false 0001705843 0001705843 2021-03-04 2021-03-04

 

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): March 4, 2021

 

Calyxt, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-38161		27-1967997
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

2800 Mount Ridge Road

Roseville, MN 55113-1127

(Address and zip code of principal executive offices)

 

(651) 683-2807 

(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:

 

☐	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 exchange on which registered
Common Stock, par value $0.0001 per share		CLXT		The 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 March 4, 2021, Calyxt, Inc. (the “Company”) announced its financial results for the fourth quarter and year ended December 31, 2020. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. 

 

The information in Item 2.02 of 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, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing, regardless of any general incorporation language in any such filing, unless the Company expressly sets forth in such filing that such information is to be considered “filed” or incorporated by reference therein.

 

 

Item 9.01.

Financial Statements and Exhibits.

 

d. Exhibits

 

Exhibit Number		Description
99.1		Press Release of Calyxt, Inc. dated March 4, 2021
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

---

SIGNATURES

 

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

 

Dated: March 4, 2021

 

	CALYXT, INC
	By:	/s/ Yves Ribeill
	Name:	Yves Ribeill
	Title:	Executive Chairman

 

 

 

 

 

 

 

Exhibit 99.1

 

Calyxt Reports Fourth Quarter and Full Year 2020 Financial Results

 

Continued to Progress Development of Winter Oats and Hemp, Both Targeted at Large Addressable Markets

 

Secured Commitment from ADM to Purchase Remaining 2019 Grain Inventory and All 2020 Grain Production - Have Completed Sale of 40 Percent of 2020 Grain Crop

 

Executed Commercial Agreement with S&W Seed Company on IQ™ Alfalfa Product, Marking Calyxt’s First Trait License Agreement

 

Management to Host Conference Call Today at 4:30 p.m. ET

 

Roseville, MN – March 4, 2021 – Calyxt, Inc. (NASDAQ: CLXT), a plant-based technology company, has reported its financial results for the fourth quarter and full year ended December 31, 2020.

Commentary & Key Accomplishments

“I am excited to step in and lead Calyxt at this time,” said Yves Ribeill, Ph.D., executive chairman. “On behalf of the Board, we want to thank Jim Blome for guiding Calyxt to a streamlined business model that can capitalize on delivering disruptive, plant-based innovations. He led Calyxt to a strong 2020, redirected Calyxt's innovation engine toward new and high-value opportunities and built a team with the right talent mix to drive Calyxt's go-to-market strategies, positioning Calyxt for growth – we wish Jim all the best in his future pursuits. This action represents a continuing step to focus Calyxt on significant innovation opportunities beyond commodity-based agriculture,” concluded Dr. Ribeill.

“The fourth quarter of 2020 and early 2021 was marked by several major achievements that will drive Calyxt’s performance and demand our focus over the next several quarters,” said Bill Koschak, CFO of Calyxt.

The key 2020 accomplishments include:

1

 

---

2021 subsequent events include:

“In August, we announced our three go-to-market strategies that greatly reduced the investment required to bring product candidates to market,” said Koschak. Those strategies are seed sales, trait development and technology licensing. Our trait license with S&W Seed Company and our

2

 

---

seed sale agreement with Perdue AgriBusiness are two great examples of those go-to-market strategies at work.”

 

Current Development Pipeline

We have nine projects at Phase 1 Stage or later in development across alfalfa, hemp, oats, soybeans, and wheat.

 

 

¹ The agronomic and functional quality of our product candidates and the timing of development are subject to a variety of factors and risks, which are described in our filings with the Securities and Exchange Commission.  

Calyxt is also actively negotiating agreements with potential partners with respect to specific opportunities for which development activities would only commence upon reaching a definitive agreement.  These projects are not included in the preceding table.

 

Other Full Year 2020 Operational Highlights

3

 

---

 

Summary

“To enable us to retain our focus as a technology company with product concepts targeted at large addressable markets, we advanced the go-to-market strategy for our soybean product line and subsequently sold 40 percent of our 2020 grain production to ADM,” said Dr. Ribeill. We believe this advancement will enable us to accelerate growth through partners for soybean products versus the pace of cash generation we could have achieved on our own. Today, we see immense opportunities across our portfolio, including in food, nutraceutical, energy, and agriculture. Our plan is to develop projects with partners that leverage our strengths in trait development and gene editing and our partners’ product commercialization expertise. Discussions with potential partners have focused on our development of plant-based input solutions for specific downstream issues, including consumer preferences, sustainability, cost, quality, and regulatory compliance. We believe the necessary steps made in 2020 now strategically position Calyxt for growth and delivery of shareholder value in the years to come.”

 

Fourth Quarter Financial Highlights

4

 

---

See below under the heading “Use of Non-GAAP Financial Information” for a discussion of adjusted gross margin and a reconciliation of gross margin, the most comparable GAAP measure, to adjusted gross margin.

Adjusted net loss was $12.0 million in the fourth quarter of 2020, essentially flat with the fourth quarter of 2019. The slight increase was driven by the increase in negative adjusted gross margin which were nearly fully offset by the decline in operating expenses. Adjusted net loss per share was $0.33 in the fourth quarter of 2020, an improvement of $0.04 per share from an adjusted net loss per share of $0.37 in the fourth quarter of 2019 driven by higher weighted average shares from our successful capital raise in the fourth quarter of 2020.

5

 

---

See below under the heading “Use of Non-GAAP Financial Information” for a discussion of adjusted net loss and adjusted net loss per share, and reconciliations of net loss and net loss per share, the most comparable GAAP measures, to adjusted net loss and adjusted net loss per share.

See below under the heading “Use of Non-GAAP Financial Information” for a discussion of adjusted EBITDA and a reconciliation of net loss, the most comparable GAAP measure, to adjusted EBITDA.

 

 

Fiscal Year 2020 Financial Highlights

6

 

---

See below under the heading “Use of Non-GAAP Financial Information” for a discussion of adjusted gross margin and a reconciliation of gross margin, the most comparable GAAP measure, to adjusted gross margin.

See below under the heading “Use of Non-GAAP Financial Information” for a discussion of adjusted net loss and a reconciliation of net loss, the most comparable GAAP measure, to adjusted net loss.

See below under the heading “Use of Non-GAAP Financial Information” for a discussion of adjusted EBITDA and a reconciliation of net loss, the most comparable GAAP measure, to adjusted EBITDA.

7

 

---

 

CFO Summary

“From a cash perspective the fourth quarter of 2020 was highlighted by the significant progress we made transitioning our soybean products to a seed go-to-market strategy, our capital raise, and achieving planned reductions in operating expenses,” said Koschak.  

“We completed the sale of all soybean oil and meal, exited nearly all soybean processing and transportation contracts, and sold approximately 40 percent of the 2020 grain crop. Our 2021 seed production is complete, and we are anticipating the sale of seed in 2021 based on what we have available that matches our potential customers’ targeted growing regions.”

“During the fourth quarter we completed a capital raise with net proceeds of $14.0 million. Investors in the SEC-registered, direct capital raise included Cellectis, our largest shareholder, and new institutional investors. We believe the support of Cellectis and our new shareholders is a testament to our new strategic direction and enables Calyxt to execute on our current business plan,” continued Koschak.

“Our operating expenses also declined in the fourth quarter, as a result of the benefits of the soybean transition and other actions we have taken to reduce costs to our targeted 2021 operating expense cash burn rate of $25 million or less,” concluded Koschak.

 

Fourth Quarter and Full Year 2020 Results Conference Call

Executive Chair Yves Ribeill, Ph.D. and Chief Financial Officer Bill Koschak will host the conference call, followed by a question-and-answer session. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed via the investor relations section of Calyxt’s website here.

 

To access the call, please use the following information:

 

 

8

 

---

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have difficulty connecting with the conference call, please contact MZ Group at +1 (949) 491-8235.

 

The conference call will be broadcast live and available for replay at http://public.viavid.com/index.php?id=143127 and via the investor relations section of Calyxt’s website here.

 

A replay of the call will be available for one month following the conference.

 

 

About Calyxt:

Calyxt (NASDAQ: CLXT), based in Roseville, Minnesota, is a technology company with a mission to deliver plant-based innovations for a better world. Founded in 2010, Calyxt uses its proprietary TALEN® gene editing technology to work with world-class partners via technology licensing, product development, and seed sale arrangements to revolutionize the way the world uses plants to solve problems. For further information, please visit our website at www.calyxt.com.

Calyxt Media Contact:

Trina Lundblad, Director of Corporate Communications

(612) 790-0514

media@calyxt.com

 

Calyxt Investor Relations Contact:
Chris Tyson, Managing Director

MZ Group – MZ North America 
(949) 491-8235

CLXT@mzgroup.us
www.mzgroup.us

 

USE OF NON-GAAP FINANCIAL INFORMATION

 

To supplement our audited financial results prepared in accordance with GAAP, we have prepared certain non-GAAP measures that include or exclude special items. These non-GAAP measures are not meant to be considered in isolation or as a substitute for financial information presented in accordance with GAAP and should be viewed as supplemental and in addition to our financial information presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures. In addition, other companies may report similarly titled measures, but calculate them differently, which

9

 

---

reduces their usefulness as a comparative measure. Management utilizes these non-GAAP metrics as performance measures in evaluating and making operational decisions regarding our business.

 

We present adjusted gross margin, non-GAAP measure that includes the effects of Grain Costs expensed as R&D in a prior period, excludes the effects of commodity derivatives entered into to hedge the change in value of fixed price grain inventories and fixed price Forward Purchase Contracts as the expected impact from these contracts will be fully offset when the underlying grain is sold, and excludes the impact of any net realizable value adjustments to inventories occurring in the period, which would otherwise have been recorded as an adjustment to value in a prior period or would have been recorded in a future period as the underlying products are sold.

 

We provide in the table below a reconciliation of adjusted gross margin to gross margin, which is the most directly comparable GAAP financial measure. We provide adjusted gross margin because we believe that this non-GAAP financial metric provides investors with useful supplemental information at this stage of commercialization as the amounts being adjusted affect the period-to-period comparability of our gross margins and financial performance.

 

The table below presents a reconciliation of gross margin to adjusted gross margin:

 

 

We present adjusted net loss, a non-GAAP measure, and define it as net loss including the effects of Grain Costs expensed as R&D in a prior period, and excluding the effects of commodity derivatives entered into to hedge the change in value of fixed price grain inventories and fixed price Forward Purchase Contracts as the expected impact from these contracts will be fully offset when the underlying grain is sold, any net realizable value adjustments to inventories occurring in the period, which would otherwise have been recorded as an adjustment to value in a prior period or would have been recorded in a future period as the underlying products are sold, Section 16 officer transition expenses, R&D payroll tax credits that are no longer realizable, restructuring costs, the recapture of non-cash stock compensation expense from the forfeiture and modification of unvested stock awards associated with staffing adjustments made as part of the advancement of our soybean business model, and non-operating expenses, which are

10

 

---

primarily gains and losses on foreign exchange transactions and losses on the disposals of land, building, and equipment.

 

We provide in the table below a reconciliation of adjusted net loss to net loss, which is the most directly comparable GAAP financial measure. We provide adjusted net loss because we believe that this non-GAAP financial metric provides investors with useful supplemental information at this stage of commercialization as the amounts being adjusted affect the period-to-period comparability of our net losses and financial performance.

 

The table below presents a reconciliation of net loss to adjusted net loss:

 

 

We present adjusted net loss per share, a non-GAAP measure, and define it as net loss per share including the effects of Grain Costs expensed as R&D in a prior period, and excluding the effects of commodity derivatives entered into to hedge the change in value of fixed price grain inventories and fixed price Forward Purchase Contracts as the expected impact from these contracts will be fully offset when the underlying grain is sold, any net realizable value adjustments to inventories occurring in the period, which would otherwise have been recorded as an adjustment to value in a prior period or would have been recorded in a future period as the underlying products are sold, Section 16 officer transition expenses, R&D payroll tax credits that are no longer realizable, restructuring costs, the recapture of non-cash stock compensation expense from the forfeiture and modification of unvested stock awards associated with staffing adjustments made as part of the advancement of our soybean business model, and non-operating expenses, which are primarily gains and losses on foreign exchange transactions and losses on the disposals of land, buildings, and equipment.

 

We provide in the table below a reconciliation of adjusted net loss per share to net loss per share, which is the most directly comparable GAAP financial measure. We provide adjusted net loss per share because we believe that this non-GAAP financial metric provides investors with useful supplemental information at this stage of commercialization as the amounts being adjusted affect the period-to-period comparability of our net losses per share and financial performance.

11

 

---

 

The table below presents a reconciliation of net loss per share to adjusted net loss per share:

 

 

We present adjusted EBITDA, a non-GAAP measure and define it as net loss excluding interest, net, income tax expense, depreciation and amortization expenses, stock-based compensation expenses, the effects of commodity derivatives entered into to hedge the change in value of fixed price grain inventories and fixed price Forward Purchase Contracts as the expected impact from these contracts will be fully offset when the underlying grain is sold, any net realizable value adjustments to inventories occurring in the period, which would otherwise have been recorded as an adjustment to value in a prior period or would have been recorded in a future period as the underlying products are sold, Section 16 officer transition expenses, R&D payroll tax credits that are no longer realizable, restructuring costs, and non-operating expenses, which are primarily gains and losses on foreign exchange transactions and losses on the disposals of land, buildings, and equipment; and including the effects of Grain Costs expensed as R&D in a prior period.

 

We provide in the table below a reconciliation of adjusted EBITDA to net loss, which is the most directly comparable GAAP financial measure. Because adjusted EBITDA excludes non-cash items and discrete or infrequently occurring items, we believe that adjusted EBITDA provides investors with useful supplemental information about the operational performance of our business and facilitates comparison of our financial results between periods where certain items may vary significantly independent of our business performance.

 

 

12

 

---

The table below presents a reconciliation of net loss to adjusted EBITDA:

 

 

 

Forward-Looking Statements

 

This communication contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. In some cases, you can identify these statements by forward-looking words such as “anticipates,” “believes,” “continue,” “estimates,” “expects,” “targets,” “intends,” “may,” “might,” “plans,” “potential,” “predicts,” “projects,” “should,” or “will,” the negative of these terms and other similar terminology. Forward-looking statements in this press release include statements about the potential impact of the COVID-19 pandemic on our business and operating results; our future financial performance; product pipeline and development; our business model and strategies for commercialization and sales of commercial products; regulatory progression; potential collaborations, partnerships and licensing arrangements and their contribution to our financial results, cash usage, and growth strategies, including with respect to potential revenue from royalties relating to our improved quality alfalfa; and anticipated trends in our business. These and other forward-looking statements are predictions and projections about future events and trends based on our current expectations, objectives and intentions and premised on current assumptions. Our actual results, level of activity, performance, or achievements could be materially different than those expressed, implied, or anticipated by forward-looking statements due to a variety of factors, including, but not limited to: the severity and duration of the evolving COVID-19 pandemic and the resulting impact on macro-economic conditions; the impact of increased competition, including with respect to enhanced quality alfalfa; disruptions at our or our collaborators’ key facilities; changes in customer preferences and market acceptance of our or our partners’ products, including our improved quality alfalfa; competition for collaboration partners and licensees and the successful execution of collaborations and licensing agreements;

13

 

---

the impact of adverse events during development, including unsuccessful field trials or development trials or disruptions in seed production; the impact of improper handling of our product candidates by unaffiliated third parties during development, such as the improper aerial spraying of our high fiber wheat product candidate; failures by third-party contractors; inaccurate demand forecasting, including with respect to sales projections used by Calyxt management in determining potential license revenues; the effectiveness of commercialization efforts by commercial partners or licensees; our ability to make grain sales on terms acceptable to us; the timing of our grain sales; our ability to collect accounts receivable; disruptions to supply chains, including transportation and storage functions; commodity price conditions; the impact of changes or increases in oversight and regulation; disputes or challenges regarding intellectual property; proliferation and continuous evolution of new technologies; management changes; dislocations in the capital markets; and other important factors discussed under the caption entitled “Risk Factors” in our Annual Report on Form 10-K and subsequent filings on Form 10-Q or 8-K with the U.S. Securities and Exchange Commission. Any forward-looking statements made by us are based only on information currently available to us when, and speaks only as of the date, such statement is made. Except as otherwise required by securities and other applicable laws we do not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change.

 

14

 

---

CALYXT, INC.

CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Par Value and Share Amounts)

 

15

 

---

 

CALYXT, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Three Months Ended December 31 Unaudited)

(In Thousands Except Shares and Per Share Amounts)

 

 

16

 

---

CALYXT, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

 

 

17