Arcadia Biosciences, Inc. [RKDA] Filings

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Non-accelerated filer

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10-Q 1 rkda-20230630.htm 10-Q 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-37383

Arcadia Biosciences, Inc.

(Exact Name of Registrant as Specified in its Charter)


Delaware	81-0571538
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
5950 Sherry Lane, Suite 215 Dallas, TX	75225
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (214) 974-8921

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	NASDAQ CAPITAL MARKET

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 3, 2023, the registrant had 1,108,432 shares of common stock outstanding, $0.001 par value per share.

Arcadia Biosciences, Inc.

FORM 10-Q FOR THE QUARTER ENDED June 30, 2023

INDEX


			Page
Part I —	Financial Information (Unaudited)

	Item 1.	Condensed Consolidated Financial Statements:	1

		Condensed Consolidated Balance Sheets	1

		Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)	2

		Condensed Consolidated Statements of Stockholders’ Equity	3

		Condensed Consolidated Statements of Cash Flows	4

		Notes to Condensed Consolidated Financial Statements	5

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29

	Item 4.	Controls and Procedures	29

Part II —	Other Information		30

	Item 1.	Legal Proceedings	30

	Item 1A.	Risk Factors	30

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30

	Item 3.	Defaults Upon Senior Securities	30

	Item 4.	Mine Safety Disclosures	30

	Item 5.	Other Information	30

	Item 6.	Exhibits	31

SIGNATURES			32

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Arcadia Biosciences, Inc.

Condensed 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

See accompanying notes to the unaudited condensed consolidated financial statements.

Arcadia Biosciences, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

(Unaudited)

(In thousands, except share 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	)

See accompanying notes to the unaudited condensed consolidated financial statements.

Arcadia Biosciences, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

(In thousands, except share data)


	Common Stock				Additional Paid-In		Accumulated			Accumulated Other		Non- Controlling			Total Stockholders’
	Shares		Amount		Capital		Deficit			Comprehensive Income		Interest			Equity
Balance at December 31, 2022		616,079	$	65	$	278,827	$	(257,859	)	$	—	$	(133	)	$	20,900
Issuance of shares related to March 2023 PIPE		165,500		—		4,740		—			—		—			4,740
Modification of warrants related to March 2023 PIPE		—		—		219		—			—		—			219
Issuance of shares related to August 2022 pre-funded warrants exercise		56,813		—		—		—			—		—			—
Issuance of shares related to employee stock purchase plan		88		—		5		—			—		—			5
Issuance of shares related to reverse stock split		19,092		—		—		—			—		—			—
Stock-based compensation		—		—		212		—			—		—			212
Net loss		—		—		—		(9,384	)		—		—			(9,384	)
Balance at March 31, 2023		857,572	$	65	$	284,003	$	(267,243	)	$	-	$	(133	)	$	16,692
Issuance of shares related to March 2023 pre-funded warrants exercise		250,834		—		—		—			—		—
Issuance of shares related to reverse stock split		26		—		—		—			—		—			—
Stock-based compensation		—		—		199		—			—		—			199
Unrealized gains on available-for-sale securities		—		—		—		—			21		—			21
Net income		—		—		—		823			—

Arcadia Biosciences, Inc. [RKDA] Filings
10-Q	[2023-08-10]
10-Q	[2023-05-15]
10-K	[2023-03-30]
10-Q	[2022-11-10]
S-1	[2022-09-27]
10-Q	[2022-08-11]
10-Q	[2022-05-12]
10-K	[2022-03-31]
S-1	[2022-01-28]
10-Q	[2021-11-15]
10-Q	[2021-08-16]
10-Q	[2021-05-17]
10-K	[2021-03-31]
10-Q	[2020-11-13]
10-Q	[2020-08-13]
10-Q	[2020-05-13]
10-K	[2020-03-25]
S-1	[2019-12-11]
10-Q	[2019-11-06]
10-Q	[2019-08-14]
S-1	[2019-07-26]
10-Q	[2019-05-08]
10-K	[2019-04-01]
S-1	[2018-12-27]
10-Q	[2018-11-07]
10-Q	[2018-08-08]
10-Q	[2018-05-09]
10-K	[2018-03-20]
10-Q	[2017-11-09]
10-Q	[2017-08-10]
10-Q	[2017-05-10]
10-K	[2017-03-08]
10-Q	[2016-11-10]
10-Q	[2016-08-09]
10-Q	[2016-05-10]
10-K	[2016-03-08]
10-Q	[2015-11-05]
10-Q	[2015-08-11]
10-Q	[2015-06-25]
S-1	[2015-02-17]