Exhibit 99.2
Arcadia Biosciences, Inc.
Consolidated Balance Sheets
(Unaudited)
(In thousands, except share data)
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| June 30, 2023 |
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| December 31, 2022 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
| $ | 13,484 |
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| $ | 20,644 |
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Short-term investments |
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| 5,023 |
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|
| — |
|
Accounts receivable and other receivables, net of allowance for doubtful accounts of |
|
| 630 |
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|
| 1,287 |
|
Inventories, net — current |
|
| 3,164 |
|
|
| 2,571 |
|
Assets held for sale |
|
| 87 |
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|
| 87 |
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Prepaid expenses and other current assets |
|
| 951 |
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|
| 809 |
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Total current assets |
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| 23,339 |
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|
| 25,398 |
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Property and equipment, net |
|
| 560 |
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|
| 704 |
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Right of use asset |
|
| 1,384 |
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|
| 1,848 |
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Inventories, net — noncurrent |
|
| 1,297 |
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|
| 767 |
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Intangible assets, net |
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| 40 |
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|
| 40 |
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Other noncurrent assets |
|
| 178 |
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|
| 165 |
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Total assets |
| $ | 26,798 |
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| $ | 28,922 |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable and accrued expenses |
| $ | 2,783 |
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| $ | 2,881 |
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Amounts due to related parties |
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| 33 |
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|
| 48 |
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Operating lease liability — current |
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| 993 |
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|
| 1,010 |
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Other current liabilities |
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| 282 |
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|
| 270 |
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Total current liabilities |
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| 4,091 |
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|
| 4,209 |
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Operating lease liability — noncurrent |
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| 532 |
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|
| 1,007 |
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Common stock warrant and option liabilities |
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| 2,445 |
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|
| 806 |
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Other noncurrent liabilities |
|
| 2,000 |
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|
| 2,000 |
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Total liabilities |
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| 9,068 |
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|
| 8,022 |
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Commitments and contingencies (Note 13) |
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Stockholders’ equity: |
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Common stock, $0.001 par value—150,000,000 shares authorized as |
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| 65 |
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| 65 |
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Additional paid-in capital |
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| 284,202 |
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|
| 278,827 |
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Accumulated other comprehensive income |
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| 21 |
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|
| — |
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Accumulated deficit |
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| (266,420 | ) |
|
| (257,859 | ) |
Total stockholders’ equity |
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| 17,868 |
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|
| 21,033 |
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Non-controlling interest |
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| (138 | ) |
|
| (133 | ) |
Total stockholders' equity |
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| 17,730 |
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|
| 20,900 |
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Total liabilities and stockholders’ equity |
| $ | 26,798 |
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| $ | 28,922 |
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1
Arcadia Biosciences, Inc.
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)
(In thousands, except share data and per share data)
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| Three Months Ended June 30, |
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| Six Months Ended June 30, |
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| 2023 |
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| 2022 |
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| 2023 |
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| 2022 |
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Revenues: |
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Product |
| $ | 1,379 |
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| $ | 2,946 |
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| $ | 2,889 |
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| $ | 6,116 |
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Royalty |
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| — |
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|
| 50 |
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|
| — |
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|
| 100 |
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License |
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| 10 |
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|
| 862 |
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|
| 10 |
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|
| 862 |
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Total revenues |
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| 1,389 |
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|
| 3,858 |
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|
| 2,899 |
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|
| 7,078 |
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Operating expenses (income): |
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Cost of revenues |
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| 981 |
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| 3,447 |
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|
| 1,806 |
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|
| 6,906 |
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Research and development |
|
| 391 |
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|
| 359 |
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|
| 750 |
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|
| 754 |
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Gain on sale of Verdeca |
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| — |
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| (1,138 | ) |
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| — |
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|
| (1,138 | ) |
Impairment of intangible assets |
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| — |
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|
| 72 |
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|
| — |
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|
| 72 |
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Change in fair value of contingent consideration |
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| — |
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|
| (39 | ) |
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| — |
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|
| (70 | ) |
Impairment of property and equipment |
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| — |
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|
| 346 |
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|
| — |
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|
| 346 |
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Gain on sale of property and equipment |
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| (7 | ) |
|
| (58 | ) |
|
| (26 | ) |
|
| (386 | ) |
Selling, general and administrative |
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| 3,815 |
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| 4,652 |
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| 8,209 |
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|
| 9,000 |
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Total operating expenses |
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| 5,180 |
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| 7,641 |
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|
| 10,739 |
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| 15,484 |
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Loss from operations |
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| (3,791 | ) |
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| (3,783 | ) |
|
| (7,840 | ) |
|
| (8,406 | ) |
Interest income |
|
| 207 |
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|
| 30 |
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|
| 405 |
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|
| 29 |
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Other (loss) income, net |
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| (13 | ) |
|
| (44 | ) |
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| 19 |
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|
| (3 | ) |
Valuation loss on March 2023 PIPE |
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| — |
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|
| — |
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| (6,076 | ) |
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| — |
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Change in fair value of common stock warrant and option liabilities |
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| 4,416 |
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|
| — |
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| 5,357 |
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|
| — |
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Issuance and offering costs allocated to liability classified options |
|
| — |
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|
| — |
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|
| (430 | ) |
|
| (27 | ) |
Net income (loss) before income taxes |
|
| 819 |
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|
| (3,797 | ) |
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| (8,565 | ) |
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| (8,407 | ) |
Income tax provision |
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| (1 | ) |
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| — |
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|
| (1 | ) |
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| — |
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Net income (loss) |
|
| 818 |
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|
| (3,797 | ) |
|
| (8,566 | ) |
|
| (8,407 | ) |
Net loss attributable to non-controlling interest |
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| (5 | ) |
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| (20 | ) |
|
| (5 | ) |
|
| (142 | ) |
Net income (loss) attributable to common stockholders |
| $ | 823 |
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| $ | (3,777 | ) |
| $ | (8,561 | ) |
| $ | (8,265 | ) |
Net income (loss) per share attributable to common stockholders: |
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Basic and diluted |
| $ | 0.61 |
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| $ | (6.81 | ) |
| $ | (7.70 | ) |
| $ | (14.90 | ) |
Weighted-average number of shares used in per share |
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Basic and diluted |
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| 1,358,395 |
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| 554,723 |
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| 1,111,915 |
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| 554,700 |
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Other comprehensive income, net of tax |
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Unrealized gains on available-for-sale securities |
| $ | 21 |
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| $ | — |
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| $ | 21 |
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| $ | — |
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Other comprehensive income |
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| 21 |
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|
| — |
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|
| 21 |
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|
| — |
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Comprehensive income (loss) attributable to common stockholders |
| $ | 844 |
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| $ | (3,777 | ) |
| $ | (8,540 | ) |
| $ | (8,265 | ) |
2
Arcadia Biosciences, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
|
| Six Months Ended June 30, |
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| 2023 |
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| 2022 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net loss |
| $ | (8,566 | ) |
| $ | (8,407 | ) |
Adjustments to reconcile net loss to cash used in operating activities: |
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Change in fair value of common stock warrant and option liabilities |
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| (5,357 | ) |
|
| — |
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Change in fair value of contingent consideration |
|
| — |
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|
| (70 | ) |
Issuance and offering costs allocated to liability classified options |
|
| 430 |
|
|
| — |
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Valuation loss on March 2023 PIPE |
|
| 6,076 |
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|
| — |
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Depreciation |
|
| 138 |
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|
| 277 |
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Amortization of intangible assets |
|
| — |
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|
| 26 |
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Lease amortization |
|
| 357 |
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|
| 420 |
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Impairment of intangible assets |
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| — |
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|
| 72 |
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Gain on disposal of property and equipment |
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| (26 | ) |
|
| (386 | ) |
Stock-based compensation |
|
| 411 |
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|
| 583 |
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Bad debt expense |
|
| — |
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|
| 37 |
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Gain on sale of Verdeca |
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| — |
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|
| (1,138 | ) |
Write-down of inventories |
|
| 192 |
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|
| 1,515 |
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Impairment of property and equipment |
|
| — |
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|
| 346 |
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Changes in operating assets and liabilities: |
|
| — |
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|
| — |
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Accounts receivable and other receivables |
|
| 87 |
|
|
| (1,333 | ) |
Inventories |
|
| (1,316 | ) |
|
| 1,001 |
|
Prepaid expenses and other current assets |
|
| (142 | ) |
|
| (541 | ) |
Other noncurrent assets |
|
| (13 | ) |
|
| 15 |
|
Accounts payable and accrued expenses |
|
| (149 | ) |
|
| (247 | ) |
Amounts due to related parties |
|
| (16 | ) |
|
| 19 |
|
Other current liabilities |
|
| 12 |
|
|
| 8 |
|
Other noncurrent liabilities |
|
| — |
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|
| (1 | ) |
Operating lease liabilities |
|
| (382 | ) |
|
| (446 | ) |
Net cash used in operating activities |
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| (8,264 | ) |
|
| (8,250 | ) |
CASH FLOWS FROM INVESTING ACTIVITIES: |
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Proceeds from sale of property and equipment |
|
| 37 |
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|
| 841 |
|
Proceeds from sale of Verdeca — earn-out received |
|
| 569 |
|
|
| — |
|
Purchases of property and equipment |
|
| (5 | ) |
|
| (46 | ) |
Purchases of investments |
|
| (5,002 | ) |
|
| — |
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Net cash used by investing activities |
|
| (4,401 | ) |
|
| 795 |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Proceeds from issuance of common stock, pre-funded warrants and |
|
| 5,997 |
|
|
| — |
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Payments of offering costs relating to March 2023 PIPE |
|
| (497 | ) |
|
| — |
|
Proceeds from ESPP purchases |
|
| 5 |
|
|
| 4 |
|
Net cash provided by financing activities |
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| 5,505 |
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|
| 4 |
|
Net decrease in cash and cash equivalents |
|
| (7,160 | ) |
|
| (7,451 | ) |
Cash and cash equivalents — beginning of period |
|
| 20,644 |
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|
| 28,685 |
|
Cash and cash equivalents — end of period |
| $ | 13,484 |
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| $ | 21,234 |
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SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: |
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Cash paid for interest |
| $ | — |
|
| $ | 1 |
|
NONCASH INVESTING AND FINANCING ACTIVITIES: |
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Common stock warrant liabilities reclassified to equity |
| $ | — |
|
| $ | 3,392 |
|
Common stock options issued to placement agent and included in offering |
| $ | 212 |
|
| $ | — |
|
Warrant and option modifications included in Valuation loss on March |
| $ | 404 |
|
| $ | — |
|
Proceeds from sale of property and equipment in accounts receivable and other receivables |
| $ | 2 |
|
| $ | 51 |
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