UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 20, 2025 |
Arcadia Biosciences, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware |
001-37383 |
81-0571538 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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5950 Sherry Lane Suite 215 |
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Dallas, Texas |
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75225 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 214 974-8921 |
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Common |
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RKDA |
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The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On March 20, 2025 Arcadia Biosciences, Inc. (the “Company”) issued a press release announcing financial results for the fourth quarter and year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1, and the Company's annual financial information tables are furnished as Exhibit 99.2, to this Current Report on Form 8-K and are incorporated herein by reference.
The information furnished in this Form 8-K, the press release attached as Exhibit 99.1, and the financial information attached as Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02, in the press release attached as Exhibit 99.1, and in the financial information attached as Exhibit 99.2, shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
No Offer or Solicitation
As previously reported on a Report on Form 8-K filed by the Company with the Securities and Exchange Commission ("SEC") on December 6, 2024, on December 4, 2024, the Company, Roosevelt Resources, LP, a Texas limited partnership (“Roosevelt”), and certain other parties entered into a Securities Exchange Agreement (the “Exchange Agreement”) providing for the combination of the two companies in an all-stock transaction. Under the terms of the Exchange Agreement, at the closing of the transactions contemplated by the Exchange Agreement, Arcadia will issue to the partners of Roosevelt shares of Arcadia common stock in exchange for all of the equity interests in Roosevelt.
This Report, including the information contained herein and the exhibits filed or furnished herewith, is not intended to and does not constitute (i) a solicitation of a proxy, consent or approval with respect to any securities or in respect of the proposed transaction or (ii) an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom.
Subject to certain exceptions to be approved by the relevant regulators or certain facts to be ascertained, no offer will be made directly or indirectly, in or into any jurisdiction where to do so would constitute a violation of the laws of such jurisdiction, or by use of the mails or by any means or instrumentality (including without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce, or any facility of a national securities exchange, of any such jurisdiction.
Additional Information for Stockholders
In connection with the proposed transaction, Arcadia intends to file relevant materials with the SEC and initially filed a Registration Statement on Form S-4 (the “Registration Statement”) that includes a preliminary proxy statement/prospectus, on February 14, 2025. After the Registration Statement is declared effective by the SEC, Arcadia intends to mail a definitive proxy statement/prospectus to the stockholders of Arcadia. This Report is not a substitute for the proxy statement/prospectus or the Registration Statement or for any other document that Arcadia may file with the SEC and send to Arcadia’s stockholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS OF ARCADIA ARE URGED TO CAREFULLY AND THOROUGHLY READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS FILED BY ARCADIA WITH THE SEC, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ARCADIA, ROOSEVELT, THE PROPOSED TRANSACTION, THE RISKS RELATED THERETO AND RELATED MATTERS.
Investors will be able to obtain free copies of the Registration Statement and proxy statement/prospectus, as each may be amended from time to time, and other relevant documents filed by Arcadia with the SEC (when they become available) through the website maintained by the SEC at www.sec.gov. Copies of documents filed with the SEC by Arcadia will be available free of charge from Arcadia’s website at www.arcadiabio.com under the “Investors” tab. In addition, investors and stockholders should note that Arcadia communicates with investors and the public using its website (www.arcadiabio.com) where anyone will be able to obtain free copies of the proxy statement/prospectus and other documents filed by Arcadia with the SEC. Stockholders are urged to read the proxy statement/prospectus and the other relevant materials when they become available before making any voting or investment decision with respect to the proposed transactions.
Participants in the Proxy Solicitation
Arcadia, Roosevelt and their respective directors, partners and certain of their officers and other members of management and employees may be deemed, under SEC rules, to be participants in the solicitation of proxies from Arcadia’s stockholders in connection with the proposed transactions.
Information regarding the officers and directors of Arcadia is included in Arcadia’s most recent Annual Report on Form 10-K, as amended, filed with the SEC, including any information incorporated therein by reference, its definitive proxy statement for its 2024 annual meeting filed with the SEC on May 16, 2024, and in the Registration Statement initially filed with the SEC on February 14, 2025, and any amendments thereto as filed with the SEC. Additional information regarding such persons, as well as information regarding Roosevelt’s directors, managers and officers and other persons who may be deemed participants in the proposed transaction, will be set forth in the Registration Statement and proxy statement/prospectus, and any amendments thereto, and other materials, when they are filed with the SEC in connection with the proposed transaction. Free copies of these documents may be obtained from the sources indicated above.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Description |
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99.1 |
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99.2 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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ARCADIA BIOSCIENCES, INC. |
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Date: |
March 20, 2025 |
By: |
/s/ MARK KAWAKAMI |
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Mark Kawakami, Chief Financial Officer |
Arcadia Biosciences (RKDA) Announces Fourth-Quarter and Full-Year 2024 Financial Results and Business Highlights
-- Year-over-year revenues grew 56% in Q4 and 13% for full year --
-- Zola® year-over-year revenues increased 124% in Q4 and 46% for full year --
-- Company plans business combination with Roosevelt Resources, Inc. --
DALLAS, Texas (March 20, 2025) – Arcadia Biosciences, Inc.® (Nasdaq: RKDA), a producer and marketer of innovative, plant-based health and wellness products, today released its financial and business results for the fourth quarter and full year of 2024.
“We are extremely pleased with the progress we made in 2024, particularly in the second half of the year following the sale of our GoodWheatTM assets,” said T.J. Schaefer, president and CEO. “Our focus on Zola® coconut water led to 80 percent revenue growth for the brand in the back half of the year and drove total Arcadia revenue growth above 30 percent. At the same time revenue growth was accelerating, we maintained tight cost controls, resulting in the lowest use of cash from operations since Arcadia went public a decade ago.
“In the fourth quarter, we also announced a business combination agreement with Roosevelt Resources, Inc. which, when completed, will combine the two companies in an all-stock transaction. The significant amount of new distribution added to Zola in the last six months of 2024 provides a tremendous amount of momentum for Arcadia as we enter 2025,” Schaefer said.
2024 Key Operating and Business Highlights
1
Arcadia Biosciences, Inc.
Financial Snapshot
(Unaudited)
($ in thousands)
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Three months ended Dec 31 |
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Twelve months ended Dec 31 |
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2024 |
2023 |
Favorable/ |
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2024 |
2023 |
Favorable/ |
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$ |
% |
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$ |
% |
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Total Revenues |
1,216 |
777 |
439 |
56% |
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5,045 |
4,454 |
591 |
13% |
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Total Operating Expenses |
3,495 |
1,969 |
(1,526) |
(78%) |
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8,693 |
10,555 |
1,862 |
18% |
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Loss From Continuing Operations |
(2,279) |
(1,192) |
(1,087) |
(91%) |
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(3,648) |
(6,101) |
2,453 |
40% |
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Net Loss Attributable to Common Stockholders |
(4,064) |
(2,853) |
(1,211) |
(42%) |
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(7,038) |
(13,981) |
6,943 |
50% |
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Certain previously reported financial information has been reclassified to conform to the current year presentation. Reclassifications are related to the presentation of the financial results of our former GoodWheat and body care brands as discontinued operations. The financial information above and narrative that follows relate to continuing operations unless stated otherwise.
More detailed financial statements are included in the Form 8-K filed today, available in the Investors section of the company’s website under SEC Filings.
2
Revenues
Retail distribution for Zola nearly doubled in 2024, resulting in an increase in coconut water revenue of $611,000 and $1.3 million for the fourth quarter and full year of 2024, respectively. This was partially offset by a decline in sales of GLA oil, resulting in a net increase in total revenue of $439,000 and $591,000 for the fourth quarter and full year of 2024, respectively.
Operating Expenses
Cost of revenues increased by $649,000 and $789,000 for the fourth quarter and full year of 2024, respectively. This was driven by the increase in Zola revenues, as product costs made up 84 percent of the total cost of revenues in 2024.
Selling, general, and administrative expenses increased by $1.0 million and $1.4 million for the fourth quarter and full year of 2024, respectively. This was driven by over $2.0 million of transaction costs in 2024 related to the sale of GoodWheat assets and the pending transaction with Roosevelt Resources, with $700,000 of these costs occurring in the fourth quarter of 2024.
Other operating expenses decreased by $4.0 million for the full year 2024 driven by a gain related to the asset sale to Corteva in the second quarter of 2024.
Net Loss Attributable to Common Stockholders
Net loss attributable to common stockholders for the fourth quarter of 2024 was $4.1 million, or $2.98 per share, compared to $2.8 million, or $2.10 per share, for the same period in 2023. The increase in net loss attributable to common stockholders for the fourth quarter of 2024 compared to the same period in 2023 was primarily driven by the change in the estimated fair value of common stock warrant and option liabilities.
Net loss attributable to common stockholders for 2024 was $7.1 million, or $3.17 per share, compared to $14.0 million, or $11.30 per share, for 2023. The improvement in net loss attributable to common stockholders for 2024 compared to 2023 was primarily driven by the $4.0 million gain related to the asset sale to Corteva in the second quarter of 2024 as well as the year-over-year decrease in net loss from discontinued operations.
Conference Call and Webcast
The company has scheduled a conference call for 4:30 p.m. Eastern time (1:30 p.m. Pacific time) today, March 20 to discuss fourth-quarter and year-end results and the year’s key strategic achievements. Interested participants can join the conference call using the following options:
3
Following completion of the call, a recorded replay will be available on the company’s investor website.
About Arcadia Biosciences, Inc.
Since 2002, Arcadia Biosciences (Nasdaq: RKDA) has been innovating high-value, healthy ingredients to meet consumer demands for healthier choices. With its roots in agricultural innovation, Arcadia cultivates next-generation wellness products. For more information, visit www.arcadiabio.com.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about the company and its products, including statements relating to the company’s growth, cash position, operating costs, financial performance, commercialization of products and review of strategic transactions and their impact on shareholder value. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, and reported results should not be considered as an indication of future performance. These risks and uncertainties include, but are not limited to, the risks set forth in filings that the company makes with the Securities and Exchange Commission from time to time, including in Arcadia’s Annual Report on Form 10-K and other filings. These forward-looking statements speak only as of the date hereof, and except as required by law, Arcadia Biosciences, Inc. disclaims any obligation to update these forward-looking statements.
No Offer or Solicitation
As previously reported on a Report on Form 8-K filed by the company with the Securities and Exchange Commission ("SEC") on December 6, 2024, on December 4, 2024, the company, Roosevelt Resources, LP, a Texas limited partnership (“Roosevelt”), and certain other parties entered into a Securities Exchange Agreement (the “Exchange Agreement”) providing for the combination of the two companies in an all-stock transaction. Under the terms of the Exchange Agreement, at the closing of the transactions contemplated by the Exchange Agreement, Arcadia will issue to the partners of Roosevelt shares of Arcadia common stock in exchange for all of the equity interests in Roosevelt.
This press release, including the information contained herein, is not intended to and does not constitute (i) a solicitation of a proxy, consent or approval with respect to any securities or in respect of the proposed transaction or (ii) an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom.
Subject to certain exceptions to be approved by the relevant regulators or certain facts to be ascertained, no offer will be made directly or indirectly, in or into any jurisdiction where to do so would constitute a violation of the laws of such jurisdiction, or by use of the mails or by any means or instrumentality (including without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce, or any facility of a national securities exchange, of any such jurisdiction.
4
Additional Information for Stockholders
In connection with the proposed transaction, Arcadia intends to file relevant materials with the SEC and initially filed a Registration Statement on Form S-4 (the “Registration Statement”) that includes a preliminary proxy statement/prospectus, on February 14, 2025. After the Registration Statement is declared effective by the SEC, Arcadia intends to mail a definitive proxy statement/prospectus to the stockholders of Arcadia. This press release is not a substitute for the proxy statement/prospectus or the Registration Statement or for any other document that Arcadia may file with the SEC and send to Arcadia’s stockholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS OF ARCADIA ARE URGED TO CAREFULLY AND THOROUGHLY READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS FILED BY ARCADIA WITH THE SEC, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ARCADIA, ROOSEVELT, THE PROPOSED TRANSACTION, THE RISKS RELATED THERETO AND RELATED MATTERS.
Investors will be able to obtain free copies of the Registration Statement and proxy statement/prospectus, as each may be amended from time to time, and other relevant documents filed by Arcadia with the SEC (when they become available) through the website maintained by the SEC at www.sec.gov. Copies of documents filed with the SEC by Arcadia will be available free of charge from Arcadia’s website at www.arcadiabio.com under the “Investors” tab. In addition, investors and stockholders should note that Arcadia communicates with investors and the public using its website (www.arcadiabio.com) where anyone will be able to obtain free copies of the proxy statement/prospectus and other documents filed by Arcadia with the SEC. Stockholders are urged to read the proxy statement/prospectus and the other relevant materials when they become available before making any voting or investment decision with respect to the proposed transactions.
Participants in the Proxy Solicitation
Arcadia, Roosevelt and their respective directors, partners and certain of their officers and other members of management and employees may be deemed, under SEC rules, to be participants in the solicitation of proxies from Arcadia’s stockholders in connection with the proposed transactions. Information regarding the officers and directors of Arcadia is included in Arcadia’s most recent Annual Report on Form 10-K, as amended, filed with the SEC, including any information incorporated therein by reference, its definitive proxy statement for its 2024 annual meeting filed with the SEC on May 16, 2024, and in the Registration Statement initially filed with the SEC on February 14, 2025, and any amendments thereto as filed with the SEC. Additional information regarding such persons, as well as information regarding Roosevelt’s directors, managers and officers and other persons who may be deemed participants in the proposed transaction, will be set forth in the Registration Statement and proxy statement/prospectus, and any amendments thereto, and other materials, when they are filed with the SEC in connection with the proposed transaction. Free copies of these documents may be obtained from the sources indicated above.
5
Arcadia Biosciences Contact:
T.J. Schaefer
ir@arcadiabio.com
# # #
6
Exhibit 99.2

Arcadia Biosciences, Inc.
Consolidated Balance Sheets
(Unaudited)
(In thousands, except share data)
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As of December 31, |
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2024 |
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2023 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
4,242 |
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$ |
6,518 |
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Short-term investments |
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— |
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5,124 |
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Accounts receivable and other receivables, net of allowance for doubtful accounts |
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1,175 |
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|
506 |
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Inventories, net — current |
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904 |
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|
837 |
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Assets held for sale |
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— |
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51 |
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Note receivable — current |
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1,894 |
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|
|
— |
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Prepaid expenses and other current assets |
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|
931 |
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|
807 |
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Current assets of discontinued operations — GoodWheat |
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96 |
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|
1,129 |
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Total current assets |
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9,242 |
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14,972 |
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Property and equipment, net |
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41 |
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70 |
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Right of use assets |
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137 |
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792 |
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Inventories, net — noncurrent |
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— |
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|
196 |
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Intangible assets, net |
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39 |
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39 |
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Note receivable — noncurrent |
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3,966 |
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|
— |
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Other noncurrent assets |
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92 |
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|
164 |
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Noncurrent assets of discontinued operations — GoodWheat |
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— |
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|
3,472 |
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Total assets |
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$ |
13,517 |
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$ |
19,705 |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
2,108 |
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$ |
1,910 |
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Amounts due to related parties |
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30 |
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|
58 |
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Operating lease liability — current |
|
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155 |
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|
852 |
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Other current liabilities |
|
|
270 |
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|
270 |
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Current liabilities of discontinued operations — GoodWheat |
|
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— |
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|
500 |
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Total current liabilities |
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2,563 |
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|
3,590 |
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Operating lease liability — noncurrent |
|
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— |
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|
155 |
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Common stock warrant and option liabilities |
|
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2,731 |
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|
1,257 |
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Other noncurrent liabilities |
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|
2,000 |
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|
2,000 |
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Total liabilities |
|
|
7,294 |
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|
7,002 |
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Commitments and contingencies (Note 15) |
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Stockholders’ equity: |
|
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Common stock, $0.001 par value—150,000,000 shares authorized as of |
|
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65 |
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65 |
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Additional paid-in capital |
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285,036 |
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|
284,515 |
|
Accumulated other comprehensive income |
|
|
— |
|
|
|
101 |
|
Accumulated deficit |
|
|
(278,878 |
) |
|
|
(271,840 |
) |
Total Arcadia Biosciences stockholders’ equity |
|
|
6,223 |
|
|
|
12,841 |
|
Non-controlling interest |
|
|
— |
|
|
|
(138 |
) |
Total stockholders' equity |
|
|
6,223 |
|
|
|
12,703 |
|
Total liabilities and stockholders’ equity |
|
$ |
13,517 |
|
|
$ |
19,705 |
|
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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Year Ended December 31, |
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2024 |
|
|
2023 |
|
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Revenues: |
|
|
|
|
|
|
||
Product |
|
$ |
5,012 |
|
|
$ |
4,437 |
|
License |
|
|
7 |
|
|
|
17 |
|
Royalty |
|
|
26 |
|
|
|
— |
|
Total revenues |
|
|
5,045 |
|
|
|
4,454 |
|
Operating expenses (income): |
|
|
|
|
|
|
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Cost of revenues |
|
|
2,963 |
|
|
|
2,174 |
|
Research and development |
|
|
53 |
|
|
|
64 |
|
Gain on sale of intangible assets |
|
|
(4,000 |
) |
|
|
— |
|
Gain on sale of property and equipment |
|
|
— |
|
|
|
(29 |
) |
Impairment of property and equipment |
|
|
36 |
|
|
|
— |
|
Impairment of ROU asset |
|
|
— |
|
|
|
113 |
|
Selling, general and administrative |
|
|
9,641 |
|
|
|
8,233 |
|
Total operating expenses |
|
|
8,693 |
|
|
|
10,555 |
|
Loss from operations |
|
|
(3,648 |
) |
|
|
(6,101 |
) |
Interest income |
|
|
782 |
|
|
|
695 |
|
Other income, net |
|
|
31 |
|
|
|
48 |
|
Valuation loss on March 2023 PIPE |
|
|
— |
|
|
|
(6,076 |
) |
Change in fair value of common stock warrant and option liabilities |
|
|
(1,474 |
) |
|
|
6,544 |
|
Issuance and offering costs allocated to liability classified options |
|
|
— |
|
|
|
(430 |
) |
Net loss from continuing operations before income taxes |
|
|
(4,309 |
) |
|
|
(5,320 |
) |
Income tax expense |
|
|
(8 |
) |
|
|
(8 |
) |
Net loss from continuing operations |
|
|
(4,317 |
) |
|
|
(5,328 |
) |
Net loss from discontinued operations — Body Care |
|
|
— |
|
|
|
(821 |
) |
Net loss from discontinued operations — GoodWheat |
|
|
(2,721 |
) |
|
|
(7,837 |
) |
Net loss |
|
|
(7,038 |
) |
|
|
(13,986 |
) |
Net loss attributable to non-controlling interest |
|
|
— |
|
|
|
(5 |
) |
Net loss attributable to common stockholders |
|
$ |
(7,038 |
) |
|
$ |
(13,981 |
) |
Net loss per share attributable to common stockholders: |
|
|
|
|
|
|
||
Basic and diluted from continuing operations |
|
$ |
(3.17 |
) |
|
$ |
(4.30 |
) |
Basic and diluted from discontinued operations |
|
$ |
(2.00 |
) |
|
$ |
(7.00 |
) |
Net loss per basic and diluted share attributable to common stockholders |
|
$ |
(5.17 |
) |
|
$ |
(11.30 |
) |
Weighted-average number of shares used in per share calculations: |
|
|
|
|
|
|
||
Basic and diluted |
|
|
1,363,303 |
|
|
|
1,236,934 |
|
Other comprehensive income, net of tax |
|
|
|
|
|
|
||
Unrealized gains on available-for-sale securities |
|
$ |
127 |
|
|
$ |
101 |
|
Reclassification adjustment for gains on available-for-sale securities included in net loss |
|
$ |
(228 |
) |
|
$ |
— |
|
Change in unrealized gains on available-for-sale securities |
|
$ |
(101 |
) |
|
$ |
101 |
|
Comprehensive loss |
|
$ |
(7,139 |
) |
|
$ |
(13,880 |
) |
2
Arcadia Biosciences, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
|
|
Year Ended December 31, |
|
|||||
|
|
2024 |
|
|
2023 |
|
||
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
||
Net loss |
|
$ |
(7,038 |
) |
|
$ |
(13,986 |
) |
Adjustments to reconcile net loss to cash used in operating activities: |
|
|
|
|
|
|
||
Change in fair value of common stock warrant and option liabilities |
|
|
1,474 |
|
|
|
(6,544 |
) |
Issuance and offering costs allocated to liability classified options |
|
|
— |
|
|
|
430 |
|
Valuation loss on March 2023 PIPE |
|
|
— |
|
|
|
6,076 |
|
Depreciation |
|
|
113 |
|
|
|
287 |
|
Lease amortization |
|
|
652 |
|
|
|
697 |
|
Amortization of note receivable discount |
|
|
(157 |
) |
|
|
— |
|
Gain on disposal of property and equipment |
|
|
(65 |
) |
|
|
(40 |
) |
Gain on sale of RS durum wheat trait |
|
|
(4,000 |
) |
|
|
— |
|
Stock-based compensation |
|
|
512 |
|
|
|
717 |
|
Bad debt expense |
|
|
— |
|
|
|
20 |
|
Write-down of inventories |
|
|
154 |
|
|
|
444 |
|
Impairment of property and equipment |
|
|
36 |
|
|
|
— |
|
Impairment of ROU asset |
|
|
— |
|
|
|
113 |
|
Write-down of non-controlling interest |
|
|
138 |
|
|
|
— |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
||
Accounts receivable and other receivables |
|
|
(762 |
) |
|
|
184 |
|
Inventories |
|
|
550 |
|
|
|
(2,419 |
) |
Prepaid expenses and other current assets |
|
|
(124 |
) |
|
|
1 |
|
Other noncurrent assets |
|
|
72 |
|
|
|
2 |
|
Accounts payable and accrued expenses |
|
|
(303 |
) |
|
|
(522 |
) |
Amounts due to related parties |
|
|
(29 |
) |
|
|
10 |
|
Operating lease payments |
|
|
(850 |
) |
|
|
(764 |
) |
Net cash used in operating activities |
|
|
(9,627 |
) |
|
|
(15,294 |
) |
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
||
Proceeds from sale of property and equipment |
|
|
334 |
|
|
|
115 |
|
Proceeds from sale of Verdeca — earn-out received |
|
|
— |
|
|
|
569 |
|
Proceeds from sale of investments |
|
|
5,024 |
|
|
|
2,502 |
|
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 |
|
|
— |
|
|
|
(7,525 |
) |
Net cash provided by (used in) investing activities |
|
|
7,342 |
|
|
|
(4,344 |
) |
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
||
Proceeds from issuance of common stock, pre-funded warrants and |
|
|
— |
|
|
|
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 |
|
|
(2,276 |
) |
|
|
(14,126 |
) |
Cash and cash equivalents — beginning of period |
|
|
6,518 |
|
|
|
20,644 |
|
Cash and cash equivalents — end of period |
|
$ |
4,242 |
|
|
$ |
6,518 |
|
3
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: |
|
|
|
|
|
|
||
NONCASH TRANSACTIONS: |
|
|
|
|
|
|
||
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 |
|
Proceeds from sale of property and equipment in accounts receivable and other receivables |
|
$ |
— |
|
|
$ |
8 |
|
Right of use assets obtained in exchange for new operating lease liabilities |
|
$ |
86 |
|
|
$ |
— |
|
Note receivable recognized from sale of GoodWheat |
|
$ |
5,705 |
|
|
$ |
— |
|
# # #
4