Exhibit 99.2
Arcadia Biosciences, Inc.
Consolidated Balance Sheets
(Unaudited)
(In thousands, except share data)
| | | | | | | | |
| | September 30, 2024 | | | December 31, 2023 | |
Assets | | | | | | |
Current assets: | | | | | | |
Cash and cash equivalents | | $ | 3,936 | | | $ | 6,518 | |
Short-term investments | | | 2,640 | | | | 5,124 | |
Accounts receivable and other receivables, net of allowance for doubtful accounts of
$0 as of September 30, 2024 and December 31, 2023 | | | 882 | | | | 506 | |
Inventories — current | | | 835 | | | | 837 | |
Assets held for sale | | | — | | | | 51 | |
Note receivable — current | | | 1,827 | | | | — | |
Prepaid expenses and other current assets | | | 521 | | | | 807 | |
Current assets of discontinued operations — GoodWheat | | | 70 | | | | 1,129 | |
Total current assets | | | 10,711 | | | | 14,972 | |
Property and equipment, net | | | 55 | | | | 70 | |
Right of use asset | | | 306 | | | | 792 | |
Inventories — noncurrent | | | — | | | | 196 | |
Intangible assets, net | | | 39 | | | | 39 | |
Note receivable — noncurrent | | | 3,966 | | | | — | |
Other noncurrent assets | | | 164 | | | | 164 | |
Noncurrent assets of discontinued operations — GoodWheat | | | — | | | | 3,472 | |
Total assets | | $ | 15,241 | | | $ | 19,705 | |
Liabilities and stockholders’ equity | | | | | | |
Current liabilities: | | | | | | |
Accounts payable and accrued expenses | | $ | 1,692 | | | $ | 1,910 | |
Amounts due to related parties | | | 30 | | | | 58 | |
Operating lease liability — current | | | 346 | | | | 852 | |
Other current liabilities | | | 260 | | | | 270 | |
Current liabilities of discontinued operations — GoodWheat | | | — | | | | 500 | |
Total current liabilities | | | 2,328 | | | | 3,590 | |
Operating lease liability — noncurrent | | | — | | | | 155 | |
Common stock warrant and option liabilities | | | 764 | | | | 1,257 | |
Other noncurrent liabilities | | | 2,000 | | | | 2,000 | |
Total liabilities | | | 5,092 | | | | 7,002 | |
Commitments and contingencies (Note 14) | | | | | | |
Stockholders’ equity: | | | | | | |
Common stock, $0.001 par value—150,000,000 shares authorized; 1,364,940 and 1,285,337
shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively | | | 65 | | | | 65 | |
Additional paid-in capital | | | 284,919 | | | | 284,515 | |
Accumulated other comprehensive income | | | 117 | | | | 101 | |
Accumulated deficit | | | (274,814 | ) | | | (271,840 | ) |
Total stockholders’ equity | | | 10,287 | | | | 12,841 | |
Non-controlling interest | | | (138 | ) | | | (138 | ) |
Total stockholders' equity | | | 10,149 | | | | 12,703 | |
Total liabilities and stockholders’ equity | | $ | 15,241 | | | $ | 19,705 | |
Arcadia Biosciences, Inc.
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)
(In thousands, except share data and per share data)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | | 2024 | | | | 2023 | | | | 2024 | | | | 2023 | |
Revenues: | | | | | | | | | | | | |
Product | | $ | 1,537 | | | $ | 1,298 | | | $ | 3,829 | | | $ | 3,667 | |
License | | | — | | | | — | | | | — | | | | 10 | |
Total revenues | | | 1,537 | | | | 1,298 | | | | 3,829 | | | | 3,677 | |
Operating expenses: | | | | | | | | | | | | |
Cost of revenues | | | 1,032 | | | | 818 | | | | 2,136 | | | | 1,996 | |
Research and development | | | 24 | | | | 15 | | | | 40 | | | | 55 | |
Gain on sale of intangible assets | | | — | | | | — | | | | (4,000 | ) | | | — | |
Impairment of property and equipment | | | — | | | | — | | | | 36 | | | | — | |
Selling, general and administrative | | | 2,241 | | | | 1,862 | | | | 6,986 | | | | 6,535 | |
Total operating expenses | | | 3,297 | | | | 2,695 | | | | 5,198 | | | | 8,586 | |
Loss from continuing operations | | | (1,760 | ) | | | (1,397 | ) | | | (1,369 | ) | | | (4,909 | ) |
Interest income | | | 233 | | | | 133 | | | | 428 | | | | 538 | |
Other income, net | | | 15 | | | | 17 | | | | 168 | | | | 36 | |
Valuation loss on March 2023 PIPE | | | — | | | | — | | | | — | | | | (6,076 | ) |
Change in fair value of common stock warrant and option liabilities | | | 330 | | | | 608 | | | | 493 | | | | 5,965 | |
Issuance and offering costs allocated to liability classified options | | | — | | | | — | | | | — | | | | (430 | ) |
Net loss from continuing operations before income taxes | | | (1,182 | ) | | | (639 | ) | | | (280 | ) | | | (4,876 | ) |
Income tax provision | | | — | | | | — | | | | — | | | | (1 | ) |
Net loss from continuing operations | | | (1,182 | ) | | | (639 | ) | | | (280 | ) | | | (4,877 | ) |
Net loss from discontinued operations — Body Care | | | — | | | | (83 | ) | | | — | | | | (591 | ) |
Net loss from discontinued operations — GoodWheat | | | (430 | ) | | | (1,845 | ) | | | (2,694 | ) | | | (5,665 | ) |
Net loss | | | (1,612 | ) | | | (2,567 | ) | | | (2,974 | ) | | | (11,133 | ) |
Net loss attributable to non-controlling interest | | | — | | | | — | | | | — | | | | (5 | ) |
Net loss attributable to common stockholders | | $ | (1,612 | ) | | $ | (2,567 | ) | | $ | (2,974 | ) | | $ | (11,128 | ) |
Net loss per share attributable to common stockholders: | | | | | | | | | | | | |
Basic and diluted from continuing operations | | $ | (0.87 | ) | | $ | (0.47 | ) | | $ | (0.21 | ) | | $ | (4.08 | ) |
Basic from discontinuing operations | | $ | (0.32 | ) | | $ | (1.42 | ) | | $ | (1.98 | ) | | $ | (5.24 | ) |
Net loss per basic and diluted share attributable to common stockholders | | $ | (1.18 | ) | | $ | (1.89 | ) | | $ | (2.18 | ) | | $ | (9.31 | ) |
Weighted-average number of shares used in per share
calculations: | | | | | | | | | | | | |
Basic and diluted | | | 1,363,753 | | | | 1,359,511 | | | | 1,362,754 | | | | 1,195,354 | |
Other comprehensive income (loss), net of tax | | | | | | | | | | | | |
Unrealized gains on available-for-sale securities | | $ | 36 | | | $ | 66 | | | $ | 117 | | | $ | 87 | |
Reclassification adjustment for gains on available-for-sale securities included in net loss | | $ | - | | | $ | — | | | $ | (111 | ) | | $ | — | |
Change in unrealized gains on available-for-sale securities | | $ | 36 | | | $ | 66 | | | $ | 6 | | | $ | 87 | |
Comprehensive loss | | $ | (1,576 | ) | | $ | (2,501 | ) | | $ | (2,968 | ) | | $ | (11,041 | ) |
Arcadia Biosciences, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
| | | | | | | | |
| | Nine Months Ended September 30, | |
| | | 2024 | | | | 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | |
Net loss | | $ | (2,974 | ) | | $ | (11,133 | ) |
Adjustments to reconcile net loss to cash used in operating activities: | | | | | | |
Change in fair value of common stock warrant and option liabilities | | | (493 | ) | | | (5,965 | ) |
Issuance and offering costs allocated to liability classified options | | | — | | | | 430 | |
Valuation loss on March 2023 PIPE | | | — | | | | 6,076 | |
Depreciation | | | 92 | | | | 227 | |
Lease amortization | | | 502 | | | | 535 | |
Amortization of note receivable discount | | | (90 | ) | | | — | |
Gain on disposal of property and equipment | | | (65 | ) | | | (36 | ) |
Gain on sale of RS durum wheat trait | | | (4,000 | ) | | | — | |
Stock-based compensation | | | 395 | | | | 573 | |
Write-down of inventories | | | 154 | | | | 444 | |
Impairment of property and equipment | | | 36 | | | | — | |
Changes in operating assets and liabilities: | | | | | | |
Accounts receivable and other receivables | | | (445 | ) | | | 249 | |
Inventories | | | 620 | | | | (1,388 | ) |
Prepaid expenses and other current assets | | | 287 | | | | (284 | ) |
Other noncurrent assets | | | — | | | | (13 | ) |
Accounts payable and accrued expenses | | | (719 | ) | | | (300 | ) |
Amounts due to related parties | | | (29 | ) | | | (2 | ) |
Other current liabilities | | | (11 | ) | | | 11 | |
Operating lease liabilities | | | (678 | ) | | | (573 | ) |
Net cash used in operating activities | | | (7,418 | ) | | | (11,149 | ) |
CASH FLOWS FROM INVESTING ACTIVITIES: | | | | | | |
Proceeds from sale of property and equipment | | | 342 | | | | 42 | |
Proceeds from sale of Verdeca — earn-out received | | | — | | | | 569 | |
Proceeds from sale of investments | | | 2,501 | | | | — | |
Proceeds from sale of RS durum wheat trait | | | 4,000 | | | | — | |
Cash paid related to sale of GoodWheat | | | (2,000 | ) | | | — | |
Purchases of property and equipment | | | (16 | ) | | | (5 | ) |
Purchases of investments | | | — | | | | (5,002 | ) |
Net cash provided by (used in) investing activities | | | 4,827 | | | | (4,396 | ) |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | |
Proceeds from issuance of common stock, pre-funded warrants and
preferred investment options from March 2023 PIPE | | | — | | | | 5,997 | |
Payments of offering costs relating to March 2023 PIPE | | | — | | | | (497 | ) |
Proceeds from ESPP purchases | | | 9 | | | | 12 | |
Net cash provided by financing activities | | | 9 | | | | 5,512 | |
Net decrease in cash and cash equivalents | | | (2,582 | ) | | | (10,033 | ) |
Cash and cash equivalents — beginning of period | | | 6,518 | | | | 20,644 | |
Cash and cash equivalents — end of period | | $ | 3,936 | | | $ | 10,611 | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | | | | | | |
NONCASH INVESTING AND FINANCING ACTIVITIES: | | | | | | |
Common stock options issued to placement agent and included in offering
costs related to March 2023 PIPE | | $ | — | | | $ | 212 | |
Warrant and option modifications included in Valuation loss on March
2023 PIPE | | $ | — | | | $ | 404 | |
Right of use assets obtained in exchange for new operating lease liabilities | | $ | 86 | | | $ | — | |
Note receivable recognized from sale of GoodWheat | | $ | 5,705 | | | $ | — | |
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