PART I. FINANCIAL INFORMATION The financial information for the period ended June 30, 2025, reflects strategic divestitures and an acquisition, impacting revenue, net loss, and cash balances Item 1. Financial Statements The unaudited condensed consolidated financial statements for the period ended June 30, 2025, reflect significant changes due to strategic divestitures and an acquisition, with revenue growth but a net loss from continuing operations Unaudited Condensed Consolidated Balance Sheets Condensed consolidated balance sheet highlights show a decrease in cash and an increase in available-for-sale securities Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $31,902 | $95,386 | | Available-for-sale securities (Total) | $68,335 | $13,826 | | Total current assets | $125,432 | $148,761 | | Goodwill | $212,304 | $212,304 | | Total assets | $387,240 | $399,487 | | Liabilities & Equity | | | | Total current liabilities | $28,312 | $32,734 | | Debt, long-term | $0 | $4,997 | | Total liabilities | $40,085 | $50,578 | | Total shareholders' equity | $347,155 | $348,909 | - Cash and cash equivalents significantly decreased from $95.4 million at the end of 2024 to $31.9 million as of June 30, 2025, while available-for-sale securities increased substantially from $13.8 million to $68.3 million9 Unaudited Condensed Consolidated Statements of Operations The statements of operations show increased revenue but a significant operating loss due to a one-time IPR&D expense Statement of Operations Summary (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | Six Months 2025 | Six Months 2024 | | :--- | :--- | :--- | :--- | :--- | | Total revenue | $25,421 | $19,715 | $49,362 | $38,148 | | Total operating expenses | $42,064 | $21,021 | $67,222 | $42,749 | | IPR&D expense | $15,521 | $0 | $15,521 | $0 | | Operating loss | $(16,643) | $(1,306) | $(17,860) | $(4,601) | | Net loss from continuing operations | $(15,838) | $(5,560) | $(16,286) | $(8,759) | | Loss from discontinued operations | $0 | $(15,159) | $0 | $(22,181) | | Net loss | $(15,838) | $(20,719) | $(16,286) | $(30,940) | | Loss per share (continuing ops) | $(0.33) | $(0.12) | $(0.34) | $(0.19) | - A significant IPR&D expense of $15.5 million was recorded in Q2 2025, leading to a substantial increase in operating loss to $16.6 million for the quarter, compared to a $1.3 million loss in Q2 202412 Unaudited Condensed Consolidated Statements of Cash Flows Cash flow statements indicate a net decrease in cash and cash equivalents, primarily driven by investing activities related to acquisitions and securities Cash Flow Summary for the Six Months Ended June 30 (in thousands) | Cash Flow Category | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $9,095 | $1,984 | | Net cash used in investing activities | $(66,709) | $(13,656) | | Net cash used in financing activities | $(5,870) | $(1,656) | | Net decrease in cash and cash equivalents | $(63,484) | $(13,328) | - Investing activities used $66.7 million in the first six months of 2025, primarily due to purchases of available-for-sale securities ($64.3 million) and an investment in IPR&D ($10.2 million) related to the PanTHERA acquisition30 - Financing activities used $5.9 million, mainly due to $5.0 million in payments on term loans30 Notes to Unaudited Condensed Consolidated Financial Statements The notes detail significant strategic changes, including the PanTHERA acquisition and divestitures of Global Cooling, SciSafe, and CBS - The company has undergone significant strategic changes, including the acquisition of PanTHERA CryoSolutions Inc. on April 4, 2025, and the divestiture of Global Cooling, SciSafe, and CBS, which are now treated as discontinued operations35363738 - The PanTHERA transaction was accounted for as an asset acquisition, with the $15.5 million value of its IPR&D technology being expensed immediately as it had no alternative future use6061 - The company recorded a net loss on disposal of Global Cooling of $8.9 million and CBS of $3.4 million, and a net gain on disposal of SciSafe of $28.1 million707786 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management attributes revenue growth to increased customer demand and discusses the impact of the PanTHERA acquisition on expenses, while affirming sufficient liquidity Revenue by Category - Six Months Ended June 30 (in thousands) | Revenue Category | 2025 | 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Product revenue | | | | | | Cell processing | $44,473 | $34,124 | $10,349 | 30% | | evo and Thaw | $1,535 | $731 | $804 | 110% | | Rental revenue | | | | | | evo and Thaw | $3,258 | $3,194 | $64 | 2% | | Total revenue | $49,362 | $38,148 | $11,214 | 29% | - The increase in cell processing product revenue was driven by an overall market improvement and increased demand from largest customers after a period of safety stock reduction in the prior year183 - Total operating expenses for the six months ended June 30, 2025, increased by 57% to $67.2 million, primarily due to the $15.5 million IPR&D expense related to the PanTHERA acquisition187196 - The company believes its current cash, cash equivalents, and other liquid assets of $100.2 million are sufficient to meet liquidity needs for at least the next twelve months201206 Item 3. Quantitative and Qualitative Disclosures about Market Risk The company's primary market risk is interest rate exposure on investments and debt, managed through high-quality, short-term debt instruments, with no material impact reported - The company's main market risk is interest rate risk related to its marketable securities and long-term debt213 - Risk is mitigated by investing in high-quality, short-term debt instruments and having long-term debt that is primarily at a fixed rate with a variable component subject to a ceiling214215 - Management asserts that interest rate fluctuations have not materially impacted the financial statements216 Item 4. Controls and Procedures Management concluded that disclosure controls were effective as of June 30, 2025, having remediated a prior material weakness and implemented new controls for the PanTHERA acquisition - Management concluded that disclosure controls and procedures were effective as of June 30, 2025217 - A material weakness in internal control over financial reporting related to stock-based awards, identified as of December 31, 2024, was remediated during the quarter ended March 31, 2025218 - New internal controls were implemented related to the acquisition of PanTHERA219 PART II. OTHER INFORMATION This section covers other required disclosures, including legal proceedings, risk factors, equity sales, defaults, mine safety, and exhibits Item 1. Legal Proceedings The company is not currently aware of any legal proceedings or claims expected to have a material adverse effect on its business or financial condition - The company reports no material legal proceedings221 Item 1A. Risk Factors There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K - No material changes to risk factors have occurred since the last Annual Report222 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company reported no unregistered sales of equity securities or use of proceeds during the period - None reported223 Item 3. Defaults Upon Senior Securities The company reported no defaults upon senior securities - None reported224 Item 4. Mine Safety Disclosures This item is not applicable to the company - None reported225 Item 5. Other Information The company reported no other information required to be disclosed under this item - None reported226 Item 6. Exhibits This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL interactive data files - The report includes standard CEO/CFO certifications and XBRL data files as exhibits227
BioLife Solutions(BLFS) - 2025 Q2 - Quarterly Report