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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)

July 12, 2023

 

LOOP INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

000-54786

 

27-2094706

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

480 Fernand-Poitras

Terrebonne, Quebec, Canada, J6Y 1Y4

(Address of principal executive offices, including zip code)

 

(450) 951-8555

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.0001 per share

LOOP

Nasdaq Global Market

 

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 July 12, 2023, Loop Industries, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of fiscal year ending February 29, 2024. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

 

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 7.01 Regulation FD Disclosure.

 

To satisfy its obligations under Regulation FD, Loop Industries, Inc. is furnishing an investor presentation, which is separately being provided to investors. The presentation slides will be posted on our web site (http://www.loopindustries.com/en/investors/home). The forward-looking statements disclosure included in the presentation slides is incorporated into this Item 7.01 by reference.

 

Investors and others should note that we announce material financial information to our investors using our investor relations web site (http://www.loopindustries.com/investors/overview), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media, to communicate with our members and the public about our company, our services and other issues. It is possible that the information we post on social media could be deemed to be material information. Therefore, we encourage investors, the media, and others interested in our company to review the information we post on the United States social media channels listed on our investor relations web site.

 

The information contained in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit Number

 

Description

99.1

 

Press Release dated July 12, 2023

 

 
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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

LOOP INDUSTRIES, INC.

 

 

 

 

 

Date: July 12, 2023

By:

/s/ Fady Mansour

 

 

 

Fady Mansour

 

 

 

Chief Financial Officer

 

 

 
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EX-99.1 2 loop_ex991.htm PRESS RELEASE loop_ex991.htm

EXHIBIT 99.1

 

LOOP INDUSTRIES REPORTS FIRST QUARTER FISCAL 2024 RESULTS

 

 

·

LOOP AND SK GEO CENTRIC (“SKGC”) SIGN JOINT VENTURE AGREEMENT TO BUILD INFINITE LOOP™ MANUFACTURING FACILITIES THROUGHOUT ASIA

 

·

LOOP AND GARNIER LAUNCH MICELLAR CLEANSING WATER BOTTLE PRODUCED UTILIZING LOOP’S TECHNOLOGY

 

·

ON AG SIGNS LETTER OF INTENT (“LOI”) TO SECURE VOLUMES FROM PLANNED ULSAN, SOUTH KOREA MANUFACTURING FACILITY

  

LOOP MANAGEMENT TO HOLD UPDATE CALL AT 9:30 AM ET ON JULY 13, 2023

 

MONTREAL, QC/ACCESSWIRE/July 12, 2023 — Loop Industries, Inc. (Nasdaq: LOOP) (the “Company” or “Loop”), a clean technology company on a mission to accelerate a circular plastics economy by manufacturing 100% recycled polyethylene terephthalate (“PET”) plastic and polyester fiber, today provided an update on its activities and reported its consolidated financial results for the first quarter for fiscal year 2024.

 

Significant Milestones

 

1. Global Commercialization Update – Asia

 

On April 27th, 2023, Loop and its strategic partner, SKGC, signed a joint venture agreement to build Infinite Loop™ facilities in the Asian market. The two partners aim to build four commercial manufacturing facilities throughout Asia by 2030. Construction of the first planned Asian manufacturing facility, situated in Ulsan, South Korea, is expected to commence in 2023 and reach completion by the end of 2025.

 

2. Loop x Garnier Micellar Cleansing Water Bottle Launch

 

On April 19th, 2023, Loop and Garnier, a beauty brand owned by L’Oréal, announced the launch of Garnier’s Micellar Cleansing Water in a 100% upcycled bottle produced with Loop™ PET resin. The product was launched and sold in the US at Ulta stores and online in April 2023.

 

3. Customer Letter of Intent

 

Loop announced on May 15th, 2023, that On AG, a sportswear brand and a subsidiary of On Holding AG, signed an LOI to secure volumes of 100% recycled virgin quality Loop™ PET resin from the planned Asian Infinite Loop™ manufacturing facility in Ulsan, South Korea.

 

4. Cost reductions

 

Following the cost reduction measures that Loop announced on December 22nd, 2022, the Company has made significant progress in streamlining operations at its Terrebonne, Quebec, production facility. Excluding a milestone stock-based compensation expense recorded in the quarter ended May 31, 2022 in the amount of $7.74 million, Loop has reduced net overall costs by approximately 30% and has enabled greater alignment of resources at the facility.

 

 
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CEO Comment

 

Daniel Solomita, Founder and CEO of Loop Industries, commented on the recent updates, saying: “The signing of the joint venture agreement with SKGC in the first quarter marks the next phase in our strategic partnership with them, as we progress towards breaking ground later this year on our Infinite Loop manufacturing facility in Ulsan, South Korea. We are very excited to expand our technology into the Asian market to support our global brand customers by supplying them with Loop branded PET resin and polyester made from 100% recycled content. The Ulsan facility is the first of many planned Infinite Loop manufacturing facilities in partnership with SKGC. Through this partnership, Loop benefits from SKGC’s vast operational, financial and construction resources. Loop is also collaborating closely with its partners, SKGC and SUEZ, on our expansion into the European market with our planned Infinite Loop France facility in Saint-Avold, France. Consumer demand for our product is very strong as we continue to supply high quality PET resin from our Terrebonne, Quebec, manufacturing facility to global brand companies from multiple sectors including consumer packaging, fashion and textiles, automotive and the toy industry.”

 

Corporate Update Call

Senior Management of Loop, will host a corporate update call, followed by a question-and-answer session, which can be accessed via the dial-in numbers below. Slides supporting Senior Management’s remarks will be available via the Investors section of Loop’s website at http://loopindustries.com/en/investors/overview.

 

Date: Thursday, July 13, 2023

Time: 9:30 am Eastern Time

 

Participant joining details (by Telephone):

 

Joining by Telephone:

United States (Local): +1 404 975 4839

 

United States (Toll-Free): +1 833 470 1428

 

Access Code: 189676

 

OR

 

Registration Link: https://www.netroadshow.com/events/login?show=8e3c6216&confId=53264

 

- Avoid wait time - Bypass speaking with an operator to join the call

 

- Receive a Calendar Invitation with call access details including your unique PIN

 

 
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Q1 2024 Financial Results

 

The following table summarizes our operating results for the three-month periods ended May 31, 2023 and 2022, in thousands of U.S. Dollars.

 

 

 

Three months ended May 31,

 

 

 

2023

 

 

2022

 

 

Change

 

Revenue from contracts with customers

 

$ 27

 

 

$ -

 

 

$ 27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

 

 

 

 

 

 

 

 

 

 

Machinery and equipment expenditures

 

 

1,236

 

 

 

1,890

 

 

 

(654 )

External engineering

 

 

1,155

 

 

 

1,596

 

 

 

(441 )

Employee compensation

 

 

1,286

 

 

 

1,891

 

 

 

(605 )

Stock-based compensation

 

 

160

 

 

 

396

 

 

 

(236 )

Plant and laboratory operating expenses

 

 

469

 

 

 

866

 

 

 

(397 )

Other

 

 

184

 

 

 

161

 

 

 

23

 

Total research and development

 

 

4,490

 

 

 

6,800

 

 

 

(2,310 )

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

 

 

 

 

 

 

 

 

 

 

Professional fees

 

 

619

 

 

 

799

 

 

 

(180 )

Employee compensation

 

 

637

 

 

 

715

 

 

 

(78 )

Stock-based compensation

 

 

196

 

 

 

8,070

 

 

 

(7,874 )

Insurance

 

 

703

 

 

 

1,103

 

 

 

(400 )

Other

 

 

310

 

 

 

350

 

 

 

(40 )

Total general and administrative

 

 

2,465

 

 

 

11,037

 

 

 

(8,572 )

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

133

 

 

 

139

 

 

 

(6 )

Interest and other financial expenses

 

 

54

 

 

 

41

 

 

 

13

 

Interest income

 

 

(99 )

 

 

(13 )

 

 

(86 )

Foreign exchange loss

 

 

(15 )

 

 

2

 

 

 

(17 )

Total expenses

 

 

7,028

 

 

 

18,006

 

 

 

(10,978 )

Net loss

 

$ (7,001 )

 

$ (18,006 )

 

$ 11,005

 

 

First Quarter Ended May 31, 2023

 

Revenues

 

Revenues for the three-month period ended May 31, 2023 were $27. For the same period in 2022, there were no revenues. The revenues resulted from the delivery of initial volumes to customers of Loop™ PET resin produced using monomers manufactured at the Terrebonne Facility.

 

Research and Development

 

Research and development expense for the three-month period ended May 31, 2023 decreased $2,310 to $4,490, as compared to $6,800 for the same period in 2022. The decrease was primarily attributable to a $654 decrease in purchases of machinery and equipment used at the Terrebonne Facility, a $605 decrease in employee compensation expenses, a $441 decrease in external engineering costs for design work for our Infinite Loop™ manufacturing process, a $397 decrease in plant and laboratory expenses to operate our Terrebonne Facility, and a $236 decrease in stock-based compensation expenses.

  

General and administrative expenses

 

General and administrative expenses for the three-month period ended May 31, 2023 decreased $8,572 to $2,465, as compared to $11,037 for the same period in 2022. The decrease was primarily attributable to a $7,874 decrease in stock-based compensation which is mainly attributable to a $7,740 expense recorded in relation to the achievement of a performance milestone for 1,000,000 RSUs in the three-month period ended May 31, 2022, and a $400 decrease in insurance costs.

 

Net Loss

 

The net loss for the three-month period ended May 31, 2023 decreased $11,005 to $7,001, as compared to $18,006 for the same period in 2022. The decrease is primarily due to the decrease in general and administrative expenses of $8,572, and the $2,310 decrease in research and development expenses.

 

 
3

 

 

Loop Industries, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

 

(in thousands of U.S. dollars, except per share data)

 

Three Months Ended

 

 

 

May 31, 2023

 

 

May 31, 2022

 

Revenue from contracts with customers

 

$ 27

 

 

$ -

 

 

 

 

 

 

 

 

 

 

Expenses :

 

 

 

 

 

 

 

 

Research and development

 

 

4,490

 

 

 

6,800

 

General and administrative

 

 

2,465

 

 

 

11,037

 

Depreciation and amortization

 

 

133

 

 

 

139

 

Total expenses

 

 

7,088

 

 

 

17,976

 

 

 

 

 

 

 

 

 

 

Other (income) loss :

 

 

 

 

 

 

 

 

Interest and other financial expenses

 

 

54

 

 

 

41

 

Interest income

 

 

(99 )

 

 

(13 )

Foreign exchange (gain) loss

 

 

(15 )

 

 

2

 

Total other (income) loss

 

 

(60 )

 

 

30

 

Net loss

 

 

(7,001 )

 

 

(18,006 )

 

 

 

 

 

 

 

 

 

Other comprehensive loss -

 

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

20

 

 

 

(5 )

Comprehensive loss

 

$ (6,981 )

 

$ (18,011 )

Net loss per share

 

 

 

 

 

 

 

 

Basic and diluted

 

$ (0.15 )

 

$ (0.38 )

Weighted average common shares outstanding

 

 

 

 

 

 

 

 

Basic and diluted

 

 

47,516,104

 

 

 

47,400,571

 

 

 
4

 

 

Loop Industries, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

 

(in thousands of U.S. dollars, except per share data)

 

As at

 

 

 

May 31, 2023

 

 

February 28, 2023

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$ 21,970

 

 

$ 29,591

 

Restricted cash

 

 

1,000

 

 

 

1,000

 

Sales tax, tax credits and other receivables

 

 

1,158

 

 

 

1,075

 

Inventories

 

 

871

 

 

 

727

 

Deposits on machinery and equipment

 

 

5,430

 

 

 

3,395

 

Prepaid expenses and other deposits

 

 

710

 

 

 

636

 

Total current assets

 

 

31,139

 

 

 

36,424

 

Investment in joint venture

 

 

381

 

 

 

381

 

Property, plant and equipment, net

 

 

2,446

 

 

 

2,545

 

Intangible assets, net

 

 

1,278

 

 

 

1,210

 

Total assets

 

$ 35,244

 

 

$ 40,560

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$ 3,828

 

 

$ 2,510

 

Customer deposits

 

 

1,000

 

 

 

1,012

 

Current portion of long-term debt

 

 

208

 

 

 

62

 

Total current liabilities

 

 

5,036

 

 

 

3,584

 

Long-term debt

 

 

3,098

 

 

 

3,240

 

Total liabilities

 

 

8,134

 

 

 

6,824

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

 

 

Series A Preferred stock par value $0.0001; 25,000,000 shares authorized; one share issued and outstanding

 

 

-

 

 

 

-

 

Common stock par value $0.0001; 250,000,000 shares authorized; 47,521,187 shares issued and outstanding (February 28, 2023 – 47,469,224)

 

 

5

 

 

 

5

 

Additional paid-in capital

 

 

170,725

 

 

 

170,370

 

Additional paid-in capital – Warrants

 

 

20,385

 

 

 

20,385

 

Accumulated deficit

 

 

(162,884 )

 

 

(155,883 )

Accumulated other comprehensive loss

 

 

(1,121 )

 

 

(1,141 )

Total stockholders’ equity

 

 

27,110

 

 

 

33,736

 

Total liabilities and stockholders’ equity

 

$ 35,244

 

 

$ 40,560

 

 

 
5

 

 

Loop Industries, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

(in thousands of U.S. dollars)

 

Three Months Ended May 31,

 

 

 

2023

 

 

2022

 

Cash Flows from Operating Activities

 

 

 

 

 

 

Net loss

 

$ (7,001 )

 

$ (18,006 )

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

133

 

 

 

139

 

Stock-based compensation expense

 

 

355

 

 

 

8,466

 

Accretion and accrued interest expenses

 

 

17

 

 

 

40

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Sales tax and tax credits receivable

 

 

(83 )

 

 

594

 

Inventories

 

 

(144 )

 

 

 -

 

Prepaid expenses

 

 

(90 )

 

 

(870 )

Accounts payable and accrued liabilities

 

 

1,321

 

 

 

(2,012 )

Customer deposits

 

 

(12 )

 

 

-

 

Net cash used in operating activities

 

 

(5,504 )

 

 

(11,649 )

 

 

 

 

 

 

 

 

 

Cash Flows from Investing Activities

 

 

 

 

 

 

 

 

Deposits on machinery and equipment

 

 

(2,023 )

 

 

73

 

Additions to intangible assets

 

 

(99 )

 

 

(69 )

Net cash used in investing activities

 

 

(2,122 )

 

 

4

 

 

 

 

 

 

 

 

 

 

Cash Flows from Financing Activities

 

 

 

 

 

 

 

 

Repayment of long-term debt

 

 

(16

)

 

 

-

 

Net cash (used) provided by financing activities

 

 

(16 )

 

 

-

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes

 

 

21

 

 

 

(15 )

Net decrease in cash

 

 

(7,621 )

 

 

(11,660 )

Cash, cash equivalents and restricted cash, beginning of period

 

 

30,591

 

 

 

44,061

 

Cash, cash equivalents and restricted cash, end of period

 

$ 22,970

 

 

$ 32,401

 

 

 

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information:

 

 

 

 

 

 

 

 

Income tax paid

 

$ -

 

 

$ -

 

Interest paid

 

$ 21

 

 

$ -

 

Interest received

 

$ 99

 

 

$ 13

 

 

 
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About Loop Industries

 

Loop Industries is a technology company whose mission is to accelerate the world’s shift toward sustainable PET plastic and polyester fiber and away from our dependence on fossil fuels. Loop Industries owns patented and proprietary technology that depolymerizes no and low-value waste PET plastic and polyester fiber, including plastic bottles and packaging, carpets and textiles of any color, transparency or condition and even ocean plastics that have been degraded by the sun and salt, to its base building blocks (monomers). The monomers are filtered, purified and polymerized to create virgin-quality Loop™ branded PET resin suitable for use in food-grade packaging and polyester fiber, thus enabling our customers to meet their sustainability objectives. Loop™ PET plastic and polyester fiber can be recycled infinitely without degradation of quality, successfully closing the plastic loop. Loop Industries is contributing to the global movement towards a circular economy by reducing plastic waste and recovering waste plastic for a sustainable future.

 

Common shares of the Company are listed on the NASDAQ Global Market under the symbol “LOOP.”

 

For more information, please visit www.loopindustries.com. Follow Loop on Twitter: @loopindustries, Instagram: loopindustries, Facebook: Loop Industries and LinkedIn: Loop Industries

 

Forward-Looking Statements

 

This news release contains “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “should,” “could,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or “continue” the negative of such terms or similar words. These forward-looking statements include, without limitation, statements about Loop’s market opportunity, its strategies, ability to improve and expand its capabilities, competition, expected activities and expenditures as Loop pursues its business plan, the adequacy of its available cash resources, regulatory compliance, plans for future growth and future operations, the size of Loop’s addressable market, market trends, and the effectiveness of Loop’s internal control over financial reporting. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond Loop’s control, and cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with among other things: (i) commercialization of our technology and products, (ii) our status of relationship with partners, (iii) development and protection of our intellectual property and products, (iv) industry competition, (v) our need for and ability to obtain additional funding relative to our current and future financial commitments, (vi) engineering, contracting, and building our manufacturing facilities, (vii) our ability to scale, manufacture, and sell our products in order to generate revenues, (viii) our proposed business model and our ability to execute thereon, (ix) adverse effects on the Company’s business and operations as a result of increased regulatory, media, or financial reporting scrutiny, practices, rumors, or otherwise, (x) disease epidemics and other health-related concerns and crises, which could result in reduced access to capital markets, supply chain disruptions and scrutiny, embargoing of goods produced in affected areas, government-imposed mandatory business closures and any resulting furloughs of our employees, government employment subsidy programs, travel restrictions or the like to prevent the spread of disease, or market or other changes that could result in non-cash impairments of our intangible assets, and property, plant and equipment, (xi) the effect of the continuing worldwide macroeconomic uncertainty and its impacts, including inflation, market volatility and fluctuations in foreign currency exchange and interest rates,  (xii) the outcome of any SEC investigations or class action litigation filed against us, (xiii) our ability to hire and/or retain qualified employees and consultants, (xiv) other events or circumstances over which we have little or no control, and (xv) other factors discussed in Loop’s subsequent filings with the Securities and Exchange Commission (“SEC”). More detailed information about Loop and the risk factors that may affect the realization of forward-looking statements is set forth in Loop’s filings with the SEC. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at http://www.sec.gov. Loop assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.

 

 
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For More Information:

 

Investor Relations:

Kevin C. O’Dowd, VP Communications & Investor Relations

Loop Industries, Inc.

+1 617-755-4602

kodowd@loopindustries.com

 

Media Inquiries:

Andrea Kostiuk, VP Marketing & Communications

Loop Industries, Inc.

+1 (450) 951-8555

akostiuk@loopindustries.com

 

 
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