Cibus Inc
For the period ended Jun 30, 2024. Filed Aug 8, 2024.
View on SEC.govAbout 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.
Jun 30, 2024 · Filed Aug 8, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-09.
0001628280-24-022280
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-08.
0001628280-24-036185
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 69 previous paragraphs and 90 current paragraphs.
32 unchanged; 28 reworded; 21 added; 7 removed; 2 previous and 9 current paragraphs rearranged.
Tables are not compared: 4 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (21)
Current report
Activities in the first half of 2024 through the date of this filing have been important for Cibus including significant progress in its Herbicide platform for Rice, its development milestones in advanced traits, and its efforts to develop sustainable ingredients.
Current report
With respect to Cibus’ multi-crop advanced traits, Cibus made important advancements in line with its stated milestones. In addition to its completed edits for HT2 in Canola, the Company successfully made edits in Canola for the third mode of action for its Sclerotinia (White Mold) resistance trait, an important milestone toward providing durable resistance to White Mold disease in Canola and other crops, including Soybean. Now that edits are confirmed for the third mode of action, the plants will be evaluated in a controlled environment with results expected later in 2024. Cibus currently anticipates greenhouse results in 2024 for its third mode action in Sclerotinia.
Current report
Further to the progress within Cibus’ advanced productivity traits, the Company also added a third trait – Nutrient Use Efficiency (NUE) in Canola – to its portfolio during the second quarter of 2024. The Company’s initial NUE trait is expected to be part of a family of traits relevant to all crops that can make fertilizer use more efficient on a global basis, without compromising the yield that farmers expect. This NUE trait is also Cibus’ first use of its Trait Machine process to operationalize a third party developed trait, demonstrating the Company’s ability as a development partner to take third party identified gene targets and successfully make edits in Cibus' platforms to develop a trait.
Current report
In terms of sustainable ingredients, the company signed agreements to materially increase funding for its efforts in sustainable ingredients in 2024 and 2025.
Current report
Supporting Cibus’ commercial efforts is the Company’s proprietary gene editing platform, which represents a paradigm shift in breeding complex traits, built on decades of rigorous research and development and backed by an extensive patent portfolio. In the first six months of 2024, Cibus received additional patents across 10 plant gene editing and trait families, which further strengthened the Company’s IP portfolio in its PSR, HT, High Fiber Wheat, and Improved Quality Alfalfa trait families. The IP expansion covers gene editing, productivity traits, and quality traits that strengthen Cibus’ patent coverage in geographies including, but not limited to, Europe, Asia, Latin America, and North America.
Current report
June 2024 Registered Direct Offering
Current report
In June 2024, the Company issued 1,298,040 shares of its Class A Common Stock together with accompanying warrants (2024 Common Warrants) to purchase up to 1,298,040 shares of Class A Common Stock in a registered direct offering (2024 Follow-On Offering). The combined offering price for each share of Class A Common Stock and the accompanying 2024 Common Warrant was $10.00 per share, except that each share of Class A Common Stock and the accompanying 2024 Common Warrant issued to one of the Company’s executive officers was issued at a combined offering price of $10.20 per share. The 2024 Common Warrants are immediately exercisable at an exercise price of $10.00 per share (or $10.07 per share, in the case of 2024 Common Warrants issued to one of the Company’s executive officers) until fully exercised, subject to ownership limitations, and expire five years after their date of issuance. The Company received net proceeds of approximately $12.0 million from the 2024 Follow-On Offering, after deducting the underwriting discounts and commissions and other offering expenses payable by the Company.
Current report
SG&A expense was $9.3 million in the second quarter of 2024, a decrease of $1.8 million from the second quarter of 2023. The decrease was primarily driven by $6.5 million in one-time expenses due to the closing of the Merger Transactions in the second quarter of 2023 as well as a decrease in Legacy Calyxt expenses due to lower headcount and cost reduction efforts in preparation of the Merger Transactions. The decrease was partially offset due to the acquisition of Cibus Global which included increases in headcount, professional fees, and stock compensation expense related to RSAs granted as part of the completion of the Merger Transactions.
Current report
Other Interest Income, net
Current report
Non-Operating Income, net
Current report
RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2024, COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2023
Current report
Revenue
Current report
Research and Development Expense
Current report
Research and development (R&D) expense was $25.0 million in the first six months of 2024, an increase of $14.4 million from the first six months of 2023. The increase was primarily due to the acquisition of Cibus Global which included increases in headcount, laboratory supplies, facility costs, and stock compensation expense related to RSAs granted as part of the completion of the Merger Transactions. These expenses were partially offset by $1.3 million in one-time expenses due to the closing of the Merger Transactions in the first six months of 2023 as well as a decrease in Legacy Calyxt expenses due to lower headcount and cost reduction efforts in preparation for the Merger Transactions.
Current report
Selling, General, and Administrative Expense
Current report
Other Interest Income, net
Current report
Other interest income, net was $0.4 million in the first six months of 2024, an increase of $0.3 million from the first six months of 2023. The increase was driven by interest earned on cash balances.
Current report
Non-Operating Income, net
Current report
Non-operating income, net was $1.2 million in the first six months of 2024, an increase of $0.8 million from the first six months of 2023. The increase was driven by $1.6 million related to the fair value adjustment of the Common Warrants defined in Note 1.
Current report
Net cash used by investing activities was $0.4 million in the first six months of 2024 while cash provided by investing activities was $58.8 million in the first six months of 2023, a decrease in cash provided of $59.2 million from the first six months of 2023. The decrease in cash provided was driven by the cash acquired as a result of the Merger Transactions in the first six months of 2023.
Current report
In June 2024, the Company's headquarters facility lease term was extended until March 2033. The additional operating lease right-of-use asset and associated operating lease liability was $16.4 million.
Removed paragraphs (7)
Previous report
With respect to the Company’s two advanced productivity traits, Sclerotinia resistance and HT2, the Company previously reported successful greenhouse results in Canola for the first two modes of action for Sclerotinia resistance. In addition, the Company completed successful edits of HT2 in Canola in 2023.
Previous report
Other Interest Income (Expense), net
Previous report
Non-Operating Income (Expense)
Previous report
Non-operating income (expense) was expense of $0.4 million in the first quarter of 2024, a decrease in expense of $0.5 million from the
Previous report
Net cash used by investing activities was $0.2 million in the first three months of 2024, an increase in cash used of $0.2 million from the first three months of 2023. The increase was driven by an increase in capital expenditures.
Previous report
Relationship with Cellectis
Previous report
Cellectis, the Company's largest shareholder prior to the completion of the Merger Transactions, has guaranteed the lease agreement for the Company’s Roseville, Minnesota facility. Cellectis’ guarantee of the Company’s obligations under the lease will terminate at the end of the second consecutive calendar year in which the Company’s tangible net worth exceeds $300 million. The Company agreed to indemnify Cellectis for any obligations incurred by Cellectis under its guaranty of the obligations under the lease, effective upon Cellectis’ ownership falling to 50 percent or less of the Company’s outstanding common stock. This indemnification obligation was triggered in October 2022.
Reworded paragraphs (28)
Previous wording
The following discussion and analysis of the Company’s financial condition and results of operations should be read together with its condensed consolidated financial statements and related notes, which are included elsewhere in this Quarterly Report on Form 10-Q and with its Annual Report on Form 10-K for theyear ended December 31, 2023, filed with the SEC on March 21, 2024 (Annual Report), including the Consolidated Financial Statements and Notes incorporated therein..
Current wording
The following discussion and analysis of the Company’s financial condition and results of operations should be read together with its condensed consolidated financial statements and related notes, which are included elsewhere in this Quarterly Report on Form 10-Q and with its Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 21, 2024 (Annual Report), including the Consolidated Financial Statements and Notes incorporated therein..
Previous wording
Cibus’ core technology is its propriety gene editing platform called the Rapid Trait Development System™ or RTDS®. It is the underlying technology in Cibus’ Trait Machine™ process: a standardized end-to-end semi-automated high-throughput gene editing system that directly edits seed companies’ elite germplasm. It is a timebound, reproducible, and predictable science-based breeding process. RTDS is covered by over 500 patents or patents pending. It is the core technology platform underpinning the processes at Cibus’ first standardized high-throughput (gene editing) trait development facility (Oberlin Facility) and is the industry's first facility of this kind. The Company considers the Oberlin Facility an important technological milestone that represents a breakthrough in the achievement of a standardized high-throughput gene editing system that provides the speed, precision, and scale that is the promise of gene editing.
Current wording
Cibus’ core technology is its propriety gene editing platform called the Rapid Trait Development System™ or RTDS®. It is the underlying technology in Cibus’ Trait Machine™ process: a standardized end-to-end semi-automated high-throughput gene editing system that directly edits seed companies’ elite germplasm. It is a timebound, reproducible, and predictable science-based breeding process. RTDS is covered by over 500 patents or patents pending. It is the core technology platform underpinning the processes at Cibus’ first standardized high-throughput (gene editing) trait development facility and is the industry's first facility of this kind. The Company considers the trait development facility an important technological milestone that represents a breakthrough in the achievement of a standardized high-throughput gene editing system that provides the speed, precision, and scale that is the promise of gene editing.
Previous wording
The Company believes that a measure of the success of its RTDS technologies and its Trait Machine process is that Cibus has been able to develop a pipeline of five productivity traits, four of which are applicable to multiple crops. Three of the traits are developed, meaning that they have been edited in a customer's elite germplasm and have been validated in multiple field trials. In Canola and Winter Oilseed Rape (WOSR), the Company's Pod Shatter Reduction (PSR) trait has been edited into the elite lines of customer seed company partners and has started “shipping,” meaning that Cibus has begun transferring this PSR trait to these customers in their elite germplasm for
Current wording
The Company believes that a measure of the success of its RTDS technologies and its Trait Machine process is that Cibus has been able to develop a pipeline of five productivity traits, four of which are applicable to multiple crops. Three of the traits are developed, meaning that they have been edited in a customer's elite germplasm and have been validated in multiple field trials. In Canola and Winter Oilseed Rape (WOSR), the Company's Pod Shatter Reduction (PSR) trait has been edited into the elite lines of customer seed company partners and has started “shipping,” meaning that Cibus has begun transferring this PSR trait to these customers in their elite germplasm for potential commercial launch. In Rice, the herbicide tolerance (HT) traits HT1 and HT3 were edited into genetics and are now undergoing introgression (breeding) into multiple customers’ genetics both for the United States and Latin America.
Previous wording
Activities in the first quarter of 2024 through the date of this filing have been pivotal for Cibus in many areas. Within its set of developed productivity traits, the Company made important progress toward commercial development in the first quarter of 2024 with its two HT traits, HT1 and HT3, in Rice. Cibus signed important Rice agreements with Loveland Products, Inc., a subsidiary of Nutrien, Ltd., in the United States and with Interoc S.A. in Latin America. Cibus now has agreements with four Rice customers that, taken together, have total Rice acres representing approximately 40 percent of all addressable acres across North and Latin America (i.e., acres that would be potentially accessible to Cibus' HT1 and HT3 traits). In terms of the commercialization of its PSR trait, the Company continued its progress working with customers in North American and Europe towards commercializing its PSR trait in Canola.
Current wording
In regards to the commercial progress for its herbicide traits in Rice, Cibus signed an additional agreement in the second quarter with Federacion Nacional de Arroceros (FEDEARROZ), one of the largest rice seed companies in Latin America. Cibus now has agreements with four leading rice seed companies including Loveland Products, Inc., a subsidiary of Nutrien, Ltd., in the United States and Interoc S.A in Latin America. Together, it is estimated that these four companies represent approximately 40 percent of all addressable acres for the Company's herbicide platform in Rice in North and Latin America (i.e., acres that would be potentially accessible to Cibus' HT1 and HT3 traits).
Previous wording
Beyond Cibus’ focus on its three-crop (Canola, Rice, and Soybean), five-trait pipeline, Cibus also plans to subsequently develop traits in Wheat and Corn. In the first quarter of 2024, Cibus announced that it had established a scalable gene editing process in Wheat, having successfully regenerated plants from single cells in a wheat cultivar. This demonstrates Cibus’ continued success in developing scalable high-throughput breeding platforms that can operate as extensions of seed company breeding programs, and the Company is now entering into initial discussions with potential seed partners on Wheat edits. Cibus continues to make progress in developing a Soybean platform. Once the Soybean platform is operational, it will be possible for Cibus to develop and commercialize any trait contemporaneously in any or all of these four major crops (Canola, Rice, Soybean, and Wheat).
Current wording
Beyond Cibus’ focus on its three-crop (Canola, Rice, and Soybean), five-trait pipeline, Cibus also plans to subsequently develop traits in Wheat and Corn. In the first quarter of 2024, Cibus announced that it had established a scalable gene editing process in Wheat, having successfully regenerated plants from single cells in a wheat cultivar. This demonstrates Cibus’ continued success in developing scalable high-throughput breeding platforms that can operate as extensions of seed company breeding programs, and the Company is now entering into initial discussions with potential seed partners on Wheat edits. Cibus continues to make progress in developing a Soybean platform. Once the Soybean platform is operational, it will be possible for Cibus to develop and commercialize its multi-crop traits contemporaneously in any or all of these four major crops (Canola, Rice, Soybean, and Wheat).
Previous wording
The first quarter of 2024 was a key moment in the evolving global regulation of gene editing technologies in agriculture. On February 7, 2024, the Parliament of the EU voted in favor of new laws that would clearly differentiate gene editing technology from GMO technology. The proposal adopted by the EU Parliament would regulate certain traits from gene editing as “conventional-like” or like traits developed using conventional plant breeding, with the exception that there is still discussion of how to address traits for HT in the EU. The EU Parliament’s approved proposal sets the stage for the ongoing negotiations among the EU Parliament, the Council of the EU, and the European Commission to formulate a mutually agreed joint text for the new legislation. The major developed market countries including the United Kingdom, United States, and the major markets in South America are now treating traits from gene editing as conventional-like and, although there can be no assurance that the EU regulation will be adopted in the form approved by the EU Parliament or at all, the final passage of the new EU regulation would bring the territory closer to the other major developed markets in having more consistent regulations for the planting, import, and export of products or commodities. For this reason, Cibus believes the impact of these regulations is the beginning of the gene editing era – an era in which products from the most advanced technologies in breeding and gene editing will be regulated on the same basis as products developed using conventional breeding. An era in which technology promises to change the speed and scale of trait development as new technologies have done in many industries. An era that Cibus believes represents agriculture’s analog to digital moment.
Current wording
With approval in Canada, the major developed market countries including the United Kingdom, United States, and the major markets in South America are now treating traits from gene editing as conventional-like. Although there can be no assurance when the final EU regulation will be adopted, a final passage of the new EU regulation would bring the territory closer to the other major developed markets in having more consistent regulations for the planting, import, and export of products or commodities. For this reason, Cibus believes the impact of these regulations is the beginning of the gene editing era – an era in which products from the most advanced technologies in breeding and gene editing will be regulated on the same basis as products developed using conventional breeding. An era in which technology promises to change the speed and scale of trait development as new technologies have done in many industries. An era that Cibus believes represents agriculture’s analog to digital moment: the ability to develop traits more accurately and with less time and cost involved in conventional breeding of traits or in GMO trait breeding.
Previous wording
The Company has incurred net losses since its inception. As of March 31, 2024, the Company had an accumulated deficit of $503.2 million. The Company’s net loss was $27.0 million for the three months ended March 31, 2024. As Cibus continues to develop its pipeline of productivity traits and as a result of its limited commercial activities, Cibus expects to continue to incur significant expenses and operating losses for the next several years. Those expenses and losses may fluctuate significantly from quarter-to-quarter and year-to-year.
Current wording
The Company has incurred net losses since its inception. As of June 30, 2024, the Company had an accumulated deficit of $528.1 million. The Company’s net loss was $55.5 million for the six months ended June 30, 2024. As Cibus continues to develop its pipeline of productivity traits and as a result of its limited commercial activities, Cibus expects to continue to incur significant expenses and operating losses for the next several years. Those expenses and losses may fluctuate significantly from quarter-to-quarter and year-to-year.
Previous wording
On January 2, 2024, the Company entered into a Sales Agreement (Sales Agreement) with Stifel, Nicolaus & Company, Incorporated (Stifel). Pursuant to the terms of the Sales Agreement, the Company may offer and sell through Stifel, from time-to-time and at its sole discretion, shares of the Company’s Class A Common Stock, having an aggregate offering price of up to $80.0 million (ATM Facility). During the three months ended March 31, 2024, the Company issued 356,477 shares of Class A Common Stock and received net proceeds of approximately $6.2 million from the ATM Facility. Subsequently, from April 1, 2024, through May 8, 2024, the Company issued 506,206 shares of Class A Common Stock and has received net proceeds of approximately $9.5 million from the ATM Facility.
Current wording
On January 2, 2024, the Company entered into a Sales Agreement (Sales Agreement) with Stifel, Nicolaus & Company, Incorporated (Stifel). Pursuant to the terms of the Sales Agreement, the Company may offer and sell through Stifel, from time-to-time and at its sole discretion, shares of the Company’s Class A Common Stock, having an aggregate offering price of up to $80.0 million (ATM Facility). During the six months ended June 30, 2024, the Company issued 927,326 shares of Class A Common Stock and received net proceeds of approximately $16.5 million from the ATM Facility. Subsequently, from July 1, 2024, through August 7, 2024, the Company issued
Previous wording
Research and development (R&D) expense was $12.0 million in the first quarter of 2024, an increase of $9.8 million from the first quarter of 2023. The increase was primarily due to the acquisition of Cibus Global which included increases in headcount, laboratory supplies, facility costs, and stock compensation expense related to restricted stock awards (RSAs) granted as part of the completion of the Merger Transactions. These expenses were partially offset by a decrease in Legacy Calyxt expenses due to lower headcount and cost reduction efforts in preparation for the Merger Transactions.
Current wording
R&D expense was $13.0 million in the second quarter of 2024, an increase of $4.6 million from the second quarter of 2023. The increase was primarily due to the acquisition of Cibus Global which included increases in headcount, laboratory supplies, facility costs, and stock compensation expense related to restricted stock awards (RSAs) granted as part of the completion of the Merger Transactions. These expenses were partially offset by $1.3 million in one-time expenses due to the closing of the Merger Transactions in the second quarter of 2023 as well as a decrease in Legacy Calyxt expenses due to lower headcount and cost reduction efforts in preparation for the Merger Transactions.
Previous wording
Royalty Liability Interest was $8.3 million in the first quarter of 2024, an increase of $8.3 million from the first quarter of 2023. The increase was due to the assumption of the Royalty Liability as part of the Merger Transactions.
Current wording
Royalty Liability Interest was $8.7 million in the second quarter of 2024, an increase of $6.1 million from the second quarter of 2023. The increase was due to the assumption of the Royalty Liability as part of the Merger Transactions.
Previous wording
Other interest income (expense), net was income of $0.2 million in the first quarter of 2024, an increase in income of $0.2 million from the first quarter of 2023. The increase in income was driven by interest earned on cash balances.
Current wording
Other interest income, net was $0.2 million in the second quarter of 2024, an increase of $0.1 million from the second quarter of 2023. The increase was driven by interest earned on cash balances.
Previous wording
31 - first quarter of 2023. The decrease in expense was driven by $0.4 million related to the fair value adjustment of the Common Warrants.
Current wording
Non-operating income, net was $1.6 million in the second quarter of 2024, an increase of $0.3 million from the second quarter of 2023. The increase was driven by $1.2 million related to the fair value adjustment of the Common Warrants defined in Note 1.
Previous wording
Net loss attributable to redeemable noncontrolling interest was $3.5 million in the first quarter of 2024, an increase in net loss attributable to redeemable noncontrolling interest of $3.5 million from the first quarter of 2023. The increase in net loss attributable to redeemable noncontrolling interest is a result of the Up-C Units created as part of the closing of the Merger Transactions, and the amount for the period is based on the percentage of Cibus Global that is not owned by Cibus Inc.
Current wording
Net loss attributable to redeemable noncontrolling interest was $3.6 million in second quarter of 2024, an increase in net loss attributable to redeemable noncontrolling interest of $1.8 million, from the second quarter of 2023. The increase in net loss attributable to redeemable noncontrolling interest is a result of the Up-C Units created as part of the closing of the Merger Transactions, and the amount for the period is based on the percentage of Cibus Global that is not owned by Cibus Inc.
Previous wording
Revenue was $0.5 million in the first quarter of 2024, an increase of $0.5 million from the first quarter of 2023. The increase was driven by the acquisition of Cibus Global revenue which included amounts earned from collaboration agreements related to contract research for Rice and Soybean. Revenue from operations associated with Legacy Calyxt in 2024 and 2023 was primarily associated with the Company’s agreement with a large food ingredient manufacturer to develop a palm oil alternative.
Current wording
Revenue was $1.4 million in the first six months of 2024, an increase of $1.1 million from the first six months of 2023. The increase was driven by the acquisition of Cibus Global revenue which included amounts earned from collaboration agreements related to contract research for Rice and Soybean. Revenue from operations associated with Legacy Calyxt in 2024 and 2023 was primarily associated with the Company’s agreement with a large food ingredient manufacturer to develop a palm oil alternative.
Previous wording
Selling, general, and administrative expense was $7.0 million in the first quarter of 2024, an increase of $4.7 million from the first quarter of 2023. The increase was primarily due to the acquisition of Cibus Global which included increases in headcount, professional fees, and stock compensation expense related to RSAs granted as part of the completion of the Merger Transactions. These expenses were partially offset by a decrease in Legacy Calyxt expenses due to lower headcount and cost reduction efforts in preparation of the Merger Transactions.
Current wording
Selling, general, and administrative expense was $16.3 million in the first six months of 2024, an increase of $2.9 million from the first six months of 2023. The increase was primarily due to the acquisition of Cibus Global which included increases in headcount, professional fees, and stock compensation expense related to RSAs granted as part of the completion of the Merger Transactions. These expenses were partially offset by $6.5 million in one-time expenses due to the closing of the Merger Transactions in the first six months of 2023 as well as a decrease in Legacy Calyxt expenses due to lower headcount and cost reduction efforts in preparation of the Merger Transactions.
Previous wording
As of March 31, 2024, the Company had $24.5 million of cash and cash equivalents. Current liabilities were $21.7 million as of March 31, 2024.
Current wording
As of June 30, 2024, the Company had $30.0 million of cash and cash equivalents. Current liabilities were $29.0 million as of June 30, 2024.
Previous wording
The Company incurred a net loss of $27.0 million for the three months ended March 31, 2024. As of March 31, 2024, the Company had an accumulated deficit of $503.2 million and expects to continue to incur losses in the future.
Current wording
The Company incurred a net loss of $55.5 million for the six months ended June 30, 2024. As of June 30, 2024, the Company had an accumulated deficit of $528.1 million and expects to continue to incur losses in the future.
Previous wording
Net cash used by operating activities was $13.5 million in the first three months of 2024, an increase in cash used of $11.1 million from the first three months of 2023. The increase in cash used was primarily driven by a $10.7 million increase in net loss related to the operations acquired in the Merger Transactions and a decrease of $0.4 million from the changes in operating assets and liabilities related to assets and liabilities assumed from the closing of the Merger Transactions with Cibus Global, LLC.
Current wording
Net cash used by operating activities was $30.5 million in the first six months of 2024, an increase in cash used of $16.4 million from the first six months of 2023. The increase in cash used was primarily driven by a $14.8 million increase in net loss related to the operations acquired in the Merger Transactions and a decrease of $1.6 million from the changes in operating assets and liabilities related to assets and liabilities assumed from the closing of the Merger Transactions with Cibus Global, LLC.
Previous wording
Net cash provided by financing activities was $5.5 million in the first three months of 2024, an increase of $4.6 million from the first three months of 2023. The increase was primarily due to additional capital raised through the ATM Facility in 2024 of $6.2 million of net proceeds offset by the $1.0 million receipt of funds from draws on the revolving line of credit form Cibus Global in the prior year period as well as by repayments of notes payable of $0.4 million.
Current wording
Net cash provided by financing activities was $28.3 million in the first six months of 2024, an increase of $25.6 million from the first six months of 2023. The increase was primarily due to additional capital raised, net of proceeds, in 2024. The increase was partially offset by the $2.5 million receipt of funds from draws on the revolving line of credit from Cibus Global and by the $1.3 million issuance of notes payable related to equipment and insurance policy purchases, both in the prior year period.
Previous wording
During the three months ended March 31, 2024, the Company issued 356,477 shares of Class A Common Stock and received net proceeds of approximately $6.2 million from the ATM Facility. Subsequently, from April 1, 2024, through May 8, 2024, the Company issued 506,206 shares of Class A Common Stock and has received net proceeds of approximately $9.5 million from the ATM Facility.
Current wording
During the six months ended June 30, 2024, the Company issued 927,326 shares of Class A Common Stock and received net proceeds of approximately $16.5 million from the ATM Facility. Subsequently, from July 1, 2024, through August 7, 2024, the Company issued 47,401 shares of Class A Common Stock and has received net proceeds of approximately $0.5 million from the ATM Facility.
Previous wording
The Company has incurred losses since its inception and its net loss was $27.0 million for the three months ended March 31, 2024, and it used $13.5 million of cash for operating activities for the three months ended March 31, 2024.
Current wording
The Company has incurred losses since its inception and its net loss was $55.5 million for the six months ended June 30, 2024, and it used $30.5 million of cash for operating activities for the six months ended June 30, 2024.
Previous wording
As of March 31, 2024, the Company had $24.5 million of cash and cash equivalents. Current liabilities were $21.7 million as of March 31, 2024.
Current wording
As of June 30, 2024, the Company had $30.0 million of cash and cash equivalents. Current liabilities were $29.0 million as of June 30, 2024.
Previous wording
The Company has initiated cost reduction initiatives designed to preserve capital resources for the advancement of its priority objectives. Such initiatives include reductions in capital expenditures, streamlining of independent contractor utilization and cost management, reduced and prioritized spending on business travel, careful management of contract approvals to ensure they align with priority objectives, and prioritization of near-term payment obligations.
Current wording
In the fourth quarter of 2023, the Company initiated cost reduction initiatives designed to preserve capital resources for the advancement of its priority objectives. Such initiatives included reductions in capital expenditures, streamlining of independent contractor utilization and cost management, reduced and prioritized spending on business travel, careful management of contract approvals to ensure they align with priority objectives, and prioritization of near-term payment obligations.
Previous wording
The Company’s ability to continue as a going concern will depend on its ability to obtain additional public or private equity or debt financing (including through the continued availability of the ATM Facility), obtain government or private grants and other similar types of funding, attain further operating efficiencies, reduce or contain expenditures, and, ultimately, to generate revenue. The Company believes that its cash and cash equivalents as of March 31, 2024, is not sufficient to fund its operations for a period of 12 months or more from the date of this filing. Taking into account the impact of implemented cost saving initiatives and without giving effect to potential financing transactions Cibus is pursuing, Cibus expects that existing cash and cash equivalents will fund planned operating expenses and capital expenditure requirements into the third quarter of 2024. The Company's assessment of the period of time through which its financial resources will be adequate to support its operations is a forward-looking statement and involves risks and uncertainties, and actual results could vary as a result of a number of factors. The Company has based this estimate on assumptions that may prove to be wrong. Circumstances and business conditions may change that would require the Company to use its cash resources for purposes beyond those that are currently forecast, which would shorten its cash runway. In addition, changes in market conditions may reduce the Company’s opportunities to raise additional capital, including through the ATM Facility.
Current wording
The Company’s ability to continue as a going concern will depend on its ability to obtain additional public or private equity or debt financing (including through the continued availability of the ATM Facility), obtain government or private grants and other similar types of funding, attain further operating efficiencies, reduce or contain expenditures, and, ultimately, to generate revenue. The Company believes that its cash and cash equivalents as of June 30, 2024, is not sufficient to fund its operations for a period of 12 months or more from the date of this filing. Taking into account the impact of implemented cost saving initiatives and without giving effect to potential financing transactions Cibus is pursuing, Cibus expects that existing cash and cash equivalents will fund planned operating expenses and capital expenditure requirements into the fourth quarter of 2024. The Company's assessment of the period of time through which its financial resources will be adequate to support its operations is a forward-looking statement and involves risks and uncertainties, and actual results could vary as a result of a number of factors. The Company has based this estimate on assumptions that may prove to be wrong. Circumstances and business conditions may change that would require the Company to use its cash resources for purposes beyond those that are currently forecast, which would shorten its cash runway. In addition, changes in market conditions may reduce the Company’s opportunities to raise additional capital, including through the ATM Facility.
Previous wording
The Company will need to raise additional capital to support its business plans to continue as a going concern within one year after the date that the accompanying condensed consolidated financial statements are issued. If the Company is unable to raise additional capital in a sufficient amount or on acceptable terms, the Company may have to implement additional, more stringent cost reduction measures to manage liquidity, and the Company may have to significantly delay, scale back, or cease operations, in part or in full. If the Company raises additional funds through the issuance of additional debt or equity securities, including as part of a strategic alternative, it could result in substantial dilution to its existing stockholders and increased fixed payment obligations, and these securities may have rights senior to those of the Company’s shares of common stock. These factors raise substantial doubt about the Company's ability to continue as a going concern for at least one year from the date of issuance of the accompanying condensed consolidated financial statements. Any of these events could impact the Company’s business, financial condition, and prospects.
Current wording
The Company will need to raise additional capital to support its business plans to continue as a going concern within one year after the date that the accompanying condensed consolidated financial statements are issued. If the Company is unable to raise additional capital in a sufficient amount or on acceptable terms in the near term, the Company may have to implement additional, more stringent cost reduction measures to manage liquidity, and the Company may have to significantly delay, scale back, or cease operations, in part or in full. If the Company raises additional funds through the issuance of additional debt or equity securities, including as part of a strategic alternative, it could result in substantial dilution to its existing stockholders and increased fixed payment obligations, and these securities may have rights senior to those of the Company’s shares of common stock. These factors raise substantial doubt about the Company's ability to continue as a going concern for at least one year from the date of issuance of the accompanying condensed consolidated financial statements. Any of these events could impact the Company’s business, financial condition, and prospects.
Previous wording
The Company’s financing needs are subject to change depending on, among other things, the success of its trait and product development efforts, the effective execution of its business model, its revenue, and its efforts to effectively manage expenses. The effects of macroeconomic events and potential geopolitical developments on the financial markets and broader economic uncertainties may make obtaining capital through equity or debt financings more challenging and may exacerbate the risk that such capital, if available, may not be available on terms acceptable to the Company.
Current wording
The Company’s financing needs are subject to change depending on, among other things, the success of its trait and product development efforts, the effective execution of its business model, its revenue, and its efforts to effectively manage expenses. The effects of macroeconomic events and potential geopolitical developments on the financial markets and broader economic uncertainties may
Previous wording
As of March 31, 2024, there were no material changes in the Company's commitments under contractual obligations as disclosed in its Annual Report.
Current wording
As of June 30, 2024, there were no other material changes in the Company's commitments under contractual obligations as disclosed in its Annual Report.
Previous wording
The preceding discussion and analysis of the Company’s financial condition and results of operations are based upon its condensed consolidated financial statements and the related disclosures, which have been prepared in accordance with United States GAAP. The preparation of these condensed consolidated financial statements requires the Company to make estimates, assumptions, and judgments that affect the reported amounts in its condensed consolidated financial statements and accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company believes the policies
Current wording
The preceding discussion and analysis of the Company’s financial condition and results of operations are based upon its condensed consolidated financial statements and the related disclosures, which have been prepared in accordance with United States GAAP. The preparation of these condensed consolidated financial statements requires the Company to make estimates, assumptions, and judgments that affect the reported amounts in its condensed consolidated financial statements and accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company believes the policies discussed in Note 1, Nature of Business & Summary of Significant Accounting Policies, are the most critical to an understanding of its financial condition and results of operations because they require it to make estimates, assumptions, and judgments about matters that are inherently uncertain.
Rearranged current paragraphs (9)
Current report — wording carried from elsewhere
The advancing global regulation of gene editing technologies in agriculture continued its progression. In May 2024, Canada joined other jurisdictions endorsing additional policies to regulate gene editing technology (including that used in Cibus'RTDS) similar to conventional breeding methods. Previously, on February 7, 2024, the Parliament of the EU voted in favor of new laws that would clearly differentiate gene editing technologies from GMO technology. The proposal adopted by the EU Parliament would regulate certain traits from gene editing as “conventional-like” or like traits developed using conventional plant breeding, with the exception that there is still discussion of how to address traits for HT in the EU. Final approval will be based upon the ongoing negotiations among the EU Parliament, the Council of the EU, and the European Commission to formulate a mutually agreed joint text for the new legislation.
Current report — wording carried from elsewhere
47,401 shares of Class A Common Stock and has received net proceeds of approximately $0.5 million from the ATM Facility.
Current report — wording carried from elsewhere
Revenue was $0.8 million in the second quarter of 2024, an increase of $0.6 million from the second quarter of 2023. The increase was driven by the addition of Cibus Global revenue which included amounts earned from collaboration agreements related to contract research for Rice and Soybean. Revenue in the second quarter of 2023 from Legacy Calyxt's operations was primarily associated with the Company’s agreement with a large food ingredient manufacturer to develop a palm oil alternative.
Current report — wording carried from elsewhere
A summary of the Company’s results of operations for the six months ended June 30, 2024, and 2023 follows:
Current report — wording carried from elsewhere
Royalty Liability Interest Expense - Related Parties
Current report — wording carried from elsewhere
Royalty Liability Interest was $17.1 million in the first six months of 2024, an increase of $14.5 million from the first six months of 2023. The increase was due to the assumption of the Royalty Liability as part of the Merger Transactions.
Current report — wording carried from elsewhere
Net Loss Attributable to Redeemable Noncontrolling Interest
Current report — wording carried from elsewhere
Net loss attributable to redeemable noncontrolling interest was $7.1 million in the first six months of 2024, an increase in net loss attributable to redeemable noncontrolling interest of $5.3 million from the first six months of 2023. The increase in net loss attributable to redeemable noncontrolling interest is a result of the Up-C Units created as part of the closing of the Merger Transactions, and the amount for the period is based on the percentage of Cibus Global that is not owned by Cibus Inc.
Current report — wording carried from elsewhere
37 - make obtaining capital through equity or debt financings more challenging and may exacerbate the risk that such capital, if available, may not be available on terms acceptable to the Company.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
29 - potential commercial launch. In Rice, the herbicide tolerance (HT) traits HT1 and HT3 were edited into genetics and are now undergoing introgression (breeding) into multiple customers’ genetics both for the United States and Latin America.
Previous report — wording carried elsewhere
34 - discussed in Note 1, Nature of Business & Summary of Significant Accounting Policies, are the most critical to an understanding of its financial condition and results of operations because they require it to make estimates, assumptions, and judgments about matters that are inherently uncertain.