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Cellectis(CLLS) - 2023 Q3 - Quarterly Report

PART I – FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) Unaudited financial statements for H1 2023 show decreased total assets and an improved net loss, driven by Calyxt deconsolidation and reduced operating expenses Condensed Consolidated Statements of Financial Position As of June 30, 2023, total assets decreased to $227.7 million, primarily due to Calyxt's deconsolidation, while total liabilities increased and shareholders' equity declined Condensed Consolidated Statements of Financial Position ($ in thousands) | Account | As of December 31, 2022 | As of June 30, 2023 | | :--- | :--- | :--- | | Total Assets | 261,216 | 227,674 | | Total current assets | 122,043 | 113,285 | | Total non-current assets | 117,406 | 114,389 | | Total assets held for sale | 21,768 | — | | Total Liabilities | 135,275 | 131,115 | | Total current liabilities | 48,131 | 42,047 | | Total non-current liabilities | 72,279 | 89,068 | | Total liabilities related to asset held for sale | 14,864 | — | | Total Shareholders' Equity | 125,941 | 96,558 | Condensed Consolidated Statements of Operations For the six months ended June 30, 2023, revenues significantly decreased, but a lower operating loss and a substantial financial gain from Calyxt deconsolidation led to an improved net loss Six-Month Statement of Operations Highlights ($ in thousands, except per share amounts) | Metric | For the six-month period ended June 30, 2022 | For the six-month period ended June 30, 2023 | | :--- | :--- | :--- | | Revenues | 2,972 | 317 | | Total operating expenses | (63,064) | (52,612) | | Operating income (loss) | (56,541) | (47,053) | | Net Financial gain (loss) | 9,213 | 11,580 | | Income (loss) from continuing operations | (47,328) | (35,731) | | Income (loss) from discontinued operations | (6,883) | (10,377) | | Net income (loss) | (54,211) | (46,108) | | Net loss attributable to shareholders | (50,858) | (40,715) | | Basic/Diluted net loss per share ($) | (1.12) | (0.76) | Three-Month Statement of Operations Highlights ($ in thousands, except per share amounts) | Metric | For the three-month period ended June 30, 2022 | For the three-month period ended June 30, 2023 | | :--- | :--- | :--- | | Revenues | 1,307 | 178 | | Operating income (loss) | (27,313) | (23,659) | | Net Financial gain (loss) | 8,301 | 15,982 | | Net income (loss) | (19,454) | (13,583) | | Net loss attributable to shareholders | (18,946) | (10,648) | | Basic/Diluted net loss per share ($) | (0.42) | (0.19) | Unaudited Interim Statements of Consolidated Cash Flows For the six months ended June 30, 2023, net cash used in operating activities improved, significantly offset by cash provided by financing activities, resulting in a net decrease in cash and cash equivalents Consolidated Cash Flows ($ in thousands) | Cash Flow Activity | For the six-month period ended June 30, 2022 | For the six-month period ended June 30, 2023 | | :--- | :--- | :--- | | Net cash flows used in operating activities | (60,181) | (47,369) | | Net cash flows used in investment activities | (2,537) | (1,558) | | Net cash flows provided by financing activities | 10,307 | 39,597 | | (Decrease) increase in cash and cash equivalents | (52,411) | (9,329) | | Cash and cash equivalents at end of period | 129,440 | 84,386 | Notes to the Interim Consolidated Financial Statements The notes detail significant accounting policies and events, including Calyxt's deconsolidation, new financing, and the impairment of a note receivable, alongside segment reporting and share-based compensation - The company is a clinical-stage biotechnology firm focused on developing allogeneic CAR T-cell (UCART) product candidates for immuno-oncology and gene-edited hematopoietic stem cell (HSPC) candidates for genetic diseases using its proprietary technologies345758 - On May 31, 2023, Calyxt, Inc. merged with Cibus Global, reducing Cellectis' equity interest to 2.9% and resulting in a loss of control. Consequently, Calyxt was deconsolidated from June 1, 2023, and is treated as a discontinued operation for all periods presented5976102 - The company's ability to continue as a going concern is based on its cash and cash equivalents of $84.4 million as of June 30, 2023, which management believes is sufficient to fund operations for at least the next twelve months6465 Management's Discussion & Analysis of Financial Condition and Results of Operations Management discusses the company's clinical-stage UCART programs, financial performance showing reduced expenses and an improved net loss, and new financing extending the cash runway into Q3 2024 - The company is advancing three proprietary clinical studies: AMELI-01 for r/r AML, BALLI-01 for r/r ALL, and NATHALI-01 for r/r B-NHL. To optimize resources, the company stopped enrollment in the MELANI-01 study190330 - Key financing events in H1 2023 include a follow-on offering raising gross proceeds of $24.8 million and the drawdown of the first €20 million tranche of a €40 million loan facility from the European Investment Bank (EIB)315 - The company's cash and cash equivalents of $84.4 million, combined with other financial assets and anticipated funding, are expected to be sufficient to fund operations into the third quarter of 2024398 Comparison of Results for the Six-Month Periods Ended June 30 ($ in thousands) | Metric | 2022 | 2023 | % Change | | :--- | :--- | :--- | :--- | | Revenues | 2,972 | 317 | -89.3% | | Other income | 3,551 | 5,242 | 47.6% | | R&D expenses | (52,231) | (43,225) | -17.2% | | SG&A expenses | (10,893) | (8,914) | -18.2% | | Net Financial gain (loss) | 9,213 | 11,580 | 25.7% | | Income (loss) from discontinued operations | (6,883) | (10,377) | 50.8% | | Net income (loss) | (54,211) | (46,108) | -14.9% | Quantitative and Qualitative Disclosures About Market Risks No material changes in quantitative and qualitative market risk disclosures were reported from the prior fiscal year-end - There have been no material changes in quantitative and qualitative disclosures about market risk from the end of the preceding fiscal year372 Controls and Procedures No material changes to the company's internal control over financial reporting occurred during the six-month period ended June 30, 2023 - No changes occurred during the six-month period ended June 30, 2023, that materially affected or are likely to materially affect the Company's internal control over financial reporting373 PART II – OTHER INFORMATION Legal Proceedings The company is not currently involved in any legal proceedings expected to have a material adverse effect on its business - The company is not currently involved in any legal proceedings expected to have a material adverse effect on its business374 Risk Factors No material changes to the risk factors from the Annual Report on Form 20-F for the year ended December 31, 2022, have been reported - No material changes to the risk factors from the Annual Report on Form 20-F for the year ended December 31, 2022, have been reported375 Unregistered Sales of Equity Securities and Use of Proceeds No unregistered sales of equity securities were reported during the period - None reported402