RFL on NYSE

Rafael Holdings, Inc.

Rafael Holdings, Inc. is an American pharmaceutical preparations company, incorporated in Delaware.1 It is headquartered in Newark, New Jersey.1 Its shares trade on NYSE under the symbol RFL.1

Price unavailable

Last updated Oct 21, 2026.

Overview

$30.0KRevenue, fiscal 20252
-$30.5MNet income, fiscal 20252

Compare with IMPACT BIOMEDICAL INC., AcelRx Pharmaceuticals (United States) or GT Biopharma, Inc., or pick any stock.

  • TickerRFL on NYSE1
  • IndustryPharmaceutical Preparations1
  • HeadquartersNewark, New Jersey1
  • Incorporated inDE3
  • Business address520 Broad Street, Newark, Nj 071203
  • Filer categoryNon-accelerated filer, Smaller reporting company3

(the “Data Events”). Due to the Data Events, RP Finance fully impaired its then debt and equity investments in Cornerstone.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-97196.7%Operating margin2
-101733.3%Net margin2
-95.3%Revenue growth, 20252
-32.3%Return on equity2
-$18.9MFree cash flow2

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Research and development80¢$12.8M
  • Interest4¢$658.0K
  • Income tax16¢$2.6M

Out of $30.0K in revenue.2 The company lost money this year.

Financial statements

Revenue678910112$30.0K in 2025−99% since 2018
0$2.0M$4.0M$6.0M2018: $4.4M$4.4M20182019: $4.9M$4.9M2019+13%2020: $4.9M$4.9M2020−0%2021: $802.0K$802.0K2021−84%2022: $410.0K$410.0K2022−49%2023: $279.0K$279.0K2023−32%2024: $637.0K$637.0K2024+128%2025: $30.0K$30.0K2025−95%
Operating income678910112-$29.2M in 2025+659% since 2018
-$150.0M-$100.0M-$50.0M02018: -$3.8M-$3.8M20182019: -$6.7M-$6.7M2019+74%2020: -$8.5M-$8.5M2020+26%2021: -$28.2M-$28.2M2021+233%2022: -$60.5M-$60.5M2022+114%2023: -$15.0M-$15.0M2023−75%2024: -$102.6M-$102.6M2024+582%2025: -$29.2M-$29.2M2025−72%
Net income678910112-$30.5M in 2025+162% since 2018
-$150.0M-$100.0M-$50.0M02018: -$11.6M-$11.6M20182019: -$4.7M-$4.7M2019−60%2020: -$10.8M-$10.8M2020+129%2021: -$23.1M-$23.1M2021+114%2022: -$124.7M-$124.7M2022+441%2023: -$1.9M-$1.9M2023−98%2024: -$34.4M-$34.4M2024+1734%2025: -$30.5M-$30.5M2025−11%

Every line of the income statement as filed: the last 2 fiscal years, latest first.2

Period ending2025-07-312024-07-31
Total revenue$917.0K$637.0K
General and administrative$13.8M$8.9M
Research and development$12.8M$4.2M
In-process research and development expense$89.9M
Depreciation and amortization$288.0K$225.0K
Loss on impairment of goodwill$3.0M
Loss from operations-$29.2M-$102.6M
Interest income$2.0M$2.4M
Loss on initial investment in Day Three upon acquisition-$1.6M
Realized gain on available-for-sale securities$178.0K$1.8M
Realized loss on investment in equity securities-$46.0K
Realized gain on investment - Cyclo$424.0K
Unrealized (loss) gain on investment - Cyclo-$5.1M$37.0K
Unrealized (loss) gain on convertible notes receivable, due from Cyclo-$719.0K$1.2M
Unrealized gain on investment - Hedge Funds$63.0K
Recovery of receivables from Cornerstone$31.3M
Interest expense-$658.0K-$248.0K
Other income, net$310.0K$118.0K
Loss before income taxes-$33.2M-$67.3M
Benefit from income taxes$2.6M$2.7M
Equity in loss of Day Three-$422.0K
Net loss attributable to noncontrolling interests-$123.0K-$30.6M
Net loss attributable to Rafael Holdings, Inc.-$30.5M-$34.4M
Consolidated net loss-$30.6M-$65.0M
Unrealized gain on available-for-sale securities$247.0K$464.0K
Foreign currency translation adjustment$96.0K-$53.0K
Comprehensive loss-$30.3M-$64.6M
Comprehensive loss attributable to noncontrolling interests-$128.0K-$30.6M
Comprehensive loss attributable to Rafael Holdings, Inc.-$30.2M-$34.0M
Basic (in Dollars per share)-$1.04-$1.45
Diluted (in Dollars per share)-$1.04-$1.45
Basic (in Shares)29.4M shares23.7M shares
Diluted (in Shares)29.4M shares23.7M shares

Compare Rafael Holdings, Inc. with another company

Corporate structure

Rafael Holdings, Inc. sits at the top of its group. 4 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Rafael Holdings, Inc.

  • JONAS HOWARD S Filed SCHEDULE 13D/A on Rafael Holdings, Inc., latest Jun 9, 2025 (5 filings since Feb 28, 2023)
  • i9 PLUS, LLC Filed SCHEDULE 13D/A on Rafael Holdings, Inc., latest Jun 9, 2025 (2 filings since Jul 18, 2022)
  • Park West Asset Management LLC Filed SC 13G/A on Rafael Holdings, Inc., latest Feb 14, 2023 (2 filings since Feb 14, 2022)
  • DIMENSIONAL FUND ADVISORS LP Filed SC 13G/A on Rafael Holdings, Inc., latest Feb 8, 2022
  • Rafael Holdings, Inc. Newark, New Jersey
    • Cyclo Therapeutics, Inc. Stake · Gainesville, Florida
    • IDT R.E. Holdings Ltd. Subsidiary · Israel
    • LipoMedix Pharmaceuticals Ltd. Subsidiary · Israel

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G; stakes of 5% or more it reported on Schedules 13D and 13G (1 companies). Each entity in the chart links to its source.

What it owns

What Rafael Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$2.6M2 Jul 31, 2025$3.1M2 Jul 31, 2024−16.9%
Accumulated depreciation$1.0M2 Jul 31, 2025$1.0M2 Jul 31, 2024−0.6%
Property and equipment, net$1.6M2 Jul 31, 2025$2.1M2 Jul 31, 2024−24.7%

Real estate and locations

ItemLatestA year beforeChange
Area of land80,000 sq ft11 Jul 31, 202480,000 sq ft10 Jul 31, 20230%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$52.8M2 Jul 31, 2025$2.7M2 Jul 31, 2024+1872.7%
Marketable securities, current$63.3M2 Jul 31, 2024$57.7M11 Jul 31, 2023+9.6%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$19.9M2 Jul 31, 2025$3.0M2 Jul 31, 2024+553.7%
Intangible assets, net (excluding goodwill)$994.0K2 Jul 31, 2025$1.8M2 Jul 31, 2024−46.2%
Finite-lived intangibles, gross$1.0M2 Jul 31, 2025$1.9M2 Jul 31, 2024−46.3%
Accumulated amortization-$46.0K2 Jul 31, 2025-$88.0K2 Jul 31, 2024+47.7%
Finite-lived intangibles, net$994.0K2 Jul 31, 2025$1.8M2 Jul 31, 2024−46.2%

Inventory

ItemLatestA year beforeChange
Inventory, total$281.0K2 Jul 31, 2025

Properties, in its own words

Our principal executive office is located in 520 Broad Street, Newark, New Jersey.

See Item 1—“Real Estate” for a discussion of properties held by the Company for investment purposes for a detailed listing of such facilities.

Item 2 of the 10-K filed Oct 29, 2025.5

Leadership

Who has led Rafael Holdings, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (19)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • IDT R.E. Holdings Ltd. Israel4
  • LipoMedix Pharmaceuticals Ltd. Israel4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 30, 20268-K Regulation FD disclosure; Other events43
  2. Jul 8, 20268-K Regulation FD disclosure44
  3. Jun 11, 20268-K Results of operations45
  4. Jun 10, 20268-K Regulation FD disclosure; Other events46
  5. Apr 22, 20268-K Regulation FD disclosure; Other events47
  6. Mar 16, 20268-K Results of operations48
  7. Jan 12, 20268-K Shareholder vote49
  8. Dec 11, 20258-K Results of operations50
  9. Dec 2, 20258-K Other events51
  10. Oct 29, 20258-K Results of operations52
  11. Oct 28, 20258-K Executive or director change53
  12. Oct 10, 20258-K Regulation FD disclosure54
  13. Feb 3, 2022New chief executive William Conkling becomes CEO15
  14. May 10, 2021New chief executive Ameet Mallik becomes CEO16
  15. Mar 28, 2018New chief executive Howard Jonas becomes CEO17

Calendar

Coming up

  1. Nov 4, 2026Reports results for the quarter ending Jul/202655

When it reported results

  1. Jun 11, 2026Reported quarterly or annual results45
  2. Mar 16, 2026Reported quarterly or annual results48
  3. Dec 11, 2025Reported quarterly or annual results50
  4. Oct 29, 2025Reported quarterly or annual results52
  5. Jun 11, 2025Reported quarterly or annual results56
  6. Mar 14, 2025Reported quarterly or annual results57
  7. Dec 11, 2024Reported quarterly or annual results58
  8. Nov 7, 2024Reported quarterly or annual results59

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

243 filings to the SEC since October 2021: 7 annual reports, 16 quarterly reports, 71 major events, 91 insider forms, 10 large holders, 48 other. The latest 20:

  1. Sep 30, 20268-K CURRENT REPORT EDGAR
  2. Sep 23, 20264 EDGAR
  3. Jul 31, 20264 EDGAR
  4. Jul 8, 20268-K CURRENT REPORT EDGAR
  5. Jun 23, 20264 EDGAR
  6. Jun 16, 20264 EDGAR
  7. Jun 11, 202610-Q QUARTERLY REPORT EDGAR
  8. Jun 11, 20268-K CURRENT REPORT EDGAR
  9. Jun 10, 20268-K CURRENT REPORT EDGAR
  10. Apr 22, 20268-K CURRENT REPORT EDGAR
  11. Mar 24, 20264 EDGAR
  12. Mar 17, 20264 EDGAR
  13. Mar 16, 202610-Q QUARTERLY REPORT EDGAR
  14. Mar 16, 20268-K CURRENT REPORT EDGAR
  15. Jan 30, 20264 EDGAR
  16. Jan 29, 20264 EDGAR
  17. Jan 29, 20264 EDGAR
  18. Jan 29, 20264 EDGAR
  19. Jan 27, 2026S-8 REGISTRATION STATEMENT EDGAR
  20. Jan 15, 20264 EDGAR

The 243 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

8 open-market trades by officers, directors and large owners since October 2021: 2 buys and 6 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 5, 2025JONAS HOWARD SExec Chairman, CEO & PresidentBuy13,080,457$1.28$16.7MForm 4
Aug 9, 2022JONAS HOWARD SExec Chairman, CEO & PresidentSale64,674$1.84$119.0KForm 4
Aug 9, 2022i9 PLUS, LLC10% ownerSale64,674$1.84$119.0KForm 4
Aug 8, 2022JONAS HOWARD SExec Chairman, CEO & PresidentSale14,787$1.94$28.7KForm 4
Aug 8, 2022i9 PLUS, LLC10% ownerSale14,787$1.94$28.7KForm 4
Aug 5, 2022JONAS HOWARD SExec Chairman, CEO & PresidentSale33,100$1.93$63.9KForm 4
Aug 5, 2022i9 PLUS, LLC10% ownerSale33,100$1.93$63.9KForm 4
Jul 6, 2022JONAS HOWARD SExec Chairman, CEO & PresidentBuy3,225,806$1.86$6.0MForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Stakes it holds

Rafael Holdings, Inc. has told the SEC it owns more than 5% of 1 company, latest first (Schedules 13D and 13G).

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025William Conkling54$447.6K$592.9K65
2025John Goldberg52$427.3K$533.8K65
2025David Polinsky54$300.0K$527.4K65
2025Howard Jonas69$44.0K$294.0K65
2024Chief Executive Officer$524.0K$859.3K65
2024Chief Medical Officer$297.8K$758.1K65
2024Chairman of the Board, Chief Executive Officerand Executive Chairman$40.3K$540.3K65

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 41. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Vanguard Capital Management LLC1,365,997$4.5M0.0%+106,086
Geode Capital Management, LLC429,879$1.4M0.0%−12,525
BlackRock, Inc.390,068$1.3M0.0%+24,450
Dimensional Fund Advisors LP278,910$914.7K0.0%No change
Vanguard Fiduciary Trust Co206,521$677.4K0.0%+1,566
Ieq Capital, LLC164,963$541.1K0.0%−24,997
State Street Corp157,270$515.8K0.0%+95,100
Kahn Brothers Group Inc150,493$493.6K0.1%+91,936
Jane Street Group, LLC112,720$369.7K0.0%+67,675
Wells Fargo & Company/mn103,590$339.8K0.0%+239
Northern Trust Corp88,602$290.6K0.0%+4,588
Susquehanna International Group, Llp70,673$231.8K0.0%+47,395
Renaissance Technologies LLC59,815$196.2K0.0%−29,323
LPL Financial LLC55,770$182.9K0.0%−650
Citadel Advisors LLC49,122$161.1K0.0%+38,541
Cerity Partners LLC44,023$144.4K0.0%−709
Americana Partners, LLC43,793$143.6K0.0%No change
Wellington Shields Capital Management, LLC28,953$95.0K0.0%+2,953
Morgan Stanley12,334$40.5K0.0%+2,526
Simplex Trading, LLC12,082$39.6K0.0%+11,945
Wealth Enhancement Advisory Services, LLC16,937$37.8K0.0%−1,662
Point72 Asset Management, L.P.10,433$34.2K0.0%New
Vanguard Global Advisers, LLC7,763$25.5K0.0%No change
Osaic Holdings, Inc.5,260$17.3K0.0%−15,800
UBS Group AG3,891$12.8K0.0%+1,954

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Rafael Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARRafael Holdings, Inc.1
  • CIK0001713863
  • Employer ID (EIN)82-22965935
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsJuly 311
  • Industry code (SIC)2834 Pharmaceutical Preparations1
  • SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
  • Business address520 Broad Street, Newark, NJ 071201
  • Phone212-658-14501
  • Shares outstanding787,163 Common Class A shares; 50,983,641 Common Class B shares as of Oct 27, 20255
  • Public float$38.6M as of Jan 31, 20255
  • AuditorCohnReznick LLP, New York, New York PCAOB ID 596; no auditor attestation of internal control over financial reporting5
  • On EDGAR sinceOct 31, 20171
  • Filings406 in all: 4 (116), 8-K (108), 10-Q (26), 3 (26), CORRESP (15), UPLOAD (15), 8-K/A (10), 10-K (8)1
    All 36 form types

    DEF 14A (8), S-8 (7), EFFECT (6), S-3 (6), SC 13D/A (6), S-4/A (5), SC 13G/A (5), 10-12G/A (4), 10-K/A (3), 8-A12B (3), CERT (3), S-3/A (3), SC 13D (3), 424B3 (2), RW (2), S-4 (2), SC 13G (2), SCHEDULE 13D/A (2), 10-12G (1), 10-Q/A (1), 25 (1), 25-NSE (1), 425 (1), 8-A12B/A (1), D (1), DEFR14A (1), NT 10-K (1), PRE 14A (1)

  • Latest filingsAnnual report (10-K) Oct 29, 2025
    Quarterly report (10-Q) Jun 11, 2026
    Proxy statement (DEF 14A) Nov 18, 2025
    Latest 8-K (8-K) Sep 30, 2026

Securities registered for trading

ClassSymbolExchange
Class B common stock, par value $0.01 per shareRFLNew York Stock Exchange
Warrants to purchase Class B common stockRFL-WNYSE American

From the cover page of the 10-K filed Oct 29, 2025 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Rafael Holdings, Inc. names in Item 1A of its 10-K filed Oct 29, 2025: 74 risks under these headings, as written.5

  • 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.
  • Risks Related to Our Financial Condition and Capital Needs
  • We have limited resources and could find it difficult to raise additional capital.
  • Our limited operating history makes it difficult to evaluate our business and prospects and may increase your investment risk.
  • We hold significant cash, cash equivalents, and investments that are subject to various market risks.
  • We may not be able to consummate any investment, business combination or other transaction.
  • Risks Related to our Pharmaceuticals Business
  • Our future success may depend on the results of the ongoing Phase 3 trial for Trappsol® Cyclo™. If we are unable to obtain regulatory approval or successfully commercialize Trappsol® Cyclo™ or experience significant delays in doing so, our business will be materially harmed.
  • Even if we were to obtain FDA approval for Trappsol® Cyclo™ for treatment of the designated Rare Pediatric Disease NPC1, the Rare Pediatric Disease Priority Review Voucher Program may no longer be in effect or may have been revised at the time of any such approval, or we or they might not be able to capture the value of the Rare Pediatric Disease Priority Review Voucher Program even if the program is still in effect.
  • We rely upon third parties for the manufacture of Trappsol® Cyclo™ and are dependent on their quality and effectiveness.
  • A small number of our customers account for a substantial portion of our revenue, and the loss of any of these customers would materially decrease our revenues.
  • We are dependent on certain third-party suppliers.
The other 64 risks
  • We may be negatively affected by currency exchange rate fluctuations.
  • We may be negatively affected by tariffs imposed on imported and/or exported products.
  • We may not be successful in our efforts to identify or discover potential product candidates.
  • We and the Portfolio Companies may expend our and their limited resources to pursue a particular product candidate or an indication and fail to capitalize on product candidates or indications that may be more profitable or for which there is a greater likelihood of success.
  • Preclinical and clinical drug development is a lengthy and expensive process, with an uncertain outcome. Our and the Pharmaceutical Companies’ preclinical and clinical programs may experience delays or may never advance, which would adversely affect the ability to obtain regulatory approvals for product candidates, or commercialize any product candidates for which regulatory approval is obtained, on a timely basis or at all, which could have an adverse effect on our business.
  • If the Pharmaceutical Companies experience delays or difficulties in the enrollment of patients in clinical trials, the Pharmaceutical Companies’ receipt of necessary regulatory approvals could be delayed or prevented.
  • Our or the Pharmaceutical Companies’ product candidates may cause significant adverse events, toxicities or other undesirable side effects when used alone or in combination with other approved products or investigational new drugs that may result in a safety profile that could preclude further development, prevent regulatory approval, prevent market acceptance or limit their commercial potential if regulatory approval were to be received or result in significant negative consequences.
  • Interim, “top-line,” and preliminary data from clinical trials that we announce or publish from time to time may have limited clinical significance, if any, and may change as more patient data become available and are subject to audit and verification procedures that could result in material changes in the final data.
  • Results of preclinical studies and early clinical trials may not be predictive of results of future preclinical studies or clinical trials.
  • The regulatory approval processes of the FDA and comparable foreign regulatory authorities are lengthy, time consuming and inherently unpredictable, and if the Pharmaceutical Companies are ultimately unable to obtain regulatory approval for their product candidates, our and their business will be substantially harmed.
  • If the FDA does not conclude that certain of the Pharmaceutical Companies’ product candidates, if any, satisfy the requirements for the Section 505(b)(2) regulatory approval pathway, or if the requirements for such product candidates under Section 505(b)(2) are not as they expect, the approval pathway for those product candidates will likely take significantly longer, cost significantly more and entail significantly greater complications and risks than anticipated, and in either case may not be successful.
  • We and the Pharmaceutical Companies may not be able to obtain orphan drug designation or obtain or maintain the benefits associated with orphan drug designation, such as orphan drug exclusivity and, even if they do, that exclusivity may not prevent the FDA or other comparable foreign regulatory authorities from approving competing products.
  • Disruptions at the FDA and other government agencies caused by funding shortages, government shutdowns or global health concerns could hinder their ability to hire, retain or deploy key leadership and other personnel, or otherwise prevent new or modified products from being developed, approved or commercialized in a timely manner or at all, which could negatively impact our business.
  • Even if we or the Pharmaceutical Companies receive regulatory approval for any product candidate, they will be subject to ongoing regulatory obligations and continued regulatory review, which may result in significant additional expense.
  • The FDA and other regulatory agencies actively enforce the laws and regulations prohibiting the promotion of off-label uses.
  • Even if any of our or the Pharmaceutical Companies’ product candidates receive regulatory approval, they may fail to achieve the degree of market acceptance by physicians, patients, healthcare payors and others in the medical community necessary for commercial success.
  • We and the Pharmaceutical Companies are dependent upon third parties for a variety of functions. These arrangements may not provide us with the benefits we expect.
  • If, in the future, we or the Pharmaceutical Companies are unable to establish sales and marketing capabilities or enter into agreements with third parties to sell and market our or the Pharmaceutical Companies’ product candidates that receive regulatory approval, if any, we or the Pharmaceutical Companies may not be successful in commercializing the product candidates if and when they are approved.
  • We and Portfolio Companies face substantial competition, and if competitors develop and market technologies or products more rapidly than those companies do or that are more effective, safer or less expensive than the product candidates that those companies develop, our commercial opportunities will be negatively impacted.
  • Even if we or the Pharmaceutical Companies or our collaborators are able to commercialize any product candidates, such products may become subject to unfavorable pricing regulations, third-party coverage or reimbursement practices or healthcare reform initiatives, which would harm our and the Pharmaceutical Companies’ business.
  • Product liability lawsuits against us or the Pharmaceutical Companies or our or their collaborators could cause substantial liabilities and could limit commercialization of any medicines that the Pharmaceutical Companies or our or their collaborators may develop.
  • If we or the Pharmaceutical Companies fail to comply with environmental, health and safety laws and regulations, we or they could become subject to fines or penalties or incur costs that could have a material adverse effect on the success of our or their businesses.
  • Current and future legislation may increase the difficulty and cost for us and the Pharmaceutical Companies and any future collaborators to obtain regulatory approval of the Pharmaceutical Companies’ product candidates and affect the prices obtained.
  • Additional Risks Related to our Medical Device Business
  • Rafael Medical Devices’ device candidates may cause significant adverse events, toxicities or other undesirable side effects when used alone or in combination with other approved or cleared devices or investigational or approved drugs that may result in a safety profile that could prevent regulatory approval, prevent market acceptance, limit their commercial potential, result in significant negative consequences, or potential product liability claims.
  • Interim, “top-line” and preliminary data from preclinical studies and clinical trials that Rafael Medical Devices announce or publish from time to time may change as more patient data become available and are subject to audit and verification procedures that could result in material changes in the final data.
  • Results of preclinical studies and early clinical trials may not be predictive of results of future preclinical studies and clinical trials.
  • The regulatory approval, marketing authorization and clearance processes of the FDA and comparable foreign regulatory authorities are lengthy, time consuming, and inherently unpredictable, and if Rafael Medical Devices is ultimately unable to obtain regulatory approval or clearance for their device candidates, their business will be substantially harmed.
  • Even if Rafael Medical Devices receives regulatory approval, marketing authorization, or clearance for any device candidate, they will be subject to ongoing regulatory obligations and continued regulatory review, which may result in significant additional expense
  • Rafael Medical Devices is dependent upon third parties for a variety of functions. These arrangements may not provide Rafael Medical Devices with the benefits they expect.
  • Product liability lawsuits against Rafael Medical Devices or their collaborators or us could cause substantial liabilities and could limit commercialization of any medical devices that Rafael Medical Devices or their collaborators may develop.
  • If Rafael Medical Devices fails to comply with environmental, health and safety laws and regulations, they could become subject to fines or penalties or incur costs that could have a material adverse effect on the success of their businesses.
  • Risks Related to Reliance on Third Parties
  • We and the Portfolio Companies currently rely on, and plan to rely in the future on, third parties to conduct and support their nonclinical and preclinical studies and clinical trials. If these third parties do not properly and successfully carry out their contractual duties or meet expected deadlines, the Portfolio Companies may not be able to obtain regulatory approval of or commercialize their product candidates.
  • We and the Portfolio Companies may, in the future, form or seek collaborations or strategic alliances or enter into licensing arrangements, and we and/or the Portfolio Companies may not realize the benefits of such collaborations, alliances or licensing arrangements.
  • Our, the Pharmaceutical Companies’ and Rafael Medical Devices’ relationships with customers, physicians and third-party payors may be subject, directly or indirectly, to federal and state healthcare fraud and abuse laws, false claims laws, health information privacy and security laws, and other healthcare laws and regulations. If we, the Pharmaceutical Companies or Rafael Medical Devices or their respective employees, independent contractors, consultants, commercial partners, or vendors violate these laws, they could face substantial penalties.
  • Risks Related to our Commercial Real Estate Business
  • We may be unable to renew leases or relet space as leases expire.
  • We face competition for tenants.
  • Risks Related to Intellectual Property
  • We and the Portfolio Companies may become involved in lawsuits to protect or enforce our patents or other intellectual property, which could be expensive, time-consuming, and unsuccessful.
  • Our commercial success and that of the Portfolio Companies depends significantly on our ability to operate without infringing upon the intellectual property rights of third parties.
  • If we and the Portfolio Companies are unable to protect the confidentiality of our trade secrets, our business and competitive position may be harmed.
  • Changes in patent law could diminish the value of patents in general, thereby impairing the ability of us and the Portfolio Companies to protect our respective existing and future product candidates, device candidates, processes and technologies.
  • If we and the Portfolio Companies do not obtain patent term extensions in the United States under the Hatch-Waxman Act and in foreign countries under similar legislation with respect to our product candidates and device candidates, thereby potentially extending the term of marketing exclusivity for such product candidates and device candidates, our business may be harmed.
  • Obtaining and maintaining patent protection depends on compliance with various procedural, document submission, fee payment, and other requirements imposed by governmental patent agencies, and our patent protection and that of the Portfolio Companies could be reduced or eliminated for non-compliance with these requirements.
  • If our trademarks and trade names and those of the Portfolio Companies are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business may be adversely affected.
  • We and the Portfolio Companies may not be able to adequately protect our intellectual property rights throughout the world.
  • We and the Portfolio Companies may not identify relevant third-party patents or may incorrectly interpret the relevance, scope or expiration of a third-party patent, which might adversely affect our ability to develop and market our product candidates or device candidates.
  • Patent terms may be inadequate to protect our competitive position and that of the Portfolio Companies on our product candidates or device candidates for an adequate amount of time.
  • Intellectual property rights do not necessarily address all potential threats to our business.
  • We and the Portfolio Companies may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of their former employers or other third parties.
  • Our intellectual property agreements with third parties, and those of the Portfolio Companies, may be subject to disagreements over contract interpretation, which could narrow the scope of our rights to the relevant intellectual property or technology.
  • We and the Portfolio Companies may not be successful in obtaining necessary intellectual property rights to future products through acquisitions and in-licenses.
  • Risks Related to Employee Matters, Managing Our Growth, and Other Risks Related to Our Business
  • Our success is highly dependent on our ability to attract and retain highly skilled executive officers and employees.
  • The requirements of being a public company may strain our resources, result in more litigation, and divert management’s attention.
  • If we fail to implement and maintain an effective system of internal controls, we may be unable to accurately report our results of operations, meet our reporting obligations or prevent fraud. As a result, stockholders could lose confidence in our financial and other public reporting, which would harm our business and the trading price of our common stock.
  • We have identified material weaknesses in our internal controls over financial reporting.
  • Conditions in Israel, including the October 7, 2023 attack by Hamas and other terrorist organizations from the Gaza Strip and Israel’s war against them, may adversely affect our operations adversely affect operations and financial condition, particularly given the impact of the war in Gaza, the June 2025 '12-Day War' between Israel and Iran, broader regional instability, and potential long-term impacts on Israel’s economy, technology sector, and foreign investment.
  • The relationships between Howard S. Jonas other companies, including and IDT Corporation and Genie Energy, could conflict with our stockholders’ interests.
  • Insurance policies are expensive and protect us only from some business risks, which leaves us exposed to uninsured liabilities.
  • We rely significantly on information technology and any failure, inadequacy, interruption or security lapse of that technology, including any cybersecurity incidents, could harm our ability to operate our business and that of the Portfolio Companies effectively.
  • Risks Related to Ownership of our Common Stock
  • We do not currently intend to pay dividends on our common stock and, consequently, your ability to achieve a return on your investment will depend on appreciation of the value of our common stock.
  • We are controlled by our principal stockholder, which limits the ability of other stockholders to affect the management of the Company.
  • Sales of a substantial number of shares of our common stock in the public market could cause our stock price to fall.
  • We are a “smaller reporting company,” and the reduced disclosure requirements applicable to smaller reporting companies may make our common stock less attractive to investors.

Legal proceedings

Legal proceedings disclosure is presented in Note 23 to our Consolidated Financial Statements included in included in Item 8 to Part II of this Annual Report.

The Company may from time to time be subject to legal proceedings that may arise in the ordinary course of business. Although there can be no assurance in this regard, other than noted above, the Company does not expect any of those legal proceedings to have a material adverse effect on the Company’s results of operations, cash flows or financial condition.

The opening of Item 3, Legal Proceedings.5

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
    SEC EDGAROther events
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57
  58. 58
  59. 59
  60. 60
  61. 61
  62. 62
  63. 63
  64. 64
  65. 65