Exhibit No.
|
Description
|
101
|
Interactive data files pursuant to Rule 405 of Regulation S-T: (i) Consolidated Interim Statements of Financial Position, (ii) Consolidated Interim Statements of Profit or Loss, (iii) Consolidated Interim Statements of Changes in Equity; (iv) Consolidated Interim Statements of Cash Flows, and (v) Notes to Interim Consolidated Financial Statements.
|
Date: September 16, 2024 |
|
EVOGENE LTD.
(Registrant) By: /s/ Yaron Eldad Yaron Eldad Chief Financial Officer |
Page |
|
F-2 |
|
F-3 |
|
F-4 - F-5 |
|
F-6 - F-7 |
|
F-8 - F-19 |
June 30,
|
December 31,
|
|||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash and cash equivalents
|
$
|
9,484
|
$
|
20,772
|
||||
Short-term bank deposits
|
11,424
|
10,291
|
||||||
Trade receivables
|
376
|
357
|
||||||
Other receivables and prepaid expenses
|
3,696
|
2,973
|
||||||
Inventories
|
794
|
76
|
||||||
25,774
|
34,469
|
|||||||
LONG-TERM ASSETS:
|
||||||||
Long-term deposits and other receivables
|
30
|
28
|
||||||
Investment accounted for using the equity method
|
100
|
-
|
||||||
Right-of-use-assets
|
729
|
980
|
||||||
Property, plant and equipment, net
|
1,650
|
2,455
|
||||||
Intangible assets, net
|
12,685
|
13,169
|
||||||
15,194
|
16,632
|
|||||||
$
|
40,968
|
$
|
51,101
|
|||||
CURRENT LIABILITIES:
|
||||||||
Trade payables
|
$
|
957
|
$
|
1,785
|
||||
Employees and payroll accruals
|
2,333
|
2,537
|
||||||
Lease liability
|
558
|
853
|
||||||
Liabilities in respect of government grants
|
681
|
388
|
||||||
Deferred revenues and other advances
|
548
|
362
|
||||||
Convertible SAFE
|
10,392
|
-
|
||||||
Other payables
|
816
|
1,019
|
||||||
16,285
|
6,944
|
|||||||
LONG-TERM LIABILITIES:
|
||||||||
Lease liability
|
252
|
285
|
||||||
Liabilities in respect of government grants
|
4,247
|
4,426
|
||||||
Deferred revenues and other advances
|
244
|
393
|
||||||
Convertible SAFE
|
-
|
10,368
|
||||||
4,743
|
15,472
|
|||||||
SHAREHOLDERS' EQUITY:
|
||||||||
Ordinary shares of NIS 0.2 par value:
Authorized − 15,000,000 ordinary shares; Issued and outstanding – 5,096,760
shares as of June 30, 2024 and 5,079,313 (*) shares as of December 31, 2023
|
287
|
286
|
||||||
Share premium and other capital reserve
|
269,648
|
269,353
|
||||||
Accumulated deficit
|
(266,868
|
)
|
(257,586
|
)
|
||||
Equity attributable to equity holders of the Company
|
3,067
|
12,053
|
||||||
Non-controlling interests
|
16,873
|
16,632
|
||||||
Total equity
|
19,940
|
28,685
|
||||||
$
|
40,968
|
$
|
51,101
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
Revenues
|
$
|
5,104
|
$
|
1,295
|
||||
Cost of revenues
|
847
|
783
|
||||||
Gross profit
|
4,257
|
512
|
||||||
Operating expenses:
|
||||||||
Research and development, net
|
8,817
|
10,169
|
||||||
Sales and marketing
|
1,920
|
1,728
|
||||||
General and administrative
|
3,184
|
3,312
|
||||||
Other expenses
|
524
|
-
|
||||||
Total operating expenses, net
|
14,445
|
15,209
|
||||||
Operating loss
|
(10,188
|
)
|
(14,697
|
)
|
||||
Financing income
|
667
|
699
|
||||||
Financing expenses
|
(288
|
)
|
(785
|
)
|
||||
Financing income (expenses), net
|
379
|
(86
|
)
|
|||||
Share of loss of an associate
|
(20
|
)
|
-
|
|||||
Loss before taxes on income
|
(9,829
|
)
|
(14,783
|
)
|
||||
Taxes on income (tax benefit)
|
1
|
(24
|
)
|
|||||
Loss
|
$
|
(9,830
|
)
|
$
|
(14,759
|
)
|
||
Attributable to:
|
||||||||
Equity holders of the Company
|
$
|
(9,282
|
)
|
$
|
(13,294
|
)
|
||
Non-controlling interests
|
(548
|
)
|
(1,465
|
)
|
||||
$
|
(9,830
|
)
|
$
|
(14,759
|
)
|
|||
Basic and diluted loss per share, attributable to equity holders of the Company (*)
|
$
|
(1.82
|
)
|
$
|
(3.18
|
)
|
||
Weighted average number of ordinary shares used in computing basic and diluted loss per share (*)
|
5,087,029
|
4,177,554
|
Attributable to equity holders of the Company
|
||||||||||||||||||||||||
Share
capital
|
Share premium and other capital reserves
|
Accumulated deficit
|
Total
|
Non-controlling interests
|
Total equity
|
|||||||||||||||||||
Unaudited
|
||||||||||||||||||||||||
Balance as of January 1, 2024
|
$
|
286
|
$
|
269,353
|
$
|
(257,586
|
)
|
$
|
12,053
|
$
|
16,632
|
$
|
28,685
|
|||||||||||
Loss
|
-
|
-
|
(9,282
|
)
|
(9,282
|
)
|
(548
|
)
|
(9,830
|
)
|
||||||||||||||
Issuance of ordinary shares, net of issuance expenses
|
1
|
85
|
-
|
86
|
-
|
86
|
||||||||||||||||||
Forfeiture of non-controlling interests regarding share-based compensation
|
-
|
22
|
-
|
22
|
(22
|
)
|
-
|
|||||||||||||||||
Restricted stock units (“RSUs”) vested
|
*)
|
*)
|
-
|
*)
|
-
|
*)
|
||||||||||||||||||
Share-based compensation and RSUs
|
-
|
188
|
-
|
188
|
811
|
999
|
||||||||||||||||||
Balance as of June 30, 2024
|
$
|
287
|
$
|
269,648
|
$
|
(266,868
|
)
|
$
|
3,067
|
$
|
16,873
|
$
|
19,940
|
Attributable to equity holders of the Company
|
||||||||||||||||||||||||
Share
capital
|
Share premium and other capital reserves
|
Accumulated deficit
|
Total
|
Non-controlling interests
|
Total equity
|
|||||||||||||||||||
Unaudited
|
||||||||||||||||||||||||
Balance as of January 1, 2023
|
$
|
235
|
$
|
261,402
|
$
|
(233,707
|
)
|
$
|
27,930
|
$
|
6,860
|
$
|
34,790
|
|||||||||||
Loss
|
-
|
-
|
(13,294
|
)
|
(13,294
|
)
|
(1,465
|
)
|
(14,759
|
)
|
||||||||||||||
Issuance of ordinary shares, net of issuance expenses
|
2
|
334
|
-
|
336
|
-
|
336
|
||||||||||||||||||
Forfeiture of non-controlling interests regarding share-based compensation
|
-
|
69
|
-
|
69
|
(69
|
)
|
-
|
|||||||||||||||||
Issuance of a subsidiary ordinary shares to the Company
|
-
|
(809
|
)
|
-
|
(809
|
)
|
809
|
-
|
||||||||||||||||
Issuance of a subsidiary preferred shares to non-controlling interests
|
-
|
(238
|
)
|
-
|
(238
|
)
|
9,761
|
9,523
|
||||||||||||||||
Restricted stock units (“RSUs”) vested
|
*)
|
*)
|
-
|
*)
|
-
|
*)
|
||||||||||||||||||
Share-based compensation and RSUs
|
-
|
294
|
-
|
294
|
925
|
1,219
|
||||||||||||||||||
Balance as of June 30, 2023
|
$
|
237
|
$
|
261,052
|
$
|
(247,001
|
)
|
$
|
14,288
|
$
|
16,821
|
$
|
31,109
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
Cash flows from operating activities
|
||||||||
Loss
|
$
|
(9,830
|
)
|
$
|
(14,759
|
)
|
||
Adjustments to reconcile loss to net cash used in operating activities:
|
||||||||
Adjustments to the profit or loss items:
|
||||||||
Depreciation
|
800
|
807
|
||||||
Amortization of intangible assets
|
484
|
481
|
||||||
Share-based compensation
|
999
|
1,219
|
||||||
Revaluation of convertible SAFE
|
24
|
220
|
||||||
Net financing expenses (income)
|
(222
|
)
|
6
|
|||||
Loss (gain) from sale of property, plant and equipment
|
524
|
(26
|
)
|
|||||
Share of loss of an associate
|
20
|
-
|
||||||
Taxes on income (tax benefit)
|
1
|
(24
|
)
|
|||||
2,630
|
2,683
|
|||||||
Changes in asset and liability items:
|
||||||||
Decrease (increase) in trade receivables
|
(19
|
)
|
170
|
|||||
Decrease (increase) in other receivables
|
(725
|
)
|
84
|
|||||
Decrease (increase) in inventories
|
(718
|
)
|
317
|
|||||
Increase (decrease) in trade payables
|
(762
|
)
|
26
|
|||||
Increase (decrease) in employees and payroll accruals
|
(204
|
)
|
172
|
|||||
Decrease in other payables
|
(214
|
)
|
(162
|
)
|
||||
Decrease in deferred revenues and other advances
|
(84
|
)
|
(73
|
)
|
||||
(2,726
|
)
|
534
|
||||||
Cash received (paid) during the period for:
|
||||||||
Interest received
|
402
|
283
|
||||||
Interest paid
|
(41
|
)
|
(66
|
)
|
||||
Taxes paid
|
-
|
(10
|
)
|
|||||
Net cash used in operating activities
|
$
|
(9,565
|
)
|
$
|
(11,335
|
)
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
Cash flows from investing activities:
|
||||||||
Purchase of property, plant and equipment
|
(172
|
)
|
(483
|
)
|
||||
Proceeds from sale of marketable securities
|
-
|
6,924
|
||||||
Purchase of marketable securities
|
-
|
(503
|
)
|
|||||
Proceeds from sale of property, plant and equipment
|
10
|
26
|
||||||
Investment in short term bank deposits, net
|
(990
|
)
|
(13,560
|
)
|
||||
Net cash used in investing activities
|
$
|
(1,152
|
)
|
$
|
(7,596
|
)
|
||
Cash flows from financing activities:
|
||||||||
Issuance of a subsidiary preferred shares to non-controlling interests
|
-
|
9,523
|
||||||
Proceeds from issuance of ordinary shares, net of issuance expenses
|
86
|
336
|
||||||
Repayment of lease liability
|
(462
|
)
|
(413
|
)
|
||||
Proceeds from government and other grants
|
-
|
1,089
|
||||||
Repayment of government grants
|
(142
|
)
|
(35
|
)
|
||||
Net cash provided by (used in) financing activities
|
(518
|
)
|
10,500
|
|||||
Exchange rate differences - cash and cash equivalent balances
|
(53
|
)
|
(316
|
)
|
||||
Decrease in cash and cash equivalents
|
(11,288
|
)
|
(8,747
|
)
|
||||
Cash and cash equivalents, beginning of the period
|
20,772
|
28,980
|
||||||
Cash and cash equivalents, end of the period
|
$
|
9,484
|
$
|
20,233
|
||||
Significant non-cash activities
|
||||||||
Acquisition of property, plant and equipment, net
|
$
|
15
|
$
|
90
|
||||
Investment in affiliated Company with corresponding deferred revenues
|
$
|
120
|
$
|
-
|
||||
Increase of right-of-use asset recognized with corresponding lease liability
|
$
|
184
|
$
|
135
|
a. |
Evogene Ltd. (“Evogene” and together with its subsidiaries, the “Company”) was founded on October 10, 1999, as Agro Leads Ltd., a division of Compugen Ltd. In 2002, the Company was spun-off as an independent corporation under the laws of the State of Israel, and changed its name to Evogene Ltd.
|
b. |
The Company principally derives its revenues from collaboration arrangements and castor operation. For revenues from major customers see Note 8d.
|
c. |
The Company has the following subsidiaries: Casterra Ag Ltd. (formerly Evofuel Ltd.), Evogene Inc., Biomica Ltd., AgPlenus Ltd., AgPlenus Inc., Lavie Bio Ltd., Lavie Bio Inc., Lavie Bio Tech Inc., Taxon Biosciences, Inc. and Canonic Ltd.
|
d. |
On August 6, 2019, Corteva Inc. (“Corteva”) invested in the Company's agriculture biologicals subsidiary, Lavie Bio Ltd., which included a cash investment of $10,000 and the contribution of all shares of Corteva’s wholly owned subsidiary Taxon Biosciences, Inc. for 27.84% of Lavie Bio Ltd.'s shares. As part of the foregoing transaction, the parties entered into a commercial arrangement with respect to the commercialization by Corteva of Lavie Bio Ltd.’s products, mainly in corn and soybean.
|
e. |
In January 2021, the Company entered into a Controlled Equity Offering Sales Agreement, pursuant to which the Company issued 380,359 ordinary shares during January and February 2021, in an at-the-market (“ATM”) offering, with a weighted average selling price of $73.6 per share, resulting in gross proceeds of approximately $28,000.
|
f. |
On July 17, 2023, the Company entered into securities purchase agreements with certain institutional investors for the sale of 850,000 ordinary shares in a registered direct offering at a purchase price of $10.0 per ordinary share (the “offering”). The gross proceeds from the offering amounted to approximately $8,500, before deducting placement agent fees and other offering expenses. Shares and purchase price amounts mentioned above have been retroactively adjusted to reflect the reverse share split. See also Note 9a.
|
g. |
On March 1, 2024, the Company filed a shelf registration statement on Form F-3 with the SEC under which the Company may offer and sell from time to time in one or more offerings, the Company’s ordinary shares, rights, warrants and units having an aggregate offering price of up to $200 million.
|
h. |
On March 28 2024, the Company entered a new At-The-Market Issuance Sales Agreement (the “Sales Agreement”), with Lake Street Capital Markets, LLC as selling agent. In accordance with the terms of the Sales Agreement, from time to time the Company may offer and sell its ordinary shares in an ATM offering having an aggregate offering price of up to $7,300. On August 26, 2024 the aggregate offering price was reduced to up to US$4,500. During May 2024, the Company issued 10,000 ordinary shares pursuant to the Sales Agreement, with a selling price of $8.5 per share, resulting in gross proceeds of approximately $85.
|
i. |
The Company’s subsidiaries and divisions are split into three operating segments: (1) Agriculture – Evogene Ltd.’s collaborations, Lavie Bio Ltd. and Ag Plenus Ltd.; (2) Human – Biomica Ltd. and Canonic Ltd.; and (3) Industrial – Casterra Ag Ltd. (See also Note 8).
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
Revenue recognized at a point in time
|
$ |
3,849
|
$ |
496
|
||||
Revenue recognized over time
|
1,255
|
799
|
||||||
$
|
5,104
|
$
|
1,295
|
June 30,
2024
|
December 31,
2023
|
|||||||
Government authorities
|
$
|
236
|
$
|
226
|
||||
Grant receivables
|
-
|
88
|
||||||
Prepaid expenses
|
851
|
909
|
||||||
Suppliers advances (*)
|
2,294
|
1,617
|
||||||
Other
|
315
|
133
|
||||||
$
|
3,696
|
$
|
2,973
|
June 30,
2024
|
December 31,
2023
|
|||||||
Unaudited
|
Audited
|
|||||||
Balance at January 1,
|
$
|
4,814
|
$
|
4,744
|
||||
Grants received or to be received
|
74
|
66
|
||||||
Royalties paid
|
(142
|
)
|
(73
|
)
|
||||
Amounts recorded in profit or loss
|
182
|
77
|
||||||
$
|
4,928
|
$
|
4,814
|
a. |
Expenses recognized in the financial statements:
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
Share-based compensation - Attributable to equity holders of the Company
|
$ |
188
|
$ |
294
|
||||
Share-based compensation - Attributable to non-controlling interests
|
811
|
925
|
||||||
$
|
999
|
$
|
1,219
|
b. |
Evogene share-based payment plan for employees, directors and consultants:
|
c. |
Evogene share options activity:
|
2024 (*)
|
2023 (*)
|
|||||||||||||||
Number of options
|
Weighted average exercise prices ($)
|
Number of options
|
Weighted average exercise prices ($)
|
|||||||||||||
Outstanding on January 1,
|
397,452
|
28.8
|
403,602
|
41.7
|
||||||||||||
Granted
|
13,300
|
7.0
|
47,100
|
7.1
|
||||||||||||
Exercised
|
-
|
-
|
-
|
-
|
||||||||||||
Forfeited/Expired
|
(2,938
|
)
|
121.1
|
(36,211
|
)
|
42.4
|
||||||||||
Outstanding on June 30,
|
407,814
|
26.5
|
414,491
|
35.7
|
||||||||||||
Exercisable at June 30,
|
314,648
|
30.7
|
275,770
|
46.8
|
d. |
Evogene RSUs activity:
|
2024 (*)
|
2023 (*)
|
|||||||||||||||
Number of RSUs
|
Weighted average grant date fair value
|
Number of RSUs
|
Weighted average grant date fair value
|
|||||||||||||
Outstanding on January 1,
|
41,420
|
12.4
|
19,658
|
25.5
|
||||||||||||
Granted
|
1,300
|
9.7
|
33,260
|
7.5
|
||||||||||||
Vested
|
(7,127
|
)
|
14.8
|
(3,153
|
)
|
26.1
|
||||||||||
Forfeited/Expired
|
(112
|
)
|
7.5
|
(1,200
|
)
|
30.4
|
||||||||||
Outstanding on June 30,
|
35,481
|
11.8
|
48,565
|
13.0
|
e. |
Evogene’s subsidiaries maintain share option and incentive plans with similar terms and conditions. During the six months ended June 30, 2024 and 2023, Evogene’s subsidiaries approved to grant their employees, directors and consultants 138,500 and 546,839 options, respectively. The fair value of the options determined at their grant date using the binomial model was approximately $974 and $1,601, respectively. The fair value was estimated using the binomial model.
|
2024
|
2023
|
|||||||||||||||
Number of options
|
Weighted average exercise prices ($)
|
Number of options
|
Weighted average exercise prices ($)
|
|||||||||||||
Outstanding on January 1,
|
2,531,134
|
1.63
|
2,273,489
|
1.72
|
||||||||||||
Granted
|
138,500
|
1.46
|
546,839
|
1.87
|
||||||||||||
Exercised
|
(5,000
|
)
|
0.19
|
-
|
-
|
|||||||||||
Forfeited/Expired
|
(748,576
|
)
|
0.21
|
(473,932
|
)
|
3.15
|
||||||||||
Outstanding on June 30,
|
1,916,058
|
2.17
|
2,346,396
|
1.46
|
||||||||||||
Exercisable at June 30,
|
1,037,638
|
2.01
|
1,390,561
|
0.94
|
NOTE 7: - SHARE- BASED COMPENSATION (Cont.)
f. |
The total compensation cost related to all of the Company's equity-based awards, recognized during the presented periods was comprised as follows:
|
Six months ended
June 30,
|
||||||||
2024
|
|
2023
|
||||||
Unaudited
|
||||||||
Cost of revenues
|
$
|
15
|
$
|
-
|
||||
Research and development, net
|
232
|
469
|
||||||
Sales and marketing
|
345
|
297
|
||||||
General and administrative
|
407
|
453
|
||||||
$
|
999
|
$
|
1,219
|
a. |
General:
|
Agriculture segment
|
-
|
Develops seed traits, ag-chemical products, and ag-biological products to improve plant performance.
|
Industry segment
|
-
|
Develops improved castor bean seeds to serve as a feedstock source for other industrial uses.
|
Human segment
|
-
|
Discovery and development of human microbiome-based therapeutics and cannabis activity.
|
Unallocated
|
-
|
Other corporate expenses and general development of enabling technologies for optimization.
|
b. |
The following table presents the Company’s revenues and operating loss by segments:
|
Agriculture
|
Industry
|
Human
|
Unallocated
|
Total
|
||||||||||||||||
Unaudited
|
||||||||||||||||||||
For the six months ended June 30, 2024
|
||||||||||||||||||||
Revenues
|
$
|
4,648
|
$
|
196
|
$
|
77
|
$
|
183
|
$
|
5,104
|
||||||||||
Operating loss
|
$
|
(3,104
|
)
|
$
|
(1,225
|
)
|
$
|
(4,000
|
)
|
$
|
(1,859
|
)
|
$
|
(10,188
|
)
|
|||||
Net financing income
|
$
|
379
|
||||||||||||||||||
Share of loss of an associate
|
$
|
(20
|
)
|
|||||||||||||||||
Loss before taxes on income
|
$
|
(9,829
|
)
|
c. |
The following table presents the Company’s revenues and operating loss by segments:
|
Agriculture
|
Industry
|
Human
|
Unallocated
|
Total
|
||||||||||||||||
Unaudited
|
||||||||||||||||||||
For the six months ended June 30, 2023
|
||||||||||||||||||||
Revenues
|
$
|
819
|
$
|
28
|
$
|
300
|
$
|
148
|
$
|
1,295
|
||||||||||
Operating loss
|
$
|
(5,751
|
)
|
$
|
(156
|
)
|
$
|
(4,795
|
)
|
$
|
(3,995
|
)
|
$
|
(14,697
|
)
|
|||||
Net financing expenses
|
$
|
(86
|
)
|
|||||||||||||||||
Loss before taxes on income
|
$
|
(14,783
|
)
|
d. |
Major customers:
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
Customer A (shareholder of a subsidiary)
|
58
|
%
|
49
|
%
|
||||
Customer B
|
-
|
22
|
%
|
|||||
Customer C
|
-
|
12
|
%
|
|||||
Customer D
|
26
|
%
|
-
|
e. |
Major contracts with customers:
|
(i)
|
During July 2023, Lavie Bio Ltd. entered into a licensing agreement with Corteva, conferring exclusive rights to Corteva for advancing and commercializing Lavie Bio's lead bio-fungicides, LAV311 and LAV312. Lavie Bio Ltd. received an initial payment of $5,000, in two installments, a first payment of $2,500 was received during September 2023. In March 2024, Lavie Bio Ltd. received the second payment of $2,500. In addition, Lavie Bio Ltd. will also be eligible for additional future milestone payments and royalties from Corteva's sales of the products.
|
(ii)
|
On February 16, 2024, AgPlenus Ltd. entered into a Licensing and Collaboration Agreement (“the Agreement”) with Bayer AG (“Bayer”) for the development of a new sustainable weed control solution. This agreement grants Bayer an exclusive license for the development and commercialization of products developed within the collaboration. According to the Agreement AgPlenus will be entitled to receive a license payment, ongoing research funding, milestone payments, and royalties based on future product sales, subject to certain conditions as stipulated in the Agreement.
|
f. |
Geographical information:
|
Six months ended
June 30,
|
||||||||
2024
|
2023
|
|||||||
Unaudited
|
||||||||
United States
|
64
|
%
|
62
|
%
|
||||
Europe
|
27
|
%
|
-
|
|||||
Israel
|
6
|
%
|
36
|
%
|
||||
Africa
|
3
|
%
|
2
|
%
|
||||
100
|
%
|
100
|
%
|
June 30,
2024
|
December 31,
2023
|
|||||||
Unaudited
|
Audited
|
|||||||
United States
|
85
|
%
|
80
|
%
|
||||
Israel
|
15
|
%
|
20
|
%
|
||||
100
|
%
|
100
|
%
|
a. |
On July 23, 2024 Evogene announced a reverse share split of its issued and outstanding Ordinary Shares, at a ratio of 1-for-10, which was implemented after market close on July 24, 2024. Evogene’s Ordinary Shares began trading on the Nasdaq Capital Market on a post-reverse split basis at the market open on July 25, 2024, and on the Tel Aviv Stock Exchange at the market open on July 28, 2024. The reverse share split was approved by Evogene’s shareholders at the Company’s Annual Meeting of Shareholders held on June 13, 2024, to be effected at the board of directors’ discretion within approved parameters. In addition, proportionate adjustments were made to the number of shares issuable upon the exercise of all outstanding options entitling the holders to purchase Ordinary Shares (with a reciprocal increase in the per share exercise price) and to the number of Ordinary Shares underlying outstanding Restricted Share Units (RSUs).
|
b. |
On August 23, 2024, Evogene entered into a definitive securities purchase agreement, or the Securities Purchase Agreement, with an institutional investor, or the Investor, pursuant to which, on August 26, 2024 Evogene issued and sold to such investor in a registered direct offering, or the Offering, (i) 265,000 Ordinary Shares, and (ii) pre-funded warrants, or the Pre-Funded Warrants, to purchase up to 1,427,308 Ordinary Shares. The Pre-Funded Warrants have an exercise price of $0.0001 per Ordinary Share, are immediately exercisable and may be exercised at any time until exercised in full. In a concurrent private placement, the Company also issued to the Investor unregistered Series A ordinary warrants to purchase up to 1,692,308 ordinary shares, and unregistered Series B ordinary warrants to purchase up to 1,692,308 ordinary shares. Each ordinary share (or ordinary share equivalent in lieu thereof) was sold with one Series A ordinary warrant to purchase one ordinary share and one Series B ordinary warrant to purchase one ordinary share at a combined purchase price of US$3.25. The Series A ordinary warrants have an exercise price of US$3.55 per share, immediately exercisable upon issuance and will expire five years from issuance. The Series B ordinary warrants have an exercise price of US$3.55 per share, immediately exercisable upon issuance and will expire eighteen months from issuance. The gross proceeds from the Offering were approximately US$5.5 million before deducting placement agent fees and other offering expenses.
|
|
• |
proceeds raised from the public offering of our ordinary shares under the March Sales Agreement;
|
|
• |
proceeds raised from the August Securities Purchase Agreement;
|
|
• |
the exercise of options by grantees under our equity incentive plans;
|
|
• |
proceeds from collaboration agreements;
|
|
• |
revenues from the selling of castor seeds;
|
|
• |
cash held in our bank accounts;
|
|
• |
proceeds from government grants; and
|
|
• |
proceeds from financing transactions.
|
Six Months Ended June 30,
|
||||||||
|
2024
|
2023
|
||||||
|
(U.S. dollars, in thousands)
|
|||||||
Net cash used in operating activities
|
$
|
(9,565
|
)
|
$
|
(11,335
|
)
|
||
Net cash used in investing activities
|
(1,152
|
)
|
(7,596
|
)
|
||||
Net cash provided by (used in) financing activities
|
(518
|
)
|
10,500
|
|||||
Exchange rate differences - cash and cash equivalents
|
(53
|
)
|
(316
|
)
|
||||
Decrease in cash and cash equivalents
|
$
|
(11,288
|
)
|
$
|
(8,747
|
)
|