21, raising aggregate proceeds of $0.75 and 0.33 million (net of sales agent fees), respectively. and in July 2026 and thus far in August 2026 (through August 6, 2026), we have raised $0.3 million, in the aggregate, from the sale of ordinary shares under the ATM.
The company sold shares under its ATM facility at $11.40 per share in April 2026 and an average of $3.21 per share in May 2026, raising $0.75 million and $0.33 million net, respectively. The 72% price decline from April to May and the small dollar amounts raised (totaling ~$1.5 million net across Q1–August 2026) indicate severe pricing pressure and limited market appetite.
Added in current filing · verify on EDGAR →
The Moringa sponsor (which is controlled by our former director, Ilan Levin) has notified us that it disputes the conversions into ordinary shares under the terms of the A&R Sponsor Promissory Note and has filed a claim against us demanding repayment of the note in full. We believe that the conversions were carried out in strict compliance with the substantive and procedural requirements of the note, and reject any claim to the contrary.
The Moringa sponsor (controlled by former director Ilan Levin) disputes the company's conversions of approximately $2.5 million of the $3.4 million A&R Sponsor Promissory Note into ordinary shares and has filed a claim demanding full cash repayment. The company asserts the conversions were compliant. Approximately $956,000 remains outstanding as of August 6, 2026; a ruling requiring cash repayment would worsen the already critical cash position.
Business · Business
Clinical-stage oncology biotech developing SIL204, a second-generation siRNA targeting KRAS mutations in pancreatic cancer; Phase 2/3 trial initiated July 2026.
Added in current filing · verify on EDGAR →
During the second quarter of 2026, we received formal regulatory approvals— from the Israeli Ministry of Health (the “Israeli MoH”) and Germany's Federal Institute for Drugs and Medical Devices (“BfArM”)— to initiate our Phase 2/3 clinical trial for SIL204 in locally advanced pancreatic cancer subjects in Israel and Germany, respectively, and, subsequent to the end of the quarter covered by this report, in late July 2026, we initiated the trial at the Tel Aviv Sourasky Medical Center in Tel Aviv, Israel, with commencement of patient screening expected within weeks thereafter and first patient dosing expected to follow.
The company initiated its pivotal Phase 2/3 trial for SIL204 in late July 2026 at Tel Aviv Sourasky Medical Center after receiving regulatory approvals from Israeli and German authorities in Q2 2026. Patient screening is expected within weeks, with first dosing to follow. The trial uses an adaptive design with three segments and is planned to enroll 15-21 participants in Segment 1 (expected to complete within the first year) and approximately 403 participants total. The study is powered for statistical significance and designed to meet regulatory requirements to be considered a pivotal trial.
Added in current filing · verify on EDGAR →
In a previous Phase 2 clinical trial with our first-generation siRNA, siG12D-LODER (which we also refer to as Loder), the combination of siRNA and standard-of-care chemotherapy demonstrated a trend for an overall survival benefit of 9.3 months compared to standard-of-care chemotherapy alone.
The company's first-generation product (Loder) showed a 9.3-month median overall survival advantage in KRAS G12D/V patients (22.7 months vs 13.4 months for standard-of-care alone) in a prior Phase 2 trial, representing approximately 65% increase in median OS. However, the trial was not powered for statistical significance (HR=0.59, 95% CI 0.18-1.96, p=0.39) and the treatment arm had only 11 patients versus 5 controls in this subset. This data provides the clinical rationale for advancing the second-generation SIL204 into the current Phase 2/3 trial.
Added in current filing · verify on EDGAR →
On June 22, 2026, Moringa sponsor, which is controlled by our former director, Ilan Levin, filed a complaint in the Tel Aviv-Jaffa District Court against our company, also naming our Chairman and Chief Executive Officer (Ilan Hadar) and our Chief Financial Officer (Mirit Horenshtein Hadar) as defendants. The complaint alleges that we have not validly converted outstanding amounts under the A&R Sponsor Promissory Note into ordinary shares and alternatively demands repayment in full of the $3.433 million original principal amount of the note, plus damages.
The company faces litigation from Moringa Sponsor (controlled by former director Ilan Levin) disputing the validity of conversions under a promissory note and alternatively demanding repayment of $3.433 million principal plus damages. The company states it "vehemently reject[s] the allegations" and believes it validly converted amounts due under the note into ordinary shares. The company is considering a counterclaim for damages. This dispute involves the company's CEO and CFO as named defendants and could affect the company's capital structure or require cash repayment.
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The clinical study process can take several (2- 12 or more) years to complete, and there can be no assurance that the data collected will support FDA or EU Commission approval or licensure of the product.
The company states that clinical studies can take 2 to 12 or more years to complete, with no assurance that the data will support regulatory approval. This is a wide timeline range that signals significant uncertainty in when (or if) the company's drug candidates will reach the market and generate revenue. The extended development period also implies substantial ongoing capital requirements.
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Silexion was formed on April 2, 2024 under the name Biomotion Sciences as a Cayman Islands exempted limited company for the purpose of effecting a business combination with Moringa and Silexion Israel. On April 3, 2024, Silexion entered into the Business Combination Agreement by and among Silexion, Moringa, Silexion Israel, and Silexion’s two wholly-owned subsidiaries— Merger Sub 1 and Merger Sub 2. On the Closing Date of August 15, 2024, following the approval of the Business Combination (among other matters) at Moringa’s extraordinary general meeting that was held on August 6, 2024, the transactions contemplated by the Business Combination Agreement were completed.
Silexion was formed in April 2024 as a Cayman Islands company specifically to complete a business combination with Moringa and Silexion Israel. The merger closed on August 15, 2024, making both Moringa and Silexion Israel wholly-owned subsidiaries of Silexion, with their securityholders becoming Silexion securityholders at agreed-upon exchange ratios.
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We are obligated to pay royalties to the IIA amounting to 3%-5% of the sales of all of our product candidates and other related revenues generated from such projects, up to 100% of the grants received, linked to the U.S. dollar and bearing interest at the rate of SOFR. The obligation to pay these royalties is contingent upon actual sales of the products and, in the absence of such sales, no payment is required. As of March 31, 2026, the total royalty amount that may be payable by us to the IIA is approximately $5.8 million ($6.8 million including interest).
The company received $5.8 million in grants from the Israeli Innovation Authority (IIA) from 2009 to 2020 and owes royalties of 3-5% on future product sales until it repays 100% of the grants received. As of March 31, 2026, the total potential royalty obligation is approximately $5.8 million ($6.8 million including SOFR-linked interest). This obligation is contingent on actual product sales and creates a future revenue encumbrance if SIL204 or other products reach commercialization.
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We are currently focused on treatment of non-resectable locally advanced pancreatic cancer (LAPC) patients which bear a KRAS mutation. LAPC represents the least treatable form of localized pancreatic cancer where the primary tumors are too large or in a position which precludes being able to be surgically removed, and where metastases have not been detected. Overall LAPC represent about 30% of pancreatic cancer (PC) and the KRAS G12D and KRAS G12V mutations (KRAS G12D/V) represent about 68% of PC. Our first indication is focusing on LAPC patients bearing KRAS G12D/V which represents about 20% of all PC patients.
The company's initial target is LAPC patients with KRAS G12D/V mutations, representing approximately 20% of all pancreatic cancer patients. With approximately 66,440 new pancreatic cancer cases annually in the U.S., this translates to roughly 13,000 patients per year in the U.S. alone. LAPC patients have a median overall survival of about 17 months and constitute about 30% of total pancreatic cancer cases. The company states it is also exploring treatment for LAPC with any KRAS mutations, which would expand the addressable population to almost a third of pancreatic cancer cases.
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For fiscal year 2025, the application user fee exceeds $4.3 million, and the Sponsor of an approved NDA or BLA is also subject to annual product and establishment user fees, set at $403,889 per product and $9,280 per establishment.
The company discloses that submitting an NDA or BLA to the FDA requires an application user fee exceeding $4.3 million for fiscal year 2025, plus annual fees of $403,889 per product and $9,280 per establishment after approval. These are substantial recurring costs that will apply if the company successfully develops and seeks approval for its drug candidates. Orphan drug products may be exempted from these fees unless the application includes an indication for other than a rare disease.
Experts · Experts
Kesselman & Kesselman audited the financials with a going concern qualification.
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which contains an explanatory paragraph relating to the Company’s ability to continue as a going concern as described in Note 1g to the financial statements
The auditor's report includes an explanatory paragraph about the company's ability to continue as a going concern, referenced in Note 1g. This indicates the auditor identified substantial doubt about whether the company can meet its obligations over the next twelve months, a material risk for investors.
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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 16, 2026 · How we verify