RKDA Arcadia Biosciences Inc

 

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): August 10, 2023

 

 

Arcadia Biosciences, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-37383	81-0571538
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
5950 Sherry Lane Suite 215
Dallas, Texas				75225
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 214 974-8921

 

(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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common		RKDA		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. ☐

 

 

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Item 2.02 Results of Operations and Financial Condition.

On August 10, 2023, Arcadia Biosciences, Inc. (the “Company”) issued a press release announcing financial results for the second quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1, and the Company's financial information tables for the second quarter ended June 30, 2023 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.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Arcadia Biosciences Announces Second-Quarter 2023 Financial Results and Business Highlights
99.2		Arcadia Biosciences Second-Quarter 2023 Financial Information
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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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.

			ARCADIA BIOSCIENCES, INC.
Date:	August 10, 2023	By:	/s/ THOMAS J. SCHAEFER
			Thomas J. Schaefer, Chief Financial Officer

 

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Exhibit 99.1

 

Arcadia Biosciences (RKDA) Announces Second-Quarter and First-Half 2023 Financial Results and Business Highlights

DAVIS, Calif. (August 10, 2023) – 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 second quarter and first half of 2023.

“Arcadia continues to make progress executing Project Greenfield, our three-year strategic plan to unlock the company’s potential and provide a path to profitability,” said Stan Jacot, president and CEO. “Both GoodWheatTM pasta and Zola®coconut water added hundreds of stores of distribution in Q2, and we are aggressively managing costs, as evidenced by our lowest quarterly operating expense since Q4 of 2020.

“We’ve also embarked on several initiatives to scale more quickly, while simultaneously reducing expenses and complexity, and together, these plans have the potential to accelerate Project Greenfield milestones.”

 

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Arcadia Biosciences, Inc.

Financial Snapshot

(Unaudited)

($ in thousands)

	Three Months Ended June 30,					Six Months Ended June 30,
	2023	2022	Favorable / (Unfavorable)			2023	2022	Favorable / (Unfavorable)
			$	%				$	%
Total revenues	1,389	3,858	(2,469)	(64%)		2,899	7,078	(4,179)	(59%)
Total operating expenses	5,180	7,641	2,461	32%		10,739	15,484	4,745	31%
Loss from operations	(3,791)	(3,783)	(8)	(0%)		(7,840)	(8,406)	566	7%
Net income (loss) attributable to common stockholders	823	(3,777)	4,600	122%		(8,561)	(8,265)	(296)	(4%)

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.

Revenues

Revenues decreased $2.5 million and $4.2 million during the second quarter and first half of 2023, respectively, compared to the same periods in 2022. Revenues during the second quarter and first half of 2022 included sales of GoodWheat grain and body care products that are no longer part of the Arcadia product portfolio in 2023, as well as one-time license revenue recognized in the second quarter of 2022 related to the sale of Verdeca.

Arcadia achieved a $2 million milestone from Bioceres in the second quarter of 2022 as a result of the HB4® soybean approval in China. Based on accounting guidance, $862,000 was recognized as license revenue and the remaining $1.1 million was recognized as a gain on the 2020 sale to Bioceres of Arcadia’s interest in the Verdeca joint venture.

Operating Expenses

Operating expenses decreased $2.5 million and $4.7 million during the second quarter and first half of 2023, respectively, compared to the same periods in 2022.

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Cost of product revenues decreased $2.5 million and $5.1 million during the second quarter and first half of 2023, respectively, compared to the same periods in 2022. Cost of revenues in the second quarter and first half of 2022 included grain sold at cost, low-margin body care product sales and higher inventory write-downs.

General and administrative (SG&A) expenses decreased $837,000 and $791,000 during the second quarter and first half of 2023, respectively, compared to the same periods in 2022, primarily driven by lower employee compensation, insurance and research expenses in 2023.

Net Income (Loss) Attributable to Common Stockholders

Net income attributable to common stockholders for the second quarter of 2023 was $823,000, or $0.61 per share, a $4.6 million improvement from the $3.8 million, or $6.81 per share, net loss for the second quarter of 2022. The change in the fair value of the common stock warrant and option liabilities during the second quarter of 2023 resulted in a non-cash gain of $4.4 million. No such gain was recorded in the second quarter of 2022.

Net loss attributable to common stockholders for the first half of 2023 was $8.6 million, or $7.70 per share, a $296,000 increase from the $8.3 million, or $14.90 per share, net loss for the first half of 2022. The net loss attributable to common stockholders during the first half of 2023 included a $6.1 million valuation loss from the March 2023 financing.

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, August 10, to discuss second-quarter results and key strategic achievements. Interested participants can join the conference call using the following options:

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 crops to provide high-value, healthy ingredients to meet consumer demands for healthier choices. With its roots in agricultural innovation, Arcadia cultivates next-generation wellness products that make every body feel good, inside and out. The company’s food and beverage products include GoodWheat™ pasta and pancake mixes and Zola®coconut water. For more information, visit www.arcadiabio.com.

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Safe Harbor Statement

“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995: This press release and the accompanying conference call contain forward-looking statements about the company and its products, including statements relating to the company’s growth, reduction in operating expenses, retail expansion, financial performance and commercialization of products. 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 company’s ability to reduce operating expenses; the company’s and its partners’ and affiliates’ ability to successfully develop and sell commercial products incorporating its traits and to complete the regulatory review process for such products; the company’s compliance with laws and regulations that impact the company’s business; the growth of the global wheat market; our ability to continue to make acquisitions and execute on divestitures in accordance with our business strategy or effectively manage the growth from acquisitions; and the company’s future capital requirements and ability to satisfy its capital needs. Further information regarding these and other factors that could affect the company’s financial results and prospects is included in filings the company makes with the Securities and Exchange Commission from time to time, including the section entitled “Risk Factors” and additional information set forth in its Form 10-K for the year ended December 31, 2022, and other filings. These forward-looking statements speak only as of the date hereof, and Arcadia Biosciences, Inc. undertakes no duty to update this information.

Arcadia Biosciences Contact:

T.J. Schaefer

ir@arcadiabio.com

 

 

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Exhibit 99.2

 

 

Arcadia Biosciences, Inc.

Consolidated Balance Sheets

(Unaudited)

(In thousands, except share data)

 

		June 30, 2023				December 31, 2022
Assets
Current assets:
Cash and cash equivalents		$	13,484			$	20,644
Short-term investments			5,023				—
Accounts receivable and other receivables, net of allowance for doubtful accounts of    $1 and $3 as of June 30, 2023 and December 31, 2022, respectively			630				1,287
Inventories, net — current			3,164				2,571
Assets held for sale			87				87
Prepaid expenses and other current assets			951				809
Total current assets			23,339				25,398
Property and equipment, net			560				704
Right of use asset			1,384				1,848
Inventories, net — noncurrent			1,297				767
Intangible assets, net			40				40
Other noncurrent assets			178				165
Total assets		$	26,798			$	28,922
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses		$	2,783			$	2,881
Amounts due to related parties			33				48
Operating lease liability — current			993				1,010
Other current liabilities			282				270
Total current liabilities			4,091				4,209
Operating lease liability — noncurrent			532				1,007
Common stock warrant and option liabilities			2,445				806
Other noncurrent liabilities			2,000				2,000
Total liabilities			9,068				8,022
Commitments and contingencies (Note 13)
Stockholders’ equity:
Common stock, $0.001 par value—150,000,000 shares authorized as    of June 30, 2023 and December 31, 2022; 1,108,432 and 616,079 shares issued    and outstanding as of June 30, 2023 and December 31, 2022, respectively			65				65
Additional paid-in capital			284,202				278,827
Accumulated other comprehensive income			21				—
Accumulated deficit			(266,420	)			(257,859	)
Total stockholders’ equity			17,868				21,033
Non-controlling interest			(138	)			(133	)
Total stockholders' equity			17,730				20,900
Total liabilities and stockholders’ equity		$	26,798			$	28,922

 

 

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Arcadia Biosciences, Inc.

Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(In thousands, except share data and per share data)

 

		Three Months Ended June 30,								Six Months Ended June 30,
			2023				2022				2023				2022
Revenues:
Product		$	1,379			$	2,946			$	2,889			$	6,116
Royalty			—				50				—				100
License			10				862				10				862
Total revenues			1,389				3,858				2,899				7,078
Operating expenses (income):
Cost of revenues			981				3,447				1,806				6,906
Research and development			391				359				750				754
Gain on sale of Verdeca			—				(1,138	)			—				(1,138	)
Impairment of intangible assets			—				72				—				72
Change in fair value of contingent consideration			—				(39	)			—				(70	)
Impairment of property and equipment			—				346				—				346
Gain on sale of property and equipment			(7	)			(58	)			(26	)			(386	)
Selling, general and administrative			3,815				4,652				8,209				9,000
Total operating expenses			5,180				7,641				10,739				15,484
Loss from operations			(3,791	)			(3,783	)			(7,840	)			(8,406	)
Interest income			207				30				405				29
Other (loss) income, net			(13	)			(44	)			19				(3	)
Valuation loss on March 2023 PIPE			—				—				(6,076	)			—
Change in fair value of common stock warrant and option liabilities			4,416				—				5,357				—
Issuance and offering costs allocated to liability classified options			—				—				(430	)			(27	)
Net income (loss) before income taxes			819				(3,797	)			(8,565	)			(8,407	)
Income tax provision			(1	)			—				(1	)			—
Net income (loss)			818				(3,797	)			(8,566	)			(8,407	)
Net loss attributable to non-controlling interest			(5	)			(20	)			(5	)			(142	)
Net income (loss) attributable to common stockholders		$	823			$	(3,777	)		$	(8,561	)		$	(8,265	)
Net income (loss) per share attributable to common stockholders:
Basic and diluted		$	0.61			$	(6.81	)		$	(7.70	)		$	(14.90	)
Weighted-average number of shares used in per share    calculations:
Basic and diluted			1,358,395				554,723				1,111,915				554,700
Other comprehensive income, net of tax
Unrealized gains on available-for-sale securities		$	21			$	—			$	21			$	—
Other comprehensive income			21				—				21				—
Comprehensive income (loss) attributable to common stockholders		$	844			$	(3,777	)		$	(8,540	)		$	(8,265	)

 

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Arcadia Biosciences, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

		Six Months Ended June 30,
			2023				2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(8,566	)		$	(8,407	)
Adjustments to reconcile net loss to cash used in operating activities:
Change in fair value of common stock warrant and option liabilities			(5,357	)			—
Change in fair value of contingent consideration			—				(70	)
Issuance and offering costs allocated to liability classified options			430				—
Valuation loss on March 2023 PIPE			6,076				—
Depreciation			138				277
Amortization of intangible assets			—				26
Lease amortization			357				420
Impairment of intangible assets			—				72
Gain on disposal of property and equipment			(26	)			(386	)
Stock-based compensation			411				583
Bad debt expense			—				37
Gain on sale of Verdeca			—				(1,138	)
Write-down of inventories			192				1,515
Impairment of property and equipment			—				346
Changes in operating assets and liabilities:			—				—
Accounts receivable and other receivables			87				(1,333	)
Inventories			(1,316	)			1,001
Prepaid expenses and other current assets			(142	)			(541	)
Other noncurrent assets			(13	)			15
Accounts payable and accrued expenses			(149	)			(247	)
Amounts due to related parties			(16	)			19
Other current liabilities			12				8
Other noncurrent liabilities			—				(1	)
Operating lease liabilities			(382	)			(446	)
Net cash used in operating activities			(8,264	)			(8,250	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property and equipment			37				841
Proceeds from sale of Verdeca — earn-out received			569				—
Purchases of property and equipment			(5	)			(46	)
Purchases of investments			(5,002	)			—
Net cash used by investing activities			(4,401	)			795
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock, pre-funded warrants and    preferred investment options from March 2023 PIPE			5,997				—
Payments of offering costs relating to March 2023 PIPE			(497	)			—
Proceeds from ESPP purchases			5				4
Net cash provided by financing activities			5,505				4
Net decrease in cash and cash equivalents			(7,160	)			(7,451	)
Cash and cash equivalents — beginning of period			20,644				28,685
Cash and cash equivalents — end of period		$	13,484			$	21,234
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for interest		$	—			$	1
NONCASH INVESTING AND FINANCING ACTIVITIES:
Common stock warrant liabilities reclassified to equity     upon adoption of ASU 2020-06		$	—			$	3,392
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		$	2			$	51

 

 

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v3.23.2

Document And Entity Information	Aug. 10, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 10, 2023
Entity Registrant Name	Arcadia Biosciences, Inc.
Entity Central Index Key	0001469443
Entity Emerging Growth Company	false
Securities Act File Number	001-37383
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-0571538
Entity Address, Address Line One	5950 Sherry Lane
Entity Address, Address Line Two	Suite 215
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75225
City Area Code	214
Local Phone Number	974-8921
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common
Trading Symbol	RKDA
Security Exchange Name	NASDAQ

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