Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)
27 May 2022 - 6:22AM
Edgar (US Regulatory)
Filed pursuant to Rule 424(b)(3)
SEC File No. 333-264306
PROSPECTUS SUPPLEMENT NO. 1
(to Prospectus dated May 23, 2022)
![](https://content.edgar-online.com/edgar_conv_img/2022/05/26/0001104659-22-065265_tm2216704d2_424b3img001.jpg)
PRIMARY OFFERING OF
15,771,732 ORDINARY SHARES
SECONDARY OFFERING OF
9,251,006 ORDINARY SHARES,
ALPHA TAU MEDICAL LTD.
This prospectus supplement
updates, amends and supplements the prospectus contained in our Registration Statement on Form F-1, effective as of May 20, 2022 (as
supplemented or amended from time to time, the “Prospectus”) (Registration No. 333-264306). Capitalized terms used in this
prospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus.
This prospectus supplement
is being filed to update, amend and supplement the information included in the Prospectus with information on Alpha Tau’s first
quarter 2022 financial results, which is set forth below.
This prospectus supplement
is not complete without the Prospectus. This prospectus supplement should be read in conjunction with the Prospectus, which is to be
delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus
supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus
for future reference.
Our ordinary shares
and warrants are listed on the Nasdaq Stock Market LLC under the trading symbols “DRTS” and “DRTSW,” respectively.
On May 25, 2022, the closing prices for our ordinary shares and warrants on the Nasdaq Stock Market LLC were $6.45 per ordinary share
and $0.4051 per warrant.
Investing in our
securities involves a high degree of risk. See “Risk Factors” beginning on page 9 of the Prospectus and other risk
factors contained in the documents incorporated by reference therein for a discussion of information that should be considered in connection
with an investment in our securities.
Neither the Securities
and Exchange Commission, the Israeli Securities Authority nor any state securities commission has approved or disapproved of these securities
or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal
offense.
The date of this prospectus
supplement is May 26, 2022.
CONSOLIDATED BALANCE SHEETS
U.S. dollars in thousands
| |
March
31,
2022 | | |
December
31,
2021 | |
| |
Unaudited | | |
Audited | |
ASSETS | |
| | | |
| | |
| |
| | | |
| | |
CURRENT ASSETS: | |
| | | |
| | |
Cash and cash equivalents | |
$ | 98,071 | | |
$ | 23,236 | |
Restricted cash | |
| 837 | | |
| 618 | |
Short-term deposits | |
| 8,092 | | |
| 8,080 | |
Prepaid expenses
and other receivables | |
| 4,204 | | |
| 707 | |
| |
| | | |
| | |
Total current assets | |
| 111,204 | | |
| 32,641 | |
| |
| | | |
| | |
LONG-TERM ASSETS: | |
| | | |
| | |
Long term prepaid expenses | |
| 223 | | |
| 2,028 | |
Property and equipment,
net | |
| 7,613 | | |
| 7,546 | |
| |
| | | |
| | |
Total long-term assets | |
| 7,836 | | |
| 9,574 | |
| |
| | | |
| | |
Total assets | |
$ | 119,040 | | |
$ | 42,215 | |
CONSOLIDATED BALANCE SHEETS
U.S. dollars in thousands
| |
March 31,
2022 | | |
December
31, 2021 | |
| |
Unaudited | | |
Audited | |
LIABILITIES AND SHAREHOLDERS' EQUITY | |
| | | |
| | |
| |
| | | |
| | |
CURRENT LIABILITIES: | |
| | | |
| | |
Trade Payables | |
$ | 3,829 | | |
$ | 1,203 | |
Other payables
and accrued expenses | |
| 2,467 | | |
| 3,202 | |
| |
| | | |
| | |
Total current liabilities | |
| 6,296 | | |
| 4,405 | |
| |
| | | |
| | |
LONG-TERM LIABILITIES: | |
| | | |
| | |
Warrants liability | |
| 18,755 | | |
| - | |
Warrants to convertible Preferred shares | |
| - | | |
| 18,623 | |
| |
| | | |
| | |
Total liabilities | |
| 25,051 | | |
| 23,028 | |
| |
| | | |
| | |
Convertible
Preferred shares of no-par value per share – Authorized: 25,348,176 shares as of December 31, 2021; Issued and outstanding:
0 and 13,739,186 shares as of March 31, 2022 and December 31, 2021, respectively | |
| - | | |
| 53,964 | |
| |
| | | |
| | |
| |
| | | |
| | |
SHAREHOLDERS' DEFICENCY: | |
| | | |
| | |
Share capital | |
| | | |
| | |
Ordinary Shares
of no-par value per share - Authorized: 362,116,800 and 72,423,360 shares as of March 31, 2022 and December 31, 2021, respectively;
Issued and outstanding: 66,973,188 and 40,528,913 shares as of March 31, 2022 and December 31, 2021, respectively | |
| - | | |
| - | |
Additional paid-in capital | |
| 172,573 | | |
| 18,063 | |
Accumulated deficit | |
| (78,584 | ) | |
| (52,840 | ) |
| |
| | | |
| | |
Total shareholders' equity (deficiency) | |
| 93,989 | | |
| (34,777 | ) |
| |
| | | |
| | |
Total liabilities and shareholders'
equity (deficiency) | |
$ | 119,040 | | |
$ | 42,215 | |
CONSOLIDATED
STATEMENTS OF OPERATIONS
U.S. dollars in thousands (except share and per share data)
| |
Three months ended
March 31, | |
| |
2022 | | |
2021 | |
| |
| | |
| |
| |
Unaudited | |
Research and development, net | |
$ | 5,235 | | |
$ | 2,189 | |
| |
| | | |
| | |
Marketing expenses | |
| 208 | | |
| 167 | |
| |
| | | |
| | |
General and administrative expenses | |
| 3,338 | | |
| 379 | |
| |
| | | |
| | |
Total operating loss | |
| 8,781 | | |
| 2,735 | |
| |
| | | |
| | |
Financial expenses, net | |
| 16,961 | | |
| 8,965 | |
| |
| | | |
| | |
Loss before taxes on income | |
| 25,742 | | |
| 11,700 | |
| |
| | | |
| | |
Tax on income | |
| 2 | | |
| 11 | |
| |
| | | |
| | |
Net loss | |
| 25,744 | | |
| 11,711 | |
| |
| | | |
| | |
Net comprehensive loss | |
$ | 25,744 | | |
$ | 11,711 | |
| |
| | | |
| | |
Net loss per share, basic and diluted | |
$ | (0.54 | ) | |
$ | (0.29 | ) |
| |
| | | |
| | |
Weighted-average shares used in computing
net loss per share attributable to ordinary shareholders, basic and diluted*) | |
| 47,504,979 | | |
| 40,510,572 | |
*) Prior period results have been retroactively adjusted to reflect
the 1: 0.905292 stock split effected on March 7, 2022.
CONSOLIDATED STATEMENTS OF CASH
FLOWS
U.S. dollars in thousands
| |
Three
months ended
March 31, | |
| |
2022 | | |
2021 | |
| |
| | |
| |
| |
Unaudited | |
Cash flows from operating activities: | |
| | | |
| | |
Net loss | |
$ | (25,744 | ) | |
$ | (11,711 | ) |
Adjustments to reconcile net loss to net cash used in operating
activities: | |
| | | |
| | |
Depreciation | |
| 231 | | |
| 164 | |
Share-based compensation | |
| 1,982 | | |
| 145 | |
Increase in prepaid expenses and other
receivables | |
| (3,447 | ) | |
| (307 | ) |
Decrease (increase) in long term prepaid
expenses | |
| 1,805 | | |
| (30 | ) |
Remeasurement of warrants to convertible
preferred shares | |
| 16,911 | | |
| 8,462 | |
Financial expenses, net | |
| 36 | | |
| 479 | |
Increase in trade payables | |
| 2,626 | | |
| 72 | |
Decrease in other
payables and accrued expenses | |
| (985 | ) | |
| (402 | ) |
| |
| | | |
| | |
Net cash used in operating activities | |
| (6,585 | ) | |
| (3,128 | ) |
| |
| | | |
| | |
Cash flows from investing activities: | |
| | | |
| | |
Purchase of property and equipment | |
| (298 | ) | |
| (609 | ) |
| |
| | | |
| | |
Net cash used in investing activities | |
| (298 | ) | |
| (609 | ) |
| |
| | | |
| | |
Cash flows from financing activities: | |
| | | |
| | |
Proceeds from exercise of warrants | |
| 1,350 | | |
| - | |
Proceeds from exercise of options | |
| - | | |
| 1 | |
Proceeds from SPAC merger and PIPE financing,
net of transaction cost | |
| 80,635 | | |
| - | |
| |
| | | |
| | |
Net cash provided by financing activities | |
| 81,985 | | |
| 1 | |
| |
| | | |
| | |
Effect of exchange rate changes on cash,
equivalents and restricted cash | |
| (48 | ) | |
| (564 | ) |
| |
| | | |
| | |
Increase (decrease) in cash, cash equivalents and restricted
cash | |
| 75,054 | | |
| (4,300 | ) |
Cash, cash equivalents and restricted
cash at beginning of period | |
| 23,854 | | |
| 16,174 | |
| |
| | | |
| | |
Cash, cash equivalents and restricted
cash at end of period | |
$ | 98,908 | | |
$ | 11,874 | |
| |
| | | |
| | |
Supplemental disclosures of cash
flow information: | |
| | | |
| | |
Income tax payments | |
$ | - | | |
$ | 40 | |
Interest received | |
$ | - | | |
$ | 4 | |
| |
| | | |
| | |
Non-cash
activities: | |
| | | |
| | |
Receivables from exercise of options
to ordinary shares | |
$ | - | | |
$ | 20 | |
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