LIFECORE BIOMEDICAL INC DE

For the period ended Nov 24, 2024. Filed Jan 2, 2025.

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Nov 24, 2024 · Filed Jan 2, 2025

LFCR$6.37+0.2%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Contents

FORM 10-Q

INDEX

	Page
Part I.	Financial Information
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets as of November 24, 2024 and May 26, 2024	1
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended November 24, 2024 and November 26, 2023	2
	Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders’ Equity (Deficit) for the Three and Six Months Ended November 24, 2024 and November 26, 2023	3
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended November 24, 2024 and November 26, 2023	4
	Notes to the Condensed Consolidated Financial Statements	5
	1	Organization, Basis of Presentation and Summary of Significant Accounting Policies	5
	2	Revenue	7
	3	Restructuring Costs	7
	4	Earnings Per Share	8
	5	Fair Value Measurements	9
	6	Contract Assets and Liabilities	10
	7	Accounts Receivable	11
	8	Inventories, net	11
	9	Property, Plant, and Equipment,net	12
	10	Long-term Debt	13
	11	Leases	14
	12	Stock-based Compensation	15
	13	Convertible Preferred Stock and Common Stock	16
	14	Income Taxes	17
	15	Commitments and Contingencies	17
	16	Discontinued Operations	19
	17	Subsequent Events	19
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	28
Part II.	Other Information	30
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	30
Item 5.	Other Information	30
Item 6.	Exhibits	31
	Signatures	32

PART I. FINANCIAL INFORMATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

	November 24, 2024	May 26, 2024
(unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$9,455	$8,462
Accounts receivable, less allowance for credit losses	20,177	20,343
Accounts receivable, related party	10,126	10,810
Inventories, net	39,214	39,979
Prepaid expenses and other current assets	2,886	1,439
Total Current Assets	81,858	81,033
Property, plant, and equipment, net	150,576	149,165
Operating lease right-of-use assets	2,304	2,442
Goodwill	13,881	13,881
Intangible assets, net	4,200	4,200
Other long-term assets	2,567	3,239
Total Assets	$255,386	$253,960
LIABILITIES, CONVERTIBLE PREFERRED STOCK, AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$14,967	$16,334
Accrued compensation	4,631	6,165
Other accrued liabilities	9,866	9,354
Current portion of lease liabilities	4,116	4,133
Deferred revenues	426	1,088
Deferred revenues, related party	511	1,025
Current portion of long-term debt, related party	773	773
Total Current Liabilities	35,290	38,872
Long-term debt, less current portion, net, related party	110,528	100,819
Revolving credit facility	8,500	19,691
Debt derivative liability, related party	23,300	25,400
Long-term lease liabilities, less current portion	7,423	4,944
Deferred taxes, net	552	543
Deferred revenues, less current portion, related party	4,880	4,703
Other non-current liabilities	5,153	5,086
Total Liabilities	195,626	200,058
Convertible Preferred Stock, $0.001 par value; 2,000,000 shares authorized; 44,068 and 42,461 shares issued and outstanding, redemption value $44,619 and $42,991	44,311	42,587
Stockholders’ Equity:
Common Stock, $0.001 par value; 75,000,000 and 50,000,000 shares authorized; 36,980,790 and 30,562,961 shares issued and outstanding	37	30
Additional paid-in capital	206,868	177,808
Accumulated deficit	(191,456)	(166,523)
Total Stockholders’ Equity	15,449	11,315
Total Liabilities, Convertible Preferred Stock, and Stockholders’ Equity	$255,386	$253,960

-1-

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited) (In thousands, except share and per share values)

	Three Months Ended		Six Months Ended
	November 24, 2024	November 26, 2023	November 24, 2024	November 26, 2023
Revenues	$19,534	$20,522	$36,327	$37,475
Revenues, related party	13,030	9,628	20,942	17,197
Total Revenues	32,564	30,150	57,269	54,672
Cost of goods sold	21,480	20,193	40,798	41,987
Gross profit	11,084	9,957	16,471	12,685
Operating costs and expenses:
Research and development	1,924	2,098	4,110	4,244
Selling, general, and administrative	11,119	9,342	25,904	18,538
Total operating costs and expenses	13,043	11,440	30,014	22,782
Operating loss	(1,959)	(1,483)	(13,543)	(10,097)
Interest expense, net	(842)	(832)	(1,810)	(1,625)
Interest expense, related party	(4,623)	(3,241)	(9,023)	(6,385)
Change in fair value of debt derivative liability, related party	1,200	20,700	2,100	20,900
Other expense, net	(304)	(967)	(507)	(1,138)
(Loss) income from continuing operations before income taxes	(6,528)	14,177	(22,783)	1,655
Income tax (expense) benefit	(43)	65	(18)	(23)
(Loss) income from continuing operations	(6,571)	14,242	(22,801)	1,632
(Loss) income from discontinued operations	—	(24)	—	1,832
Net (loss) income	(6,571)	14,218	(22,801)	3,464
Fair value of conversion ratio improvement to preferred stockholders	(2,132)	—	(2,132)	—
(Loss) income available to common stockholders	$(8,703)	$14,218	$(24,933)	$3,464
Basic income or loss per share:
(Loss) income from continuing operations available to common stockholders	$(0.25)	$0.47	$(0.76)	$0.05
Income from discontinued operations	—	—	—	0.06
Basic (loss) income per share	$(0.25)	$0.47	$(0.76)	$0.11
Diluted income or loss per share:
(Loss) income from continuing operations available to common stockholders	$(0.25)	$0.39	$(0.76)	$0.05
Income from discontinued operations	—	—	—	0.05
Diluted (loss) income per share	$(0.25)	$0.39	$(0.76)	$0.10
Shares used in income or loss per share computations:
Basic	34,360,657	30,458,032	32,609,808	30,430,712
Diluted	34,360,657	36,419,103	32,609,808	36,397,352

-2-

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY OR DEFICIT

(Unaudited) (Dollars in thousands)

Convertible Preferred Stock · Common Stock · AdditionalPaid-inCapital · Accumulated Deficit · TotalStockholders’Equity (Deficit)
Shares · Amount · Shares · Amount
Balance at May 26, 2024	42,461	$42,587		30,562,961		$30		$177,808		$(166,523)		$11,315
Dividends paid-in-kind	796	806		—		—		(806)		—		(806)
Accretion of issuance costs	—	48		—		—		(48)		—		(48)
Issuance of stock under stock plans, net of shares withheld	—	—		335,294		1		—		—		1
Payments related to employee stock plans	—	—		—		—		(589)		—		(589)
Stock-based compensation	—	—		—		—		2,419		—		2,419
Net loss	—	—		—		—		—		(16,230)		(16,230)
Balance at August 25, 2024	43,257	$43,441		30,898,255		$31		$178,784		$(182,753)		$(3,938)
Issuance of common stock, net of fees	—		5,928,775		6		23,835		—		23,841
Conversion ratio improvement provided to preferred stockholders	—	—		—		—		2,132		(2,132)		—
Dividends paid-in-kind	811	822		—		—		(822)		—		(822)
Accretion of issuance costs	—	48		—		—		(48)		—		(48)
Issuance of stock under stock plans, net of shares withheld	—	—		153,760		—		—		—		—
Payments related to employee stock plans	—	—		—		—		(385)		—		(385)
Stock-based compensation	—	—		—		—		3,372		—		3,372
Net loss	—	—		—		—		—		(6,571)		(6,571)
Balance at November 24, 2024	44,068	$44,311		36,980,790		$37		$206,868		$(191,456)		$15,449

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY OR DEFICIT (CONTINUED)

(Unaudited) (Dollars in thousands)

Convertible Preferred Stock · Common Stock · AdditionalPaid-inCapital · Accumulated Deficit · TotalStockholders’Equity (Deficit)
Shares · Amount · Shares · Amount
Balance at May 28, 2023	39,420	$39,318			30,322,169		$30			$174,276		$(178,536)		$(4,230)
Dividends paid-in-kind	739	748		—		—		(748)		—	(748)
Accretion of issuance costs	—	48		—		—		(48)		—	(48)
Issuance of stock under stock plans, net of shares withheld	—	—		133,469		—		724		—	724
Payments related to employee stock plans	—	—		—		—		(45)		—	(45)
Stock-based compensation	—	—		—		—		1,541		—	1,541
Net loss	—	—		—		—		—		(10,754)	(10,754)
Balance at August 27, 2023	40,159	$40,114			30,455,638		$30			$175,700		$(189,290)		$(13,560)
Dividends paid-in-kind	753	763		—		—		(763)		—	(763)
Accretion of issuance costs	—	47		—		—		(47)		—	(47)
Issuance of stock under stock plans, net of shares withheld	—	—		2,983		—		—		—	—
Payments related to employee stock plans	—		—			—			—		(12)		—		(12)
Stock-based compensation	—		—			—			—		1,585		—		1,585
Net income	—	—			—		—			—		14,218		14,218
Balance at November 26, 2023	40,912	$40,924			30,458,621		$30			$176,463		$(175,072)		$1,421

-3-

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.

About this filing

Table of Contents