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Barinthus Biotherapeutics Plc. - 10-Q Summary (Q2 2026)

Business Context and Reporting Period

This report covers the quarterly period ended June 30, 2026. Barinthus Biotherapeutics Plc. is a clinical-stage biopharmaceutical company focused on developing immunotherapies for autoimmune and inflammatory diseases (I&I) using its SNAP-TI platform. The lead candidate, VTP-1000 for celiac disease, is in Phase 1 clinical trials. The Company is an emerging growth company and a smaller reporting company.

Key Financial Metrics

Material Changes vs. Prior Period

• Expense Reduction: Total operating expenses decreased significantly to $17.1 million for the six months ended June 30, 2026, compared to $44.3 million in the same period in 2025. This represents a reduction of $27.1 million.
• Research & Development (R&D): R&D expenses dropped from $16.2 million to $7.5 million (YTD). This was driven by a strategic decision in January 2025 to deprioritize infectious disease and oncology programs (grouped as "Barinthus Legacy Assets") and focus on I&I. Spend on the lead candidate VTP-1000 increased by $1.6 million, offset by a $3.5 million decrease in legacy assets.
• General & Administrative (G&A): G&A expenses fell from $28.0 million to $9.6 million (YTD). The primary driver was a shift from an $8.0 million foreign exchange loss in 2025 to a $2.1 million gain in 2026, alongside reduced personnel costs and depreciation following the closure of the U.K. laboratory in Q3 2025.
• Other Income: Research and development incentives (U.K. tax credits) decreased from $1.6 million to $0.2 million (YTD) due to reduced qualifying R&D activities.

Guidance, Outlook, and Risks

• Merger with Clywedog: On September 29, 2025, the Company entered into a merger agreement with Clywedog Therapeutics, Inc. The transaction is expected to close in the second half of 2026. Upon closing, the combined entity will be renamed "Clywedog Therapeutics Holdings, Inc." and trade under the ticker "CLYD". The Company may incur up to $27.0 million in costs related to a self-tender offer for existing shareholders.
• Liquidity: As of June 30, 2026, the Company held $59.6 million in cash. Management expects these resources to fund operations for at least the next 12 months on a standalone basis. However, the Company expects to continue incurring net losses and negative cash flows for the foreseeable future.
• Nasdaq Compliance: The Company received an extension from Nasdaq until December 28, 2026, to regain compliance with the minimum bid price requirement ($1.00 per share). ADSs were transferred from the Nasdaq Global Market to the Nasdaq Capital Market effective July 2, 2026.
• Strategic Shift: The Company is exiting the CEPI Funding Agreement for the VTP-500 (MERS) program to align resources with its I&I strategy. A repayment of $1.0 million was made in Q2 2026.
• Risks: Key risks include the failure to consummate the merger, inability to raise additional capital if the merger fails, clinical trial failures, and potential delisting from Nasdaq if bid price compliance is not achieved.

Investor Verification Checklist

• Verify the status and closing timeline of the merger agreement with Clywedog Therapeutics, Inc.
• Confirm the Company's ability to maintain Nasdaq listing compliance by December 28, 2026.
• Review the progress and data readouts from the Phase 1 AVALON clinical trial for VTP-1000.
• Assess the sufficiency of the $59.6 million cash balance to fund operations if the merger is delayed or terminated.
• Monitor the impact of the strategic wind-down of legacy assets (VTP-300, VTP-850, etc.) on future revenue potential.