Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x

☒		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017March 31, 2022
OR
¨☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to .
Commission File Number: 001-36042
INTREXON CORPORATIONPRECIGEN, INC.
(Exact name of registrant as specified in its charter)
VirginiaVirginia26-0084895
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification Number)
20374 Seneca Meadows Parkway
Germantown, Maryland
20876
Germantown,Maryland20876
(Address of principal executive offices)(Zip Code)
(301) 556-9900
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report date)report)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, no par valuePGENNasdaq Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x☒    No  ¨☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x☒    No  ¨☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerx☒Accelerated filer¨☐
Non-accelerated filer
¨  (Do not check if a smaller reporting company)
☐		Smaller reporting company¨☐
Emerging growth company¨��☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ¨☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨☐    No  x☒
As of October 31, 2017, 120,720,505April 30, 2022, 207,693,277 shares of common stock, no par value per share, were issued and outstanding.


Table of Contents

INTREXON CORPORATIONPRECIGEN, INC.
FORM 10-Q
TABLE OF CONTENTS
 
Item No. Page
PART I - FINANCIAL INFORMATION
1.
4
Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021
4
Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2022 and 2021
6
Condensed Consolidated Statements of Comprehensive Loss for the Three Months Ended March 31, 2022 and 2021
7
Condensed Consolidated Statements of Shareholders' Equity for the Three Months Ended March 31, 2022 and 2021
8
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2022 and 2021
9
Notes to the Condensed Consolidated Financial Statements
11
2.
31
3.
44
4.
45
PART II - OTHER INFORMATION
1.
46
1A.
46
2.
46
3.
46
4.
46
5.
46
6.
47
48
Item No. Page
PART I - FINANCIAL INFORMATION
1.
Consolidated Financial Statements (unaudited):
5
 
Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016
5
 
Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2017 and 2016
7
 
Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended September 30, 2017 and 2016
8
 
Consolidated Statements of Shareholders' and Total Equity for the Nine Months Ended September 30, 2017
9
 
Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2017 and 2016
10
 
Notes to Consolidated Financial Statements
12
2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
39
3.
Quantitative and Qualitative Disclosures About Market Risk
52
4.
Controls and Procedures
54
 
PART II - OTHER INFORMATION
1.
Legal Proceedings
55
1A.
Risk Factors
56
2.
Unregistered Sales of Equity Securities and Use of Proceeds
57
5.
Other Information
57
6.
Exhibits
59
 
Signatures
60
Intrexon®, Trans Ova Genetics®, OxitecProgentus®, ViaGenUltraCAR-T®, BioPopRheoSwitch®, ActoBioticsUltraVector®, RTS®, and AquAdvantageRheoSwitch Therapeutic System® are our and/or our affiliates' registered trademarks in the United States and AquaBounty™, EnviroFlight™ActoBiotics™, GenVec™, Okanagan Specialty Fruits™Precigen™, AdenoVerse™, ActoBio Therapeutics™, UltraPorator™, AttSite™, and AdenoVerse™Precigen Therapeutics™ are our and/or our affiliates' common law trademarks in the United States. This quarterly reportQuarterly Report on Form 10-Q, or Quarterly Report, and the information incorporated herein by reference contain references to trademarks, service marks, and trade names owned by us or other companies. Solely for convenience, trademarks, service marks, and trade names referred to in this quarterly reportQuarterly Report and the information incorporated herein, including logos, artwork, and other visual displays, may appear without the ® or ™ symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensor to these trademarks, service marks, and trade names. We do not intend our use or display of other companies' trade names, service marks, or trademarks to imply a relationship with, or endorsement or sponsorship of us by, any other companies. Other trademarks, trade names, and service marks appearing in this quarterly reportQuarterly Report are the property of their respective owners. Unless the context requires otherwise, references in this Quarterly Report to "Precigen", "we", "us", and "our" refer to Precigen, Inc.

2

Table of Contents


Special Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which statements involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this Quarterly Report, on Form 10-Qincluding statements regarding our strategy,strategy; future events, including their outcome or timing; future operations,operations; future financial position,position; future revenue,revenue; projected costs, prospects, plans,costs; prospects; plans; objectives of managementmanagement; and expected market growth, are forward-looking statements. The words "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "predict," "project,""aim", "anticipate", "assume", "believe", "continue", "could", "due", "estimate", "expect", "intend", "may", "plan", "positioned", "potential", "predict", "project", "seek", "should", "target", "will", "would", and the negatives of these terms or similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include,may relate to, among other things, statements about:
things: (i) the impact of the COVID-19 pandemic on our currentclinical trials, businesses, operating results, cash flows, and/or financial condition; (ii) the timeliness of regulatory approvals; (iii) our strategy and future exclusive channel collaborations ("ECCs"), license agreementsoverall approach to our business model, our efforts to realign our business, and other collaborations;
developments concerning our collaboratorsability to exercise more control and licensees;
ownership over the development process and commercialization path; (iv) our ability to successfully enter new markets or develop additional products,product candidates, including the expected timing and results of investigational studies and preclinical and clinical trials, including any delays or potential delays as a result of the COVID-19 pandemic, whether with our collaborators or independently;
(v) our ability to consistently manufacture our product candidates on a timely basis or to establish agreements with third-party manufacturers; (vi) our ability to successfully enter into optimal strategic relationships with our subsidiaries and operating companies that we may form in the future; (vii) our ability to hold or generate significant operating capital, including through partnering, asset sales, and operating cost reductions; (viii) actual or anticipated variations in our operating results; (ix) actual or anticipated fluctuations in competitors' or collaborators' operating results or changes in their respective growth rates; (x) our cash position; (xi) market conditions in our industry; (xii) the volatility of our stock price; (xiii) the ability, and the ability of our collaborators, to protect our intellectual property and other proprietary rights and technologies; (xiv) our ability, and the ability of our collaborators, to adapt to changes in laws or regulations or policies, including federal, state, and local government responses to the COVID-19 pandemic; (xv) outcomes of pending and future litigation; (xvi) the rate and degree of market acceptance of any products developed by us, our subsidiaries, collaborations, or joint ventures, or JVs, and competition from existing technologies and products or new technologies and products that may emerge;
actual or anticipated variations in our operating results;
actual or anticipated fluctuations in our competitors' or our collaborators' and licensees' operating results or changes in their respective growth rates;
our cash position;
market conditions in our industry;
our ability, and the ability of our collaborators and licensees, to protect our intellectual property and other proprietary rights and technologies;
our ability, and the ability of our collaborators and licensees, to adapt to changes in laws or regulations and policies;
the ability of our collaborators and licensees to secure any necessary regulatory approvals to commercialize any products developed under the ECCs, license agreements and joint ventures;
the ability of our collaborators and licensees to develop and successfully commercialize products enabled by our technologies;
the rate and degree of market acceptance of any products developed by a collaborator under an ECC or through a joint venture or license under a license agreement;
(xvii) our ability to retain and recruit key personnel;
the result of litigation proceedings that we face currently or may face in the future;
our (xviii) expectations related to the use of proceeds from our public offerings and other financing efforts; and
our(xix) estimates regarding expenses, future revenue, capital requirements, and needs for additional financing.financing; and (xx) the effects, duration, and severity of the ongoing COVID-19 pandemic and the actions we and others have taken or may take in response.
Forward-looking statements are based on our beliefs, assumptions, and expectations of our future performance, and may also concern our expectations relating to our subsidiaries and other affiliates. We caution you that the foregoing list may not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q.Report.
We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions, and expectations disclosed in the forward-looking statements we make. We have included important factors in the

cautionary statements included in this Quarterly Report, on Form 10-Q, particularly in Part II, Item 1A.1A, "Risk Factors," that could cause actual results or events to differ materially from the forward-looking statements that we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint venturesJVs, or investments that we may make.
You should read this Quarterly Report, on Form 10-Q, the documents that we reference in this Quarterly Report, on Form 10-Q, our Annual Report on Form 10-K for the year ended December 31, 20162021, the other reports we have filed with the Securities and Exchange Commission, or SEC, and the documents that we have filed as exhibits to our filings with the Securities and Exchange CommissionSEC completely and with the understanding that our actual future results may be materially different from what we expect. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

3

Table of Contents
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
Intrexon CorporationPrecigen, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
(Amounts in thousands, except share data)September 30,
2017		 December 31,
2016		(Amounts in thousands, except share data)March 31,
2022		December 31,
2021
Assets   Assets
Current assets   Current assets
Cash and cash equivalents$64,216
 $62,607
Cash and cash equivalents$40,321 $42,920 
Restricted cash6,987
 6,987
Short-term investments44,502
 174,602
Short-term investments71,821 72,240 
Receivables   Receivables
Trade, net18,134
 21,637
Related parties17,866
 16,793
Notes, net—
 1,500
Trade, less allowance for credit losses of $4,631 and $4,288 as of March 31, 2022 and December 31, 2021, respectivelyTrade, less allowance for credit losses of $4,631 and $4,288 as of March 31, 2022 and December 31, 2021, respectively24,308 20,832 
Related parties, less allowance for credit losses of $1,509 as of March 31, 2022 and December 31, 2021Related parties, less allowance for credit losses of $1,509 as of March 31, 2022 and December 31, 202115 73 
Other2,253
 2,555
Other543 566 
Inventory17,730
 21,139
Inventory12,730 13,261 
Prepaid expenses and other8,052
 7,361
Prepaid expenses and other5,199 6,736 
Total current assets179,740
 315,181
Total current assets154,937 156,628 
Long-term investments—
 5,993
Long-term investments29,914 48,562 
Equity securities26,642
 23,522
Investments in preferred stock148,499
 129,545
Property, plant and equipment, net102,876
 64,672
Property, plant and equipment, net33,583 34,315 
Intangible assets, net240,897
 225,615
Intangible assets, net51,427 54,115 
Goodwill166,821
 157,175
Goodwill53,613 54,148 
Investments in affiliates22,942
 23,655
Right-of-use assetsRight-of-use assets10,963 10,900 
Other assets9,844
 3,710
Other assets1,131 1,188 
Total assets$898,261
 $949,068
Total assets$335,568 $359,856 
The accompanying notes are an integral part of these condensed consolidated financial statements.

4
Table of Contents
Intrexon CorporationPrecigen, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
(Amounts in thousands, except share data)September 30,
2017		 December 31,
2016
Liabilities and Total Equity   
Current liabilities   
Accounts payable$7,852
 $8,478
Accrued compensation and benefits11,206
 6,540
Other accrued liabilities18,960
 15,776
Deferred revenue48,289
 53,364
Lines of credit234
 820
Current portion of long term debt439
 386
Deferred consideration—
 8,801
Related party payables816
 440
Total current liabilities87,796
 94,605
Long term debt, net of current portion7,673
 7,562
Deferred revenue, net of current portion227,998
 256,778
Deferred tax liabilities, net15,868
 17,007
Other long term liabilities5,747
 3,868
Total liabilities345,082
 379,820
Commitments and contingencies (Note 16)
 
Total equity   
Common stock, no par value, 200,000,000 shares authorized as of September 30, 2017 and December 31, 2016; 120,624,346 and 118,688,770 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively—
 —
Additional paid-in capital1,370,917
 1,325,780
Accumulated deficit(820,554) (729,341)
Accumulated other comprehensive loss(16,750) (36,202)
Total Intrexon shareholders' equity533,613
 560,237
Noncontrolling interests19,566
 9,011
Total equity553,179
 569,248
Total liabilities and total equity$898,261
 $949,068
(Amounts in thousands, except share data)March 31,
2022		December 31,
2021
Liabilities and Shareholders' Equity
Current liabilities
Accounts payable$4,415 $5,405 
Accrued compensation and benefits6,052 11,223 
Other accrued liabilities10,494 11,595 
Deferred revenue2,669 4,442 
Current portion of long-term debt355 402 
Current portion of lease liabilities1,590 1,551 
Related party payables26 27 
Total current liabilities25,601 34,645 
Long-term debt, net of current portion201,112 182,749 
Deferred revenue, net of current portion, including $21,205 from related parties as of March 31, 2022 and December 31, 202123,023 23,023 
Lease liabilities, net of current portion9,508 9,502 
Deferred tax liabilities2,438 2,539 
Other long-term liabilities50 50 
Total liabilities261,732 252,508 
Commitments and contingencies (Note 16)00
Shareholders' equity
Common stock, no par value, 400,000,000 shares authorized as of March 31, 2022 and December 31, 2021; 207,693,277 shares and 206,739,874 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively— — 
Additional paid-in capital1,991,670 2,022,701 
Accumulated deficit(1,916,135)(1,915,556)
Accumulated other comprehensive (loss) income(1,699)203 
Total shareholders' equity73,836 107,348 
Total liabilities and shareholders' equity$335,568 $359,856 
The accompanying notes are an integral part of these condensed consolidated financial statements.

5
Intrexon Corporation
Table of Contents
Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)

(Amounts in thousands, except share and per share data)Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,		(Amounts in thousands, except share and per share data)Three Months Ended 
 March 31,
2017 2016 2017 201620222021
Revenues       Revenues
Collaboration and licensing revenues, including $24,492 and $26,688 from related parties during the three months ended September 30, 2017 and 2016, respectively, and $77,937 and $70,299 during the nine months ended September 30, 2017 and 2016, respectively$28,155
 $30,590
 $89,384
 $82,144
Collaboration and licensing revenuesCollaboration and licensing revenues$— $66 
Product revenues7,670
 9,260
 25,780
 28,699
Product revenues8,724 6,381 
Service revenues9,975
 8,706
 37,890
 33,298
Service revenues23,209 17,931 
Other revenues216
 429
 899
 783
Other revenues88 133 
Total revenues46,016
 48,985
 153,953
 144,924
Total revenues32,021 24,511 
Operating Expenses       Operating Expenses
Cost of products8,001
 9,156
 25,625
 29,471
Cost of products7,510 5,574 
Cost of services7,013
 5,803
 21,805
 17,807
Cost of services9,589 7,402 
Research and development36,472
 29,035
 104,663
 83,266
Research and development12,760 10,521 
Selling, general and administrative39,277
 33,812
 113,258
 106,956
Selling, general and administrative19,576 18,702 
Impairment of goodwillImpairment of goodwill482 — 
Total operating expenses90,763
 77,806
 265,351
 237,500
Total operating expenses49,917 42,199 
Operating loss(44,747) (28,821) (111,398) (92,576)Operating loss(17,896)(17,688)
Other Income (Expense), Net       
Unrealized and realized appreciation (depreciation) in fair value of equity securities and preferred stock2,175
 412
 9,240
 (45,388)
Other Expense, NetOther Expense, Net
Interest expense(138) (227) (498) (759)Interest expense(2,069)(4,539)
Interest and dividend income5,070
 4,494
 14,437
 5,817
Interest incomeInterest income434 392 
Other income (expense), net(1,021) (32) 4,453
 1,205
Other income (expense), net223 (58)
Total other income (expense), net6,086
 4,647
 27,632
 (39,125)
Total other expense, netTotal other expense, net(1,412)(4,205)
Equity in net loss of affiliates(2,993) (6,255) (11,273) (16,951)Equity in net loss of affiliates(1)(3)
Loss before income taxes(41,654) (30,429) (95,039) (148,652)
Loss from continuing operations before income taxesLoss from continuing operations before income taxes(19,309)(21,896)
Income tax benefit818
 418
 2,164
 3,290
Income tax benefit58 52 
Loss from continuing operationsLoss from continuing operations(19,251)(21,844)
Income from discontinued operations, net of income taxesIncome from discontinued operations, net of income taxes— 4,526 
Net loss$(40,836) $(30,011) $(92,875) $(145,362)Net loss$(19,251)$(17,318)
Net loss attributable to the noncontrolling interests1,147
 1,029
 3,123
 2,887
Net loss attributable to Intrexon$(39,689) $(28,982) $(89,752) $(142,475)
Net loss attributable to Intrexon per share, basic and diluted$(0.33) $(0.24) $(0.75) $(1.21)
Net Loss per ShareNet Loss per Share
Net loss from continuing operations per share, basic and dilutedNet loss from continuing operations per share, basic and diluted$(0.10)$(0.11)
Net income from discontinued operations per share, basic and dilutedNet income from discontinued operations per share, basic and diluted— 0.02 
Net loss per share, basic and dilutedNet loss per share, basic and diluted$(0.10)$(0.09)
Weighted average shares outstanding, basic and diluted120,518,885
 118,346,782
 119,741,291
 117,785,160
Weighted average shares outstanding, basic and diluted199,629,218 193,499,546 
The accompanying notes are an integral part of these condensed consolidated financial statements.

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Table of Contents
Intrexon CorporationPrecigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited)
 
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
(Amounts in thousands)2017 2016 2017 2016
Net loss$(40,836) $(30,011) $(92,875) $(145,362)
Other comprehensive income (loss):       
Unrealized gain (loss) on investments79
 (151) 74
 588
Gain (loss) on foreign currency translation adjustments7,410
 (3,495) 19,405
 (13,167)
Comprehensive loss(33,347) (33,657) (73,396) (157,941)
Comprehensive loss attributable to the noncontrolling interests1,129
 1,024
 3,096
 2,916
Comprehensive loss attributable to Intrexon$(32,218) $(32,633) $(70,300) $(155,025)
 Three Months Ended 
 March 31,
(Amounts in thousands)20222021
Net loss$(19,251)$(17,318)
Other comprehensive loss:
Unrealized loss on investments(802)(48)
Loss on foreign currency translation adjustments(1,100)(2,203)
Comprehensive loss$(21,153)$(19,569)
The accompanying notes are an integral part of these condensed consolidated financial statements.

7

Table of Contents
Intrexon CorporationPrecigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Shareholders' and Total Equity
(Unaudited)
 
(Amounts in thousands, except share data)Common StockAdditional
Paid-in
Capital		Accumulated
Other
Comprehensive
Income (Loss)		Accumulated
Deficit		Total
Shareholders'
Equity
SharesAmount
Balances at December 31, 2021206,739,874 $— $2,022,701 $203 $(1,915,556)$107,348 
Cumulative effect of adoption of ASU 2020-06— — (36,868)— 18,672 (18,196)
Stock-based compensation expense— — 3,562 — — 3,562 
Shares issued upon vesting of restricted stock units and for exercises of stock options354,089 — 1 — — 1 
Shares issued for accrued compensation315,327 — 1,698 — — 1,698 
Shares issued as payment for services283,987 — 576 — — 576 
Net loss— — — — (19,251)(19,251)
Other comprehensive loss— — — (1,902)— (1,902)
Balances at March 31, 2022207,693,277 $— $1,991,670 $(1,699)$(1,916,135)$73,836 
(Amounts in thousands, except share data)Common Stock 
Additional
Paid-in
Capital
 
Accumulated
Other
Comprehensive
Loss
 
Accumulated
Deficit
 
Total
Intrexon
Shareholders'
Equity
 
Noncontrolling
Interests
 
Total
Equity
Shares Amount      
Balances at December 31, 2016118,688,770
 $—
 $1,325,780
 $(36,202) $(729,341) $560,237
 $9,011
 $569,248
Cumulative effect of adoption of ASU 2016-09—
 —
 1,461
 —
 (1,461) —
 —
 —
Stock-based compensation expense—
 —
 31,914
 —
 —
 31,914
 35
 31,949
Exercises of stock options109,971
 —
 839
 —
 —
 839
 28
 867
Shares issued as payment for services439,200
 —
 8,440
 —
 —
 8,440
 —
 8,440
Shares and warrants issued in acquisition684,240
 —
 16,997
 —
 —
 16,997
 —
 16,997
Shares issued to acquire noncontrolling interests221,743
 —
 5,082
 —
 —
 5,082
 (5,995) (913)
Shares issued as payment of deferred consideration480,422
 —
 —
 —
 —
 —
 —
 —
Adjustments for noncontrolling interests—
 —
 2,789
 —
 —
 2,789
 (2,802) (13)
Noncash dividend—
 —
 (22,385) —
 —
 (22,385) 22,385
 —
Net loss—
 —
 —
 —
 (89,752) (89,752) (3,123) (92,875)
Other comprehensive income—
 —
 —
 19,452
 —
 19,452
 27
 19,479
Balances at September 30, 2017120,624,346
 $—
 $1,370,917
 $(16,750) $(820,554) $533,613
 $19,566
 $553,179
(Amounts in thousands, except share data)Common StockAdditional
Paid-in
Capital		Accumulated
Other
Comprehensive
Income (Loss)		Accumulated
Deficit		Total
Shareholders'
Equity
SharesAmount
Balances at December 31, 2020187,663,207 $— $1,886,567 $3,997 $(1,823,390)$67,174 
Stock-based compensation expense— — 5,415 — — 5,415 
Shares issued upon vesting of restricted stock units and for exercises of stock options1,426,157 — 153 — — 153 
Shares issued as payment for services74,771 — 577 — — 577 
Shares issued in public offerings, net of issuance costs17,250,000 — 121,045 — — 121,045 
Net loss— — — — (17,318)(17,318)
Other comprehensive loss— — — (2,251)— (2,251)
Balances at March 31, 2021206,414,135 $— $2,013,757 $1,746 $(1,840,708)$174,795 
The accompanying notes are an integral part of these condensed consolidated financial statementsstatements.

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Table of Contents
Intrexon CorporationPrecigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended 
 September 30,		 Three Months Ended 
 March 31,
(Amounts in thousands)2017 2016(Amounts in thousands)20222021
Cash flows from operating activities   Cash flows from operating activities
Net loss$(92,875) $(145,362)Net loss$(19,251)$(17,318)
Adjustments to reconcile net loss to net cash used in operating activities:   Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization22,881
 17,657
Depreciation and amortization3,292 3,523 
Loss on disposal of property, plant and equipment1,311
 297
Unrealized and realized (appreciation) depreciation on equity securities and preferred stock(9,240) 45,388
Noncash dividend income(12,303) (3,676)
Amortization of premiums on investments411
 862
Loss (gain) on disposals of assets, netLoss (gain) on disposals of assets, net125 (343)
Impairment of goodwillImpairment of goodwill482 — 
Amortization of premiums on investments, netAmortization of premiums on investments, net265 57 
Equity in net loss of affiliates11,273
 16,951
Equity in net loss of affiliates1 3 
Stock-based compensation expense31,949
 30,631
Stock-based compensation expense3,562 5,415 
Shares issued as payment for services8,440
 8,284
Shares issued as payment for services576 577 
Provision for bad debts1,093
 1,609
Provision for credit lossesProvision for credit losses334 162 
Accretion of debt discount and amortization of deferred financing costsAccretion of debt discount and amortization of deferred financing costs284 2,751 
Deferred income taxes(2,294) (2,967)Deferred income taxes(58)(56)
Noncash gain on termination of operating leasesNoncash gain on termination of operating leases— (4,602)
Other noncash items(1,848) 1,259
Other noncash items— 1 
Changes in operating assets and liabilities:   Changes in operating assets and liabilities:
Restricted cash—
 (6,987)
Receivables:   Receivables:
Trade2,491
 2,118
Trade(3,696)(4,949)
Related parties(1,073) 7,438
Related parties58 7 
Notes—
 (42)
Other537
 381
Other21 (279)
Inventory3,418
 4,683
Inventory531 721 
Prepaid expenses and other(516) (985)Prepaid expenses and other1,571 844 
Other assets(1,036) 2,134
Other assets42 95 
Accounts payable(3,756) 2,901
Accounts payable(588)(189)
Accrued compensation and benefits3,291
 (8,001)Accrued compensation and benefits(3,462)(1,893)
Other accrued liabilities1,554
 7,771
Other accrued liabilities(1,086)(2,216)
Deferred revenue(35,281) (14,099)Deferred revenue(1,767)1,054 
Deferred consideration(313) (630)
Lease liabilitiesLease liabilities(18)218 
Related party payables356
 479
Related party payables(1)33 
Other long term liabilities1,271
 126
Net cash used in operating activities(70,259) (31,780)Net cash used in operating activities(18,783)(16,384)
The accompanying notes are an integral part of these condensed consolidated financial statements.

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Table of Contents
Intrexon CorporationPrecigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)


 Three Months Ended 
 March 31,
(Amounts in thousands)20222021
Cash flows from investing activities
Purchases of investments$— $(174,221)
Sales and maturities of investments18,000 40,500 
Purchases of property, plant and equipment(1,579)(1,014)
Proceeds from sale of assets147 1,944 
Proceeds from repayment of notes receivable— 3,689 
Net cash provided by (used in) investing activities16,568 (129,102)
Cash flows from financing activities
Proceeds from issuance of shares, net of issuance costs— 121,045 
Payments of long-term debt(164)(116)
Proceeds from stock option exercises1 111 
Net cash (used in) provided by financing activities(163)121,040 
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(230)(11)
Net decrease in cash, cash equivalents, and restricted cash(2,608)(24,457)
Cash, cash equivalents, and restricted cash
Beginning of period43,343 52,250 
End of period$40,735 $27,793 
Supplemental disclosure of cash flow information
Cash paid during the period for interest$3,535 $3,539 
Cash paid during the period for income taxes— 4 
Significant noncash activities
Accrued compensation paid in equity awards$1,698 $— 
Purchases of property and equipment included in accounts payable and other accrued liabilities251 255 
Proceeds from sale of assets included in accounts receivable132 23 
 Nine Months Ended 
 September 30,
(Amounts in thousands)2017 2016
Cash flows from investing activities   
Purchases of investments—
 (75,246)
Maturities of investments136,300
 71,987
Purchases of equity securities, preferred stock and warrants(1,161) (2,308)
Proceeds from sales of equity securities235
 —
Cash acquired in a business combination2,054
 —
Investments in affiliates(10,639) (9,415)
Cash paid in asset acquisition(14,219) (7,244)
Purchases of property, plant and equipment(32,675) (20,197)
Proceeds from sale of property, plant and equipment1,423
 243
Issuance of note receivable(2,400) (2,964)
Proceeds from repayment of note receivable1,500
 —
Net cash provided by (used in) investing activities80,418
 (45,144)
Cash flows from financing activities   
Acquisitions of noncontrolling interests(913) —
Advances from lines of credit4,563
 2,308
Repayments of advances from lines of credit(5,149) (2,320)
Proceeds from long term debt285
 547
Payments of long term debt(385) (848)
Payments of deferred consideration for acquisitions(8,678) (6,705)
Proceeds from stock option exercises867
 18,180
Payment of stock issuance costs(10) —
Net cash provided by (used in) financing activities(9,420) 11,162
Effect of exchange rate changes on cash and cash equivalents870
 (313)
Net increase (decrease) in cash and cash equivalents1,609
 (66,075)
Cash and cash equivalents   
Beginning of period62,607
 135,782
End of period$64,216
 $69,707
Supplemental disclosure of cash flow information   
Cash paid during the period for interest$534
 $875
Cash paid during the period for income taxes497
 —
Significant noncash financing and investing activities   
Stock received as consideration for collaboration agreements$—
 $18,766
Preferred stock received as consideration for collaboration amendments—
 120,000
Stock and warrants issued in business combinations16,997
 —
Stock issued to acquire noncontrolling interest5,082
 —
Stock issued in asset acquisition—
 4,401
Contingent consideration assumed in asset acquisition—
 3,660
Noncash dividend to shareholders22,385
 —
Purchases of equipment included in accounts payable and other accrued liabilities2,137
 926
The following table provides a reconciliation of the cash, cash equivalents, and restricted cash balances as of March 31, 2022 and December 31, 2021 as shown above:
March 31,
2022		December 31,
2021
Cash and cash equivalents$40,321 $42,920 
Restricted cash included in other assets414 423 
Cash, cash equivalents, and restricted cash$40,735 $43,343 
The accompanying notes are an integral part of these condensed consolidated financial statements.

10
Intrexon Corporation
Table of Contents
Precigen, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Unaudited)
(Amounts in thousands, except share and per share data)
1. Organization
Intrexon CorporationPrecigen, Inc. ("Intrexon"Precigen"), a Virginia corporation, forms collaborationsis a synthetic biology company with an increasing focus on its discovery and clinical stage activities to create biologically based productsadvance the next generation of gene and processescellular therapies to target the most urgent and intractable challenges in immuno-oncology, autoimmune disorders, and infectious diseases. Precigen operates through the following subsidiaries:
PGEN Therapeutics, Inc. ("PGEN Therapeutics") is a dedicated discovery and clinical stage biopharmaceutical company advancing the next generation of gene and cell therapies using synthetic biology. Intrexon's primary domestic operations areprecision technology to target urgent and intractable diseases in California, Florida, Maryland,immuno-oncology, autoimmune disorders, and Virginia, and its primary international operations are in Belgium and Hungary. There have been no commercialized products derived from Intrexon's collaborations to date.
Trans Ova Genetics, L.C. ("Trans Ova"), a provider of bovine reproductive technologies and other genetic processes to cattle breeders and producers,infectious diseases. PGEN Therapeutics is a wholly owned subsidiary of IntrexonPrecigen with primary operations in Iowa, Maryland, Missouri, Oklahoma,Maryland.
Precigen ActoBio, Inc. ("ActoBio") is pioneering a proprietary class of microbe-based biopharmaceuticals that enable expression and Texas.
Oxitec Limited ("Oxitec"), a pioneering company in biological insect control solutions,local delivery of disease-modifying therapeutics and is a wholly owned subsidiary of IntrexonPrecigen with primary operations in EnglandBelgium.
Exemplar Genetics, LLC, doing business as Precigen Exemplar ("Exemplar"), is committed to enabling the study of life-threatening human diseases through the development of MiniSwine Yucatan miniature pig research models and Brazil.
Intrexon Produce Holdings, Inc. ("IPHI")services, as well as enabling the production of cells and organs in its genetically engineered swine for regenerative medicine applications and is a wholly owned subsidiary of Intrexon. Okanagan Specialty Fruits, Inc. ("Okanagan")Precigen with primary operations in Iowa.
Trans Ova Genetics, L.C., a company which developedincluding its wholly owned subsidiary Progentus, L.C., are providers of reproductive technologies, including services and received regulatory approval for the world's first non-browning apple without the use of any flavor-altering chemical or antioxidant additives,products sold to cattle breeders and other producers and are hereinafter collectively referred to as "Trans Ova." Trans Ova is a wholly owned subsidiary of IPHI with primary operations in Canada. Fruit Orchard Holdings, Inc.California, Iowa, Maryland, Missouri, Texas, Washington, and Wisconsin.
Effective October 1, 2019, Precigen transferred substantially all of its proprietary methane bioconversion platform ("FOHI"MBP") isassets to a wholly owned subsidiary, of IPHI with primary operations in Washington.
ViaGen, L.C. ("ViaGen"), a provider of genetic preservation and cloning technologies, and Exemplar Genetics,MBP Titan LLC ("Exemplar"MBP Titan"), a provider. MBP Titan's proprietary technology is designed to convert natural gas into more valuable and usable energy and chemical products through novel, highly engineered bacteria that utilize specific energy feedstocks. Prior to October 1, 2019, the operation transferred to MBP Titan was an operating division within Precigen. Beginning in the second quarter of genetically engineered swine for medical2020, the Company suspended MBP Titan's operations and genetic research, are wholly owned subsidiaries with primary operations in Texasbegan the process to wind down MBP Titan's activities and Iowa, respectively.
In March 2017, Intrexon acquiredhad substantially completed the remaining 49% of the equity of Biological & Popular Culture, Inc. ("BioPop"), a California company developing artwork, children's toys and novelty goods that are derived from living organisms or enabledwind down by synthetic biology for $900 in cash and 221,743 shares of Intrexon common stock valued at $5,082. Upon closing this transaction, BioPop became a wholly owned subsidiary of Intrexon.
As of September 30, 2017, Intrexon owned approximately 58% of AquaBounty Technologies, Inc. ("AquaBounty"), a company focused on improving productivity in commercial aquaculture. In January 2017, in conjunctionDecember 31, 2020, with the listing by AquaBountyfinal disposition of their common stock oncertain property and equipment and the NASDAQ Stock Market, Intrexon purchased $25,000facility operating lease occurring in January 2021. With the exception of additional AquaBounty common stockcertain assets and subsequently distributed shares of AquaBounty common stockobligations with which the Company has a continuing involvement after the wind down, MBP Titan has been presented as a dividend to Intrexon shareholders.discontinued operations for all periods presented. See Note 143 for additionalfurther discussion.
Intrexon CorporationPrecigen and its consolidated subsidiaries are hereinafter referred to as the "Company."
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying interim condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain information and footnote disclosures normally included in the Company's annual financial statements have been condensed or omitted. These interim condensed consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for fair statement of the Company's financial position as of September 30, 2017March 31, 2022 and results of operations and cash flows for the interim periods ended September 30, 2017March 31, 2022 and 2016.2021. The year-end condensed consolidated balance sheet data was derived from the Company's audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2017,2022, or for any other future annual or interim period. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016.2021.

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Table of Contents
The accompanying condensed consolidated financial statements reflect the operations of the CompanyPrecigen and its subsidiaries. All intercompany accounts and transactions have been eliminated.
InvestmentsLiquidity
Management believes that existing liquid assets as of March 31, 2022 will allow the Company to continue its operations for at least a year from the issuance date of these condensed consolidated financial statements. These condensed consolidated financial statements are presented in Preferred StockUnited States dollars. The Company is subject to a number of risks similar to those of other companies conducting high-risk, early-stage research and development of therapeutic product candidates. Principal among these risks are dependence on key individuals and intellectual property, competition from other products and companies, and the technical risks associated with the successful research, development, and clinical manufacturing of its and its collaborators' therapeutic product candidates. Additionally, the accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. During the three months ended March 31, 2022, the Company incurred a net loss of $19,251 and, as of March 31, 2022, had an accumulated deficit of $1,916,135. Management expects operating losses and negative cash flows to continue for the foreseeable future and, as a result, the Company will require additional capital to fund its operations and execute its business plan. In the absence of a significant source of recurring revenue, the Company's long-term success is dependent upon its ability to continue to raise additional capital in order to fund ongoing research and development (which could occur through debt or equity issuances, sales or partnerships of non-core assets, corroborations or licensing of core or non-core assets, or other transactions), adequately satisfy or renegotiate long-term debt obligations, obtain regulatory approval of its therapeutic product candidates, successfully commercialize its therapeutic product candidates, generate revenue, meet its obligations and, ultimately, attain profitable operations.
Risks and Uncertainties
COVID-19 has had and continues to have an extensive impact on the global health and economic environments. Furthermore, there is uncertainty regarding the duration and severity of the ongoing pandemic, and the Company could experience delays or other pandemic-related events that may adversely impact the Company's clinical as well as preclinical pipeline candidates in the future.
The Company holds preferred stock in certainis closely monitoring the impact of COVID-19 on all aspects of its collaborators which may be converted to common stock as described in Note 7. The Company electedbusinesses. Given the fair value option to account for its investments in preferred stock wherebydynamic nature of these circumstances, the value of preferred stock is adjusted to fair value as of each reporting date and unrealized gains and losses are reported in the consolidated statement of operations. These investments are subject to fluctuation in the future due to, among other things, the likelihood and timing of conversionfull impact of the preferred stock into common stock,COVID-19 pandemic on the volatilityCompany's ongoing business, results of each collaborator's common stock,operations, and changesoverall financial performance in general economicfuture periods cannot be reasonably estimated at this time, and it could have a material adverse effect on the Company's results of operations, cash flows, and financial conditionsposition, including resulting impairments to goodwill and long-lived assets and additional credit losses.
See Note 3 for further discussion of the collaborators. The investments are classified as noncurrent in the consolidated balance sheet since the Company does not intend to sell the investments nor expect them to be converted into sharesimpact of common stock within one year.
Until such time as the Company converts the preferred stock into common stock, the Company is entitled to monthly dividends and records dividend income as described in Note 7.COVID-19 on MBP Titan.
Equity Method Investments
The Company accounts for its investments in each of its joint ventures and for its investments in start-up entities backed by the Harvest Intrexon Enterprise Fund I, LP ("Harvest"JVs"), a related party, (Note 17) using the equity method of accounting based upon relative ownership interest. The Company's investments in these entities are included in investments in affiliates in the accompanying consolidated balance sheets.
The Company accounts for its investment in Oragenics, Inc. ("Oragenics"), one of its collaborators, using the fair value option. The fair valueSee additional discussion related to certain of the Company's investmentJVs in Oragenics was $5,634 and $7,244 as of September 30, 2017 and December 31, 2016, respectively, and is included as equity securities in the accompanying consolidated balance sheets. The Company's ownership of Oragenics was 29.4% and 29.5% as of September 30, 2017 and December 31, 2016, respectively. Unrealized appreciation (depreciation) in the fair value of these securities was $827 and $(455) for the three months ended September 30, 2017 and 2016, respectively, and was $(1,610) and $(11,597) for the nine months ended September 30, 2017 and 2016, respectively. See Note 19 for additional discussion regarding Oragenics.
Summarized financial data as of September 30, 2017 and December 31, 2016 and for the three and nine months ended September 30, 2017 and 2016, for the Company's equity method investments are shown in the following tables.
 September 30,
2017		 December 31,
2016
Current assets$68,021
 $77,761
Non-current assets12,856
 11,040
Total assets80,877
 88,801
Current liabilities9,032
 11,588
Non-current liabilities2,400
 —
Total liabilities11,432
 11,588
Net assets$69,445
 $77,213

 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
Revenues$58
 $65
 $175
 $394
Operating expenses9,693
 18,363
 33,128
 50,406
Operating loss(9,635) (18,298) (32,953) (50,012)
Other(145) 75
 37
 1,502
Net loss$(9,780) $(18,223) $(32,916) $(48,510)

4.
Variable Interest Entities
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the Company determined that certain of its collaborators and joint ventures as well as HarvestJVs were variable interest entities ("VIE" or "VIEs"VIEs"). The Company was not the primary beneficiary for these entities since it did not have the power to direct the activities that most significantly impact the economic performance of the VIEs. The Company's aggregate investment balancesAs of these VIEs as of September 30, 2017March 31, 2022 and December 31, 2016 were $187,555 and $159,115, respectively, which represents2021, the Company's maximumCompany had no risk of loss related to the identified VIEs.
Self-insurance Reserves
Effective January 1, 2017, the Company commenced a self-insurance program See Note 4 for a significant portion of its employee health benefit programs. The Company maintains stop-loss coverage with third party insurers to limit its individual claims and total exposure under those programs. The Company estimates its accrued liability for the ultimate costs to close known claims, including claims incurred but not yet reported to the Company, as of the balance sheet date. The Company's recorded estimated liability for self-insurance is based on the insurance company's incurred loss estimates and management's judgment, including assumptions and factors related to the frequency and severity of claims and the Company's claims development history.
The assessment of self-insurance reserves is a highly subjective process that requires judgments about future events. Self-insurance reserves are reviewed at least quarterly to determine the adequacy of the accruals and related financial statement disclosure. The ultimate settlement of self-insurance reserves may differ significantly from amounts the Company has accrued in its consolidated financial statements.
Segment Information
While the Company generates revenues from multiple sources, including collaboration agreements, licensing, and products and services associated with bovine reproduction, management is organized around a singular research and development focus to further the developmentdiscussion of the Company's underlying synthetic biology technologies. Accordingly,future funding commitments for its significant JVs.
Net Loss per Share
Basic net loss per share is calculated by dividing net loss attributable to common shareholders by the Company has determined that it operates in one segment. Asweighted average shares outstanding during the period, without consideration of September 30, 2017common stock equivalents. Diluted net loss per share is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, using the treasury-stock method. For purposes of the diluted net loss per share calculation, shares to be issued pursuant to convertible debt, stock options, RSUs, and Decemberwarrants are considered to be common stock equivalents but are excluded from the
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Table of Contents
calculation of diluted net loss per share because their effect would be anti-dilutive and, therefore, basic and diluted net loss per share were the same for all periods presented.
The following potentially dilutive securities as of March 31, 2016,2022 and 2021, have been excluded from the Company had $19,335 and $13,265, respectively,above computations of long-lived assets in foreign countries. The Company recognized revenues derived in foreign countries totaling $4,448 and $3,502diluted weighted average shares outstanding for the three months then ended September 30, 2017as they would have been anti-dilutive:
March 31,
20222021
Convertible debt11,732,440 11,732,440 
Options16,034,553 11,451,614 
Restricted stock units1,185,205 790,364 
Warrants121,888 133,264 
Total29,074,086 24,107,682 
Segment Information
The Company's chief operating decision maker ("CODM") regularly reviews disaggregated financial information for various operating segments. Starting in 2021, the financial information regularly reviewed by the CODM was revised and 2016, respectively,the operating segments, which were determined to be operating and $11,773reportable segments, were (i) Biopharmaceuticals, (ii) Exemplar, and $8,678(iii) Trans Ova. The Biopharmaceuticals reportable segment is primarily comprised of the Company's legal entities of PGEN Therapeutics and ActoBio. All of Precigen's consolidated subsidiaries and operating divisions that did not meet the quantitative thresholds to report separately are combined and reported in a single category, All Other. See Note 1 for a description of PGEN Therapeutics, ActoBio, Exemplar, and Trans Ova. Corporate expenses, which are not allocated to the nine months ended September 30, 2017segments and 2016, respectively.are managed at a consolidated level, include costs associated with general and administrative functions, including the Company's finance, accounting, legal, human resources, information technology, corporate communication, and investor relations functions. Corporate expenses exclude interest expense, depreciation and amortization, gain or loss on disposals of assets, stock-based compensation expense, loss on settlement agreement, and equity in net loss of affiliates and include unrealized and realized gains and losses on the Company's securities portfolio as well as dividend income. See Note 18 for further discussion of the Company's segments.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Recently Adopted Accounting Pronouncements
In January 2017,August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-01, Business Combinations (Topic 805) - Clarifying2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity's Own Equity ("ASU 2020-06"). Under ASU 2020-06, the Definition of a Business ("ASU 2017-01"). The provisions of ASU 2017-01 clarifyembedded conversion features are no longer separated from the definition of a businesshost contract for convertible instruments with conversion features that are not required to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assetsderivatives under Topic 815, or businesses. The Company adopted this standardthat do not result in the second quarter of 2017, and the implementation of this standard did not havesubstantial premiums accounted for as paid-in capital. Consequently, a material impact on the Company's consolidated financial statements.
In October 2016, the FASB issued ASU 2016-17, Consolidation (Topic 810) - Interests Held through Related Parties That Are under Common Control ("ASU 2016-17"). The provisions of ASU 2016-17 amend the consolidation guidance on how a reporting entity that is the single decision maker of a VIE should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The Company adopted this standard effective January 1, 2017, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements.
In March 2016, the FASB issued ASU 2016-09, Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). The provisions of ASU 2016-09 simplify various aspects of the accounting for employee share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The Company adopted this standard effective January 1, 2017. Upon adoption in the first quarter of 2017, the Company elected to recognize forfeitures as they occur and recorded an opening

adjustment to additional paid-in capital and accumulated deficit for previously unrecognized stock-based compensation costs due to estimating forfeitures on unvested shares totaling $1,461. The Company also recognized deferred tax assets of approximately $17,900 related to the excess tax benefits that previously arose directly from tax deductions related to equity compensation greater than stock-based compensation costs recognized in the consolidated financial statements and the cumulative adjustment for forfeitures. These deferred tax assets were fully offset by a valuation allowance (Note 13). The adoption was on a modified retrospective basis and had no impact on prior periods.
In March 2016, the FASB issued ASU 2016-07, Investments-Equity Method and Joint Ventures (Topic 323) - Simplifying the Transition to the Equity Method of Accounting ("ASU 2016-07"). The provisions of ASU 2016-07 eliminate the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an adjustment must be made to the investment, results of operations, and retained earnings retroactively on a step-by-step basis as if the equity method had been in effect during all previous periods that the investment had been held. The Company adopted this standard effective January 1, 2017, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements.
In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330) - Simplifying the Measurement of Inventory ("ASU 2015-11"). The provisions of ASU 2015-11 provide guidance for simplifying the calculation for subsequent measurement of inventory measured using the first-in-first-out or average cost methods. The Company adopted this standard effective January 1, 2017, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements.
Recently Issued Accounting Pronouncements
In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception ("ASU 2017-11"). The amendments in Part I of ASU 2017-11 change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether theconvertible debt instrument is indexed to an entity's own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer wouldwill be accounted for as a derivativesingle liability measured at fair valueits amortized cost, as long as no other features require bifurcation and recognition as derivatives. The new guidance also requires the if-converted method to be applied for all convertible instruments.
We adopted ASU 2020-06 on January 1, 2022 using the modified retrospective transition method, which resulted in an increase to our reported long-term debt outstanding, net of current portion, of $18,196, a resultdecrease to our additional paid-in capital of the existence$36,868, and a corresponding cumulative-effect reduction to our opening accumulated deficit of a down round feature. For freestanding equity-classified financial instruments, the amendments require entities that present earnings per share ("EPS") in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. Convertible instruments with embedded conversion options that have down round features are now subject to the specialized guidance for contingent beneficial conversion features (in Subtopic 470-20, Debt-Debt with Conversion and Other Options), including related EPS guidance (in Topic 260).$18,672. The amendments in Part IIadoption of ASU 2017-11 re-characterize the indefinite deferral of certain provisions of Topic 480 that now are presented as pending content in the FASB codification,2020-06 is expected to a scope exception. Those amendments do not have an accounting effect. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, with early adoption permitted, and is effective for the Company for the year ended December 31, 2019. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements.
In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718) – Scope of Modification Accounting ("ASU 2017-09"). The provisions of ASU 2017-09 provide guidance about which changesreduce non-cash interest expense related to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. An entity should account for the effects of a modification unless (a) the fair value of the modified award is the same as the fair value of the original award, (b) the vesting conditions of the modified award are the same as the vesting conditions of the original award and (c) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017, with early adoption permitted, and is effective for the Companyexisting convertible debt outstanding by approximately $11,800 for the year ending December 31, 2018. The amendments in ASU 2017-09 should be applied prospectively to2022, and did not have an award modifiedimpact on or after the adoption date. As this standard is prospective in nature, the impact to the Company'sour consolidated financial statements will depend on the nature of any future award modifications. The Company does not intend to early adopt this standard.

In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). The provisions of ASU 2017-04 simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2019, with early adoption permitted, and is effective for the Company for the year ending December 31, 2020. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements.
In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash (A Consensus of the FASB Emerging Issues Task Force) ("ASU 2016-18"). The provisions of ASU 2016-18 require amounts generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the total beginning and ending balances for the periods presented on the statement of cash flows. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017, with early adoption permitted, and is effective foruse of the Company for the year ending December 31, 2018. The implementationif-converted method did not have an impact on our overall earnings per share calculation.
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Table of this standard isContents
Recently Issued Accounting Pronouncements Not Yet Adopted
There are no accounting standards which have not yet been adopted that are expected to have a materialsignificant impact on our financial statements and related disclosures.
3. Discontinued Operations
Where applicable, the notes to the accompanying condensed consolidated financial statements have been updated to reflect information pertaining to the Company's consolidated financial statements.
In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows(Topic 230) - Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The provisions of ASU 2016-15 address eight specific cash flow issues and how those certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017, with early adoption permitted, and is effective for the Company for the year ending December 31, 2018. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). The provisions of ASU 2016-02 set out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leasescontinuing operations based on the principlediscontinued operations summarized below.
MBP Titan
As a result of whether or not the lease is effectively a financed purchasemarket uncertainty driven by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis overCOVID-19 pandemic and the termstate of the energy sector raising significant challenges for the strategic alternatives pursued by MBP Titan, beginning in the second quarter of 2020 and throughout the remainder of 2020, the Company suspended MBP Titan's operations, preserved certain of MBP Titan's intellectual property, terminated all of its personnel, and undertook steps to dispose of its other assets and obligations. The wind down of MBP Titan's activities was substantially completed by December 31, 2020, with the final disposition of certain property and equipment and the facility operating lease respectively. A lessee is also requiredoccurring in January 2021. This discontinuation of operations represented the continuation of a strategic shift to recordbecoming a right-of-use assetprimarily healthcare company advancing technologies and a lease liabilityproducts that address complex healthcare challenges that the Company commenced in 2020. The assets, liabilities, and expenses related to the discontinued operations of MBP Titan are reclassified and presented as discontinued operations in the accompanying condensed consolidated financial statements for all leases with a termperiods.
The January 2021 sale of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted forproperty and equipment resulted in a similar manner as under existing guidance for operating leases today. ASU 2016-02 supersedes the previous lease standard, Topic 840, Leases. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, and is effective for the Company for the year ending December 31, 2019. The Company is currently evaluating the impact that the implementation of this standard will havegain on the Company's consolidated financial statements.
In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). The provisions of ASU 2016-01 make targeted improvements to enhance the reporting model for financial instruments to provide users of financial statements with more decision-useful information, including certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017, and is effective for the Company for the year ending December 31, 2018. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"). The FASB issued ASU 2014-09 to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes the most current revenue recognition guidance. This guidance was originally effective for annual periods and interim periods within those annual periods beginning after December 15, 2016 and early adoption was not permitted. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606) - Deferral of the Effective Date, which deferred the effective date of the guidance in ASU 2014-09 by one year to December 15, 2017 for interim and annual reporting periods beginning after that date and permitted early adoption of the standard, but not before the original effective date of December 15, 2016, and is effective for the Company for the year ending December 31, 2018. In 2016 and 2017, the FASB clarified the implementation guidance on principal versus agent, identifying performance obligations, licensing, narrow-scope improvements, practical expedients, and to expedite improvements to ASU 2014-09 by issuing ASU 2016-08, Revenue from Contracts with Customers (Topic 606) - Principal versus Agent Considerations, ASU 2016-10, Revenue from Contracts with Customers (Topic 606) - Identifying Performance Obligations and Licensing, and ASU 2016-12, Revenue from Contracts with Customers (Topic 606) - Narrow-Scope Improvements and Practical Expedients, ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, and ASU 2017-13, Revenue Recognition

(Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842). The Company continues to progress in the evaluation of its collaborations and licensing agreements and product and service revenue arrangements to determine the impact, if any, that the implementation of this standard will have on the Company's consolidated financial statements. The Company has completed its review of collaboration and licensing agreements and product and service revenue arrangements and plans to finalize its analysis in the fourth quarter of 2017 to determine the impact, if any, this standard may have on its financial position, results of operations and disclosures. Additionally, any revenue arrangements entered into subsequent to December 31, 2017 with financial or other significant terms which differ from the financial or other significant terms of the Company's existing revenue arrangements will be evaluated under this new standard.
3. Mergers and Acquisitions
GenVec Acquisition
In June 2017, pursuant to an Agreement and Plan of Merger (the "GenVec Merger Agreement"), the Company acquired 100% of the outstanding shares of GenVec, Inc. ("GenVec"), a clinical-stage company and pioneer in the development of AdenoVerse gene delivery technology. Pursuant to the GenVec Merger Agreement, the former shareholders of GenVec received an aggregate of 684,240 shares of the Company's common stock and have the right to receive contingent consideration equal to 50% of any milestone or royalty payments received under one of GenVec's collaboration agreements, provided such payments are received within three years after the closing of the transaction. The Company also assumed warrants held by certain former shareholders of GenVec. The results of GenVec's operations subsequent to the acquisition date have been included in the consolidated financial statements.
The fair value of the total consideration transferred was $17,582. The acquisition date fair value of each class of consideration transferred is presented below:
Common shares$15,616
Warrants1,381
Contingent consideration585
 $17,582

The fair value of the shares of the Company's common stock issued was based on the quoted closing price of the Company's common stock immediately prior to the closing of the acquisition. The fair value of the warrants assumed was estimated using the Black-Scholes option-pricing model. The fair value of the contingent consideration was determined using a probability weighted discounted cash flows model and is considered a freestanding financial instrument and recorded at fair value each reporting period. The estimated fair valuedisposal of assets acquired and liabilities assumed at the acquisition date is shown below:
Cash and cash equivalents$2,054
Short term investments542
Trade receivables75
Other receivables97
Prepaid expenses and other227
Property and equipment250
Intangible assets14,000
Other non-current assets58
Total assets acquired17,303
Accounts payable2,158
Accrued compensation and benefits1,226
Other accrued expenses856
Other long term liabilities92
Deferred tax liabilities239
Total liabilities assumed4,571
Net assets acquired12,732
Goodwill4,850
Total consideration$17,582
The acquired intangible assets include developed technology, the fair value of $464, which was determined using the multi-period excess earning method, which is a variation of the income approach that converts future cash flows to single discounted present value amounts. The intangible assets are being amortized over a useful life of eleven years. Goodwill, which is not deductible for tax purposes, represents the assembled workforce and the anticipated buyer-specific synergies arising from the combination of the Company's and GenVec's technology.
As of September 30, 2017, the Company had incurred $519 of acquisition related costs, of which $9 and $507 is included in selling, general and administrative expensesincome from discontinued operations in the accompanying condensed consolidated statementsstatement of operations for the three and nine months ended September 30, 2017, respectively.
Condensed Pro Forma Financial Information
GenVec's resultsMarch 31, 2021. In January 2021, the Company executed termination and recapture agreements with the landlord of the leased facility used in MBP Titan's operations, subsequentthereby relieving the Company of all of its obligations related to the acquisition arefacility that were originally due to expire in July 2025. This lease termination resulted in a gain of $4,602, which is also included in income from discontinued operations in the accompanying condensed consolidated statementsstatement of income. The following condensed pro forma financial informationoperations for the three months ended September 30, 2016March 31, 2021.
After the wind down of MBP Titan, certain assets and contractual obligations which were previously managed by MBP Titan continue to be managed at the ninePrecigen corporate level. These remaining assets and contractual obligations include the Company's equity interest in and collaboration agreements with Intrexon Energy Partners, LLC ("Intrexon Energy Partners"), and Intrexon Energy Partners II, LLC ("Intrexon Energy Partners II"), including the associated deferred revenue remaining under each collaboration agreement (Notes 4 and 5), as well as the associated intellectual property developed by MBP Titan to date. These assets, liabilities, and related historical revenue and equity losses are included in the Company's operating results from continuing operations in the accompanying condensed consolidated financial statements for all periods presented as a result of the Company's continuing involvement.
There were no discontinued operations related to MBP Titan for the three months ended September 30, 2017March 31, 2022. The following table presents the financial results of discontinued operations related to MBP Titan for the three months ended March 31, 2021:
Three Months Ended 
 March 31,
2021
Operating gains$4,526 
Operating income4,526 
Income before income taxes4,526 
Income from discontinued operations$4,526 

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The following table presents the significant noncash items, purchases of property, plant and 2016 is presented as ifequipment, and proceeds from sales of assets for the acquisition had been consummated on January 1, 2016:discontinued operations related to MBP Titan for the three months ended March 31, 2021 that are included in the accompanying condensed consolidated statements of cash flows.
Three Months Ended 
 March 31,
2021
Adjustments to reconcile net loss to net cash used in operating activities
Gain on disposals of assets, net$(464)
Noncash gain on termination of leases(4,602)
Cash flows from investing activities
Proceeds from sales of assets1,083 
 Three Months Ended 
 September 30,
Nine Months Ended 
 September 30,
 2016
2017
2016
 Pro forma
Revenues$49,158
 $154,185
 $145,413
Loss before income taxes(31,954) (102,305) (153,868)
Net loss(31,536) (100,330) (150,389)
Net loss attributable to the noncontrolling interests1,029
 3,123
 2,887
Net loss attributable to Intrexon(30,507) (97,207) (147,502)


4. Investments in Joint Ventures
S & I Ophthalmic
In September 2013, the Company entered into a Limited Liability Company Agreement ("Sun LLC Agreement") with Caraco Pharmaceutical Laboratories, Ltd. ("Sun Pharmaceutical Subsidiary"), an indirect subsidiary of Sun Pharmaceutical Industries Ltd. ("Sun Pharmaceutical"), an international specialty pharmaceutical company focused on chronic diseases, to form S & I Ophthalmic, LLC ("S & I Ophthalmic"). The Sun LLC Agreement governs the affairs and the conduct of business of S & I Ophthalmic. S & I Ophthalmic leverages experience and technology from both the Company and Sun Pharmaceutical. Both the Company and Sun Pharmaceutical Subsidiary made an initial capital contribution of $5,000 in October 2013 for a 50% membership interest in S & I Ophthalmic. S & I Ophthalmic is governed by a board of managers ("S & I Ophthalmic Board") which has four members, two each from the Company and Sun Pharmaceutical Subsidiary. In cases in which the S & I Ophthalmic Board determines that additional capital contributions are necessary in order for S & I Ophthalmic to conduct business and comply with its obligations, each of the Company and Sun Pharmaceutical Subsidiary has committed to making additional capital contributions to S & I Ophthalmic subject to certain limits defined in the Sun LLC Agreement. Each has the right, but not the obligation, to make additional capital contributions above the defined limits when and if solicited by the S & I Ophthalmic Board. In 2015, both the Company and Sun Pharmaceutical Subsidiary made subsequent capital contributions of $5,000.
Beginning on the seventh anniversary of the effective date of the Sun LLC Agreement, and upon the second anniversary thereafter, the Company, as well as Sun Pharmaceutical Subsidiary, may make a cash offer to purchase all of the other party's interest in S & I Ophthalmic. Upon receipt of such an offer, the other party must either agree to tender its interests at the offered price or submit a counteroffer at a price higher than the original offer. Such offer and counteroffer may continue until one party agrees to the other's price.
The Company's investment in S & I Ophthalmic was $2,621 and $3,236 as of September 30, 2017 and December 31, 2016, respectively, and is included in investments in affiliates in the accompanying consolidated balance sheets.
OvaXon
In December 2013, the Company and OvaScience, Inc. ("OvaScience"), a life sciences company focused on the discovery, development, and commercialization of new treatments for infertility, entered into a Limited Liability Company Agreement ("OvaXon LLC Agreement") to form OvaXon, LLC ("OvaXon"), a joint venture to create new applications for improving human and animal health. Both the Company and OvaScience made an initial capital contribution of $1,500 in January 2014 for a 50% membership interest in OvaXon. OvaXon is governed by the OvaXon board of managers ("OvaXon Board") which has four members, two each from the Company and OvaScience. In cases in which the OvaXon Board determines that additional capital contributions are necessary in order for OvaXon to conduct business and comply with its obligations, each of the Company and OvaScience has the right, but not the obligation, to make additional capital contributions to OvaXon subject to the OvaXon LLC Agreement. Through September 30, 2017, both the Company and OvaScience have made subsequent capital contributions of $3,800.
The Company's investment in OvaXon was $(401) and $65 as of September 30, 2017 and December 31, 2016, respectively, and is included in other accrued liabilities and investments in affiliates, respectively, in the accompanying consolidated balance sheets.
Intrexon Energy Partners
In March 2014, the Company and certain investors (the "IEP Investors"), including an affiliate of Third Security, LLC ("Third Security"), entered into a Limited Liability Company Agreement whichthat governs the affairs and conduct of business of Intrexon Energy Partners, LLC ("Intrexon Energy Partners"), a joint ventureJV formed to optimize and scale-up the Company's gas-to-liquid bioconversion platformMBP technology for the production of certain fuels and lubricants. The Company also entered into an ECCexclusive channel collaboration ("ECC") with Intrexon Energy Partners providing exclusive rights to the Company's technology for the use in bioconversion for the production of certain fuels and lubricants, as a result of which the Company received a technology access fee of $25,000 while retaining a 50% membership interest in Intrexon Energy Partners. The IEP Investors made initial capital contributions, totaling $25,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners totaling 50%. In addition, Intrexon hasPrecigen committed to make capital contributions of up to $25,000, and the IEP Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners, have committed to make additional capital contributions of up to $25,000, at the request of Intrexon Energy Partners' board of managers (the "Intrexon Energy Partners Board") and subject to certain limitations. As of September 30, 2017,March 31, 2022, the Company's remaining commitment was $6,011.$4,225. Intrexon Energy Partners is governed by the Intrexon Energy Partners Board, which has five5 members. TwoNaN members of the Intrexon Energy Partners Board are designated by the

Company and three3 members are designated by a majority of the IEP Investors. The Company and the IEP Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners Board.
The Company's investment in Intrexon Energy Partners was $144$(429) and $(477)$(428) as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively, and is included in investments in affiliates and other accrued liabilities respectively, in the accompanying condensed consolidated balance sheets.sheets, which represents the Company's equity in losses for contractually committed contributions to Intrexon Energy Partners.
See Note 3 and 16 for additional discussion regarding the Company's investment in Intrexon Energy Partners.
Intrexon Energy Partners II
In December 2015, the Company and certain investors (the "IEPII Investors"), including Harvest, entered into a Limited Liability Company Agreement whichthat governs the affairs and conduct of business of Intrexon Energy Partners II, LLC ("Intrexon Energy Partners II"), a joint ventureJV formed to utilize the Company's natural gas bioconversion platformMBP technology for the production of 1,4-butanediol, an industrial chemical used to manufacture spandex, polyurethane, plastics, and polyester. The Company also entered into an ECC with Intrexon Energy Partners II whichthat provides exclusive rights to the Company's technology for use in the field, as a result of which the Company received a technology access fee of $18,000 while retaining a 50% membership interest in Intrexon Energy Partners II. The IEPII Investors made initial capital contributions, totaling $18,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners II totaling 50%. In December 2015, the owners of Intrexon Energy Partners II made a capital contribution of $4,000, half of which was paid by the Company. Intrexon hasPrecigen committed to make additional capital contributions of up to $10,000, and the IEPII Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners II, have committed to make additional capital contributions of up to $10,000, at the request of Intrexon Energy Partners II's board of managers (the "Intrexon Energy Partners II Board") and subject to certain limitations. As of March 31, 2022, the Company's remaining commitment was $10,000. Intrexon Energy Partners II is governed by the Intrexon Energy Partners II Board, which has five 5
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members. OneNaN member of the Intrexon Energy Partners II Board is designated by the Company and four4 members are designated by a majority of the IEPII Investors. The Company and the IEPII Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners II Board.
The Company's investment in Intrexon Energy Partners II was $698 and $1,414$(435) as of September 30, 2017March 31, 2022 and December 31, 2016, respectively,2021, and is included in investments in affiliatesother accrued liabilities in the accompanying condensed consolidated balance sheets.
EnviroFlight
In February 2016, the Company entered into a series of transactions involving EnviroFlight, LLC ("Old EnviroFlight"), Darling Ingredients Inc. ("Darling") and a newly formed venture between the Company and Darling ("New EnviroFlight"). The Company determined that the series of integrated transactions to acquire substantially all of the assets of Old EnviroFlight for cash, common stock, and contingent consideration should be accounted for as a single transaction,sheets, which constituted a business, and considered New EnviroFlight to be the accounting acquirer. Consideration paid to Old EnviroFlight was $4,244 in cash, 136,340 shares ofrepresents the Company's common stock valued at $4,401 and contingent consideration estimated at $3,660. Contemporaneously, all the assets acquired from Old EnviroFlight, with the exception of certain developed technology, and $3,000 of cash were contributed to New EnviroFlightequity in exchangelosses for a non-controlling, 50% membership interest in New EnviroFlight. The Company'scontractually committed contributions to New EnviroFlight included an exclusive license toIntrexon Energy Partners II.
See Notes 3 and 16 for additional discussion regarding the developed technology that was retained by the Company. Darling received the remaining 50% membership interest in New EnviroFlight as consideration for terminating rights previously held in the developed technology with Old EnviroFlight. New EnviroFlight was formed to generate high-nutrition, low environmental impact animal and fish feed, as well as fertilizer products. The Company and Darling as members have each agreed to make additional capital contributions of up to $5,000 to fund ongoing operations of New EnviroFlight. As of September 30, 2017, the Company's remaining commitment was $250. All of the employees of Old EnviroFlight became employees of New EnviroFlight.
The Company determined that its investment in New EnviroFlight should be accounted for using the equity method of accounting. The Company recorded an estimated fair value of $5,425 for its investment in New EnviroFlight and $9,880 for the retained developed technology intangible asset. The developed technology is being amortized over a period of twenty-one years. The contingent consideration liability payable to the members of Old EnviroFlight is considered a freestanding financial instrument and is recorded at fair value each reporting period. New EnviroFlight met a regulatory milestone, as defined in the asset purchase agreement, and the members of Old EnviroFlight received a portion of the contingent consideration consisting of 59,337 shares of the Company's common stock valued at $1,583 in October 2016. The members of Old EnviroFlight may receive up to $4,000 of additional shares of the Company's common stock if certain commercial milestones are met prior to February 2019. The value of this liability was estimated at $2,326 as of September 30, 2017 (Note 8).

The Company's investment in New EnviroFlight was $7,687 and $4,189 as of September 30, 2017 and December 31, 2016, respectively, and is included in investments in affiliates in the accompanying consolidated balance sheets.
Intrexon T1D Partners
In March 2016, the Company and certain investors (the "T1D Investors"), including affiliates of Third Security, entered into a Limited Liability Company Agreement which governs the affairs and conduct of business of Intrexon T1D Partners, LLC ("Intrexon T1D Partners"), a joint venture formed to utilize the Company's proprietary ActoBiotics platform to develop and commercialize products to treat type 1 diabetes. The Company also entered into an ECC with Intrexon T1D Partners which provides the exclusive rights to the Company's technology for use in the field, as a result of which the Company received a technology access fee of $10,000 while retaining a 50% membership interest in Intrexon T1D Partners. The T1D Investors made initial capital contributions, totaling $10,000 in the aggregate, in exchange for pro rata membership interests in Intrexon T1D Partners totaling 50%. Intrexon has committed to make capital contributions of up to $5,000, and the T1D Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon T1D Partners, have committed to make additional capital contributions of up to $5,000, at the request of Intrexon T1D Partners' board of managers (the "Intrexon T1D Partners Board") and subject to certain limitations. As of September 30, 2017, the Company's remaining commitment was $2,900. Intrexon T1D Partners is governed by the Intrexon T1D Partners Board, which has five members. Two members of the Intrexon T1D Partners Board are designated by the Company and three members are designated by a majority of the T1D Investors. The Company and the T1D Investors have the right, but not the obligation, to make additional capital contributions above these limits when and if solicited by the Intrexon T1D Partners Board.
The Company's investment in Intrexon T1DEnergy Partners was $51 and $806 as of September 30, 2017 and December 31, 2016, respectively, and is included in investments in affiliates in the accompanying consolidated balance sheets.II.

5. Collaboration and Licensing Revenue
TheHistorically, the Company generateshas derived collaboration and licensing revenue through contractual agreements with collaborators (known as exclusive channel collaborations, "ECC" or "ECCs") and licensing agreements wherebycounterparties for the collaborators or the licensees obtain exclusive access to the Company's proprietary technologies for use in the research, development and commercialization of products and/or treatments in a contractually specified field of use. Upfront and milestone payments are typically deferred and recognized over the expected life ofenabled by the Company's technology platform usingplatforms. These collaborations and licensing agreements may provide for multiple promises to be satisfied by the Company and typically include a straight-line approach. license to the Company's technology platforms, participation in collaboration committees, and performance of certain research and development services. Based on the nature of the promises in the Company's collaboration and licensing agreements, the Company typically combines most of its promises into a single performance obligation because the promises are highly interrelated and not individually distinct. Options to acquire additional services are considered to determine if they constitute material rights. At contract inception, the transaction price is typically the upfront payment received and is allocated to the performance obligations. The Company has determined the transaction price should be recognized as revenue based on its measure of progress under the agreement primarily based on inputs necessary to fulfill the performance obligation.
The Company recognizes the reimbursement payments received for research and development servicesefforts in the period in whichwhen the services are performed, in connection with the single performance obligation discussed above. The reimbursements relate specifically to the Company's efforts to provide services, and collectionthe reimbursements are consistent with what the Company would typically charge other collaborators for similar services. The Company assesses the uncertainty of when and if any milestones will be achieved to determine whether the milestone is reasonably assured. included in the transaction price. The Company then assesses whether the revenue is constrained based on whether it is probable that a significant reversal of revenue would not occur when the uncertainty is resolved. Royalties, including sales-based milestones, received under the agreements will be recognized as revenue when sales have occurred because the Company applies the sales- or usage-based royalties recognition exception provided for under ASC Topic 606. The Company determined the application of this exception is appropriate because at the time the royalties are generated, the technology license granted in the agreement is the predominant item to which the royalties relate.
The Company determines whether collaborations and licensing agreements are individually significant for disclosure based on a number of factors, including total revenue recorded by the Company pursuant to collaboration and licensing agreements, collaborators or licensees with equity method investments, or other qualitative factors. Collaboration and licensing revenues generated from consolidated subsidiaries are eliminated in consolidation.
The following tables summarizetable summarizes the amounts recorded as revenue in the condensed consolidated statements of operations for each significant counterparty to a collaboration or licensing agreement for the three and nine months ended September 30, 2017March 31, 2022 and 2016.2021.
 Three Months Ended 
 March 31,
20222021
Castle Creek Biosciences, Inc.$— $59 
Other— 7 
Total (1)$— $66 
 Three Months Ended September 30, 2017
 Revenue Recognized From Total
 Upfront and Milestone Payments Research and Development Services 
ZIOPHARM Oncology, Inc.$4,843
 $5,530
 $10,373
Oragenics, Inc.262
 213
 475
Fibrocell Science, Inc.604
 1,079
 1,683
Genopaver, LLC68
 1,354
 1,422
S & I Ophthalmic, LLC—
 376
 376
OvaXon, LLC—
 262
 262
Intrexon Energy Partners, LLC625
 1,278
 1,903
Persea Bio, LLC125
 141
 266
Ares Trading S.A.1,597
 759
 2,356
Intrexon Energy Partners II, LLC500
 316
 816
Intrexon T1D Partners, LLC287
 1,175
 1,462
Harvest start-up entities (1)616
 3,404
 4,020
Other979
 1,762
 2,741
Total$10,506
 $17,649
 $28,155
(1)Collaboration and licensing revenues include the recognition of $0 and $66 for the three months ended March 31, 2022 and 2021, respectively, associated with upfront and milestone payments which were previously deferred.
(1)For the three months ended September 30, 2017, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc.

 Three Months Ended September 30, 2016
 Revenue Recognized From Total
 Upfront and Milestone Payments Research and Development Services 
ZIOPHARM Oncology, Inc.$4,843
 $5,586
 $10,429
Oragenics, Inc.262
 294
 556
Fibrocell Science, Inc.604
 563
 1,167
Genopaver, LLC68
 1,625
 1,693
S & I Ophthalmic, LLC—
 2,782
 2,782
OvaXon, LLC—
 709
 709
Intrexon Energy Partners, LLC625
 4,230
 4,855
Persea Bio, LLC125
 208
 333
Ares Trading S.A.1,597
 719
 2,316
Intrexon Energy Partners II, LLC500
 372
 872
Intrexon T1D Partners, LLC276
 511
 787
Harvest start-up entities (1)425
 868
 1,293
Other895
 1,903
 2,798
Total$10,220
 $20,370
 $30,590
(1)For the three months ended September 30, 2016, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; and AD Skincare, Inc.
 Nine Months Ended September 30, 2017
 Revenue Recognized From Total
 Upfront and Milestone Payments Research and Development Services 
ZIOPHARM Oncology, Inc.$14,527
 $16,795
 $31,322
Oragenics, Inc.786
 733
 1,519
Fibrocell Science, Inc.1,814
 3,561
 5,375
Genopaver, LLC205
 4,410
 4,615
S & I Ophthalmic, LLC—
 751
 751
OvaXon, LLC—
 1,966
 1,966
Intrexon Energy Partners, LLC1,875
 7,034
 8,909
Persea Bio, LLC375
 446
 821
Ares Trading S.A.4,791
 3,683
 8,474
Intrexon Energy Partners II, LLC1,500
 1,421
 2,921
Intrexon T1D Partners, LLC823
 3,059
 3,882
Harvest start-up entities (1)1,823
 10,012
 11,835
Other3,735
 3,259
 6,994
Total$32,254
 $57,130
 $89,384
(1)For the nine months ended September 30, 2017, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc.

 Nine Months Ended September 30, 2016
 Revenue Recognized From Total
 Upfront and Milestone Payments Research and Development Services 
ZIOPHARM Oncology, Inc.$6,687
 $17,693
 $24,380
Oragenics, Inc.786
 1,083
 1,869
Fibrocell Science, Inc.1,814
 2,604
 4,418
Genopaver, LLC205
 4,703
 4,908
S & I Ophthalmic, LLC—
 6,326
 6,326
OvaXon, LLC—
 2,211
 2,211
Intrexon Energy Partners, LLC1,875
 11,180
 13,055
Persea Bio, LLC375
 613
 988
Ares Trading S.A.4,791
 2,148
 6,939
Intrexon Energy Partners II, LLC1,500
 816
 2,316
Intrexon T1D Partners, LLC554
 543
 1,097
Harvest start-up entities (1)776
 1,890
 2,666
Other4,684
 6,287
 10,971
Total$24,047
 $58,097
 $82,144
(1)For the nine months ended September 30, 2016, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; and AD Skincare, Inc.
There have been no significant changes to arrangementsthe agreements with our collaborators and licensees in the ninethree months ended September 30, 2017. See Note 5 in the Company's Annual Report on Form 10-K for the year ended DecemberMarch 31, 2016 for additional details2022.
16
Table of the Company's existing collaboration and licensing agreements.Contents
Deferred Revenue
Deferred revenue primarily consists of upfront and milestone consideration received for upfront and milestone payments in connection with the Company's collaborationscollaboration and licensing agreements. Revenue is recognized as services are performed. The arrangements classified as long-term (of which $21,205 is related to agreements prepayments for researchwith Intrexon Energy Partners L.L.C. and Intrexon Energy Partners II, L.L.C.) are not active while the respective counterparties evaluate the status of the project and its desired future development servicesactivities since the Company cannot reasonably estimate the amount of service to be performed for collaborators and licensees, and prepayments for product and service revenues. over the next year.
Deferred revenue consistsconsisted of the following:
March 31,
2022		December 31,
2021
Collaboration and licensing agreements$23,023 $23,023 
Prepaid product and service revenues2,511 4,229 
Other158 213 
Total$25,692 $27,465 
Current portion of deferred revenue$2,669 $4,442 
Long-term portion of deferred revenue23,023 23,023 
Total$25,692 $27,465 
 September 30,
2017		 December 31,
2016
Upfront and milestone payments$269,649
 $297,867
Prepaid research and development services1,718
 6,015
Prepaid product and service revenues4,869
 5,554
Other51
 706
Total$276,287
 $310,142
Current portion of deferred revenue$48,289
 $53,364
Long-term portion of deferred revenue227,998
 256,778
Total$276,287
 $310,142

0

The following table summarizes the remaining balance of deferred revenue associated with upfront and milestone payments for each significant collaboration and licensing agreement.
 September 30,
2017		 December 31,
2016
ZIOPHARM Oncology, Inc.$124,282
 $138,809
Oragenics, Inc.6,980
 7,766
Fibrocell Science, Inc.17,212
 19,026
Genopaver, LLC1,772
 1,977
Intrexon Energy Partners, LLC16,250
 18,125
Persea Bio, LLC3,625
 4,000
Ares Trading S.A.42,387
 47,178
Intrexon Energy Partners II, LLC14,333
 15,833
Intrexon T1D Partners, LLC8,628
 8,653
Harvest start-up entities (1)18,953
 20,208
Other15,227
 16,292
Total$269,649
 $297,867
(1)As of September 30, 2017 and December 31, 2016, the balance of deferred revenue for collaborations with Harvest start-up entities includes Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc.
6. Short-term and Long-term Investments
The Company's investments are classified as available-for-sale. The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of September 30, 2017:March 31, 2022:
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Aggregate
Fair Value
Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Aggregate
Fair Value
U.S. government debt securities$44,000
 $2
 $(17) $43,985
U.S. government debt securities$102,771 $— $(1,133)$101,638 
Corporate notes and bonds242
 —
 —
 242
Certificates of deposit275
 —
 —
 275
Certificates of deposit97 — — 97 
Total$44,517
 $2
 $(17) $44,502
Total$102,868 $— $(1,133)$101,735 
The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of December 31, 2016:2021:
Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Aggregate
Fair Value
U.S. government debt securities$121,036 $— $(331)$120,705 
Certificates of deposit97 — — 97 
Total$121,133 $— $(331)$120,802 
 
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Aggregate
Fair Value
U.S. government debt securities$180,412
 $5
 $(94) $180,323
Certificates of deposit272
 —
 —
 272
Total$180,684
 $5
 $(94) $180,595
For more information on the Company's method for determining theThe estimated fair value of its assets, see Note 2 – "Fair Value of Financial Instruments" in the Company's Annual Report on Form 10-K for the year ended December 31, 2016.

As of September 30, 2017, all of the available-for-sale investments were due within one year based onclassified by their contractual maturities.maturities as of March 31, 2022 was:
Due within one year$71,821 
After one year through two years29,914 
Total$101,735 
Changes in market interest rates and bond yields cause certain investments to fall below their cost basis, resulting in unrealized losses on investments. The unrealized losses of the Company's investments were primarily a result of unfavorable changes in interest rates subsequentWe do not intend to the initial purchase ofsell these investments and are not significant as of September 30, 2017.
As of September 30, 2017 and December 31, 2016, the Company did not consider any of its investments to be other-than-temporarily impaired. When evaluating its investments for other-than-temporary impairment, the Company reviews factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer, the Company's ability and intent to hold the security and whethernor is it is more likely than not that itthe Company will be required to sell the investment beforethese investments, prior to maturity or recovery of its cost basis.amortized cost.
17
Table of Contents
7. Investments in Preferred Stock
Investment in ZIOPHARM Preferred Stock
In June 2016, the Company received 100,000 shares of Series 1 Preferred Stock (the "Preferred Shares") of ZIOPHARM Oncology Inc. ("ZIOPHARM"), a related party, with a per share stated value of $1,200, as consideration for amending their two previously existing ECC agreements. A summary of the terms of the Preferred Shares follows.
Conversion. The Preferred Shares shall automatically convert into shares of ZIOPHARM common stock upon the date the first approval in the United States of (i) a ZIOPHARM product, as defined in and developed under one of the ECC agreements, or (ii) a product, as defined and developed under the License and Collaboration Agreement with Ares Trading S.A., a subsidiary of the biopharmaceutical business of Merck KGaA, and ZIOPHARM, is publicly announced (the "Conversion Event Date"). The Preferred Shares shall convert into a number of shares of ZIOPHARM common stock equal to the stated value of such Preferred Share, divided by the greater of: (i) the volume weighted average closing price of ZIOPHARM's common stock over the twenty trading days ending on the Conversion Event Date or (ii) $1.00. The number of converted shares is subject to certain limitations defined in the amended and restated Certificate of Designation, Preferences, and Rights of Series 1 Preferred Stock (the "A&R Certificate of Designation").
Dividend Rights. The Company shall receive a monthly dividend, payable in additional Preferred Shares, equal to $12.00 per Preferred Share held per month divided by the stated value of the Preferred Shares, which is referred to as the PIK Dividend. For any Preferred Shares that are not converted on the Conversion Event Date, the rate of PIK Dividend on these unconverted Preferred Shares will automatically increase from $12.00 to $24.00 per Preferred Share per month.
Voting Rights. The Preferred Shares do not have any voting rights except for certain protective voting rights defined in the A&R Certificate of Designation.
Liquidation Rights. In the event of any voluntary or involuntary liquidation, dissolution or winding up of ZIOPHARM or a deemed liquidation event, as defined in the A&R Certificate of Designation, including a change of control or the sale, lease transfer, or exclusive license of all or substantially all of ZIOPHARM's assets, the holders of the Preferred Shares shall be entitled to receive a portion of all funds to be distributed in proportion to the holders' proportionate share of ZIOPHARM's common stock on an as-converted to common stock basis (the "Series 1 Liquidation Amount"). For purposes of calculating the Series 1 Liquidation Amount, if such liquidation event occurs prior to the Conversion Event Date, each Preferred Share shall be deemed to be convertible into the number of shares of ZIOPHARM's common stock equal to (i) the stated value of each Preferred Share, divided by (ii) the volume weighted average price of ZIOPHARM's common stock for the twenty day period ending on the date of the public announcement of the liquidation event. In addition, ZIOPHARM may elect to redeem the Preferred Shares in connection with or following a deemed liquidation event at a price per share equal to the Series 1 Liquidation Amount.
The investment in ZIOPHARM preferred stock is categorized as Level 3 as there are significant unobservable inputs and the Preferred Shares are not traded on a public exchange. The fair value of the investment in ZIOPHARM preferred stock is estimated using a probability-weighted expected return ("PWERM") model. The key inputs used in the PWERM model are (i) estimating the future returns for conversion of the Preferred Shares for both product approval and a change in control of ZIOPHARM (the "conversion events") using market data of the change in value for guideline companies as a result of these conversion events; (ii) estimating the expected date and likelihood of each conversion event; and (iii) discounting these estimated future returns using a discount rate for the Preferred Shares considering industry debt issuances originated by public funds and venture capital rates of return. A significant change in unobservable inputs discussed above could result in a

significant impact on the fair value of the Company's investment in ZIOPHARM preferred stock. The fair value of the Company's investment in ZIOPHARM preferred stock, including additional Preferred Shares received as dividends, was $146,637 and $129,545 as of September 30, 2017 and December 31, 2016, respectively. During the three and nine months ended September 30, 2017, the Company received 3,414 shares and 9,943 shares, respectively, of additional Preferred Shares and recognized $4,311 and $12,276, respectively, of dividend income in the accompanying consolidated statements of operations. During the three and nine months ended September 30, 2016, the Company received 3,063 shares of additional Preferred Shares and recognized $3,676 of dividend income in the accompanying consolidated statements of operations.
Investment in Fibrocell Preferred Stock
In March 2017, Fibrocell Science, Inc. ("Fibrocell"), one of the Company's collaborators and a related party, sold Series A Convertible Preferred Stock (the "Convertible Preferred Shares") convertible into shares of Fibrocell common stock and warrants to purchase shares of Fibrocell common stock to certain institutional and accredited investors, including the Company and affiliates of Third Security. The Company paid $1,161 in exchange for 1,161 Convertible Preferred Shares and warrants to acquire 498,843 shares of Fibrocell common stock, reflective of the 1-for-3 reverse stock split of Fibrocell's common stock effective March 10, 2017. The Convertible Preferred Shares are convertible at any time at the election of the Company and accrue dividends at 4% per annum, compounded quarterly, increasing the stated value of the shares. The investment in Fibrocell preferred stock is categorized as Level 3 as there are significant unobservable inputs and the Convertible Preferred Shares are not traded on a public exchange. The fair value of the investment in Fibrocell preferred stock is estimated using a conversion plus dividend approach utilizing the trading value of the underlying common stock and an estimated premium for the preferred stock dividend and other preferences. Market price volatility of Fibrocell's common stock and a significant change in the estimated preferred stock premium could result in a significant impact to the fair value of the investment in Fibrocell preferred stock. As of September 30, 2017, the fair value of the Company's investment in Fibrocell preferred stock totaled $1,862. See Note 17 for additional discussion of the warrants.
Changes in the Fair Value of Investments in Preferred Stock
The following table summarizes the changes in the Level 3 investments in preferred stock during the nine months ended September 30, 2017.
 Nine Months Ended 
 September 30, 2017
Beginning balance$129,545
Purchase of preferred stock766
Dividend income from investments in preferred stock12,303
Unrealized appreciation in the fair value of the investments in preferred stock5,885
Ending balance$148,499
8. Fair Value Measurements
The carrying amount of cash and cash equivalents, restricted cash, receivables, prepaid expenses and other current assets, accounts payable, accrued compensation and benefits, other accrued liabilities, and related party payables approximate fair value due to the short maturity of these instruments.

Assets
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis including the items for which the fair value option has been elected, at September 30, 2017:as of March 31, 2022:
Quoted Prices in Active Markets
(Level 1)
 
Significant Other Observable Inputs
(Level 2)
 
Significant Unobservable Inputs
(Level 3)
 September 30,
2017		Quoted Prices in Active Markets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)		March 31,
2022
Assets       Assets
U.S. government debt securities$—
 $43,985
 $—
 $43,985
U.S. government debt securities$— $101,638 $— $101,638 
Equity securities19,830
 6,812
 —
 26,642
Preferred stock—
 —
 148,499
 148,499
Other—
 7,089
 —
 7,089
Certificates of depositCertificates of deposit— 97 — 97 
Total$19,830
 $57,886
 $148,499
 $226,215
Total$— $101,735 $— $101,735 
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis including the items for which the fair value option has been elected, atas of December 31, 2016:2021:
Quoted Prices in Active Markets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)		December 31,
2021
Assets
U.S. government debt securities$— $120,705 $— $120,705 
Certificates of deposit— 97 — 97 
Total$— $120,802 $— $120,802 
 Quoted Prices in Active Markets
(Level 1)		 Significant Other Observable Inputs
(Level 2)		 Significant Unobservable Inputs
(Level 3)		 December 31,
2016
Assets       
U.S. government debt securities$—
 $180,323
 $—
 $180,323
Equity securities15,544
 7,978
 —
 23,522
Preferred stock—
 —
 129,545
 129,545
Other—
 1,917
 —
 1,917
Total$15,544
 $190,218
 $129,545
 $335,307
The method used to estimate the fair value of the Level 1 assets in the tables above is based on observable market data as these equity securities are publicly-traded. The method used to estimate the fair value of the Level 2 short-term and long-term debt investments in the tables above is based on professional pricing sources for identical or comparable instruments, rather than direct observations of quoted prices in active markets. The method used to estimate the fair value of the Level 2 equity securities in the tables above is based on the quoted market price of the publicly-traded security, adjusted for a discount for lack of marketability. The methods used to estimate the fair value of the Level 3 assets are discussed in Note 7.
There were no transfers between levels of the fair value hierarchy during the nine months ended September 30, 2017.

Liabilities
The carrying values of the Company's long termlong-term debt, excluding the 3.50% convertible senior notes due 2023 (the "Convertible Notes"), approximates fair value due to the length of time to maturity and/or the existence of interest rates that approximate prevailing market rates.
The Company's contingent consideration liabilities (Notes 3 and 4) are measured on a recurring basis and were $2,911 and $2,081 at September 30, 2017 and December 31, 2016, respectively. These fair value measurements were based on significant inputs not observable in the market and thus represented a Level 3 measurement. A significant change in unobservable inputs could result in a significant impact on thecalculated fair value of the Company's contingent consideration liabilities.Convertible Notes (Note 11) was approximately $164,000 and $160,000 as of March 31, 2022 and December 31, 2021, respectively, and is based on the recent third-party trades of the instrument as of the balance sheet date. The contingent consideration liabilities are remeasured to fair value at each reporting date until the contingencies are resolved, and those changes in fair value are recognized in earnings. The changes in the fair value of the Convertible Notes is classified as Level 3 liabilities during2 within the nine months ended September 30, 2017 werefair value hierarchy as follows:there is not an active market for the Convertible Notes, however, third-party trades of the instrument are considered observable inputs. The Convertible Notes are reflected on the accompanying condensed consolidated balance sheets at amortized cost, which was $198,362 and $179,882 as of March 31, 2022 and December 31, 2021, respectively (see Note 2 regarding adoption of ASU 2020-06 on January 1, 2022).
18
 Nine Months Ended 
 September 30, 2017
Beginning balance$2,081
Acquisition date fair value of contingent consideration liability (Note 3)585
Change in fair value of contingent consideration recognized in selling, general and administrative expenses245
Ending balance$2,911

9.8. Inventory
Inventory consists of the following:
March 31,
2022		December 31,
2021
Supplies, embryos and other production materials$2,931 $2,588 
Work in process2,539 2,564 
Livestock5,918 6,310 
Feed1,342 1,799 
Total inventory$12,730 $13,261 
 September 30,
2017		 December 31,
2016
Supplies, embryos and other production materials$2,185
 $1,835
Work in process4,618
 5,466
Livestock8,738
 11,752
Feed2,189
 2,086
Total inventory$17,730
 $21,139
10.9. Property, Plant and Equipment, Net
Property, plant and equipment consist of the following:
September 30,
2017		 December 31,
2016		March 31,
2022		December 31,
2021
Land and land improvements$11,642
 $10,904
Land and land improvements$11,118 $11,118 
Buildings and building improvements15,216
 8,123
Buildings and building improvements12,903 12,896 
Furniture and fixtures2,220
 2,176
Furniture and fixtures1,193 1,162 
Equipment58,851
 44,392
Equipment34,304 33,584 
Leasehold improvements22,974
 15,105
Leasehold improvements4,822 4,822 
Breeding stock3,822
 3,893
Breeding stock953 1,000 
Computer hardware and software9,817
 6,844
Computer hardware and software5,169 5,131 
Trees5,719
 2,772
Construction and other assets in progress15,138
 4,513
Construction and other assets in progress3,596 3,824 
145,399
 98,722
74,058 73,537 
Less: Accumulated depreciation and amortization(42,523) (34,050)Less: Accumulated depreciation and amortization(40,475)(39,222)
Property, plant and equipment, net$102,876
 $64,672
Property, plant and equipment, net$33,583 $34,315 
Depreciation expense was $2,989$1,483 and $2,332$1,593 for the three months ended September 30, 2017March 31, 2022 and 2016, respectively, and $8,623 and $6,769 for the nine months ended September 30, 2017 and 2016,2021, respectively.

In June 2017, AquaBounty purchased a land-based aquaculture facility to be used in the production of its AquAdvantage salmon in Indiana for $14,219.
11.10. Goodwill and Intangible Assets, Net
The changes in the carrying amount of goodwill for the ninethree months ended September 30, 2017 areMarch 31, 2022 were as follows:
Balance at December 31, 2021$54,148 
Impairment(482)
Foreign currency translation adjustments(53)
Balance at March 31, 2022$53,613 
Balance at December 31, 2016$157,175
Acquisitions4,850
Foreign currency translation adjustments4,796
Balance at September 30, 2017$166,821
The Company recorded $482 of goodwill impairment related to the total goodwill assigned to 1 reporting unit within the biopharmaceutical segment during the first quarter of 2022.
No accumulatedThe Company had $44,125 and $43,643 of cumulative impairment losses existed as of September 30, 2017March 31, 2022 and December 31, 2016.2021, respectively.
19
Table of Contents
Intangible assets consist of the following as of September 30, 2017:March 31, 2022:
Weighted Average Useful Life (Years) Gross Carrying Amount Accumulated Amortization NetGross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how15.7 $266,697
 $(43,465) $223,232
Patents, developed technologies and know-how$90,000 $(39,595)$50,405 
Customer relationships6.5 10,700
 (6,033) 4,667
Customer relationships10,850 (10,480)370 
Trademarks9.3 6,800
 (2,373) 4,427
Trademarks5,900 (5,248)652 
In-process research and development 8,571
 —
 8,571
Total $292,768
 $(51,871) $240,897
Total$106,750 $(55,323)$51,427 
Intangible assets consist of the following as of December 31, 2016:2021:
 Gross Carrying Amount Accumulated Amortization Net
Patents, developed technologies and know-how$236,401
 $(29,748) $206,653
Customer relationships10,700
 (4,672) 6,028
Trademarks6,800
 (1,792) 5,008
Covenant not to compete370
 (339) 31
In-process research and development7,895
 —
 7,895
Total$262,166
 $(36,551) $225,615
The balance of in-process research and development includes certain in-process research and development technology acquired in the Company's acquisition of Oxitec in September 2015, and amortization will begin once certain regulatory approvals have been obtained for the in-process programs.
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$91,373 $(38,630)$52,743 
Customer relationships10,850 (10,252)598 
Trademarks5,900 (5,126)774 
Total$108,123 $(54,008)$54,115 
Amortization expense was $5,001$1,809 and $3,651$1,930 for the three months ended September 30, 2017March 31, 2022 and 2016, respectively, and $14,258 and $10,888 for the nine months ended September 30, 2017 and 2016,2021, respectively.
12.11. Lines of Credit and Long TermLong-Term Debt
Lines of Credit
Trans Ova hashad a $5,000 revolving line of credit with First National Bank of Omaha which maturesthat matured on MayApril 1, 2018.2022. The line of credit bearsbore interest at the greater of 2.95% above the London Interbank OfferedU.S. Prime Rate or 3.00%, and the actual rate was 4.19%3.50% as of September 30, 2017.March 31, 2022. As of September 30, 2017,March 31, 2022 and December 31, 2021, there werewas no amounts outstanding.outstanding balance. The amount available under the line of credit iswas based on eligible accounts receivable and inventory up to the maximum principal amount. The line of credit is collateralized by certain of Trans Ova's assetsamount and contains certain restricted covenants that include maintaining minimum


tangible net worth and working capital and maximum allowable annual capital expenditures. Trans Ova was in compliance with these covenants$5,000 as of September 30, 2017.March 31, 2022.
Exemplar has a $700 revolving line of credit with American State Bank whichthat matures on October 30, 2018.31, 2022. As of September 30, 2017,March 31, 2022, the interest rate on this line of credit was 4.50%bore interest at a stated rate of 4.00% per annum,annum. As of March 31, 2022 and December 31, 2021, there was anno outstanding balance of $234.balance.
Long TermLong-Term Debt
Long termLong-term debt consists of the following:
March 31,
2022		December 31,
2021
Convertible debt (1)$198,362 $179,882 
Notes payable3,105 3,217 
Other— 52 
Long-term debt201,467 183,151 
Less current portion355 402 
Long-term debt, less current portion$201,112 $182,749 
20

 September 30,
2017		 December 31,
2016
Notes payable$5,122
 $5,453
Royalty-based financing2,108
 1,896
Other882
 599
Long term debt8,112
 7,948
Less current portion439
 386
Long term debt, less current portion$7,673
 $7,562
(1)See Note 2 regarding adoption of ASU 2020-06 as of January 1, 2022.
Convertible Debt
Precigen Convertible Notes
In July 2018, Precigen completed a registered underwritten public offering of $200,000 aggregate principal amount of Convertible Notes and issued the Convertible Notes under an indenture (the "Base Indenture") between Precigen and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by the First Supplemental Indenture (together with the Base Indenture, the "Indenture"). Precigen received net proceeds of $193,958 after deducting underwriting discounts and offering expenses of $6,042.
The Convertible Notes are senior unsecured obligations of Precigen and bear interest at a rate of 3.50% per year, payable semiannually in arrears on January 1 and July 1 of each year beginning on January 1, 2019. The Convertible Notes mature on July 1, 2023 and are repayable in cash, unless earlier repurchased or converted. Upon conversion by the holders, the Convertible Notes are convertible into cash, shares of Precigen's common stock or a combination of cash and shares, at Precigen's election. The initial conversion rate of the Convertible Notes is 58.6622 shares of Precigen common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $17.05 per share of common stock). The conversion rate is subject to adjustment upon the occurrence of certain events, but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date as defined in the Indenture, Precigen will increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event in certain circumstances. Prior to April 1, 2023, the holders may convert the Convertible Notes at their option only upon the satisfaction of the following circumstances:
•During any calendar quarter commencing after the calendar quarter ended on September 30, 2018, if the last reported sales price of Precigen's common stock for at least 20 trading days (whether or not consecutive) during the last 30 consecutive trading days of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;
•During the 5 business day period after any 5 consecutive trading day period in which the trading price, as defined in the Indenture, for the Convertible Notes is less than 98% of the product of the last reported sales price of Precigen's common stock and the conversion rate for the Convertible Notes on each such trading day; or
•Upon the occurrence of specified corporate events as defined in the Indenture.
None of the above events allowing for conversion prior to April 1, 2023 occurred during the three months ended March 31, 2022. On or after April 1, 2023 until June 30, 2023, holders may convert their Convertible Notes at any time. Precigen may not redeem the Convertible Notes prior to the maturity date.
If Precigen undergoes a fundamental change, as defined in the Indenture, holders of the Convertible Notes may require Precigen to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Indenture contains customary events of default, as defined in the agreement, and, if any of the events occur, could require repayment of a portion or all of the Convertible Notes, including accrued and unpaid interest. Additionally, the Indenture provides that Precigen shall not consolidate with or merge with or into, or sell, convey, transfer or lease all or substantially all of its properties and assets to, another entity, unless (i) the surviving entity is organized under the laws of the United States and such entity expressly assumes all of Precigen's obligations under the Convertible Notes and the Indenture; and (ii) immediately after such transaction, no default or event of default has occurred and is continuing under the Indenture.
The net proceeds received from the issuance of the Convertible Notes were initially allocated between long-term debt, the liability component, in the amount of $143,723, and additional paid-in capital, the equity component, in the amount of $50,235. Additional paid-in capital was further reduced by $13,367 of deferred taxes resulting from the difference between the carrying amount and the tax basis of the Convertible Notes that is created by the equity component, which also resulted in deferred tax benefit recognized from the reversal of valuation allowances on the then current year domestic operating losses in the same amount.

As described in Note 2, the Company adopted ASU 2020-06 on January 1, 2022. Pursuant to ASU 2020-06, the equity components of the Convertible Notes separated from the debt components as required under the cash conversion model is required to be recombined into the Convertible Notes as a single instrument upon the adoption of ASU 2020-06. The
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Convertible Notes shall be accounted for as if the conversion option had not been separated. As the Company elected the modified retrospective approach, the difference between the accounting under the cash conversion model and new model after the adoption of ASU 2020-06 (i.e., the single debt instrument with no separation) was recorded as an adjustment on the adoption date (i.e., January 1, 2022) through accumulated deficit. Tax accounting consequences of the adoption also required the reversal of the previously reported deferred tax benefit on the date of adoption.

Adoption of ASU 2020-06 resulted in an increase to long-term debt outstanding, net of current portion, of $18,196, a decrease to additional paid-in capital of $36,868, and a decrease to accumulated deficit of $18,672. Interest expense recognized on the convertible notes in future periods will be reduced as a result of accounting for the convertible debt instrument as a single liability measured at its amortized cost.

As of March 31, 2022, the outstanding principal balance on the Convertible Notes was $200,000 and the carrying value of long-term debt was $198,362. The effective interest rate on the Convertible Notes, including amortization of the long-term debt discount and debt issuance costs, is 4.25%. As of March 31, 2022, the unamortized long-term debt discount and debt issuance costs totaled $1,638.
The components of interest expense related to the Convertible Notes were as follows:
 Three Months Ended 
 March 31,
 20222021
Cash interest expense$1,750 $1,750 
Non-cash interest expense284 2,751 
Total interest expense$2,034 $4,501 
Accrued interest of $1,750 is included in other accrued liabilities on the accompanying condensed consolidated balance sheet as of March 31, 2022.
Notes Payable
Trans Ova has a note payable to American State Bank whichthat matures in April 2033 and hashad an outstanding principal balance of $4,967$3,105 as of September 30, 2017.March 31, 2022. Trans Ova pays monthly installments of $39, which includes interest at 3.95%. The note payable is collateralized by certain of Trans Ova's real estate and non-real estate assets.
AquaBounty has a royalty-based financing grant from the Atlantic Canada Opportunities Agency, a Canadian government agency, to provide funding of a research and development project. The total amount available under the award was $2,302, which AquaBounty claimed over a five year period. All amounts claimed by AquaBounty must be repaid in the form of a 10% royalty on any products commercialized out of this research and development project until fully paid. Because the timing of commercialization is subject to additional regulatory considerations, the timing of repayment is uncertain. As of the date of the acquisition by Intrexon in March 2013, AquaBounty had claimed $1,952 of the available funds and this amount was recorded at its acquisition date fair value of $1,107. The Company accretes the difference of $845 between the face value of amounts drawn and the acquisition date fair value over the expected period of repayment. Subsequent to the acquisition date, AquaBounty claimed the remaining balance available under the grant, resulting in total long term debt of $2,108 as of September 30, 2017.Future Maturities
Future maturities of long termlong-term debt as of March 31, 2022 are as follows:
2022$265 
2023200,365 
2024380 
2025395 
2026411 
2027428 
Thereafter861 
Total$203,105 
2017$107
2018462
2019400
2020371
2021834
2022360
Thereafter3,470
Total$6,004
The AquaBounty royalty-based financing grant is not included in the table above due to the uncertainty of the timing of repayment.
13.12. Income Taxes
Tax provisions for interim periods are calculated using an estimate of actual taxable income or loss for the respective period, rather than estimating the Company's annual effective income tax rate, as the Company is currently unable to reliably estimate its income for the full year. ForThe Company has U.S. taxable loss of approximately $5,300 and $40,400 for the three and nine months ended September 30, 2017,March 31, 2022 and 2021, respectively. The following table presents the Company had U.S. taxable incomecomponents of


approximately $3,930 and $23,680, respectively, for which $78 and $473, respectively, in current income tax expense was recognized due to the alternative minimum tax. For the three and nine months ended September 30, 2017, the Company recognized $121 and $343, respectively, of current foreign income tax benefit. For the three and nine months ended September 30, 2016, the Company had U.S. taxable income (loss) of approximately $8,334 and $(9,346), respectively, for which no current income tax benefit was recognized. For the three and nine months ended September 30, 2016, the Company recognized $110 and $323, respectively, of current foreign income tax benefit. For the three and nine months ended September 30, 2017, the Company recorded deferred tax benefit of $775 and $2,294, respectively. For the three and nine months ended September 30, 2016, the Company recorded deferred tax benefit of $308 and $2,967, respectively. from continuing operations.
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 Three Months Ended 
 March 31,
 20222021
Current foreign income tax expense from continuing operations$— $4 
Deferred income tax benefit from continuing operations(58)(56)
Total income tax benefit from continuing operations$(58)$(52)
The Company's net deferred tax assets, excluding certain deferred tax liabilities totaling $15,868,$2,438, are offset by a valuation allowance due to the Company's history of net losses combined with an inability to confirm recovery of the tax benefits of the Company's losses and other net deferred tax assets. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
As of September 30, 2017,March 31, 2022, the Company hashad net operating loss carryforwards for U.S. federal income tax purposes of approximately $243,700$861,000 available to offset future taxable income, including approximately $13,400 acquired in our acquisition$609,000 generated after 2017, U.S. capital loss carryforwards of GenVec,approximately $212,500, and federal and state research and development tax credits of approximately $7,800,$11,300, prior to consideration of annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986, as amended. TheseNet operating loss carryforwards will begingenerated prior to 2018 have begun to expire in 2022.2022, and capital loss carryforwards will expire if unutilized beginning in 2024. As of September 30, 2017,March 31, 2022, the Company's direct foreign subsidiaries have foreign loss carryforwards of approximately $146,800,$74,200, most of which do not expire.
14.13. Shareholders' Equity
Dividend to ShareholdersIssuances of Precigen Common Stock
In January 2017,2021, the Company distributed to its shareholders 1,776,557closed a public offering of 17,250,000 shares of AquaBountyits common stock, valued at $22,385. The distribution constituted a dividend to shareholdersresulting in net proceeds of record as$121,045, after deducting underwriting discounts and of January 9, 2017. In connectioncapitalized offering expenses.
See Note 11 for discussion regarding conversion features of the convertible notes.
Share Lending Agreement
Concurrently with the distribution andoffering of the Convertible Notes (Note 11), Precigen entered into a share lending agreement (the "Share Lending Agreement") with J.P. Morgan Securities LLC (the "Share Borrower") pursuant to the terms of the Company's equity incentive plans, the conversion terms of all outstanding options forwhich Precigen loaned and delivered 7,479,431 shares of the Company'sits common stock as(the "Borrowed Shares") to the Share Borrower. The Share Lending Agreement will terminate, and the Borrowed Shares will be returned to Precigen within five business days of January 9, 2017 were adjustedsuch termination, upon (i) termination by the Share Borrower or (ii) the earliest to reflectoccur of (a) October 1, 2023 and (b) the date, if any, on which the Share Lending Agreement is either mutually terminated or terminated by one party upon a default by the other party. The Share Borrower maintains collateral in the form of cash or certain permitted non-cash collateral with a market value at least equal to the market value of the distribution with respectBorrowed Shares as security for the obligation of the Share Borrower to return the Borrowed Shares when required by the terms above. The Borrowed Shares were offered and sold to the public at a price of $13.37 per share under a registered offering (the "Borrowed Shares Offering"). Precigen did not receive any proceeds from the sale of the Borrowed Shares to the public or any lending fees from the Share Lending Agreement. The Share Borrower or its affiliates received all the proceeds from the sale of the Borrowed Shares to the public. Affiliates of Third Security purchased all of the shares of the Company's common stock by decreasingin the exercise pricesBorrowed Shares Offering.
The Share Lending Agreement was entered into at fair value and increasingmet the number outstanding options. This adjustment resultedrequirements for equity classification. Therefore, the value is netted against the issuance of the Borrowed Shares in 46,766 additional outstanding options at a weighted average exercise price of $31.11.paid-in capital. Additionally, the Borrowed Shares are not included in the denominator for loss per share attributable to Precigen shareholders unless the Share Borrower defaults on the Share Lending Agreement.
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Components of Accumulated Other Comprehensive Loss(Loss) Income
The components of accumulated other comprehensive loss(loss) income are as follows:
March 31,
2022		December 31,
2021
Unrealized loss on investments$(1,133)$(331)
Income (loss) on foreign currency translation adjustments(566)534 
Total accumulated other comprehensive (loss) income$(1,699)$203 
 September 30,
2017		 December 31,
2016
Unrealized loss on investments$(15) $(89)
Loss on foreign currency translation adjustments(16,735) (36,113)
Total accumulated other comprehensive loss$(16,750) $(36,202)


15.14. Share-Based Payments
The Company recordsmeasures the fair value of stock options and restricted stock units ("RSUs") issued to employees and non-employeesnonemployees as of the grant date asfor recognition of stock-based compensation expense. Stock-based compensation expense for employees and non-employeesnonemployees is recognized over the requisite service period, which is typically the vesting period. Stock-based compensation costs included in the condensed consolidated statements of operations are presented below:
Three Months Ended 
 March 31,
20222021
Cost of products$8 $9 
Cost of services31 65 
Research and development548 1,038 
Selling, general and administrative2,975 4,303 
Total$3,562 $5,415 
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
Cost of products$30
 $21
 $86
 $61
Cost of services82
 68
 242
 206
Research and development2,383
 2,236
 7,018
 6,979
Selling, general and administrative9,562
 8,467
 24,603
 23,385
Total$12,057
 $10,792
 $31,949
 $30,631
IntrexonPrecigen Stock Option Plans
In April 2008, IntrexonPrecigen adopted the 2008 Equity Incentive Plan (the "2008 Plan") for employees and nonemployees pursuant to which Intrexon'sPrecigen's board of directors granted share basedshare-based awards, including stock options, to officers, key employees and nonemployees. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the "2013 Plan"), no new awards may be granted under the 2008 Plan. As of September 30, 2017,March 31, 2022, there were 492,41414,843 stock options outstanding under the 2008 Plan.
IntrexonPrecigen adopted the 2013 Plan for employees and nonemployees pursuant to which Intrexon'sPrecigen's board of directors may grant share basedshare-based awards, including stock options and shares of common stock, to employees, officers, consultants, advisors, and nonemployee directors. The 2013 Plan became effective upon the closing of the Company's initial public offering in August 2013, and as of September 30, 2017,March 31, 2022, there were 18,000,00027,000,000 shares authorized for issuance under the 2013 Plan, of which 12,149,35614,121,502 stock options and 569,445 RSUs were outstanding and 3,743,1872,085,537 shares were available for grant. In April 2022, Precigen's board of directors approved, subject to shareholder approval at Precigen's annual meeting in June 2022, an increase of 10,000,000 shares of common stock to be reserved for issuance under the 2013 Plan.
In April 2019, Precigen adopted the 2019 Incentive Plan for Non-Employee Service Providers (the "2019 Plan"), which became effective upon shareholder approval in June 2019. The 2019 Plan permits the grant of share-based awards, including stock options, restricted stock awards, and RSUs, to non-employee service providers, including board members. As of March 31, 2022, there were 5,000,000 shares authorized for issuance under the 2019 Plan, of which 1,898,208 stock options and 615,760 RSUs were outstanding and 243,025 shares were available for grant. In April 2022, Precigen's board of directors approved, subject to shareholder approval at Precigen's annual meeting in June 2022, an increase of 7,000,000 shares of common stock to be reserved for issuance under the 2019 Plan.
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Stock option activity was as follows:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 202112,260,187 $14.06 6.79
Granted4,009,390 2.27 
Exercised(375)2.28 
Forfeited(210,613)5.63 
Expired(24,036)11.85 
Balances at March 31, 202216,034,553 11.22 7.31
Exercisable at March 31, 20228,937,195 14.85 5.99
 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years)
Balances at December 31, 201611,640,383
 $31.25
 8.21
Granted3,880,950
 21.51
  
Adjustment due to dividend (Note 14)46,766
 31.11
  
Exercised(109,971) (7.63)  
Forfeited(2,610,431) (29.93)  
Expired(205,927) (33.17)  
Balances at September 30, 201712,641,770
 28.59
 7.86
Exercisable at September 30, 20175,313,100
 29.85
 6.77
RSU activity was as follows:
Intrexon
Number of Restricted Stock UnitsWeighted Average Grant Date Fair ValueWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 2021468,481 $8.47 0.33
Granted1,387,831 2.12 
Vested(669,041)5.71 
Forfeited(2,066)7.26 
Balances at March 31, 20221,185,205 2.60 0.59
Precigen currently uses authorized and unissued shares to satisfy share award exercises.
In October 2015, the compensation committee and the independent members of Intrexon's board of directors approved a compensation arrangement whereby theThe Company's Chief Executive OfficerChairman ("CEO"Executive Chairman") would receive a monthly salary. Previously, the CEO did not receive compensation for his services, who previously served as an employee of the Company other than through his participation in the Company's Annual Executive Incentive Plan which became effective January 1, 2015. Pursuant to the compensation agreement, the CEO receivesand executive officer until September 24, 2020, received a base salary of $200 per month through March 31, 2020, payable in fully vestedfully-vested shares of IntrexonPrecigen common stock with such shares subject to a three-year lock-up on resale. The monthly number of shares of common stock is calculated based onIn September 2020, the closing price on the last trading day of each month and the shares are issued pursuant to the terms of a Restricted Stock Unit Agreement ("RSU Agreement") which was executed between Intrexon and the CEO pursuant to the terms of the


2013 Plan. The RSU Agreement became effective in November 2015, and had an initial term of 12 months. In October 2016, the independent members of Intrexon'sCompany's board of directors, withupon the recommendation of the compensation committee of the board, of directors, approved an extension of the RSU Agreement through December 31, 2016, and in December 2016 further approved an extension of the RSU Agreement to expire on March 31, 2017, both of which were on the same terms as the original RSU Agreement. In March 2017, the independent members of Intrexon's board of directors, with the recommendation of the compensation committee of the board of directors, approved a renewalnew compensation arrangement for the Executive Chairman consisting of (i) an annual retainer of $100 payable in cash or, at the RSU Agreement through March 31, 2018 on the same terms as the original RSU Agreement. TheExecutive Chairman's election, shares of Precigen common stock; (ii) an annual grant of fully vested stock options having a grant date fair value of $250; and (iii) an annual grant of RSUs having a grant date fair value of $250 vesting over one year. The new compensation arrangement began in calendar year 2021 and was prorated for the shares issued asnine months of 2020 not covered by the Executive Chairman's previous compensation for servicesarrangement discussed above. Expense associated with the arrangements above is included in selling, general, and administrative expenses in the Company's condensed consolidated statements of operations and totaled $480$433 and $463$400 for the three months ended September 30, 2017March 31, 2022 and 2016, respectively, and $1,428 and $1,397 for the nine months ended September 30, 2017 and 2016, respectively.2021.
AquaBounty Stock Option Plans
In March 2016, AquaBounty's board of directors adopted the AquaBounty 2016 Equity Incentive Plan ("AquaBounty 2016 Plan") to replace the AquaBounty 2006 Equity Incentive Plan ("AquaBounty 2006 Plan"). The AquaBounty 2016 Plan provides for the issuance of incentive stock options, non-qualified stock options and awards of restricted and direct stock purchases to directors, officers, employees, and consultants of AquaBounty.  The AquaBounty 2016 Plan was approved by AquaBounty's shareholders at its annual meeting in April 2016. Upon the effectiveness of the AquaBounty 2016 Plan, no new awards may be granted under the AquaBounty 2006 Plan.
As of September 30, 2017, there were 227,203 options outstanding under both AquaBounty plans, of which 183,373 were exercisable, at a weighted average exercise price of $9.39 per share. As of December 31, 2016, there were 185,591 options outstanding under these plans, of which 181,766 were exercisable, at a weighted average exercise price of $7.89 per share. The AquaBounty stock option data reflect a 1-for-30 reverse stock split of AquaBounty's common stock effective January 5, 2017.
16. Commitments and Contingencies
15. Operating Leases
The Company leases certain facilities and equipment under noncancelable operating leases. Leases with a lease term of twelve months or less are considered short-term leases and are not recorded on the balance sheet, and expense for these leases is recognized over the term of the lease. All other leases have remaining terms of one to nine years, some of which may include options to extend the lease and some of which may include options to terminate the lease within one year. The equipmentCompany uses judgment to determine whether it is reasonably possible to extend the lease beyond the initial term or terminate before the initial term ends and the length of the possible extension or early termination. The leases are renewable at the option of the Company. At September 30, 2017, future minimumCompany and do not contain residual value guarantees, covenants, or other restrictions.
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The components of lease payments under operating leases having initial or remaining noncancelable lease terms in excess of one year arecosts were as follows:
2017$1,252
20188,083
20198,042
20208,063
20217,132
20226,085
Thereafter25,695
Total$64,352
Rent expense, including other facility expenses, was $3,165 and $2,075 for the three months ended September 30, 2017 and 2016, respectively, and $7,772 and $6,410 for the nine months ended September 30, 2017 and 2016, respectively.
The Company maintains subleases for certain of its facilities. Rental income under sublease agreements was $32 and $184 for the three months ended September 30, 2017 and 2016, respectively, and $105 and $854 for the nine months ended September 30, 2017 and 2016, respectively. Future rental income is expected to be $20 for 2017, $80 for 2018, and $67 for 2019.
Purchase Commitments
Three Months Ended 
 March 31,
20222021
Operating lease costs$729 $839 
Short-term lease costs463 506 
Variable lease costs117 230 
Lease costs$1,309 $1,575 
As of September 30, 2017, the Company had outstanding contractual purchase commitmentsMarch 31, 2022, maturities of $10,618, which primarily relatelease liabilities, excluding short-term and variable leases, for continuing operations were as follows:
2022$2,117 
20232,519 
20242,528 
20252,259 
20261,778 
20271,345 
Thereafter3,292 
Total15,838 
Present value adjustment(4,740)
Total$11,098 
Current portion of operating lease liabilities$1,590 
Long-term portion of operating lease liabilities9,508 
Total$11,098 
Other information related to amounts that will be paidoperating leases in 2018continuing operations was as follows:
March 31,
2022		December 31,
2021
Weighted average remaining lease term (years)6.306.65
Weighted average discount rate10.99 %10.99 %
Three Months Ended 
 March 31,
20222021
Supplemental disclosure of cash flow information
Cash paid for operating lease liabilities$744 $1,005 
Operating lease right-of-use assets obtained in exchange for new lease liabilities (includes new leases or modifications of existing leases)556 55 
16. Commitments and 2019 upon delivery of commercial non-browning apple trees.

Contingencies
Contingencies
In March 2012,On December 1, 2020, Trans Ova was named as a defendant in a licensing andsettled 1 of 2 patent infringement suitlawsuits brought by XY, LLC ("XY") alleging. The lawsuit, originally filed in 2012, was tried and appealed between 2016 and 2020. On December 1, 2020, the parties reached a settlement resolving all remaining disputes. As part of that certain of Trans Ova's activities breached a 2004 licensing agreement and infringed on patents that XY allegedly owned.settlement, Trans Ova remitted to XY a settlement payment, which, in addition to all the other monies Trans Ova had previously paid XY, constituted full payment and satisfaction of the judgment, including pre-judgment interest, post-judgment interest, costs, and all past, current and future royalty obligations under the judgment. In exchange, XY released and forever discharged Trans Ova from all obligations arising out of the judgment.
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Table of Contents
XY filed a numbersecond lawsuit in December 2016, alleging infringement of counterclaims7 additional patents. Two of those patents were later invalidated in different proceedings and dismissed from the lawsuit. A third patent was settled out of the case in April 2022. There are thus currently 4 patents remaining in the case. In Colorado District Court, the matter proceeded to a jury trial in January 2016. The jury determined that XYOf these, one patent expired on May 9, 2021, and Trans Ova had each breached the licensing agreement and that Trans Ova had infringed XY's patents. In April 2016, the court issued its post-trial order, awarding $528 in damages to Trans Ova and $6,066 in damages to XY. The order also provided Trans Ova with a compulsory license to XY's technology, subject to an ongoing royalty obligation. Both parties appealed the court's order, which appeal is pending before the Court of Appealsanother expires on May 21, 2022. As for the Federal Circuit. Since the inception of the 2004 agreement,last two patents, Trans Ova has remitted paymentsstopped practicing the technologies claimed therein. The Company expects a trial to XY pursuantoccur sometime in 2023. While Trans Ova is confident in its claims and defenses, litigation is uncertain and there is a possibility that the Trans Ova is found liable and ordered to pay damages for past infringement. In the interim, Trans Ova shall continue to operate its business otherwise unaffected by the litigation.
In September 2020, the Company reached a final settlement with the Securities and Exchange Commission ("SEC") with respect to an investigation concerning the Company's disclosures regarding its MBP program in the first three quarters of 2017. Under the terms of that agreement and has recorded these payments in cost of services in the consolidated statements of operations forsettlement, the respective periods. ForCompany, without admitting or denying the period from inceptionallegations of the 2004 agreement throughSEC, consented to the court's April 2016entry of an administrative order aggregate royaltyrequiring that the Company: (i) cease and license payments were $3,170, of which $2,759 had not yet been deposited by XY. For the nine months ended September 30, 2016, the Company recorded litigation expense of $4,228, which is included in selling, generaldesist from committing or causing any violations and administrative expenses on the accompanying consolidated statement of operations and represents the excessfuture violations under Section 13(a) of the net damages awarded to XY, including prejudgment interest, over the liability previously recorded by Trans Ova for uncashed checks previously remitted to XY. In August 2016, Trans Ova deposited the net damages amount, including prejudgment interest, into the court's treasury, to be held until the appeals process is completeSecurities Exchange Act of 1934, as amended, and final judgment amounts are determined. As of September 30, 2017, this amount is included in restricted cash on the accompanying consolidated balance sheet. In December 2016, Trans Ova elected to void the outstanding checks discussed above,Rules 13a-11 and these amounts have been reclassified to other accrued liabilities on the accompanying consolidated balance sheets as of September 30, 201712b-20 promulgated thereunder; and December 31, 2016. Depending on the outcome of an appeal decision, the damages awarded to either party could decrease, increase, or be eliminated. The appeal decision may also remand(ii) pay a $2,500 civil money penalty to the Colorado District Court all, or a portion, of the issues being appealed. SEC (which was paid in September 2020).
In December 2016, XY filed a complaint for patent infringement and trade secret misappropriation against Trans Ova in the District Court of Waco, Texas. Since the claims in this 2016 complaint directly relate to the 2012 licensing dispute and patent issues, Trans Ova filed and was granted a motion for change of venue to Colorado District Court. Trans Ova also filed a motion to dismiss, which is now pending before the Colorado court. Trans Ova and the Company could elect to enter into a settlement agreement in order to avoid the further costs and uncertainties of litigation, to modify the court-ordered license to XY's technologies, or to recover monetary damages stemming from Trans Ova's counterclaims for antitrust violations by XY and its parent company, Inguran.
In May 2016, two putativeOctober 2020, several shareholder class action lawsuits captioned Hoffman v. Intrexon Corporation et al. and Gibrall v. Intrexon Corporation et al., were filed in the U.S.United States District Court for the Northern District of California on behalf of certain purchasers of Intrexon'sthe Company's common stock between May 12, 2015 and April 20, 2016 (the "Class Period"). In July 2016, the court consolidated the lawsuits and appointed a lead plaintiff.stock. The consolidated amended complaint namescomplaints name as defendants Intrexonthe Company and certain of Intrexon'sits current and former officers (the "Defendants"). It alleges, among other things, that the Defendants made materially false and/or misleading statements during the Class Period with respect to the Company's business, operations, and prospects in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended.officers. The plaintiffs' claims are based in part upontrack the allegations in a report published in April 2016 on the Seeking Alpha financial blog.SEC's administrative order described above but challenge disclosures about the MBP program through September 2020, i.e., the date of the SEC administrative order. The plaintiffs seek compensatory damages, interest, and an award of reasonable attorneys' fees and costs. In April 2021, the court granted an order consolidating the claims and appointed a lead plaintiff and lead counsel in the case, captioned Abailla v. Precigen, Inc., F/K/A Intrexon Corp., et al. In May 2021, the lead plaintiff filed an amended complaint. The Defendantsdefendants moved to dismiss the case. On February 24, 2017,that complaint. In September 2021, the court grantedissued an order mooting the Company'sdefendants' motion to dismiss in light of the lawsuitlead plaintiff's stated intent to file a second amended complaint in response to the motion to dismiss. On September 27, 2021, the lead plaintiff filed a second amended complaint. On April 7, 2022, at a hearing on the groundsCompany’s motion, the Court indicated that the plaintiff failed to state a claim, while granting the plaintiffsecond amended complaint would be dismissed with leave to amend. Plaintiffs’ counsel indicated a new complaint would be filed. The plaintiff subsequently notified the court that it would seekdefendants intend to appeal the court's ruling rather than amend its complaint. On April 26, 2017, the court entered final judgment in the case. Notice of appeal was filed by the plaintiff on May 26, 2017. On October 26, 2017, the plaintiff filed a voluntary motionmove to dismiss the case, which the court of appeals granted on November 1, 2017.that complaint.
In July 2016,December 2020, a putativederivative shareholder derivative action, captioned BasileEdward D. Wright, derivatively on behalf of Precigen, Inc. F/K/A Intrexon Corp. v. KirkAlvarez et al.al, was filed in the Circuit Court offor Fairfax County in Virginia on behalf of Precigen, Inc. asserting similar claims under state law against Precigen's current directors and certain of the Company's directors, the Company's CEO, and Third Security, and naming the Company as a nominal defendant. The complaint alleges causes of action for breaches of fiduciary duty and unjust enrichment relating to the entry by the Company into the Services Agreement with Third Security.officers. The plaintiff seeks among other things, damages, in an unspecified amount, disgorgementforfeiture of improper benefits appropriate equitable relief,received by defendants, and an award of attorneyreasonable attorneys' fees and other costs and expenses.costs. The complaint is substantially similar to two separate demands made by shareholders concerning the Services Agreement and Mr. Kirk's compensation. The board of directors of the Company appointed a Special Litigation Committee ("SLC") consisting of independent directors to investigate the claims and allegations made in the derivative action and in the two shareholder demands and to decide on behalf of the Company whether the claims and allegations should be pursued. The Basile case was stayed pending the report of the SLC. In November 2016, the SLC completed its review and evaluation and unanimously determined that the claims were without merit because the compensation arrangements were the result ofby an informed and disinterested decision-making process and were fair to the Company, and that prosecution of the asserted claims was not in the best interest of Intrexon or its shareholders. Based upon the determination of the SLC,order entered on FebruaryJune 14, 2021. On September 24, 2017, the Company moved to dismiss the court action pursuant to Virginia statute. On June 8, 2017,

the court granted the Company's motion to dismiss while granting the plaintiff leave to amend. On August 30, 2017, the plaintiff2021, an individual shareholder filed a consent motion for leave to amend along with the amended shareholder derivative complaint. The Company moved to dismiss the amended complaint on October 6, 2017. The Company intends to continue to defend the lawsuit vigorously. There can be no assurance, however, regarding the ultimate outcome of the case.
In addition to the shareholder demands above, in June and July 2016, two shareholders made separate demands under Virginia law demanding that the Company file suit against certain of its current officers and directors for alleged breaches of fiduciary duty and other claims. The demands were based upon and asserted the allegations previously published in April 2016 in the Seeking Alpha financial blog. In July 2016, the Company's board of directors authorized the SLC to expand its review to include all such allegations. In February 2017, the SLC completed its review and evaluation and unanimously determined that there was no basis for any of the allegations, that the Company's officers and directors did not breach their fiduciary duties or any other applicable law, and that prosecution of the asserted claims was not in the best interest of Intrexon or its shareholders. Following the SLC's determination, in March 2017, one of the putative shareholders filed a derivative complaint captioned Luger v. Kirk et al. in the Circuit Court for Henrico County styled Kent v. Precigen, Inc., Case CL21-6349. The Kent action demands inspection of Fairfax County, Virginia.certain books and records of the Company pursuant to Virginia statutory and common law. On April 1, 2022, the court denied the demurrer and referred the matter to a hearing on the merits. The Company is a nominal defendant in this action, and other defendants include certain of the Company's directors, the Company's CEO, and Third Security. The complaint alleges causes of action for breaches of fiduciary duty and unjust enrichment relatingevaluating how best to the entry by the Company into the Services Agreement with Third Security, Mr. Kirk's compensation, and certain allegations contained in the April 2016 Seeking Alpha financial blog piece. Based on the determination of the SLC and a review of applicable law, theproceed.
The Company intends to defend the lawsuitlawsuits vigorously; however, there can be no assuranceassurances regarding the ultimate outcome of this case.these lawsuits.
The DivisionCompany has previously entered into strategic collaborations, including ECCs and JVs, to fund and develop products enabled by its technologies. These relationships involve complex interests, and the Company's interests may diverge with those of Enforcementits collaborators, which can occur as a result of operations under those collaborations, business or technological developments, or as the U.S. SecuritiesCompany transitions away from, or terminates, certain strategic collaborations. The Company has had, and Exchange Commission ("SEC") is conducting an investigation whichhas, disagreements and disputes with certain collaborators and JV partners, including the IEP Investors and the IEPII Investors. While the Company believes concernsit is entitled to payment for work performed per its collaborations and JVs, consistent with its policy for accounting for accounts receivable, in 2019, the Company has fully reserved the amount of any disputed accounts receivable that remained outstanding.
On December 29, 2021, the Company received a letter from a group of investors in each of Intrexon Energy Partners and Intrexon Energy Partners II, purporting to refer certain issues raised byto arbitration pursuant to the foregoing matters.arbitration provisions of the Amended and Restated Limited Liability Company Agreements of Intrexon Energy Partners and Intrexon Energy Partners II (the “Arbitration Matters”). On January 25, 2022, the Company filed a petition in the Court of Chancery for the State of Delaware seeking to enjoin the arbitration proceeding. In March 2022, the Court of Chancery for the State of Delaware determined that arbitration should proceed. The structure of the arbitration requires each party to propose terms for resolution of each matter and the arbitration panel will be required to award one of the two proposals for each matter without compromise. The Company has metproposed terms that the Company would acquire the membership interests of the IEP Investors in exchange of $5,000, and the membership interests of the IEPII Investors in exchange of $2,000. The investor group has proposed terms that the Company would acquire the membership interests of each individual investor in exchange of $34,000 for the membership interests of the IEP Investors and $12,000 for the membership interests of the IEPII Investors, representing the purchase price of their original investments, as well as, in addition, accrued interest from the date of their original investments, which approximates $18,000 for the IEP Investors and $6,000 for the IEPII Investors. The Company expects the arbitration will
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be concluded in the second quarter of 2022. While the Company believes the investor groups’ claims are without merit, there can be no assurance that the panel will award the Company’s proposal and will not award the investors’ proposal with respect to either of the SEC staffArbitration Matters. In addition, as disclosed in Note 5, as of March 31, 2022, the Company has a deferred revenue liability of $21,205 related to consideration previously received from Intrexon Energy Partners and is voluntarily cooperating with their investigation. The Company's boardIntrexon Energy Partners II that will be re-evaluated upon conclusion of directors has authorized the SLC to monitorArbitration Matters.
Such disagreements and disputes result in management distraction and may result in further litigation, arbitration, unfavorable settlements, or concessions by the Company, or adverse regulatory action, any of which could harm the Company's interaction withbusiness or operations.
In the SEC staff.
The Company may become subject to other claims and assessments from time to time in the ordinary course of business.its business, the Company is involved in litigation or legal matters, including governmental investigations. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. The Company accrues liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of September 30, 2017 and DecemberMarch 31, 2016,2022, the Company does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company's business, financial condition, results of operations, or cash flows.
17. Related Party Transactions
Third Security and Affiliates
The Company's CEO andExecutive Chairman of the board of directors of the Company is also the Senior Managing Director and CEOChairman of Third Security and owns 100% of the equity interests of Third Security.
In November 2015, the independent members of Intrexon's board of directors, with the recommendation of the audit committee of the board of directors, approved the execution of a Services Agreement ("Services Agreement") The Company had an agreement with Third Security pursuant tounder which the Company reimbursed Third Security provides the Company withfor certain professional, legal, financial, administrative, and other supporttax-related services necessary to support the Company and its CEO. As consideration for providing these services, Third Security is entitled to a fee of $800 per month to be paid in the form of fully-vested shares of the Company's common stock. The number of shares of common stock is calculated based on the closing price of the Company's common stock on the 15th day of each month. The payments madeperformed by the Company under the Services Agreement constitute, in the aggregate, an award under the 2013 Plan and are subject to the terms of the 2013 Plan (Note 15). The Services Agreement had a term of one year, can be terminated by the Company at any time, and may be extended only by agreement of the parties, including approval of a majority of the independent members of Intrexon's board of directors. In October 2016, the independent members of Intrexon's board of directors, with the recommendation of the audit committee of the board of directors, approved an extension of the Services Agreement through December 31, 2016. In December 2016, the independent members of Intrexon's board of directors, with the recommendation of the audit committee of the board of directors, approved an extension of the Services Agreement through December 31, 2017. For the three months ended September 30, 2017 and 2016, the Company issued 118,828 shares and 89,326 shares, respectively, with values of $2,251 and $2,132, respectively, to Third Security as payment for services pursuant torequested by the Services Agreement. For the nine months ended September 30, 2017 and 2016, theCompany. The Company issued 329,649 shares and 254,496 shares, respectively, with values of $6,506 and $6,542, respectively, to Third Security as payment for services pursuant to the Services Agreement. In addition to the foregoing Services Agreement, the Companyalso reimburses Third Security for certain out-of-pocket expenses incurred on the Company's behalf, andbehalf. The agreement with Third Security expired on December 31, 2021. As the Company evaluates its alternatives, it continues to utilize these services on a limited basis under the terms of the original agreement. The total expenses incurred by the Company

under this arrangementthese arrangements were $4$26 and $156$41 for the three months ended September 30, 2017March 31, 2022 and 2016, respectively, and $428 and $301 for the nine months ended September 30, 2017 and 2016,2021, respectively.
See also Note 1514 regarding compensation arrangements between the Company and its CEO.Executive Chairman.
Transactions with ECC Parties
In addition to entities controlled by Third Security, any entity in whichThrough November 2021, the Company holds equity securities, including securities received as upfront or milestone consideration, and which also are partysubleased certain administrative offices to a collaboration with the Company are considered to be related parties.
Third Security. The Company holds promissory notes convertible into shares of Fibrocell common stock ("convertible note") and warrants to purchase shares of Fibrocell common stock. As of September 30, 2017 and December 31, 2016, the valuesignificant terms of the convertible note and warrants totaled $4,172 and $1,642, respectively, and is included in other assets onlease mirrored the accompanying consolidated balance sheets. See Note 7 for additional discussionterms of the Company's investments in Fibrocell.
In May 2017,lease with the landlord, and the Company purchased a promissory note from Oragenics ("Oragenics' Promissory Note") with a principal valuerecorded sublease income of $2,400 which matures in May 2019 and accrues interest at a rate of 12% per annum. This note is included in other assets on the accompanying consolidated balance sheet as of September 30, 2017. See Note 19 for additional discussion regarding the Oragenics Promissory Note.
Other Related Parties
In June 2015, the Company entered into an agreement with Harvest, an investment fund sponsored by Harvest Capital Strategies, LLC, and a related party based on ownership in the fund by affiliates of Third Security. Harvest was established to invest in life science research and development start-up opportunities that the Company offered to Harvest with exclusive rights of first-look and first negotiation. Based on this agreement, Harvest established six new collaboration entities, each of which entered into an ECC with the Company in a designated field. The terms of such ECCs were negotiated between the Company and Harvest. As consideration for providing exclusive rights of first-look and first negotiation for start-up opportunities, the Company received a portion of the management fee collected by the fund sponsor of Harvest. These fees are included in other income in the accompanying consolidated statements of operations and totaled $613$20 for the three months ended September 30, 2017March 31, 2021.
See Notes 1, 3, and 2016,13 regarding additional transactions with affiliates of Third Security.
18. Segments
The Company's CODM assesses the operating performance of and $1,839 and $1,871allocates resources for the nine months ended September 30, 2017 and 2016, respectively. In September 2017, the commitment period for Harvest was terminated and,several operating segments using Segment Adjusted EBITDA as a result, our agreement with Harvest terminated. The terminationbasis. Management believes this financial metric is a key indicator of operating results since it excludes noncash revenues and expenses that are not reflective of the agreement had no effectunderlying business performance of an individual enterprise. The Company defines Segment Adjusted EBITDA as net income (loss) before (i) interest expense, (ii) income tax expense or benefit, (iii) depreciation and amortization, (iv) stock-based compensation expense, (v) loss on the already-established collaborations with Harvest-sponsored entities.
18. Net Loss per Share
The following table presents the computationsettlement agreements where noncash consideration is paid, (vi) adjustments for accrued bonuses paid in equity awards, (vii) gain or loss on disposals of basicassets, (viii) loss on impairment of goodwill and dilutedother noncurrent assets, (ix) equity in net loss per share:
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
Historical net loss per share:       
Numerator:       
Net loss attributable to Intrexon$(39,689) $(28,982) $(89,752) $(142,475)
Denominator:       
Weighted average shares outstanding, basic and diluted120,518,885
 118,346,782
 119,741,291
 117,785,160
Net loss attributable to Intrexon per share, basic and diluted$(0.33) $(0.24) $(0.75) $(1.21)

The following potentially dilutive securities as of September 30, 2017affiliates, and 2016, have been excluded from the above computations(x) recognition of diluted weighted average shares outstanding for the threepreviously deferred revenue associated with upfront and nine months then ended as they would have been anti-dilutive:
 September 30,
 2017 2016
Options12,641,770
 12,103,407
Warrants133,264
 30,191
Total12,775,034
 12,133,598
19. Subsequent Events
In November 2017, concurrent with the closing of Oragenics' preferred stock financing, the Company exchanged its Oragenics' Promissory Note and receivables due from Oragenics,milestone payments as well as accrued interest, totaling $3,376 for Oragenics Series C preferred stock ("Series C Preferred Stock"). The Series C Preferred Stock is non-votingcash outflows from capital expenditures and non-convertible and is redeemableinvestments in whole or part at any time by Oragenics in cash. The Series C Preferred Stock accrues an annual 12% dividend payable in additional Series C Preferred Stock through May 10, 2019, and after such date,affiliates, but includes proceeds from the annual dividend increases to 20%. Additionally, the Company and Oragenics amended certain future payment terms under its ECCs.
In October 2017, the Company entered into a Preferred Stock Equity Facility ("Preferred Stock Facility") with an affiliate of Third Security ("Third Security Affiliate"). Under the Preferred Stock Facility, the Company may, from time to time at its sole and exclusive option, issue and sell to the Third Security Affiliate, up to $100,000 of newly issued Series A Redeemable Preferred Stock ("Series A Preferred Stock"). Any issued Series A Preferred Stock is non-voting, accrues dividends of 8% per annum and, subject to limited exceptions, is senior to Intrexon's common stock with respect to the rights to the payment of dividends and on parity with the common stock with respect to the distributionsale of assets in the event of any liquidation, dissolution or winding up or change of control of Intrexon. Any issued Series A Preferred Stock is convertible into common stock only following receipt of shareholder approval byperiod sold.
Because the Company including a majorityuses Segment Adjusted EBITDA as its primary measure of the shares voted by those shareholders unaffiliated with Mr. Kirk (the "Shareholder Approval"), subject to any necessary regulatory approvals. Following receiptsegment performance, it has included this measure in its discussion of the Shareholder Approval and receipt of any necessary regulatory approvals, any issued Series A Preferred Stock is convertible into Intrexon common stock based on a conversion price using the 20-day volume-weighted average market price as of market closing on the fifth business day prior to the mailing of the proxy statement soliciting the Shareholder Approval, subject to adjustment for certain stock splits and similar events.segment operating results. The Company has agreedalso disclosed revenues from external customers and intersegment revenues for each reportable segment. Corporate expenses are not allocated to take all reasonable steps necessarythe segments and are managed at a consolidated level. The CODM does not use total assets by segment to seek Shareholder Approval onevaluate segment performance or allocate resources, and accordingly, these amounts are not required to be disclosed. The Company's segment presentation excludes amounts related to the operations of MBP Titan which are reported as discontinued operations (Note 3).
For the three months ended March 31, 2022, the Company's reportable segments were (i) Biopharmaceuticals, (ii) Exemplar, and (iii) Trans Ova. These identified reportable segments met the quantitative thresholds to be reported separately for the three months ended March 31, 2022. See Note 2 for a description of Biopharmaceuticals. See Note 1 for a description of Exemplar and Trans Ova.
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Segment Adjusted EBITDA by reportable segment was as follows:
Three Months Ended 
 March 31,
20222021
Biopharmaceuticals$(11,620)$(8,854)
Exemplar3,558 1,806 
Trans Ova5,397 6,421 
Segment Adjusted EBITDA for reportable segments$(2,665)$(627)
The table below reconciles Segment Adjusted EBITDA for reportable segments to consolidated net loss from continuing operations before income taxes:
Three Months Ended 
 March 31,
20222021
Segment Adjusted EBITDA for reportable segments$(2,665)$(627)
Remove cash paid for capital expenditures, net of proceeds from sale of assets, and cash paid for investments in affiliates1,314 597 
Add recognition of previously deferred revenue associated with upfront and milestone payments1,446 307 
Other expenses:
Interest expense(2,069)(4,539)
Depreciation and amortization(3,292)(3,523)
Loss on disposals of assets(125)(121)
Impairment losses(482)— 
Stock-based compensation expense(3,562)(5,415)
Adjustment related to accrued bonuses paid in equity awards1,698 — 
Equity in net loss of affiliates(1)(3)
Other— (7)
Unallocated corporate costs(10,060)(8,194)
Eliminations(1,511)(371)
Consolidated net loss from continuing operations before income taxes$(19,309)$(21,896)
Revenues by reportable segment were as follows:
Three Months Ended March 31, 2022
BiopharmaceuticalsExemplarTrans OvaTotal
Revenues from external customers$84 $5,429 $26,508 $32,021 
Intersegment revenues1,446 — 147 1,593 
Total segment revenues$1,530 $5,429 $26,655 $33,614 
Three Months Ended March 31, 2021
BiopharmaceuticalsExemplarTrans OvaTotal
Revenues from external customers$178 $3,257 $21,076 $24,511 
Intersegment revenues241 — 107 348 
Total segment revenues$419 $3,257 $21,183 $24,859 
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The table below reconciles total segment revenues from reportable segments to total consolidated revenues:
Three Months Ended 
 March 31,
20222021
Total segment revenues from reportable segments$33,614 $24,859 
Elimination of intersegment revenues(1,593)(348)
Total consolidated revenues$32,021 $24,511 

For the datethree months ended March 31, 2022 and 2021,13.0% and 8.4%, respectively, of its annual meetingtotal consolidated revenue was attributable to one customer in the Exemplar segment.
As of shareholders in 2019. Any issued Series A Preferred Stock is redeemable at the election ofMarch 31, 2022 and December 31, 2021, the Company at any time, or athad $4,148 and $4,463, respectively, of long-lived assets in foreign countries. The Company recognized revenues derived in foreign countries totaling $205 and $99 for the electionthree months ended March 31, 2022 and 2021, respectively.
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Table of the Third Security Affiliate after December 31, 2020. The Preferred Stock Facility will expire on the earliest to occur of: (i) the date on which the Third Security Affiliate has purchased shares of Series A Preferred Stock in the aggregate amount of $100,000, (ii) April 30, 2019, (iii) the date of the Shareholder Approval, and (iv) the mutual agreement of the parties.Contents
Also, in November 2017, the Company filed with the State Corporation Commission of the Commonwealth of Virginia (the "SCC") Articles of Amendment to the Company's Amended and Restated Articles of Incorporation (the "Amendment"), which amended Article III thereof to set the designations of the Series A Preferred Stock (described above) to be issued pursuant to the Preferred Stock Facility. The Amendment became effective upon the issuance by the SCC in November 2017 of a certificate of amendment.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following "Management's Discussion and Analysis of Financial Condition and Results of Operations" should be read in conjunction with the unaudited financial information and the notes thereto included in this Quarterly Report on Form 10-Q, or Quarterly Report, and our Annual Report on Form 10-K.10-K for the year ended December 31, 2021, or Annual Report.
The following discussion contains forward-looking statements that reflect our plans, estimates, expectations, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements and you are cautioned not to place undue reliance on forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Quarterly Report, on Form 10-Q, particularly in "Special Note Regarding Forward-Looking Statements" and "Risk Factors." The forward-looking statements included in this Quarterly Report on Form 10-Q are made only as of the date hereof.
Overview

We are a dedicated discovery and clinical-stage biopharmaceutical company advancing the next generation of gene and cell therapies with the overall goal of improving outcomes for patients with significant unmet medical needs. We are leveraging our proprietary technology platforms to develop product candidates designed to target urgent and intractable diseases in our core therapeutic areas of immuno-oncology, autoimmune disorders, and infectious diseases. We have developed an extensive pipeline of therapies across multiple indications within these core focus areas.

We believe we arethat our array of technology platforms uniquely positions us among other biotechnology companies to advance precision medicine. Precision medicine is the practice of therapeutic product development that takes into account specific genetic variations within populations impacted by a leader in the field of synthetic biology, an emerging and rapidly evolving discipline that applies engineering principlesdisease to biological systemsdesign targeted therapies to enable rational, design-based control of cellular functionimprove outcomes for a specific purpose. Using our suite ofdisease or patient population. Our proprietary and complementary technologies, we design, build and regulatetechnology platforms provide a strong foundation to realize the core promise of precision medicine by supporting our efforts to construct powerful gene programs whichto drive efficacy, deliver these programs through viral, non-viral, and microbe-based approaches to drive lower costs, and control gene expression to drive safety. Our therapeutic platforms, including UltraCAR-T, AdenoVerse immunotherapy, and ActoBiotics, are DNA sequences that consist of key genetic components. A single gene program or a complex, multi-genic program are fabricated and stored within a DNA vector. Vectors are segments of DNA used as a vehicledesigned to transmit genetic information. DNA vectors can, in turn, be introduced into cells in order to generate a simple or complex cellular system, which are the basic and complex cellular activities that take place within a cell and the interaction of those systems in the greater cellular environment. It is these genetically modified cell systems that can be used to produce biological effector molecules, or be employed directly to enable the development of new and improved products and manufacturing processes across a variety of end markets, including health, food, energy, environment, and consumer. Our synthetic biology capabilities include the abilityallow us to precisely control the amount,level and physiological location of gene expression and modification ofmodify biological molecules to control the function and output of living cells to treat underlying disease conditions.

We are actively advancing our lead clinical programs, including: PRGN-3005 and optimizePRGN-3006, which are built on our UltraCAR-T platform; and PRGN-2009 and PRGN-2012, which are based on our AdenoVerse immunotherapy platform. In addition, we have completed a Phase 1b/2a study of AG019, which is built on our ActoBiotics platform. We also have a robust pipeline of preclinical programs that we are pursuing in order to drive long-term value creation.

We have developed a proprietary electroporation device, UltraPorator, designed to further streamline and ensure the rapid and cost-effective manufacturing of UltraCAR-T therapies. UltraPorator has received U.S. Food and Drug Administration, or FDA, clearance for desired resultsmanufacturing UltraCAR-T cells in clinical trials, and since November 2020, we have been dosing patients with UltraCAR-T cells manufactured with UltraPorator in our PRGN-3005 and PRGN-3006 clinical trials.

We exercise discipline in our portfolio management by systematically evaluating data from our preclinical programs in order to make rapid "go" and "no go" decisions. Through this process, we believe we can more effectively allocate resources to programs that we believe show the most promise and advance such programs to clinical trials.
Our Healthcare Business

Our healthcare business focuses on human therapeutics and developing research models and services for healthcare research applications. Our Biopharmaceuticals segment includes our wholly owned subsidiaries PGEN Therapeutics, Inc., or PGEN Therapeutics, and Precigen ActoBio, Inc., or ActoBio, and our majority ownership interest in Triple-Gene LLC, doing business as Precigen Triple-Gene, or Triple-Gene, as well as royalty interests in therapeutics and therapeutic platforms from companies not controlled by us. Exemplar Genetics LLC, doing business as Precigen Exemplar, or Exemplar, is a wholly owned subsidiary which is focused on developing research models and services for healthcare research applications.
Biopharmaceuticals
PGEN Therapeutics
PGEN Therapeutics is a dedicated discovery and clinical stage biopharmaceutical company advancing the next generation of gene and cell therapies using precision technology to target urgent and intractable diseases in immuno-oncology, autoimmune
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disorders and infectious diseases. PGEN Therapeutics operates as an innovation engine, progressing a preclinical and clinical pipeline of well-differentiated therapies toward clinical proof-of-concept and commercialization.

PGEN Therapeutics is developing therapies primarily built on our UltraCAR-T therapeutics platform and our "off-the-shelf" AdenoVerse immunotherapy platform. Through our UltraCAR-T therapeutics platform, we are able to precision-engineer UltraCAR-T cells to produce a homogeneous cell product that simultaneously expresses antigen-specific chimeric antigen receptor, or CAR, kill switch, and our proprietary membrane-bound interleukin-15, or mbIL15, genes in any genetically modified UltraCAR-T cell. Our decentralized and rapid proprietary manufacturing process allows us to manufacture UltraCAR-T cells overnight at an industrial scale.
a medical center's current good manufacturing practices facility, or cGMP, and reinfuse the patient the following day after gene transfer. This process improves upon current approaches to CAR-T manufacturing, which require extensive ex vivo expansion following viral vector transduction to achieve clinically relevant cell numbers that we believe can result in the exhaustion of CAR-T cells prior to their administration, limiting their potential for persistence in patients. We have developed a proprietary electroporation device, UltraPorator, designed to further streamline and ensure the rapid and cost-effective manufacturing of UltraCAR-T therapies. The UltraPorator system includes proprietary hardware and software solutions and potentially represents major advancements over current electroporation devices by significantly reducing the processing time and contamination risk. UltraPorator is intended to be a viable scale-up and commercialization solution for decentralized UltraCAR-T manufacturing. Our AdenoVerse immunotherapy platform utilizes a library of proprietary adenovectors for the efficient gene delivery of therapeutic effectors, immunomodulators, and vaccine antigens. We have established proprietary manufacturing cell lines and production methodologies from our AdenoVerse immunotherapy platform, which we believe are easily scalable for commercial supply. We believe that because synthetic biologyour proprietary gorilla adenovectors, part of the AdenoVerse technology, have superior performance characteristics as compared to current competition, including standard human adenovirus serotype 5, rare human adenovirus types and other non-human primate adenovirus types.

The most advanced programs within PGEN Therapeutics are as follows:

PRGN-3005 is a first-in-class, investigational autologous CAR-T therapy that utilizes our UltraCAR-T platform to simultaneously express a CAR targeting the unshed portion of the Mucin 16 antigen, mbIL15, and kill switch genes. PRGN-3005 is currently being evaluated in a Phase 1/1b clinical trial for the treatment of advanced, recurrent platinum-resistant ovarian , fallopian tube, or primary peritoneal cancer. In January 2022, we announced the completion of enrollment in the dose escalation phase of both IP and IV arms without lymphodepletion in the ongoing Phase 1 clinical trial. We have received FDA clearance to incorporate lymphodepletion at Dose Level 3 of the IV arm.

PRGN-3006 is a first-in-class, investigational autologous CAR-T therapy that utilizes our UltraCAR-T platform to express a CAR to target CD33 (Siglec-3), mbIL15 and akill switch gene. PRGN-3006 is currently being evaluated in a Phase 1/1b clinical trial for the treatment of relapsed or refractory, or r/r, acute myeloid leukemia, or AML, high-risk myelodysplastic syndromes, or MDS, and chronic myelomonocytic leukemia, or CMML. In January 2022, we announced the completion of enrollment in the dose escalation phase in both the non-lymphodepletion and the lymphodepletion cohorts of this Phase 1 trial. An expansion phase is planned at the MTD. On April 4, 2022, we announced that PRGN-3006 was granted Fast Track designation in patients with r/r AML by the FDA. Previously PRGN-3006 was granted Orphan Drug Designation in patients with AML by the FDA.

PRGN-3007 is a first-in-class, investigational autologous CAR-T therapy that utilizes the next generation UltraCAR-T platform to express a CAR to target ROR1, mbIL15, kill switch, and a novel mechanism for the intrinsic blockade of the programmed death 1, or PD-1, gene expression. PRGN-3007 has applicability across many diverse end markets, we cannot take full advantagereceived FDA clearance to initiate a Phase 1/1b clinical trial for patients with advanced receptor tyrosine kinase-like orphan receptor 1-positive, or ROR1+, hematological (Arm 1) and solid tumors (Arm 2). The target patient population for Arm 1 includes relapsed or refractory CLL, relapsed or refractory MCL, relapsed or refractory B-ALL, and relapsed or refractory DLBCL. The target patient population for Arm 2 includes locally advanced unresectable or metastatic histologically confirmed TNBC. The study will enroll in two parts: an initial 3+3 dose escalation in each arm followed by a dose expansion at the maximum tolerated dose. Arm 1 and Arm 2 will enroll in parallel.

PRGN-2009 is a first-in-class, "off-the-shelf" investigational immunotherapy designed to activate the immune system to recognize and target human papillomavirus-positive, or HPV+, solid tumors. PRGN-2009 leverages our UltraVector and AdenoVerse platforms to optimize HPV type 16 and HPV type 18, antigen design for delivery via a proprietary gorilla adenovector with a large genetic payload capacity and the ability for repeat administrations. PRGN-2009 is in a Phase 1/2 clinical trial as a monotherapy or in combination with bintrafusp alfa, or M7824, an investigational bifunctional fusion protein, for patients with HPV-associated cancers in collaboration with the National Cancer Institute, or NCI, pursuant to a cooperative research and development arrangement, or CRADA.

PRGN-2012 is a first-in-class, investigational "off-the-shelf" AdenoVerse immunotherapy for the treatment of synthetic biologyrecurrent respiratory papillomatosis, or RRP. PRGN-2012 is an innovative therapeutic vaccine with internal developmentoptimized antigen design that uses our gorilla adenovector technology, part of our proprietary AdenoVerse platform, to elicit immune responses directed against
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cells infected with HPV type 6 and HPV type 11. PRGN-2012 is in a Phase 1/2 clinical trial for adult patients with RRP. PRGN-2012 is being developed in collaboration with the Center for Cancer Research at the NCI pursuant to a CRADA. PRGN-2012has been granted Orphan Drug designation for treatment of RRP by the FDA.

In addition to our clinical programs, alone. To address this, we have devised our business model to allow us to focus onPGEN Therapeutics has a robust pipeline of preclinical programs in our core expertisetherapeutic areas of immune-oncology, infectious diseases, and autoimmune disorders that we are pursuing in synthetic biology while bringing many different commercial productsorder to market via collaborationsdrive long-term value creation. Our pipeline includes a number of product candidates, including UltraCAR-T therapeutics for various cancers, and "off-the-shelf" AdenoVerse therapeutic platforms. We expect to continue development of various preclinical programs to identify product candidates for evaluation in clinical trials.
Precigen ActoBio, Inc.

ActoBio is pioneering a proprietary class of microbe-based biopharmaceuticals that enable expression and local delivery of disease-modifying therapeutics. We refer to these microbe-based biopharmaceuticals as ActoBiotics. Our ActoBiotics platform is a unique delivery platform precisely tailored for specific disease modification with the potential for superior efficacy and safety. ActoBiotics combine the advantages of highly selective protein-based therapeutic agents with local delivery by the well-characterized and food-grade bacterium Lactococcus lactis, or L. lactis. ActoBiotics can be delivered orally in a broad range of industriescapsule, through an oral rinse, or end markets, thus minimizing and leveraging the use of our own capital.
Our business model was built primarily around the formation of exclusive channel collaborations, or ECCs. An ECC is an agreement with a collaborator to develop products based on technologies in a specifically defined field. Historically, wetopical solution. We believe ActoBiotics have sought collaborators with expertise within a specific industry sector and the commitmentpotential to provide resources forsuperior safety and efficacy via the commercializationsustained release of products withinappropriate quantities of select therapeutic agents as compared to injectable biologics, while reducing the side effects commonly attributed to systemic delivery and corresponding peaks in concentration.ActoBiotics work via genetically modified bacteria that industry sector. In our ECCs, we provide expertise indeliver proteins and peptides at mucosal sites, rather than the engineeringinsertion of gene programs and cellular systems, and our collaborators are responsible for providing market and product development expertise, as well as sales and marketing capabilities.
This business model allows us to leverage our capabilities and capital across numerous product development programs andone or more genes into a broader landscapehuman cell by means of end markets than we would be capable of addressing on our own. Our ECC business model also allows us to participate in the potential upside from products that are enabled by our technologies across an extensive range of industries,a virus or other delivery mechanism. By foregoing this insertion, ActoBiotics allow "gene therapy" without the need for uscell transformation.

ActoBio's most advanced internal pipeline candidate, AG019, is a first-in-class disease modifying antigen-specific, investigational immunotherapy for the prevention, delay, or reversal of type 1 diabetes mellitus, or T1D. AG019 is an easy-to-take capsule formulation of ActoBiotics engineered to invest considerable resourcesdeliver the autoantigen human proinsulin, or hPINS, and the tolerance-enhancing cytokine human interleukin-10 to the mucosal lining of gastro-intestinal tissues in bringingpatients with T1D. We have completed a Phase 1b/2a clinical trial of AG019 for the treatment of early-onset T1D. The Phase 1b portion of the study evaluated the safety and tolerability of AG019 monotherapy administered as a single dose and repeated daily doses in adult and adolescent patients. The Phase 2a double-blind portion of the study investigated the safety and tolerability of AG019 in combination with teplizumab, or PRV-031. The primary endpoint of assessing safety and tolerability in both the Phase 1b AG019 monotherapy and the Phase 2a AG019 combination therapy has been met. AG019 was well-tolerated when administered to adults and adolescents either as monotherapy or in combination with teplizumab. A single 8-week treatment cycle of oral AG019 as a monotherapy and in combination with teplizumab showed stabilization or increase of C-peptide levels during the first 6 months post treatment initiation in recent-onset T1D.
Precigen Triple-Gene

Triple-Gene is a clinical stage gene therapy company focused on developing advanced treatments for complex cardiovascular diseases. Triple-Gene's most advanced candidate, INXN-4001, a non-viral triple-effector plasmid based on our UltraVector platform designed for constitutive expression of human S100A1, SDF-1a, and VEGF-165. INXN-4001 is engineered to address multiple pathways of heart failure. Utilizing a single plasmid comprising all three genes, instead of each individual productsgene on separately delivered plasmids, INXN-4001 can control for delivery and ensure expression of the three genes in all transfected cells.

We have completed a first-in-human, open label Phase 1 study designed to market. Additionally,evaluate the flexibilitysafety of retrograde coronary sinus infusion, or RCSI, of INXN-4001 in outpatient left ventricular assist device, or LVAD, recipients.The Phase 1 trial met the primary endpoints to evaluate safety and feasibility for INXN-4001.
Partnered Program

We have partnered with Castle Creek Biosciences, Inc., or Castle Creek, to advance product candidates D-Fi (debcoemagene autoficel), formerly designated FCX-007, for the treatment of recessive dystrophic epidermolysis bullosa, or RDEB, and FCX-013 for the treatment of localized scleroderma. In October 2020, Castle Creek announced the dosing of the first patient in the ongoing Phase 3 trial of D-Fi and the dosing of the first patient in the ongoing Phase 1/2 trial of FCX-013. The FDA has granted Orphan Drug designation to D-Fi for the treatment of Dystrophic Epidermolysis Bullosa, which includes RDEB. In addition, D-Fi has been granted Rare Pediatric Disease designation, Fast Track designation, and Regenerative Medicine Advanced Therapy designation by the FDA for treatment of RDEB. The FDA has granted Orphan Drug designation to
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FCX-013 for the treatment of localized scleroderma. In addition, FCX-013 has been granted Rare Pediatric Disease designation and Fast Track designation for the treatment of moderate to severe localized scleroderma. Pursuant to the collaboration, we licensed our technology platforms to Castle Creek for use in certain specified fields, and in exchange, we received and were entitled to certain access fees, milestone payments, royalties, and sublicensing fees related to the development and commercialization of product candidates. In March 2020, we and Castle Creek terminated the original collaboration agreement by mutual agreement, with the parties agreeing that FCX-007 and FCX-013 would be treated as "Retained Products" under the terms of the original agreement. Castle Creek retains a license to continue to develop and commercialize the Retained Products within the field of use for so long as Castle Creek continues to pursue such development and commercialization, and we are also entitled to certain royalties with respect to the Retained Products.
Precigen Exemplar

Exemplar is committed to enabling the study of life-threatening human diseases through the development of MiniSwine Yucatan miniature pig research models and services, as well as enabling the production of cells and organs in its genetically engineered swine for regenerative medicine applications. Historically, researchers have lacked animal models that faithfully represent human diseases. As a result, a sizeable barrier has blocked progress in the discovery of human disease mechanisms; novel diagnostics, procedures, devices, prevention strategies and therapeutics; and the ability to predict in humans the efficacy of those next-generation procedures, devices, and therapeutics. Exemplar's MiniSwine models are genetically engineered to exhibit a wide variety of human disease states, which provides a more accurate platform to test the efficacy of new medications and devices.
Our Non-Healthcare Business
At March 31, 2022, our only non-healthcare business is our established bovine genetics company, Trans Ova Genetics, L.C., or Trans Ova.
Trans Ova

Trans Ova is internationally recognized as a provider of industry-leading bovine reproductive technologies. Trans Ova offers bovine embryo transfer technologies, in addition to other advanced reproductive technologies, including in vitro fertilization, or IVF, sexed-semen, genetic preservation, and cloning. Through extensive research programs and applied science, Trans Ova has developed and implemented new technologies that, we believe, have helped to move the science of bovine genetic improvement forward. We are evaluating strategic alternatives to determine the optimal means to utilize these technology assets and Trans Ova's broad customer base and deep industry knowledge to maximize the value of the business model allowsfor our shareholders, including a potential sale of the business, the development of collaborations with third parties, and other strategic opportunities.
COVID-19 Impact
COVID-19 has had and continues to have an extensive impact on the global health and economic environments. Furthermore, there is uncertainty regarding the duration and severity of the ongoing pandemic, and we could experience delays of other pandemic-related events that may adversely impact our clinical as well as preclinical pipeline candidates in the future.

We are also closely monitoring the impact of COVID-19 on all aspects of our businesses. Given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic on our ongoing business, results of operations, and overall financial performance cannot be reasonably estimated at this time.

The health and safety of our employees is of the utmost importance. We have implemented safety measures in our facilities for the well-being of our employees and visitors. These measures have permitted us to collaboratecontinue to advance our programs, with a rangethe ultimate goal of counterparts, from small innovative companies to global multinational conglomerates.benefiting patients.
Alternatively, we have sometimes executed a research collaboration to develop an early-stage program pursuant to which we received reimbursement for our development costs but
For more information regarding the exclusive commercial rights,risks associated with COVID-19 and related access fees, were deferred until completion of an initial research program.
Over time,its impact on our business, model has evolved. First,see "Risk Factors" in Part II - Item 1A.
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Discontinued Operations
Historically, we developed technology platforms for application across a variety of diverse end markets, including health, food, energy, and the environment. In January 2020, we announced that we were increasing our focus on our healthcare opportunities, which reflected our most advanced platforms, and in connection therewith, we divested a number of our non-healthcare assets (referred to collectively as the Transactions) and changed our name to Precigen, Inc.
In 2020, as a result of market uncertainty driven by the COVID-19 pandemic and the state of the energy sector raising significant challenges for the strategic alternatives pursued by MBP Titan, LLC, or MBP Titan, our methane bioconversion business, we suspended MBP Titan's operations, preserved certain of MBP Titan's intellectual property, terminated all of its personnel, and undertook steps to dispose of its other assets and obligations. The wind down of MBP Titan's activities was substantially complete by December 31, 2020, with the final disposition of certain property and equipment and the facility operating lease occurring in January 2021. This discontinuation of operations represented the continuation of a strategic circumstances,shift that we may enter intocommenced in early 2020 to becoming a joint venture,primarily healthcare company advancing technologies and products that address complex healthcare challenges. After the wind down of MBP Titan, certain assets and contractual obligations which were originally related to MBP Titan continue to be managed at the Precigen corporate level. These remaining assets and contractual obligations include our equity interests in and collaboration agreements with Intrexon Energy Partners, LLC, or JV, with a third party collaborator whereby we may contribute access to our technology, cashIntrexon Energy Partners, and Intrexon Energy Partners II, LLC, or both intoIntrexon Energy Partners II, including the JV which we will jointly control with our collaborator. Pursuant to a JVassociated deferred revenue remaining under each collaboration agreement, we may be required to contribute additional capitalas well as the associated intellectual property.
See also "Notes to the JV, and we may be able to receive a higher financial return than we would normally receive from an ECC to the extent that we and our collaborator are successfulCondensed Consolidated Financial Statements (Unaudited) - Note 3" appearing elsewhere in developing one or more products. For athis Quarterly Report for additional discussion of our JVs, see thediscontinued operations.
See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 4" appearing elsewhere in this Quarterly Report on Form 10-Q. Second, while we seek to maintainfor a competitive edge in gene program creationdiscussion of Intrexon Energy Partners and host cell and genome expertise, we have begun to finance internally early stage proof of concept programs and have sought to partner, on an industry segment basis, more matureIntrexon Energy Partners II.

programs and capabilities. By doing this, we endeavor to maximize leverage of our capital resources and ultimately hope to realize significant value from mature assets.Segments
As we considerof March 31, 2022, our reportable segments were (i) Biopharmaceuticals, (ii) Exemplar, and (iii) Trans Ova. These identified reportable segments met the broad potential applicationsquantitative thresholds to be reported separately for the three months ended March 31, 2022.
Corporate expenses, which are not allocated to the segments and are managed at a consolidated level, include costs associated with general and administrative functions, including our finance, accounting, legal, human resources, information technology, corporate communication, and investor relations functions. Corporate expenses exclude interest expense, depreciation and amortization, gain or loss on disposals of our synthetic biology technologies,assets, stock-based compensation expense, loss on settlement agreement, and consistent with the evolution of our business model, we have identified a number of ventures that are already enabling products that benefit from the application of such technology. We believe that the strategic acquisition of certain such companies will allow us to develop and commercialize innovative products and create significant value for us. Our business model therefore includes the acquisition of certain product-focused companies that may leverage our technologies and expertise in order to expand their respective product applications.
As a means to further the development of our business model, in June 2015, we entered into an agreement with Harvest Intrexon Enterprise Fund I, LP, or Harvest, an investment fund sponsored by Harvest Capital Strategies, LLC, and a related party based on ownership in the fund by affiliates of Third Security, LLC, or Third Security. Harvest was established to invest in life science research and development start-up opportunities that we offered to Harvest with exclusive rights of first-look and first negotiation. Based on this agreement, Harvest established six new collaboration entities, each of which entered into an ECC with us in a designated field. The terms of such ECCs were negotiated between us and Harvest. As consideration for providing exclusive rights of first-look and first negotiation for start-up opportunities, we received a portion of the management fee collected by the fund sponsor of Harvest. In September 2017, the commitment period for Harvest was terminated and, as a result, our agreement with Harvest terminated. The termination of the agreement had no effect on the already-established collaborations with Harvest-sponsored entities.
Pursuant to our business model, we may receive equity in lieunet loss of cash for technology access fees and milestones and also may participate in capital raises to allow earlier-stage collaborators to focus their resources on product development. However, when such a collaborator develops greater operational or financial resources, its shares become a financial asset within Intrexon that is independent of our operational or collaborative purposes.
Mergers, acquisitions, and technology in-licensing
We may augment our suite of proprietary technologies through mergers or acquisitions of technologies which then become available to new or existing collaborators. Among other things, we pursue technologies that we believe will be generally complementary to our existing technologies and also meet our desired return on investment and other economic criteria. In certain cases, such technologies may already be applied in the production of products or services and in these cases we may seek to expand the breadth or efficacy of such products or services through the use of our technologies.affiliates. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 3"18" appearing elsewhere in this Quarterly Report on Form 10-Q, for furthera discussion of mergers, acquisitions or significant technology in-licensing activities in 2017.our reportable segments and Segment Adjusted EBITDA.
Financial overview
We have incurred significant losses since our inception. We anticipate that we may continue to incur significant losses for the foreseeable future, and we may never achieve or maintain profitability. Our historical collaboration and licensing revenues were generated under a business model from which we have gradually transitioned, and we do not expect to expend significant resources servicing our historical collaborations in the future. We have nevermay enter into strategic transactions for individual platforms or programs in the future from which we may generate new collaboration and licensing revenues. We continue to generate product and service revenues through our Trans Ova and Exemplar subsidiaries, and in the three months ended March 31, 2022, both of these subsidiaries generated any royalty revenues from sales of products bypositive Segment Adjusted EBITDA. Products currently in our collaborators and may never be profitable. Certain of our consolidated subsidiariesclinical pipeline will require regulatory approval and/or commercial scale-up before they may commence significant product sales and operating profits.
We expect our future capital requirements will be substantial, particularly asAs we continue our efforts to developfocus our business and expandgenerate additional capital, we may be willing to enter into transactions involving one or more of our synthetic biology technology platform.operating segments and reporting units for which we have goodwill and intangible assets. These efforts could result in us identifying impairment indicators or recording impairment charges in future periods. In October 2017,addition, market changes and changes in judgements, assumptions, and estimates that we entered into a Preferred Stock Equity Facility,have made in assessing the fair value of goodwill could cause us to consider some portion or Preferred Stock Facility, with an affiliate of Third Security, which will terminate no later than April 30, 2019. Our Chairman and Chief Executive Officer also serves as the Senior Managing Director and Chief Executive Officer of Third Security and owns all of the outstanding equity interests. Under the Preferred Stock Facility, we may, at our sole and exclusive option, issue and sellcertain assets to the affiliatebecome impaired.
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Table of Third Security, up to $100 million of newly issued Series A Redeemable Preferred Stock, or Series A Preferred Stock. We believe that our existing cash and cash equivalents, short-term investments, cash expected to be received through our current collaborators and for sales of products and services provided by our consolidated subsidiaries, and any issuances of Series A Preferred Stock under the Preferred Stock Facility will enable us to fund our operating expenses and capital expenditure requirements for at least the next 12 months.Contents
Sources of revenue
We deriveHistorically, we have derived our collaboration and licensing revenues through the execution of agreements with counterparties for the development and commercialization of products enabled by our technologies. Generally, the terms of these collaborations provide that we receive some or all of the following: (i) technology access fees upon signing; (ii) reimbursements of costs

incurred by us for our research and development and/or manufacturing efforts related to specific applications provided for in the collaboration; (iii) milestone payments upon the achievement of specified development, regulatory and commercial activities; and (iv) royalties on sales of products arising from the collaboration.
Our technology access fees and milestone payments may be in the form of cash or securities of the collaborator. Our collaborations contain multiple arrangements, and we typically defer revenues from the technology access fees and milestone payments received and recognize such revenues in the future over the anticipated performance period. We are also entitled to sublicensing revenues in those situations where our collaborators choose to license our technologies to other parties.
From timeAs we continue to time,shift our focus on our healthcare business, we have and certainmay continue to mutually terminate collaboration agreements or repurchase rights to the exclusive fields from collaborators, may cancel the agreements, relieving us of any further performance obligations under the agreement. WhenUpon such circumstances or when we determine no further performance obligations are required of us under an agreement, we may recognize any remaining deferred revenue.revenue as either collaboration revenue or as a reduction of operating expense, depending on the circumstances. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 5" appearing elsewhere in the Quarterly Report for a discussion of changes to our significant collaborations.
We generate product and service revenues primarily through sales of products or services whichthat are created from technologies developed or owned by us. Our primary current offeringsrevenues arise from Trans Ova and include sales of advanced reproductive technologies, including our bovine embryo transfer and in vitro fertilizationIVF processes and from genetic preservation and sexed semen processes, and applications of such processes to other livestock, as well as sales of livestock and embryos produced using these processes and used in production. RevenueExemplar also generates product and service revenues through the development and sale of genetically engineered miniature swine models. We recognize revenue when control of the promised product is recognized when (i) persuasive evidence of an arrangement exists, (ii) services have been rendered or delivery has occurred such that risk of loss has passedtransferred to the customer (iii)or when the pricepromised service is fixed or determinable, and (iv) collection from the customer is reasonably assured.completed.
In future periods, in connection with our focus on healthcare, our revenues will primarily depend on our ability to partneradvance and create our more matureown programs and capabilities, the number of collaborations to which we are party, the advancement and creation of programs within our collaborations and the extent to which our collaboratorswe bring products enabled by our technologies to market. Other than for collaboration revenues recognized upon cancellation or modification of an existing collaboration or for revenues generated pursuant to future strategic transactions for any of our existing platforms or programs, we expect our collaboration revenues will continue to decrease in the near term. Our revenues will also depend upon our ability to maintain or improve the volume and pricing of ourTrans Ova's and Exemplar's current product and service offerings and to develop and scale up production of new offerings from the various technologies of our subsidiaries. Our future revenues may also include additional revenue streamsAs we may acquire through mergersfocus on our healthcare business, we anticipate that our expenses will increase substantially if, and acquisitions. In lightas, we continue to advance the preclinical and clinical development of our limited operating historyexisting product candidates and experience,our research programs. We expect a significant period of time could pass before commercialization of our various product candidates or before the achievement of contractual milestones and the realization of royalties on product candidates commercialized under our collaborations and revenues sufficient to achieve profitability. Accordingly, there can be no assurance as to the timing, magnitude, and predictability of revenues to which we might be entitled.
Cost of products and services
Cost of products and services includes primarily labor and related costs, drugs and supplies used primarily in theTrans Ova's embryo transfer and in vitro fertilizationIVF processes, livestock and feed used in production, and facility charges, including rent and depreciation. Fluctuations in the price of livestock and feed have not had a significant impact on our operating margins and no derivative financial instruments are used to mitigate the price risk.
Research and development expenses
We recognize research and development expenses as they are incurred. Our research and development expenses consist primarily of:
•salaries and benefits, including stock-based compensation expense, for personnel in research and development functions;
•fees paid to consultants and contract research organizations who perform research on our behalf and under our direction;
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•costs related to laboratory supplies used in our research and development efforts;efforts and acquiring, developing, and manufacturing preclinical study and clinical trial materials;
•costs related to certain in-licensed technology rights;rights or reacquired in-process research and development;
depreciation of leasehold improvements and laboratory equipment;
•amortization of patents and related technologies acquired in mergers and acquisitions; and
•facility-related expenses, which include direct depreciation costs and unallocated expenses for rent and utility costs for our researchmaintenance of facilities and development facilities.other operating costs.
We have no individually significant research and development projects and ourOur research and development expenses are generally incurred by our reportable segments and primarily relate to either the costs incurred to expand or otherwise improve our multiple platform technologies or the costs incurred to

develop a specific application of our technologies in support of current or prospective collaborators, or costs incurred to expand or otherwise improve ourown products and services. ResearchOur Biopharmaceuticals segment is progressing preclinical and clinical programs that target urgent and intractable diseases in our core therapeutic areas of immuno-oncology, autoimmune disorders, and infectious diseases, including PRGN-3005, PRGN-3006, PRGN-2009, PRGN-2012, and AG019. Exemplar's research and development activities relate to new and improved pig research models. Trans Ova's research and development activities support new and improved product and service offerings for its customers. The following table summarizes our research and development expenses including costs for preclinicalincurred by reportable segment and clinical development, incurred for programs we support pursuantreconciles those expenses to an ECC agreement are typically reimbursed by the collaborator at cost and all other research and development programs may be terminated or otherwise deferred at our discretion. expenses on the condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021.
 Three Months Ended 
 March 31,
 20222021
Biopharmaceuticals$11,718 $10,063 
Exemplar83 74 
Trans Ova961 385 
Total research and development expenses from reportable segments12,762 10,522 
Eliminations(2)(1)
Total consolidated research and development expenses$12,760 $10,521 
The amount of our research and development expenses may be impacted by, among other things, the number and nature of ECCsour own proprietary programs, and the number and size of programs we may support on behalf of an ECC.
The table below summarizes our research and development expenses incurred to expand or otherwise improve our multiple platform technologies, the costs incurred to develop a specific application of our technologies in support of current or prospective collaborators and licensees, or costs incurred to expand or otherwise improve our products and services for the three and nine months ended September 30, 2017 and 2016. Other research and development expenses for these periods include indirect salaries and overhead expenses that are not allocated to either expanding or improving our multiple platform technologies, specific applications of our technologies in support of current or prospective collaborators and licensees, or expanding or improving our product and services offerings.
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (In thousands)
Expansion or improvement of our platform technologies$3,652
 $3,014
 $10,476
 $8,881
Specific applications of our technologies in support of current and prospective collaborators and licensees19,363
 17,004
 56,369
 47,171
Expansion or improvement of our product and service offerings6,917
 4,245
 20,030
 13,012
Other6,540
 4,772
 17,788
 14,202
Total research and development expenses$36,472
 $29,035
 $104,663
 $83,266
collaboration agreements. We expect that our research and development expenses will increase as we enter into new collaborations,continue to develop our own proprietary programs, including progression of these programs into preclinical and expand our offerings across additional market sectors.clinical stages. We believe these increases will likely include increased costs related to the hiring of additional personnel in research and development functions, increased costs paid to consultants and contract research organizations and increased costs related to laboratory supplies.
Research and development expenses may also increase as a result of in-licensing of technologies or ongoing research and development operations whichthat we might assume through mergers and acquisitions.
Selling, general and administrative expenses
Selling, general and administrative, or SG&A, expenses consist primarily of salaries and related costs, including stock-based compensation expense, for employees in executive, operational, finance, sales and marketing, information technology, legal, and corporate communications functions. Other significant SG&A expenses include rent and utilities, insurance, accounting, and legal services (including the cost of settling any claims and lawsuits), and expenses associated with obtaining and maintaining our intellectual property.
We expect that our SG&A expenses will continue to increasemay fluctuate in the future depending on the scaling of our corporate functions required to support our expanding operations as we explore new partnering opportunitiescorporate initiatives and continue to develop our proprietary programs. We believe that these increases will likely include costs related to the hiringoutcomes of additional personnellegal claims and increased fees for business development functions, costs associated with defending the Company in litigation matters, the costs of outside consultants and other professional services. SG&A expenses may also increase as a result of ongoing operations which we might assume through mergers and acquisitions.assessments against us.
Other income (expense), net
We hold equity securities and preferred stock received and/or purchased from certain collaborators. Other than investments accounted for using the equity method discussed below, we elected the fair value option to account for our equity securities and preferred stock held in these collaborators. These equity securities and preferred stock are recorded at fair value at each reporting date. Unrealized appreciation (depreciation) resulting from fair value adjustments are reported as other income (expense) in the consolidated statement of operations. As such, we bear the risk that fluctuations in the securities' share prices may significantly impact our results of operations.

Interest income consists of interest earned on our cash and cash equivalents and short-term and long-term investments. Dividend income consistsinvestments and may fluctuate based on amounts invested and current interest rates.
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Interest expense decreased in the monthly preferred stock dividends received from our investments in preferred stock.
Through September 2017, as consideration for providing exclusive rights of first-lookcurrent period, and first negotiation, we received a portion of the management fee collected by the fund sponsor of Harvest for our obligation to provide Harvest with investment proposals that were suitable for pursuit by a start-up. We expect these feesis expected to decrease subsequentin future periods upon the adoption of a new accounting standard effective January 1, 2022, which simplified the accounting for the Convertible Notes. See "Notes to the termination of the commitment periodCondensed Consolidated Financial Statements (Unaudited) - Note 2" appearing elsewhere in this Quarterly Report for Harvest as provided for in the agreement. These fees are included in other income.further discussion.
Equity in net income (loss) of affiliates
Equity in net income or loss of affiliates is our pro-rata share of our equity method investments' operating results, adjusted for accretion of basis difference. We account for investments in our JVs and start-up entities backed by Harvest using the equity method of accounting since we have the ability to exercise significant influence, but not control, over the operating activities of these entities.
Segment performance
We use Segment Adjusted EBITDA as our primary measure of segment performance. We define Segment Adjusted EBITDA as net income (loss) before (i) interest expense, (ii) income tax expense or benefit, (iii) depreciation and amortization, (iv) stock-based compensation expense, (v) loss on settlement agreements where noncash consideration is paid, (vi) adjustments for accrued bonuses paid in equity awards, (vii) gain or loss on disposals of assets, (viii) loss on impairment of goodwill and other noncurrent assets, (ix) equity in net loss of affiliates, and (x) recognition of previously deferred revenue associated with upfront and milestone payments as well as cash outflows from capital expenditures and investments in affiliates, but includes proceeds from the sale of assets in the period sold. Corporate expenses are not allocated to the segments and are managed at a consolidated level. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 18" appearing elsewhere in this Quarterly Report for further discussion of Segment Adjusted EBITDA.
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Results of operations
Comparison of the three months ended September 30, 2017March 31, 2022 and the three months ended September 30, 2016March 31, 2021
The following table summarizes our results of operations for the three months ended September 30, 2017March 31, 2022 and 2016,2021, together with the changes in those items in dollars and as a percentage:
 Three Months Ended 
 March 31,		Dollar
Change		Percent
Change
 20222021
 (In thousands) 
Revenues
Collaboration and licensing revenues$— $66 $(66)(100.0)%
Product revenues8,724 6,381 2,343 36.7 %
Service revenues23,209 17,931 5,278 29.4 %
Other revenues88 133 (45)(33.8)%
Total revenues32,021 24,511 7,510 30.6 %
Operating expenses
Cost of products7,510 5,574 1,936 34.7 %
Cost of services9,589 7,402 2,187 29.5 %
Research and development12,760 10,521 2,239 21.3 %
Selling, general and administrative19,576 18,702 874 4.7 %
Impairment of goodwill482 — 482 N/A
Total operating expenses49,917 42,199 7,718 18.3 %
Operating loss(17,896)(17,688)(208)1.2 %
Total other expense, net(1,412)(4,205)2,793 (66.4)%
Equity in net loss of affiliates(1)(3)2 (66.7)%
Loss from continuing operations before income taxes(19,309)(21,896)2,587 (11.8)%
Income tax benefit58 52 6 11.5 %
Loss from continuing operations(19,251)(21,844)2,593 (11.9)%
Income from discontinued operations, net of income taxes (1)— 4,526 (4,526)(100.0)%
Net loss$(19,251)$(17,318)$(1,933)11.2 %
 Three Months Ended 
 September 30,		 
Dollar
Change
 
Percent
Change
 2017 2016 
 (In thousands)  
Revenues       
Collaboration and licensing revenues$28,155
 $30,590
 $(2,435) (8.0)%
Product revenues7,670
 9,260
 (1,590) (17.2)%
Service revenues9,975
 8,706
 1,269
 14.6 %
Other revenues216
 429
 (213) (49.7)%
Total revenues46,016
 48,985
 (2,969) (6.1)%
Operating expenses      

Cost of products8,001
 9,156
 (1,155) (12.6)%
Cost of services7,013
 5,803
 1,210
 20.9 %
Research and development36,472
 29,035
 7,437
 25.6 %
Selling, general and administrative39,277
 33,812
 5,465
 16.2 %
Total operating expenses90,763
 77,806
 12,957
 16.7 %
Operating loss(44,747) (28,821) (15,926) 55.3 %
Total other income, net6,086
 4,647
 1,439
 31.0 %
Equity in loss of affiliates(2,993) (6,255) 3,262
 (52.2)%
Loss before income taxes(41,654) (30,429) (11,225) 36.9 %
Income tax benefit818
 418
 400
 95.7 %
Net loss(40,836) (30,011) (10,825) 36.1 %
Net loss attributable to noncontrolling interests1,147
 1,029
 118
 11.5 %
Net loss attributable to Intrexon$(39,689) $(28,982) $(10,707) 36.9 %

Collaboration and licensing revenues
The following table shows the collaboration and licensing revenues for the three months ended September 30, 2017 and 2016, together with the changes in those items. (1)See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 5"3" appearing elsewhere in this Quarterly Report on Form 10-Q for further discussion of our collaboration and licensing revenues.
 Three Months Ended 
 September 30,		 Dollar
Change
 2017 2016 
 (In thousands)
ZIOPHARM Oncology, Inc.$10,373
 $10,429
 $(56)
Oragenics, Inc.475
 556
 (81)
Fibrocell Science, Inc.1,683
 1,167
 516
Genopaver, LLC1,422
 1,693
 (271)
S & I Ophthalmic, LLC376
 2,782
 (2,406)
OvaXon, LLC262
 709
 (447)
Intrexon Energy Partners, LLC1,903
 4,855
 (2,952)
Persea Bio, LLC266
 333
 (67)
Ares Trading S.A.2,356
 2,316
 40
Intrexon Energy Partners II, LLC816
 872
 (56)
Intrexon T1D Partners, LLC1,462
 787
 675
Harvest Start-up Entities (1)4,020
 1,293
 2,727
Other2,741
 2,798
 (57)
Total$28,155
 $30,590
 $(2,435)
(1)For the three months ended September 30, 2017, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. For the three months ended September 30, 2016, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; and AD Skincare Inc.
Collaboration and licensing revenues decreased $2.4 million, or 8 percent, from the three months ended September 30, 2016 due to a decrease in research and development services for certain of our ECCs as we temporarily redeployed certain resources towards supporting prospective new platforms and partnering opportunities.Report.
Product revenues and gross margin
Product revenues decreased $1.6increased $2.3 million, or 17 percent, from37%, over the three months ended September 30, 2016.March 31, 2021. The decreaseincrease in product revenuesrevenue was primarily due to lowerhigher customer demand for cowsanimals as a result of stronger beef and live calves.dairy industries in the current year. Gross margin on products also decreasedimproved in the current period primarily due to customer demand.as a result of the increased revenues and increased focus on selling higher margin products.
Service revenues and gross margin
Service revenues increased $1.3$5.3 million, or 15 percent,29%, over the three months ended September 30, 2016. The increase in serviceMarch 31, 2021. Trans Ova's revenues relatesimproved primarily due to an increase in services performed as a result of higher customer demand as the number of bovinebeef and dairy industries have been stronger in vitro fertilization cycles performedthe current year and a change in pricing structure with certain customers. Additionally, Exemplar's service revenues improved in the current period due to an increase in services performed resulting from a higher customer demand.demand from existing and new customers as well as a combination of price increases and a change in the pricing structure with certain customers. Gross margin on these services was consistent period over period.remained comparable to the prior year as increased revenues were offset by increased costs for supplies, drugs, and personnel costs.
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Research and development expenses
Research and development expenses increased $7.4$2.2 million, or 26 percent,21%, over the three months ended September 30, 2016. The increase is due primarily to increases in (i) salaries, benefitsMarch 31, 2021. Contract research organization costs and other personnel costs for research and development employees, (ii) depreciation and amortization, (iii) rent and utilities expenses, and (iv) lab supplies and consulting expenses. Salaries, benefits and other personnel costs increased $2.6$1.6 million due to an increase in research and development headcount necessary to invest in current or expanding platforms and to develop new prospective collaborations and other partnering

opportunities. Depreciation and amortization increased $2.0 million primarily as a result of (i)with the amortization of developed technology acquired from Oxitec Limited, or Oxitec, which began in November 2016 upon the completion of certain operational and regulatory events, and (ii) the amortization of developed technology acquired from GenVec, Inc., or GenVec, in June 2017. Rent and utilities expenses increased $1.4 million due to the expansion of certain facilities to support our increased headcount. Lab supplies and consulting expenses increased $1.1 million as a result of (i) the progression of certain programs into the preclinical and clinical phases with certainadvancement of our collaboratorsclinical and (ii) the expansion or improvement of certain of our platform technologies.preclinical programs.
Selling, general and administrative expenses
SG&A expenses increased $5.5$0.9 million, or 16 percent,5%, over the three months ended September 30, 2016. Salaries,March 31, 2021. Professional fees increased $1.6 million, primarily due to increased legal fees associated with certain litigation matters. This increase was partially offset with a decrease in salaries, benefits, and other personnel costs increased $2.7of $1.3 million primarily due to (i) increased headcount to supportreduced stock compensation in 2022 and reduced head count.
Total other expense, net
Total other expense, net, is comprised primarily of interest expense associated with our expanding operations and (ii) increased stock-based compensation expense resulting from grants to certain of our officers in February 2017. Legal and professional fees increased $0.9 millionConvertible Notes issued July 2018. The current period decrease is primarily due to (i) increased legal fees to defend ongoing litigationthe adoption of a new accounting standard effective January 1, 2022 noted above, which simplified the accounting for the Convertible Notes and (ii) increased fees incurred for business development and prospective partnering efforts.reduced non-cash interest expense.
Total other income, net
Total other income, net, increased $1.4 million or 31 percent, over the three months ended September 30, 2016. This increase was primarily attributable to (i) increases in fair market valueSegment performance
The following table summarizes Segment Adjusted EBITDA, which is our primary measure of our equity securities portfolio and (ii) dividend income from our investments in preferred stock.
Equity in net loss of affiliates
Equity in net loss of affiliatessegment performance, for the three months ended September 30, 2017March 31, 2022 and 2016 includes our pro-rata share of the net losses2021, for each of our investments we account for using the equity methodreportable segments as well as unallocated corporate costs.
 Three Months Ended 
 March 31,		Dollar
Change		Percent
Change
 20222021
 (In thousands) 
Segment Adjusted EBITDA:
Biopharmaceuticals$(11,620)$(8,854)$(2,766)(31.2)%
Exemplar3,558 1,806 1,752 97.0 %
Trans Ova5,397 6,421 (1,024)(15.9)%
Unallocated corporate costs(10,060)(8,194)(1,866)22.8 %
For a reconciliation of accounting. The $3.3 million, or 52 percent, decreaseSegment Adjusted EBITDA to net loss from the three months ended September 30, 2016 was primarily duecontinuing operations before income taxes, see "Notes to the temporary redeployment of certain resources away from these JV programs towards supporting prospective new platforms and additional collaborations.

Comparison of the nine months ended September 30, 2017 and the nine months ended September 30, 2016
The following table summarizes our results of operations for the nine months ended September 30, 2017 and 2016, together with the changes in those items in dollars and as a percentage:
 Nine Months Ended 
 September 30,		 
Dollar
Change
 
Percent
Change
 2017 2016 
 (In thousands)  
Revenues       
Collaboration and licensing revenues$89,384
 $82,144
 $7,240
 8.8 %
Product revenues25,780
 28,699
 (2,919) (10.2)%
Service revenues37,890
 33,298
 4,592
 13.8 %
Other revenues899
 783
 116
 14.8 %
Total revenues153,953
 144,924
 9,029
 6.2 %
Operating expenses       
Cost of products25,625
 29,471
 (3,846) (13.1)%
Cost of services21,805
 17,807
 3,998
 22.5 %
Research and development104,663
 83,266
 21,397
 25.7 %
Selling, general and administrative113,258
 106,956
 6,302
 5.9 %
Total operating expenses265,351
 237,500
 27,851
 11.7 %
Operating loss(111,398) (92,576) (18,822) 20.3 %
Total other income (expense), net27,632
 (39,125) 66,757
 170.6 %
Equity in loss of affiliates(11,273) (16,951) 5,678
 (33.5)%
Loss before income taxes(95,039) (148,652) 53,613
 (36.1)%
Income tax benefit2,164
 3,290
 (1,126) (34.2)%
Net loss(92,875) (145,362) 52,487
 (36.1)%
Net loss attributable to noncontrolling interests3,123
 2,887
 236
 8.2 %
Net loss attributable to Intrexon$(89,752) $(142,475) $52,723
 (37.0)%

Collaboration and licensing revenues
The following table shows the collaboration and licensing revenues for the nine months ended September 30, 2017 and 2016, together with the changes in those items. See "Notes to theCondensed Consolidated Financial Statements (Unaudited) - Note 5"18" appearing elsewhere in this Quarterly Report on Form 10-QReport.
The following table summarizes revenues from external customers for further discussionthe three months ended March 31, 2022 and 2021, for each of our collaboration and licensing revenues.reportable segments.
 Three Months Ended 
 March 31,		Dollar
Change		Percent
Change
 20222021
 (In thousands) 
Biopharmaceuticals$84 $178 $(94)(52.8)%
Exemplar5,429 3,257 2,172 66.7 %
Trans Ova26,508 21,076 5,432 25.8 %
 Nine Months Ended 
 September 30,		 Dollar
Change
 2017 2016 
 (In thousands)
ZIOPHARM Oncology, Inc.$31,322
 $24,380
 $6,942
Oragenics, Inc.1,519
 1,869
 (350)
Fibrocell Science, Inc.5,375
 4,418
 957
Genopaver, LLC4,615
 4,908
 (293)
S & I Ophthalmic, LLC751
 6,326
 (5,575)
OvaXon, LLC1,966
 2,211
 (245)
Intrexon Energy Partners, LLC8,909
 13,055
 (4,146)
Persea Bio, LLC821
 988
 (167)
Ares Trading S.A.8,474
 6,939
 1,535
Intrexon Energy Partners II, LLC2,921
 2,316
 605
Intrexon T1D Partners, LLC3,882
 1,097
 2,785
Harvest Start-up Entities (1)11,835
 2,666
 9,169
Other6,994
 10,971
 (3,977)
Total$89,384
 $82,144
 $7,240
Biopharmaceuticals
(1)For the nine months ended September 30, 2017, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. For the nine months ended September 30, 2016, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc; and AD Skincare, Inc.
Collaboration and licensing revenuesSegment Adjusted EBITDA declined as we had increased $7.2 million, or 9 percent, over the nine months ended September 30, 2016 primarily due to the recognition of deferred revenuecosts associated with the payment received in June 2016 from ZIOPHARM to amendadvancement of our collaborationsclinical and increased revenues associated with collaborations entered into with the Harvest start-up entities in 2016.preclinical programs.
Product revenues and gross marginExemplar
Product revenues decreased $2.9 million, or 10 percent, from the nine months ended September 30, 2016. The decrease in product revenues was primarily due to lower customer demandRevenues for cows and live calves. Gross margin on products improved in the current period primarily due to a decline in the average cost of cows.
Service revenues and gross margin
Service revenuesExemplar increased $4.6 million, or 14 percent, over the nine months ended September 30, 2016. The increase in service revenues relates to an increase in the number of bovine in vitro fertilization cycles performed due to higher customer demand. Gross margin on services decreased slightly in the current period primarily due to an increase in royaltiesservices performed resulting from a higher demand from existing and commissionsnew customers. The improvement in Segment Adjusted EBITDA was primarily due to vendors.the increased revenues.
Research
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Trans Ova
Revenues for Trans Ova increased primarily due to (i) higher customer demand for pregnant cows, (ii) more procedures performed as a result of stronger beef and development expenses
Researchdairy industries in the current year, and development expenses(iii) a change in the pricing structure with certain customers. Segment Adjusted EBITDA declined due to (i) increased $21.4 million, or 26 percent, over the nine months ended September 30, 2016. The increase is due primarily to increases in (i)costs for supplies and drugs, (ii) increased costs for certain legal matters, and (iii) increased salaries, benefits, and other personnel costs for research and development employees, (ii) lab supplies and consulting expenses, (iii) depreciation and amortization, and (iv) rent and utilities expenses.costs.

Unallocated Corporate Costs
Salaries, benefits and other personnelUnallocated corporate costs increased $7.4 million due to an increase in research and development headcount necessary to invest in current or expanding platforms and to develop new prospective collaborations and other partnering opportunities. Lab supplies and consulting expenses increased $6.3 million due to (i) the progression of certain programs into the preclinical and clinical phases with certain of our collaborators and (ii) the expansion or improvement of certain of our platform technologies. Depreciation and amortization increased $4.3 million primarily as a result of (i) the amortization of developed technology acquired from Oxitec, which began in November 2016 upon the completion of certain operational and regulatory events, and (ii) the amortization of developed technology acquired from GenVec in June 2017. Rent and utilities expenses increased $2.5 million due to the expansion of certain facilities to support our increased headcount.
Selling, general and administrative expenses
SG&A expenses increased $6.3 million, or 6 percent, over the nine months ended September 30, 2016. Salaries, benefits and other personnel costs increased $4.2 million primarily due to (i) increased headcount to support our expanding operations and (ii) increased stock-based compensation expense resulting from grants to certain of our officers in February 2017. Legal and professional fees increased $4.7 million primarily due to (i) increasedincluding legal fees to defend ongoingassociated with certain litigation (ii) increased business development and public relations consulting expenses, and (iii) our acquisition of GenVec in June 2017. These increases were offset by $4.2 million in litigation expenses recorded in the prior period arising from the entrance of a court order in our trial with XY, LLC.
Total other income (expense), net
Total other income (expense), net, increased $66.8 million, or 171 percent, over the nine months ended September 30, 2016. This increase was primarily attributable to (i) increases in fair market value of our equity securities portfolio, investments in preferred stock, and other convertible instruments and (ii) dividend income from our investments in preferred stock.
Equity in net loss of affiliates
Equity in net loss of affiliates for the nine months ended September 30, 2017 and 2016 includes our pro-rata share of the net losses of our investments we account for using the equity method of accounting. The $5.7 million, or 33 percent, decrease was primarily due to the temporary redeployment of certain resources away from these JV programs towards supporting prospective new platforms and additional collaborations.matters.
Liquidity and capital resources
Sources of liquidity
We have incurred losses from operations since our inception, and as of September 30, 2017,March 31, 2022, we had an accumulated deficit of $820.6 million.$1.9 billion. From our inception through September 30, 2017,March 31, 2022, we have funded our operations principally with proceeds received from private and public equity and debt offerings, cash received from our collaborators, and through product and service sales made directly to customers. As of September 30, 2017,March 31, 2022, we had cash and cash equivalents of $64.2$40.3 million and short-term and long-term investments of $44.5$101.7 million. Additionally, in October 2017, we entered into the Preferred Stock Facility with an affiliate of Third Security through which we may draw an additional $100 million through the issuance of Series A Preferred Stock. Cash in excess of immediate requirements is typically invested primarily in money market funds and U.S. government debt securities in order to maintain liquidity and preserve capital.
We currently generate cash receipts primarily from technology access fees, reimbursement of research and development services performed by us and sales of products and services.services and from strategic transactions.

Trans Ova is subject to certain restrictive covenants under its line of credit, which matured on April 1, 2022, which is discussed in "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 11" appearing elsewhere in this Quarterly Report. As of March 31, 2022, Trans Ova was in compliance with these debt covenants.
Cash flows
The following table sets forth the significant sources and uses of cash for the periods set forth below:
Nine Months Ended 
 September 30,		 Three Months Ended 
 March 31,
2017 2016 20222021
(In thousands) (In thousands)
Net cash provided by (used in):   Net cash provided by (used in):
Operating activities$(70,259) $(31,780)Operating activities$(18,783)$(16,384)
Investing activities80,418
 (45,144)Investing activities16,568 (129,102)
Financing activities(9,420) 11,162
Financing activities(163)121,040 
Effect of exchange rate changes on cash and cash equivalents870
 (313)
Net increase in cash and cash equivalents$1,609
 $(66,075)
Effect of exchange rate changes on cash, cash equivalents, and restricted cashEffect of exchange rate changes on cash, cash equivalents, and restricted cash(230)(11)
Net decrease in cash, cash equivalents, and restricted cashNet decrease in cash, cash equivalents, and restricted cash$(2,608)$(24,457)
Cash flows from operating activities:
Our current periodDuring the three months ended March 31, 2022, our net loss of $92.9was $19.3 million, after adjustment forwhich includes the following significant noncash items ofexpenses totaling $7.5 million from continuing operations: (i) $31.9$3.6 million of stock-based compensation expense, (ii) $22.9$3.3 million of depreciation and amortization expense, and (iii) $0.6 million of shares issued as payment for services.
During the three months ended March 31, 2021, our net loss was $17.3 million, which includes the following significant noncash expenses totaling $12.3 million from both continuing and discontinued operations: (i) $5.4 million of stock-based compensation expense, (ii) $3.5 million of depreciation and amortization expense, (iii) $12.3$2.8 million accretion of noncash dividend income,debt discount and amortization of deferred financing costs, and (iv) $11.3 million of equity in net loss of affiliates, (v) $9.2 million of noncash net unrealized and realized gains on our equity securities and preferred stock, and (vi) $8.4$0.6 million of shares issued as payment for services, was $39.9 million. Additionally, we hadservices. These expenses were partially offset by a $29.1$4.6 million net increasenoncash gain recognized upon the termination of our MBP Titan facility lease in our operating assets and liabilities primarily as a resultJanuary 2021.
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Table of the recognition of previously deferred revenue. Contents
Our prior period net loss of $145.4 million, after deduction of significant noncash items of (i) $45.4 million of noncash unrealized losses on our equity securities, (ii) $30.6 million of stock-based compensation expense, (iii) $17.7 million of depreciation and amortization expense, (iv) $17.0 million of equity in net loss of affiliates, and (v) $8.3 million of shares issued as payment for services, was $26.4 million. Alsocash outflows from operations during the ninethree months ended September 30, 2016, we received a $10.0March 31, 2022 increased $2.4 million technology access fee pursuantfrom the three months ended March 31, 2021 primarily due to a new collaborationincreased costs associated with the advancement of our clinical and had an additional $12.7 million net increase in our operating assets and liabilities primarily as a result of the recognition of previously deferred revenue and payments of accrued compensation.preclinical programs.
Cash flows from investing activities:
During the ninethree months ended September 30, 2017,March 31, 2022, we received $18.0 million of proceeds from maturities of $136.3investments.
During the three months ended March 31, 2021, we purchased $133.7 million of investments, net of maturities, primarily using the proceeds received from the maturity of short-term investments and used $32.7 million for purchases of property, plant and equipment, $14.2 million for the purchase of a land-based aquaculture facility by AquaBounty Technologies, Inc., or AquaBounty, and $10.6 million for investments in our JVs. During the nine months ended September 30, 2016, we used $20.2 million in purchases of property, plant and equipment, $9.4 million for investments in our JVs, $7.2 million to acquire the assets of EnviroFlight, LLC, and purchased $3.3 million of net short-term and long-term investments.underwritten public offering discussed below.
Cash flows from financing activities:
During the ninethree months ended September 30, 2017,March 31, 2022, we paid $8.7 millionmade payments of deferred consideration to former shareholderslong-term debt of acquired businesses. $0.2 million.
During the ninethree months ended September 30, 2016,March 31, 2021, we received $18.2$121.0 million proceeds from the sale of our common stock option exercises and paid $6.7 million of deferred consideration to former shareholders ofin an acquired business.underwritten public offering.
Future capital requirements
We established our strategy and business model of commercializing our technologies through collaborations with development expertise in 2010, and we consummated our first collaboration in January 2011. We believe that our efforts to partner our more mature programs and capabilities and to continue to consummate collaborations across our various market sectors will result in additional upfront, milestone and cost recovery payments in the future.
We believe that our existing cash and cash equivalents, short-term investments, cash expected to be received from our current collaborators and for sales of products and services provided by our consolidated subsidiaries, and proceeds received from any issuance of Series A Preferred Stock under the Preferred Stock Facilityliquid assets will enable us to fund our operating expenses and capital expenditure requirements for at least the next 12 months.

We have based our estimates on assumptions that may prove to be wrong, and we may use our available capital resources sooner than we currently expect. Our future capital requirements will depend on many factors, including:
•progress in our research and development programs, as well as the magnitude of these programs;
•any delays or potential delays to our clinical trials as a result of the COVID-19 pandemic;
•the timing of regulatory approval of our product candidates and those of our collaborations;
•the timing, receipt, and amount of any payments received in connection with strategic transactions;
•the timing, receipt, and amount of upfront, milestone, and other payments, if any, from present and future collaborators, if any;
•the timing, receipt, and amount of sales and royalties, if any, from our potential products;product candidates;
•the timing and capital requirements to scale up our ability to maintain or improve the volume and pricing of our currentvarious product candidates and service offerings and to develop new offerings, including those which may incorporate new technologies;customer acceptance thereof;
the timing, receipt and amount of funding under future government contracts, if any;
•our ability to maintain and establish additional collaborative arrangements and/or new businessstrategic initiatives;
the timing of regulatory approval of products of our collaborations and operations;
•the resources, time, and cost required for the preparation, filing, prosecution, maintenance, and enforcement of patent claims;our intellectual property portfolio;
investments we may make in current and future collaborators, including JVs;
•strategic mergers and acquisitions, if any, including both the upfront acquisition cost as well as the cost to integrate, maintain, and expand the strategic target; and
•the costs associated with legal activities, including litigation, arising in the course of our business activities and our ability to prevail in any such legal disputes.disputes; and
•the effects, duration, and severity of the ongoing COVID-19 pandemic and the actions we have taken or may take in response, any of which could significantly impact our business, operations, and financial results.
Until such time, if ever, as we can regularly generate positive operating cash flows, we mayplan to finance our cash needs through a combination of equity offerings, including issuances from the Preferred Stock Facility; debt financings;financings, government, or other third-party funding;funding, strategic alliances, sales of assets, and licensing arrangements. As the COVID-19 pandemic continues to negatively impact the economy, our future access to capital on favorable terms may be materially impacted. We may not be able to raise sufficient additional funds on terms that are favorable to us, if at all. To the extent that we raise additional capital through the sale of equity or convertible debt securities,
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the ownership interests of our common shareholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common shareholders. Our current stock price may make it more difficult to pursue equity financings and lead to substantial dilution if the price of our common stock does not increase. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends. If we raise additional funds through government or other third-party funding, marketing and distribution arrangements or otherstrategic transactions, collaborations, strategic alliances or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs, or product candidates, or to grant licenses on terms that may not be favorable to us.

We are subject to a number of risks similar to those of other companies conducting high-risk, early-stage research and development of product candidates. Principal among these risks are dependence on key individuals and intellectual property, competition from other products and companies, and the technical risks associated with the successful research, development, and clinical manufacturing of its product candidates. Our success is dependent upon our ability to continue to raise additional capital in order to fund ongoing research and development, adequately satisfy or renegotiate long-term debt obligations, obtain regulatory approval of our products, successfully commercialize our products, generate revenue, meet our obligations, and, ultimately, attain profitable operations. Our ability to achieve what is necessary for our success may be negatively impacted by the uncertainty caused by the COVID-19 pandemic.
See the section entitled "Risk Factors" in our Annual Report for additional risks associated with our substantial capital requirements.
Contractual obligations and commitments
The following table summarizes our significant contractual obligations and commitments from continuing operations as of September 30, 2017March 31, 2022 and the effects such obligations are expected to have on our liquidity and cash flows in future periods:
TotalLess Than 1 Year1 - 3 Years3 - 5 YearsMore Than 5 Years
 (In thousands)
Operating leases$15,838 $2,718 $5,035 $3,788 $4,297 
Convertible debt (1)200,000 — 200,000 — — 
Cash interest payable on convertible debt10,500 7,000 3,500 — — 
Long-term debt, excluding convertible debt3,105 355 752 814 1,184 
Total$229,443 $10,073 $209,287 $4,602 $5,481 
 Total Less Than 1 Year 1 - 3 Years 3 - 5 Years More Than 5 Years
 (In thousands)
Operating leases$64,352
 $7,314
 $16,131
 $13,699
 $27,208
Purchase commitments10,618
 3,373
 7,245
 —
 —
Long term debt6,004
 434
 816
 1,194
 3,560
Contingent consideration2,911
 —
 2,911
 —
 —
 $83,885
 $11,121
 $27,103
 $14,893
 $30,768
(1)See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Notes 11" appearing elsewhere in this Quarterly Report for further discussion of our convertible debt.
In addition to the obligations in the table above, as of September 30, 2017March 31, 2022 we also have the following significant contractual obligations described below.
In conjunction with the formation of our JVs, we committed to making future capital contributions of at least $45.0 million to the JVs, subject to certain conditions and limitations. As of September 30, 2017,March 31, 2022, our remaining capital contribution commitments to our JVs were $19.2$14.2 million. These future capital contributions are not included in the table above due to the uncertainty of the timing and amounts of such contributions.
We are party to in-licensed research and development agreements with various academic and commercial institutions where we could be required to make future payments for annual maintenance fees as well as for milestones and royalties we might receive upon commercial sales of products whichthat incorporate their technologies. These agreements are generally subject to termination by us and therefore no amounts are included in the tables above. At September 30, 2017,As of March 31, 2022, we also had research and development commitments with third parties totaling $9.5$22.7 million that had not yet been incurred.
In January 2015, we and ZIOPHARM jointly entered into a license agreement with the University
43
Table of Texas MD Anderson Cancer Center, or MD Anderson, whereby we received an exclusive license to certain technologies owned by MD Anderson. ZIOPHARM will receive access to these technologies pursuant to the terms of our ECC. We and ZIOPHARM are obligated to reimburse MD Anderson for out of pocket expenses for maintaining patents covering the licensed technologies. These reimbursements are not included in the table above due to the uncertainty of the timing and amounts of such reimbursements.Contents
As part of our August 2014 acquisition of Trans Ova, we agreed to pay a portion of certain cash proceeds received from the litigation with XY. These amounts are not included in the table above due to the uncertainty of whether and when any amounts may be due.
In conjunction with a prior transaction associated with Trans Ova's subsidiary, ViaGen, L.C., or ViaGen, in September 2012, we may be obligated to make certain future contingent payments to the former equity holders of ViaGen, up to a total of $3.0 million if certain revenue targets, as defined in the share purchase agreement, are met. This amount is not included in the table above due to the uncertainty of when we will make any of these future payments, if ever.
In January 2009, AquaBounty was awarded a grant to provide funding of a research and development project from the Atlantic Canada Opportunities Agency, a Canadian government agency. Amounts claimed by AquaBounty must be repaid in the form of a 10 percent royalty on any products commercialized out of this research and development project until fully paid. Because the timing of commercialization is subject to additional regulatory considerations, the timing of repayment is uncertain. AquaBounty claimed all amounts available under the grant, resulting in total long term debt of $2.1 million on our consolidated financial statements as of September 30, 2017. This amount is not included in the table above due to the uncertainty of the timing of repayment.
Net operating losses
As of September 30, 2017,March 31, 2022, we had net operating loss carryforwards of approximately $243.7$861.0 million for U.S. federal income tax purposes available to offset future taxable income, including approximately $13.4$609.0 million acquired in our acquisitiongenerated after 2017, U.S. capital loss carryforwards of GenVec,$212.5 million, and U.S. federal and state research and development tax credits of approximately $7.8$11.3 million, prior to consideration of annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986, as amended, or

Section 382. TheseNet operating loss carryforwards begingenerated prior to 2018 have begun to expire in 2022.2022, and capital loss carryforwards will expire if unutilized beginning in 2024. Our direct foreign subsidiaries included in continuing operations have foreign loss carryforwards of approximately $146.8$74.2 million, most of which do not expire. Excluding certain deferred tax liabilities totaling $15.9$2.4 million, our remaining net deferred tax assets, which primarily relate to these loss carryforwards, are offset by a valuation allowance due to our history of net losses.
OurAs a result of our past issuances of stock, andas well as due to prior mergers and acquisitions, have resulted in ownership changes within the meaning of Section 382. As a result, the utilization of portionscertain of our net operating losses may behave been subject to annual limitations.limitations pursuant to Section 382. As of September 30, 2017, approximately $15.1 million of our domesticMarch 31, 2022, Precigen has utilized all net operating losses generated priorsubject to 2008 are limited by Section 382 to annual usage limits of approximately $1.5 million.limitations, other than those losses inherited via acquisitions. As of September 30, 2017,March 31, 2022, approximately $33.6$42.1 million of available domestic net operating losses were inherited via acquisitionacquisitions and are limited based on the value of the respective targetstarget at the time of the transaction. Future changes in stock ownership may also trigger an ownership change and, consequently, a Section 382 limitation.
Off-balance sheet arrangements
We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements other than operating leases and purchase commitments as mentioned above, as defined under Securities and Exchange Commission, or SEC rules.
Critical accounting policies and estimates
Our management's discussion and analysis of our financial condition and results of operations is based on our condensed consolidated financial statements, which we have prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP.States. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported revenues and expenses during the reporting periods. We evaluate these estimates and judgments on an ongoing basis. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Our actual results may differ from these estimates under different assumptions or conditions.
There have been no material changes to our critical accounting policies from those described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K for the year ended December 31, 2016.Report.
Recent accounting pronouncements
For information with respect to recent accounting pronouncements and the impact of these pronouncements on our condensed consolidated financial statements, see "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 2" appearing elsewhere in this Quarterly Report on Form 10-Q.Report.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The following sections provide quantitative information on our exposure to interest rate risk, stock price risk, and foreign currency exchange risk. We make use of sensitivity analyses whichthat are inherently limited in estimating actual losses in fair value that can occur from changes in market conditions.
Interest rate risk
We had cash, cash equivalents and short-term and long-term investments of $108.7$142.1 million and $243.2$163.7 million at September 30, 2017as of March 31, 2022 and December 31, 2016,2021, respectively. Our cash and cash equivalents and short-term and long-term investments consist of cash, money market funds, U.S. government debt securities, corporate notes and bonds, and certificates of deposit. The primary objectiveobjectives of our investment activities isare to preserve principal, maintain liquidity, and maximize income without significantly increasing risk. Our investments consist of U.S. government debt securities corporate notes and bonds, and certificates of deposit, which may be subject to market risk due to changes in prevailing interest rates that may cause the fair values of our investments to fluctuate. We believe that a
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hypothetical 100 basis point increase in interest rates would not materially affect the fair value of our interest-sensitive financial instruments and any such losses would only be realized if we sold the investments prior to maturity.


Investments in publicly traded companies' common stock
We have common stock investments in several publicly traded companies that are subject to market price volatility. We have adopted the fair value method of accounting for these investments, except for our investment in AquaBounty as further described below, and therefore, have recorded them at fair value at the end of each reporting period with the unrealized gain or loss recorded as a separate component of other income (expense), net for the period. As of September 30, 2017 and December 31, 2016, the original aggregate cost basis of these investments was $102.6 million and $104.0 million, respectively, and the market value was $26.6 million and $23.5 million, respectively. The fair value of these investments is subject to fluctuation in the future due to the volatility of the stock market, changes in general economic conditions and changes in the financial conditions of these companies. The fair value of these investments as of September 30, 2017 would be approximately $29.3 million and $21.3 million, respectively, based on a hypothetical 10 percent increase or 20 percent decrease in the value of the investments. The fair value of these investments as of December 31, 2016 would be approximately $25.9 million and $18.8 million, respectively, based on a hypothetical 10 percent increase or 20 percent decrease in the value of the investments.
The common stock of AquaBounty commenced trading on the NASDAQ Stock Market in January 2017 and ceased trading on the London Stock Exchange in May 2017. As of September 30, 2017, we owned 5,162,277 shares or approximately 58 percent of AquaBounty. The fair value of our investment in AquaBounty as of September 30, 2017 and December 31, 2016 was $36.7 million and $40.1 million, respectively, based on AquaBounty's quoted closing price on the NASDAQ Stock Market and London Stock Exchange, respectively. The fair value of our investment in AquaBounty as of September 30, 2017 would be approximately $40.4 million and $29.4 million, respectively, based on a hypothetical 10 percent increase or 20 percent decrease in the share price of AquaBounty. The fair value of our investment in AquaBounty as of December 31, 2016 would be approximately $44.1 million and $32.1 million, respectively, based on a hypothetical 10 percent increase or 20 percent decrease in the share price of AquaBounty.
Investments in publicly traded companies' preferred stock
We have preferred stock investments in two publicly traded companies, which may be converted to common stock in the future. We have adopted the fair value method of accounting for these investments whereby the value of preferred stock is adjusted to fair value as of each reporting date. As of September 30, 2017 and December 31, 2016, the original cost basis of these investments, including dividends, was $140.5 million and $127.4 million, respectively, and the fair value of these investments was $148.5 million and $129.5 million, respectively. The fair value of these investments is subject to fluctuation in the future due to, among other things, the likelihood and timing of conversion of the preferred stock into common stock, the volatility of each company's common stock, and changes in general economic and financial conditions of these companies. The fair value of these investments as of September 30, 2017 would be approximately $163.4 million and $118.8 million, respectively, based on a hypothetical 10 percent increase or 20 percent decrease in the value of the investments. The fair value of these investments as of December 31, 2016 would be approximately $142.5 million and $103.6 million, respectively, based on a hypothetical 10 percent increase or 20 percent decrease in the value of the investments.
Foreign currency exchange risk
We have international subsidiaries in Belgium, Brazil, Canada, England, and Hungary. These subsidiaries' assets, liabilities, and current revenues and expenses are denominated in their respective foreign currency. We do not hedge our foreign currency exchange rate risk. The effect of a hypothetical 10 percent change in foreign currency exchange rates applicable to our business would not have a material impact on our consolidated financial statements.


Item 4. Controls and Procedures
Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we carried out an evaluation, under supervision and with the participation of our management, including our Chief Executive Officer ("CEO"), who is our principal executive officer, and our Chief Financial Officer ("CFO"), who is our principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined under Rule 13a-15(e) and 15(d)-15(e)15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, as of the end of the period covered by this report, our CEO and CFO concluded that our disclosure controls and procedures are effective at the reasonable assurance level to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
There has been no change in our internal control over financial reporting during the three months ended September 30, 2017,March 31, 2022, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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Table of Contents
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
WeIn the course of our business, we are involved in litigation or legal matters, incidentalincluding governmental investigations. Such matters are subject to our business activities. While the outcomemany uncertainties and outcomes are not predictable with assurance. We accrue liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of these matters cannot be predicted with certainty,March 31, 2022, we do not currently expectbelieve that any of thesesuch matters, individually or in the aggregate, will have a material adverse effect on our business, or financial position. However, should one or more of these matters be resolved in a manner adverse to our current expectation, the effect on ourcondition, results of operations, for a particular fiscal reporting period could be material.or cash flows.
In May 2016, two putative shareholder class action lawsuits, captioned Hoffman v. Intrexon Corporation et al. and Gibrall v. Intrexon Corporation et al., were filed in the U.S. District Court for the Northern District of California on behalf of purchasers of our common stock between May 12, 2015 and April 20, 2016, or the Class Period. In July 2016, the court consolidated the lawsuits and appointed a lead plaintiff. The consolidated amended complaint names as defendants us and certain of our current and former officers, or the Defendants. It alleges, among other things, that the Defendants made materially false and/or misleading statements during the Class Period with respect to our business, operations, and prospects in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended. The plaintiffs' claims are based in part upon allegations in a report published in April 2016 on the Seeking Alpha financial blog. The plaintiffs seek compensatory damages, interest and an award of reasonable attorneys' fees and costs. The Defendants moved to dismiss the case. On February 24, 2017, the court granted our motion to dismiss the lawsuit on the grounds that the plaintiff failed to state a claim, while granting the plaintiff leave to amend. The plaintiff subsequently notified the court that it would seek to appeal the court's ruling rather than amend its complaint. On April 26, 2017, the court entered final judgment in the case. Notice of appeal was filed by the plaintiff on May 26, 2017. On October 26, 2017, the plaintiff filed a voluntary motion to dismiss the case, which the court of appeals granted on November 1, 2017.
In July 2016, a putative shareholder derivative action captioned Basile v. Kirk et al. was filed in the Circuit Court of Fairfax County, Virginia, against certain of our directors, our CEO, and Third Security, and naming us as a nominal defendant. The complaint alleges causes of action for breaches of fiduciary duty and unjust enrichment relatingSee "Notes to the entry by us into the Services Agreement with Third Security. The plaintiff seeks, among other things, damages in an unspecified amount, disgorgement of improper benefits, appropriate equitable relief, and an award of attorney fees and other costs and expenses. The complaint is substantially similar to two separate demands made by shareholders concerning the Services Agreement and Mr. Kirk's compensation. Our board of directors appointed a Special Litigation Committee, or the SLC, consisting of independent directors to investigate the claims and allegations made in the derivative action and in the two shareholder demands and to decide on our behalf whether the claims and allegations should be pursued. The Basile case was stayed pending the report of the SLC. In November 2016, the SLC completed its review and evaluation and unanimously determined that the claims were without merit because the compensation arrangements were the result of an informed and disinterested decision-making process and were fair to the Company, and that prosecution of the asserted claims was not in our or our shareholders' best interest. Based upon the determination of the SLC, on February 24, 2017 we moved to dismiss the court action pursuant to Virginia statute. On June 8, 2017, the court granted our motion to dismiss while granting the plaintiff leave to amend. On August 30, 2017, the plaintiff filed a consent motion for leave to amend along with the amended shareholder derivative complaint. The Company moved to dismiss the amended complaint on October 6, 2017. We intend to continue to defend the lawsuit vigorously. There can be no assurance, however, regarding the ultimate outcome of the case.
In addition to the shareholder demands described above, in June and July 2016, two shareholders made separate demands under Virginia law demanding that we file suit against certain of our current officers and directors for alleged breaches of fiduciary duty and other claims. The demands were based upon and asserted the allegations previously published in April 2016 in the Seeking Alpha financial blog. In July 2016, our board of directors authorized the SLC to expand its review to include all such allegations. In February 2017, the SLC completed its review and evaluation and unanimously determined that there was no basis for any of the allegations, that our officers and directors did not breach their fiduciary duties or any other applicable law, and that prosecution of the asserted claims was not in our or our shareholders' best interest. Following the SLC's determination, in March 2017, one of the putative shareholders filed a derivative complaint captioned Luger v. Kirk et al. in the Circuit Court of Fairfax County, Virginia. We are a nominal defendantCondensed Consolidated Financial Statements (Unaudited) - Note 16" appearing elsewhere in this action, and other defendants include certainQuarterly Report for further discussion of our directors, our CEO, and Third Security. The complaint alleges causes of action for breaches of fiduciary duty and unjust enrichment relating to our entry into the Services Agreement with Third Security, our CEO's compensation, and certain allegations contained in the April 2016 Seeking Alpha financial blog piece. Based on the determination of the SLC and a review of applicable law, we intend to defend the lawsuit vigorously; however, there can be no assurance regarding the ultimate outcome of this case.ongoing legal matters.


The Division of Enforcement of the SEC is conducting an investigation which we believe concerns certain issues raised by the foregoing matters. We have met with the SEC staff and are voluntarily cooperating with their investigation. Our board of directors has authorized the SLC to monitor our interaction with the SEC staff.
Item 1A. Risk Factors
As disclosed in "Summary of Risk Factors" and "Item 1A. Risk Factors" in our Annual Report, on Form 10-K for the year ended December 31, 2016, there are a number of risks and uncertainties that may have a material effect on the operating results of our business and our financial condition. There are no additional material updates or changes to our risk factors since the filing of our Annual Report on Form 10-K for the year ended December 31, 2016, except as follows:
Randal J. Kirk controls approximately 47 percent of our common stock as of September 30, 2017, and is able to control or significantly influence corporate actions, which may result in Mr. Kirk taking actions contrary to the desires of our other shareholders.
We have historically been controlled, managed and principally funded by Randal J. Kirk, our Chairman and Chief Executive Officer, and affiliates of Mr. Kirk, including Third Security. As of September 30, 2017, Mr. Kirk and shareholders affiliated with him beneficially owned approximately 47 percent of our voting stock. In addition, pursuant to our Preferred Stock Facility, we may, from time to time at our sole and exclusive option, issue and sell to an affiliate of Mr. Kirk up to 1,000,000 shares of our Series A Preferred Stock, which will be convertible into shares of our common stock upon the approval of our shareholders, subject to regulatory approval, at a conversion rate based on future market prices. Mr. Kirk is able to control or significantly influence all matters requiring approval by our shareholders, including the election of directors and the approval of mergers or other business combination transactions. The interests of Mr. Kirk may not always coincide with the interests of other shareholders, and he may take actions that advance his personal interests and are contrary to the desires of our other shareholders.Report.
In connection with the Preferred Stock Facility, we have filed an amendment to our articles of incorporation to set the designations of our new Series A Preferred Stock with terms that are preferential to those of our common stock.
Our articles of incorporation authorize us to issue, without the approval of our shareholders, one or more classes or series of preferred stock having such designations, preferences, limitations and relative rights, including preferences over our common stock respecting dividends and distributions, as our board of directors may determine. In connection with our Preferred Stock Facility, we filed an amendment to our articles of incorporation to set the designations of our Series A Preferred Stock, which, if and when issued, will have certain preferences over our common stock, including accrued dividends of 8 percent per annum and, subject to limited exceptions, seniority to our common stock with respect to the rights to the payment of dividends and on parity with our common stock with respect to the distribution of assets in the event of a liquidation, dissolution, or winding up or change of control of the Company.
After December 31, 2020, the holder of the Series A Preferred Stock, if and when issued, may require us to redeem any or all of the outstanding Series A Preferred Stock.
If we are unable to obtain the approval of our shareholders to convert any outstanding shares of Series A Preferred Stock prior to December 31, 2020, the holder of the Series A Preferred Stock may require us to redeem any or all of the outstanding shares of Series A Preferred Stock at the issue price of $100 per share plus any accumulated but unpaid dividends thereon to, but not including, the redemption date, subject to adjustments. Any such redemption of our Series A Preferred Stock in cash would reduce the cash that we have available to invest in our business. In the event that we have issued Series A Preferred Stock and redemption is required, there can be no assurance that we will have enough cash at such time to redeem the outstanding shares.
Additionally, in evaluating our risks, readers also should carefully consider the risk factors discussed in our Annual Report, on Form 10-K for the year ended December 31, 2016, which could materially affect our business, financial condition, or operating results, in addition to the other information set forth in this report and in our other filings with the SEC.


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a) Sales of UnregisteredNone.
Item 3. Defaults on Senior Securities
From July 1, 2017 through September 30, 2017, we consummated the following transactions involving the issuance of unregistered securities:None.
the issuance of 118,828 unregistered shares of our common stock in July, August, and September 2017, as payment under the Services Agreement entered into and effective as of November 1, 2015, as amended, by and between us and Third Security as previously discussed in our Current Report on Form 8-K filed on October 30, 2015; November 3, 2016; and December 30, 2016. We issued these shares of common stock in reliance on exemptions from registration under Section 4(a)(2) of the Securities Act.
(b) Use of Proceeds
On January 27, 2015, we closed a public offering of 4,312,500 shares of our common stock (inclusive of 562,500 shares of common stock sold by us pursuant to the full exercise of an option granted to the underwriters in connection with the offering) at a public offering price of $27.00 per share for aggregate gross offering proceeds of approximately $116.4 million. J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as joint book-running managers. Net proceeds to us were approximately $110.0 million after deducting underwriting discounts and commissions of approximately $6.1 million and other offering expenses of approximately $0.3 million. No payments were made by us to directors, officers or persons owning ten percent or more of our common stock or to their associates, or to our affiliates. We invested the funds received in cash equivalents and other short-term and long-term investments in accordance with our investment policy. There has been no material change in the planned use of proceeds from this offering as described in our final prospectus, dated January 21, 2015, and filed with the SEC on January 22, 2015 pursuant to Rule 424(b).
On August 26, 2015, we closed a public offering of 5,609,756 shares of our common stock (inclusive of 731,707 shares of common stock sold by us pursuant to the full exercise of an option granted to the underwriters in connection with the offering) at a public offering price of $41.00 per share for aggregate gross offering proceeds of approximately $230.0 million. JMP Securities LLC acted as sole book-running manager. Stifel, Nicolaus & Company, Incorporated acted as lead manager. Griffin Securities, Inc. and Wunderlich Securities, Inc. acted as co-managers. Net proceeds to us were approximately $218.2 million after deducting underwriting discounts and commissions of approximately $11.5 million and other offering expenses of approximately $0.3 million. No payments were made by us to directors, officers or persons owning ten percent or more of our common stock or to their associates, or to our affiliates. We invested the funds received in cash equivalents and other short-term and long-term investments in accordance with our investment policy. There has been no material change in the planned use of proceeds from this offering as described in our final prospectus, dated August 21, 2015, and filed with the SEC on August 25, 2015 pursuant to Rule 424(b).
(c) Issuer Purchases of Equity SecuritiesItem 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
On November 6, 2017, we filed with the State Corporation Commission of the Commonwealth of Virginia, the SCC, Articles of Amendment to our Amended and Restated Articles of Incorporation, or the Amendment, which amended Article III thereof to set the designations of the Series A Preferred Stock to be issued pursuant to the Preferred Stock Facility. The Amendment became effective upon the issuance by the SCC on November 6, 2017, of a certificate of amendment.None.
The Amendment authorizes 1,000,000 shares of Series A Preferred Stock, which are non-voting, accrue dividends of 8 percent per annum and, subject to limited exceptions, are senior to our common stock with respect to the rights to the payment of dividends and on parity with our common stock with respect to the distribution of assets in the event of any liquidation, dissolution or winding up or change of control. The Series A Preferred Stock is also redeemable at our election at any time, or at the election of the holders thereof after December 31, 2020.
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The Series A Preferred Stock is convertible into shares of our common stock following the approval of our shareholders, including a majority of the shares voted by shareholders unaffiliated with Mr. Kirk, subject to any regulatory approvals. The conversion price used for the conversion will be the 20-day volume-weighted average market price of our common stock as of market closing on the fifth business day prior to the mailing of the proxy statement soliciting the shareholder approval, subject to adjustment for certain stock splits and similar events. We have agreed to take all reasonable steps necessary to seek



shareholder approval on or before the date of our annual meeting of shareholders in 2019. In addition, prior to conversion, in the event of any voluntary or involuntary liquidation, dissolution or winding up or change of control, the holders of the Series A Preferred Stock will be entitled to participate with the holders of our common stock on a pro rata, as-converted basis, based on a deemed conversion rate of $18.96, which was calculated using the 20-day volume-weighted average market price of our common stock as of market closing on October 13, 2017, subject to adjustment for certain stock splits and similar events.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Amendment and the Amended and Restated Articles of Incorporation, as amended, copies of which are attached hereto as Exhibit 3.2 and Exhibit 3.1, respectively, and incorporated herein by reference.


Item 6. Exhibits
Exhibit

No.
Description
3.1*31.1
Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to Intrexon Corporation's Current Report on Form 8-K filed on August 15, 2013 with the Securities and Exchange Commission).
3.2**
Articles of Amendment to the Amended and Restated Articles of Incorporation.
10.1*†
Amendment to the Intrexon Corporation 2013 Amended and Restated Omnibus Incentive Plan, effective as of June 28, 2017 (incorporated by reference to Exhibit 10.1 to Intrexon Corporation's Current Report on Form 8-K filed on June 30, 2017 with the Securities and Exchange Commission).
10.2*
Preferred Stock Equity Facility Agreement, dated October 16, 2017, by and between Kapital Joe, LLC and Intrexon Corporation (incorporated by reference to Exhibit 10.1 to Intrexon Corporation's Current Report on Form 8-K filed on October 16, 2017 with the Securities and Exchange Commission).
31.1
Certification of Randal J. Kirk, Chairman andHelen Sabzevari, Chief Executive Officer (Principal Executive Officer) of Intrexon Corporation,the Company, pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
32.1**
32.2**
101.0101**
Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended September 30, 2017,March 31, 2022, formatted in Inline XBRL (eXtensible Business Reporting Language)).
 
Attached as Exhibit 101.0 to this Quarterly Report on Form 10-Q are the following documents formatted in XBRL: (i) the Condensed Consolidated Balance Sheets at September 30, 2017as of March 31, 2022 and December 31, 2016,2021, (ii) the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2017March 31, 2022 and 2016,2021, (iii) the Condensed Consolidated Statements of Comprehensive Loss for the three and nine months ended September 30, 2017March 31, 2022 and 2016,2021, (iv) the Condensed Consolidated Statements of Shareholders' and Total Equity for the ninethree months ended SeptemberMarch 31, 2017,2022 and 2021, (v) the Condensed Consolidated Statements of Cash Flows for the ninethree months ended September 30, 2017March 31, 2022 and 2016,2021, and (vi) the Notes to the Condensed Consolidated Financial Statements.
*    Previously filed.
104***Furnished herewith.Cover Page Interactive Data File (embedded within the Inline XBRL document).
†Indicates management contract or compensatory plan.


**    Furnished herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
Intrexon CorporationPrecigen, Inc.
(Registrant)
Date: NovemberMay 9, 20172022By:/s/  Rick L. SterlingHARRY THOMASIAN JR.
Rick L. SterlingHarry Thomasian Jr.
Chief Financial Officer
(Principal Financial and Accounting Officer)



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