0001193125-23-102201 | S-4/A | XBRL Viewer

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Cover Page	12 Months Ended
Cover Page	Dec. 31, 2022
Cover [Abstract]
Document Type	S-4/A
Amendment Flag	true
Entity Registrant Name	CALYXT, INC.
Entity Central Index Key	0001705843
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Amendment Description	Amendment No. 1

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 3,427	$ 13,823
Restricted cash	99	499
Prepaid expenses and other current assets	606	859
Total current assets	4,132	15,181
Non-current restricted cash	0	99
Land, buildings, and equipment	4,516	21,731
Operating lease right-of-use assets	13,615	0
Other non-current assets	158	183
Total assets	22,421	37,194
Current liabilities:
Accounts payable	340	1,260
Accrued expenses	173	339
Accrued compensation	107	2,522
Due to related parties	175	172
Current portion of financing lease obligations	97	370
Common stock warrants	291	0
Other current liabilities	479	191
Total current liabilities	1,662	4,854
Financing lease obligations	0	17,506
Operating lease obligations	13,447	0
Other non-current liabilities	79	702
Total liabilities	15,188	23,062
Stockholders' equity:
Common stock, $0.0001 par value; 275,000,000 shares authorized; 48,944,771 shares issued and 48,844,619 shares outstanding as of December 31, 2022, and 38,874,146 shares issued and 38,773,994 shares outstanding as of December 31, 2021	5	4
Additional paid-in capital	220,422	211,263
Common stock in treasury, at cost; 100,152 shares as of December 31, 2022, and December 31, 2021	(1,043)	(1,043)
Accumulated deficit	(212,151)	(196,092)
Total stockholders' equity	7,233	14,132
Total liabilities and stockholders' equity	$ 22,421	$ 37,194

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	275,000,000	275,000,000
Common stock, shares issued	48,944,771	38,874,146
Common stock, shares outstanding	48,844,619	38,773,994
Treasury stock, shares	100,152	100,152

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenue	$ 157	$ 25,987	$ 23,851
Costs of goods sold	0	28,557	35,127
Gross profit	157	(2,570)	(11,276)
Operating expenses:
Research and development	11,553	11,335	11,082
Selling, general, and administrative	10,974	15,427	20,789
Restructuring costs	0	0	685
Total operating expenses	22,527	26,762	32,556
Loss from operations	(22,370)	(29,332)	(43,832)
Gain upon extinguishment of Payroll Protection Program Loan	0	1,528	0
Interest, net	(87)	(1,414)	(878)
Non-operating income (expenses)	5,566	19	(126)
Loss before income taxes	(16,891)	(29,199)	(44,836)
Income taxes	0	0	0
Net loss	$ (16,891)	$ (29,199)	$ (44,836)
Earnings Per Share, Basic	$ (0.37)	$ (0.78)	$ (1.32)
Earnings Per Share, Diluted	$ (0.37)	$ (0.78)	$ (1.32)
Weighted Average Number of Shares Outstanding, Basic	45,997,525	37,475,763	33,882,406
Weighted Average Number of Shares Outstanding, Diluted	45,997,525	37,475,763	33,882,406
Anti-dilutive stock options, restricted stock units, performance stock units, and common stock warrants	15,960,659	6,001,405	5,552,418

CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY - USD ($) $ in Thousands	Total	ATM Facility Member	Follow-on Public Offering [Member]	Share-Based Payment Arrangement [Member]	IPO [Member]	Common Stock [Member]	Common Stock [Member] ATM Facility Member	Common Stock [Member] Follow-on Public Offering [Member]	Common Stock [Member] Share-Based Payment Arrangement [Member]	Common Stock [Member] IPO [Member]	Additional Paid-In Capital [Member]	Additional Paid-In Capital [Member] ATM Facility Member	Additional Paid-In Capital [Member] Follow-on Public Offering [Member]	Additional Paid-In Capital [Member] Share-Based Payment Arrangement [Member]	Additional Paid-In Capital [Member] IPO [Member]	Shares in Treasury [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Beginning balance at Dec. 31, 2019	$ 62,508					$ 3					$ 185,588					$ (1,043)	$ (122,057)	$ 17
Beginning balance, shares at Dec. 31, 2019						32,951,329
Net loss	(44,836)																(44,836)
Stock-based compensation	4,971										4,971
Issuance of common stock			$ 14,037					$ 1					$ 14,036
Issuance of common stock, shares								3,750,000
Shares withheld for net share settlement, shares						(17,792)
Other comprehensive income (loss)	(17)																	(17)
Issuance of common stock and payment of minimum employee taxes withheld upon net share settlement of restricted stock units, amount				$ 212										$ 212
Issuance of common stock and payment of minimum employee taxes withheld upon net share settlement of restricted stock units, shares									381,507
Ending balance, shares at Dec. 31, 2020						37,065,044
Ending balance at Dec. 31, 2020	36,875					$ 4					204,807					(1,043)	(166,893)	$ 0
Net loss	(29,199)																(29,199)
Stock-based compensation	2,090										2,090
Issuance of common stock		$ 4,139										$ 4,139
Issuance of common stock, shares							1,438,647
Issuance of common stock and payment of minimum employee taxes withheld upon net share settlement of restricted stock units, amount				$ 227										$ 227
Issuance of common stock and payment of minimum employee taxes withheld upon net share settlement of restricted stock units, shares									270,303
Ending balance, shares at Dec. 31, 2021						38,773,994
Ending balance at Dec. 31, 2021	14,132					$ 4					211,263					(1,043)	(196,092)
Net loss	(16,891)																(16,891)
Stock-based compensation	3,998										3,998
Issuance of common stock		$ 111			$ 5,051					$ 1		$ 111			$ 5,050
Issuance of common stock, shares							2,006,108			3,880,000
Issuance of common stock upon exercise of pre-funded warrants										3,880,000
Cumulative Effect Of Adoption Of Lease Accounting Standard	832																832
Issuance of common stock and payment of minimum employee taxes withheld upon net share settlement of restricted stock units, shares									304,517
Ending balance, shares at Dec. 31, 2022						48,844,619
Ending balance at Dec. 31, 2022	$ 7,233					$ 5					$ 220,422					$ (1,043)	$ (212,151)

CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
ATM Facility Member
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs		$ 0.5
Follow-on Public Offering [Member]
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	$ 0.5		$ 1.0

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating activities
Net loss	$ (16,891)	$ (29,199)	$ (44,836)
Adjustments to reconcile net loss to net cash used by operating activities:
Gain upon extinguishment of Payroll Protection Program Loan	0	(1,528)	0
Depreciation and amortization	1,534	2,338	1,869
Stock-based compensation	3,998	2,090	4,971
Unrealized (gain) loss on mark-to-market of common stock warrants	(5,120)	0	0
Changes in operating assets and liabilities:
Accounts receivable	0	4,887	(3,765)
Due to/from related parties	3	(594)	(211)
Inventory	0	1,383	1,211
Prepaid expenses and other current assets	389	3,331	(3,122)
Accounts payable	(229)	(360)	(148)
Accrued expenses	(166)	(2,542)	347
Accrued compensation	(2,415)	572	(231)
Other	(467)	811	243
Net cash used by operating activities	(19,364)	(18,811)	(43,672)
Investing activities
Sales and (purchases) of short-term investments, net	0	11,698	(11,698)
Purchases of land, buildings, and equipment	(1,520)	(497)	(1,786)
Net cash (used) provided by investing activities	(1,520)	11,201	(13,484)
Financing activities
Proceeds from common stock issuance	11,538	4,380	15,000
Costs incurred related to the issuance of stock	(1,173)	(501)	(963)
Proceeds from Payroll Protection Program loan	0	0	1,518
Repayments of financing lease obligations	(376)	(364)	(360)
Proceeds from the exercise of stock options	0	227	212
Net cash provided by financing activities	9,989	3,742	15,407
Net decrease in cash, cash equivalents, and restricted cash	(10,895)	(3,868)	(41,749)
Cash, cash equivalents, and restricted cash - beginning of period	14,421	18,289	60,038
Cash, cash equivalents, and restricted cash - end of period	$ 3,526	$ 14,421	$ 18,289

Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Organization and Summary of Significant Accounting Policies

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Overview

Calyxt, Inc. was founded in 2010 and incorporated in Delaware.

Calyxt is a plant-based synthetic biology company. The Company leverages its proprietary PlantSpring

™

technology platform to engineer plant metabolism to produce innovative, high-value, and sustainable materials and products for use in helping customers meet their sustainability targets and financial goals. The Company’s primary focus and commercialization strategy is on engineering synthetic biology solutions through its PlantSpring technology platform for manufacture using its proprietary and differentiated BioFactory

™

production system for a diverse base of target customers across a range of end markets, including the cosmeceutical, nutraceutical, and pharmaceutical industries. The Company also commercializes its PlantSpring technology platform by licensing elements of the platform and historically developed traditional agriculture seed-trait product candidates, as well as selectively developing product candidates for customers in traditional agriculture.

Prior to its IPO on July 25, 2017, the Company was a wholly owned subsidiary of Cellectis. As of December 31, 2022, Cellectis owned 49.1 percent of the Company’s issued and outstanding common stock. Cellectis has certain contractual rights as well as rights pursuant to the Company’s certificate of incorporation and bylaws, in each case, for so long as it maintains threshold beneficial ownership levels in the Company’s shares. See “Risk Factors—Although Cellectis and its affiliates hold less than a majority of the Company’s outstanding common stock, Cellectis possesses certain rights that prevent other stockholders from influencing significant decisions.”

Basis of Presentation and Use of Estimates

The Company has prepared its consolidated financial statements in accordance with accounting principles generally accepted in the United States (U.S. GAAP or GAAP) and has included the accounts of Calyxt and its subsidiary.

The preparation of consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes, including those related to revenue recognition, the net realizable value of inventories, stock-based compensation, and valuation allowances on deferred tax assets. Actual results could materially differ from these estimates.

Cash, Cash Equivalents, Restricted Cash, and Investments

All investments purchased with an original maturity of three months or less are accounted for as cash equivalents. The Company’s restricted cash balances are cash and cash equivalents deposited in an amount equal to the future rent payments as required under the Company’s equipment lease facility. The Company may request the return of excess restricted cash collateral annually in December. The amount of the restricted cash balance the Company expects to have returned in 2023 is reflected as a current asset.

The Company periodically invests its cash in high grade, highly liquid securities, and investment funds. The Company considers securities purchased with more than ninety days to their original maturity at issuance to be short-term investments. These short-term investments are classified as

available-for-sale

securities based on the Company’s intent to generally match maturities with Calyxt’s projected monthly cash usage. The Company held these securities to their planned maturity or liquidated them earlier in response to variations in the Company’s monthly cash usage.

The Company ensures the credit risk in this portfolio is in accordance with its internal policies and if necessary, makes changes to investments to ensure credit risk is minimized. The Company has not experienced any counterparty credit losses.

Accounts Receivable

Accounts receivable are unsecured and are recorded at net realizable value. The Company makes judgments as to its ability to collect outstanding receivables based upon patterns of collectability, historical experience, and its evaluation of specific accounts and will provide an allowance for credit losses when collection becomes doubtful. The Company performs credit evaluations of its customers’ financial condition on an

as-needed

basis. Payment is generally due fifteen or thirty days from the invoice date depending upon the product, and accounts past 30 days are individually analyzed for collectability. When all collection efforts have been exhausted, the account is written off.

Inventory

Inventories are recorded at the lower of cost or net realizable value and include all costs of seed production and grain the Company purchased as well as costs to store and transport the grain. As of December 31, 2020, inventory included the costs to process the grain into finished products. Consideration received from growers when they purchase seed is recorded as a reduction of inventory.

The Company evaluates inventory balances for obsolescence or estimated net realizable value on a regular basis based on the age of the inventory and its sales forecasts. At each

period-end,

the Company made assumptions regarding projected selling prices for its products considering futures market prices for the underlying agricultural markets and its associated risk management strategies, anticipated costs, and other factors that take into consideration its limited operating history and compare those prices to the current weighted average inventory costs. If the Company’s costs were higher than the projected selling prices, then a valuation adjustment was recorded.

Prior to the commercialization of its high oleic soybean products, the Company expensed all grain costs as R&D.

Forward Purchase Contracts

Under the Company’s former

go-to-market

soybean strategy, it would enter into hedging contracts to convert fixed price grain inventories and fixed price grain production agreements to floating prices, consistent with how the grain was sold.

The seed contracts often required the Company to pay prices for the seed produced at commodity futures market prices plus a premium. The seed growers had the option to fix their price with the Company throughout the term of the agreement. The Company paid a portion of the seed cost in December each year and the remainder upon delivery in either the first or second quarter of the following year.

The grain grower contracts required the Company to pay prices for all grain produced at commodity futures market prices plus a premium. The grain growers had the option to fix their price with the Company throughout the term of the agreement. The grain grower contracts allowed for delivery of grain to the Company at harvest, if so specified when the agreement was executed, otherwise delivery occurred on a date that was elected by the Company through August 31, 2021. The Company paid for grain within a contractually determined number of days following delivery and final pricing.

Upon delivery, the inventory was carried at historical cost but sold at prevailing market prices. As a result, the Company entered into hedging arrangements by selling futures contracts which converted its market exposure to these fixed prices to floating prices. By executing these hedging strategies, the Company could closely match the expected economic terms of the grain sale with the market, which helped stabilize margins until such inventory was sold. The Company did not account for these economic hedges as accounting hedges. All unrealized gains or losses on outstanding hedging contracts were recognized in Cost of Goods sold. The Company expected that any gains or losses from these hedging arrangements would be offset by gains or losses on the grain inventories when such grain inventories were sold.

Prior to August 1, 2020, the Company designated all of its commodity derivative contracts as cash flow hedges based on the nature of its business activities. As a result, all gains or losses associated with recording those commodity derivative contracts at fair value were recorded as a component of accumulated other comprehensive income (loss) (AOCI). The Company reclassified amounts from AOCI to cost of goods sold when the underlying products were sold to which those hedges related. For the year ended December 31, 2020, the Company reclassified a nominal amount from AOCI to cost of goods sold, and there were no such reclassifications in 2021 or 2022.

Land, Buildings, and Equipment

Land, buildings, and equipment are stated at cost less accumulated depreciation. Assets under capital lease are stated at the lesser of their net present value of future lease payments or fair market value. Repair and maintenance costs are expensed as incurred. The cost and accumulated depreciation of property and equipment retired, or otherwise disposed of, are removed from the related accounts, and any residual values are charged to expense. Depreciation is recorded using the straight-line method over estimated useful lives as

follows:


Buildings and improvements		10-20 years
Leasehold improvements		Shorter of lease term or 15 years
Office furniture and equipment		7 years
Assets under capital lease		4-20 years
Computer equipment and software		3-5 years
Vehicles		3-6 years

Impairment of Long-Lived Assets

The Company has a single asset group and reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of that asset group may not be recoverable. If the impairment tests indicate that the carrying value of the asset group is greater than the expected undiscounted cash flows to be generated by the asset group, further analysis is performed to determine the fair value of the asset group. To the extent the fair value of the asset group is less than its carrying value, an impairment loss is recognized equal to the amount the carrying value exceeds the fair value of the asset group. If the Company’s plans or intentions change with regard to a specific asset within the asset group, that asset’s remaining useful life is assessed, and depreciation is accelerated if necessary. Assets to be disposed of are carried at the lower of their carrying value or fair value less costs to sell. Fair value is measured using a discounted cash flow model or independent appraisals, as appropriate. The Company has not recognized any impairment losses in these consolidated financial statements.

Revenue Recognition

The Company accounts for a contract as revenue when it has approval and commitment to perform from both parties, the rights of the parties are identified, payment terms are established, the contract has commercial substance, and collectability of the consideration is probable. Changes to contracts are assessed for whether they represent a modification or should be accounted for as a new contract. The Company considers the following indicators, among

others

, when determining if it is acting as a principal in the transaction and recording revenue on a gross basis: (i) the Company is primarily responsible for fulfilling the promise to provide the specified good or service, (ii) the Company has inventory risk before the specified good or service has been transferred to a customer or after transfer of control to the customer and (iii) the Company has discretion in establishing the price for the specified good or service. If a transaction does not meet the Company’s indicators of being a principal in the transaction, then the Company is acting as an agent in the transaction and the associated revenues are recognized on a net basis.

The Company recognizes revenue when control of the good or service has passed to the customer. The following indicators are evaluated in determining when control has passed to the customer: (i) the customer has legal title to the product, (ii) the Company has transferred physical possession of the product or service to the customer, (iii) the Company has a right to receive payment for the good or service, (iv) the customer absorbs the significant risks and rewards of ownership of the good and (v) the customer has accepted the good.

The Company generally does not incur costs to obtain new contracts.

Performance Obligations

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s contracts may contain multiple performance obligations if a promise to transfer the individual good or service is separately identifiable from other promises in the contracts and, therefore, is considered distinct. Performance obligations that are not considered distinct are combined with other goods or services in the contract until that combination meets the distinct criteria above. For contracts with multiple performance obligations, the Company determines the standalone selling price of each performance obligation and allocates the total transaction price using the relative selling price basis.

The following is a description of the principal goods and services from which the Company generates revenue:

Product Sales

Historically, the Company sold soybean grain, oil, and meal. The Company recognized sales revenue at the point in time that title transferred to the customer, which was based on shipping terms. Sales included shipping and handling charges if billed to the customer and were reported net of trade promotion and other costs, including estimated allowances for returns, unsalable products, and prompt pay discounts. Sales, use, value-added, and other excise taxes were not recognized in revenue. Trade promotions were recorded based on estimated participation and performance levels for offered programs at the time of sale. The Company generally did not allow a right of return.

During 2021 and 2020, the Company sold soybean grain to a processor and subsequent to the sale they utilized the Company’s rented third-party storage facility to hold the grain until such time they requested it be delivered. The Company was responsible for all handling charges and delivery activities. In those instances, the Company recognized revenue from the sale of grain to the processor upon the transfer of the control of the grain, which was determined to be at the time of the issuance of the purchase order and assignment of warehouse receipts to the customer. The Company determined that the reason for the arrangement was substantive, in that the customer had requested the arrangement, the product was separately identified as belonging to the customer, the product was ready for physical transfer, and the Company did not have the ability to use the product or direct it to another customer. The Company concluded that any remaining performance obligations (e.g., for custodial services) were immaterial in relation to the contract. The Company concurrently accrued all estimated future storage, handling, and delivery costs associated with that sale. All arrangements of this nature were completed prior to December 31, 2021.

In certain transactions occurring in the third quarter of 2020, the Company sold grain to a processor with a commitment to provide consideration to the processor in exchange for the soybean meal resulting from the grain crushing activity. The Company determined the consideration payable to the processor was not in exchange for a distinct good or service, as the soybean meal was considered highly interrelated to the grain because they both possess Calyxt specific genetic traits, and the transactions were entered into in contemplation of one another, and therefore, were not considered to be distinct within the context of the contract. For these transactions, the Company recognized revenue from the sale of grain in the amount of the final net cash settlement with the processor, as the consideration payable to the processor was treated as a reduction of revenue.

Technology Licensing

The Company recognizes revenue from license agreements, which may consist of nonrefundable

up-front

payments, milestone payments, annual licensing fee payments, royalty payments, and payments for services.

Nonrefundable

up-front

payments are deferred and recognized as revenue over the term of the license agreement. If a license agreement is terminated before the original term of the agreement is fulfilled, all remaining deferred revenue is recognized at termination.

Annual licensing fee payments are generally associated with services in the contract and are recognized over time as the customer receives the benefits of the services. If necessary, the Company establishes and increases a contract asset as the revenue is recognized. For these types of payments, the Company recognizes revenue using an input method, such as the completed contract or time elapsed methods, or an output method, such as the work performed or units produced methods. The Company will apply each method of revenue recognition consistently for like contracts and assess any revenue estimates periodically for cumulative adjustments.

In certain instances, the receipt of payments in these arrangements are dependent upon the achievement of certain scientific, regulatory, commercial, or other milestones. The Company recognizes milestone payments when the triggering event has occurred, there are no further contingencies or services to be provided with respect to that event, and the counterparty has no right to refund of the payment.

Royalty revenues are expected to arise following the commercialization of products developed using the licensed technology by the counterparty to the license agreement. The royalties may be a percentage of sales or another measurement achieved by the licensee. Royalty revenues will be recognized at the later of (i) when the licensee is generating sales subject to royalty payments or (ii) the performance obligation to which the sales-based or usage-based royalties relates has been satisfied.

Product Development Agreements

The Company recognizes revenue from product development agreements, which may consist of nonrefundable

up-front

payments, milestone payments, annual payments, and payments for services.

Nonrefundable

up-front

payments are recognized as revenue over the term of the development agreement. If a development agreement is terminated before the original term of the agreement is fulfilled, all remaining deferred revenue is recognized at termination.

In certain instances, the receipt of payments in these arrangements are dependent upon the achievement of certain scientific, regulatory, commercial, or other milestones. Milestone payments are considered variable consideration which are evaluated against the Company’s performance obligations for determination of when it is appropriate to recognize revenue. For purposes of revenue recognition, the Company considers whether the performance obligation is achieved, which may be (i) when a triggering event has occurred, (ii) there are no further contingencies or services to be provided with respect to that event, and (iii) the customer has no right to require refund of their payment. The Company recognizes milestone payments as revenue when it is highly probable that any revenue recognized will not be subsequently reversed.

Annual payments are generally associated with services in the contract and are recognized over time as the customer receives the benefits of the services. If necessary, the Company establishes and increases a contract asset as the revenue is recognized. For these types of payments, the Company recognizes revenue using an input method, such as the completed contract or time elapsed methods, or an output method, such as the work performed or units produced methods. The Company will apply each method of revenue recognition consistently for like contracts and assess any revenue estimates periodically for cumulative adjustments.

Agreements for the performance of R&D services and cost reimbursements are recognized as revenue over time based on work performed.

Collaborative Arrangements

For arrangements that do not represent contracts with a customer, the Company analyzes the transaction to assess whether the arrangement involves joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards that are dependent on the commercial success of such activities. The Company had no such arrangements as of December 31, 2022.

Advertising Costs

The Company expenses advertising costs as incurred.

Research and Development Expenses

The Company recognizes R&D expenses as incurred. These expenses consist of direct costs for R&D and

R&D-related

allocations of overhead costs such as facilities and information technology costs. Costs incurred in connection with customer-funded activities are expensed as incurred. Costs to acquire technologies that are utilized in R&D that have no alternative future use are expensed as incurred. Prior to the commercialization of the Company’s soybean product, the Company expensed all grain costs as R&D.

Patents

The Company expenses patent costs, including related legal costs, as incurred. Costs to write and support the research for filing patents are recorded as R&D expenses in the statements of operations. Costs to maintain,

in-license,

and defend patents are recorded as SG&A expenses in the statements of operations.

Stock-Based Compensation

The Company generally measures the fair value of employee and nonemployee stock-based awards on their grant date and records compensation expense on a straight-line basis over the related service period of the award, which is generally the vesting period. The Company uses the Black-Scholes option pricing model to value its stock option awards. The Company generally measures compensation expense for grants of restricted stock units using the Company’s share price on the date of grant. The Company uses a Monte Carlo simulation pricing model when estimating the fair values of PSUs. The Company estimates fair values and accounts for employee and nonemployee awards in a similar manner.

Due to the Company’s limited history, it does not always have sufficient historical stock option activity to make predictive assumptions based solely on its stock or stock option activity for the Black-Scholes option pricing model. As a result, the Company may need to use data from other comparable public companies or alternative calculation methods to make predictive assumptions.

The Company estimates its future stock price volatility using the weighted-average historical volatility calculated from a group of comparable public companies over the expected term of the option. The group of comparable public companies is determined by management on an annual basis. When selecting a comparable company, management considers relevant factors including industry and strategy, size, maturity, and financial leverage. The comparable companies used by management to calculate expected volatility may change from

year-to-year

because of changes in those factors and because a new comparable company may become publicly traded.

The expected term of stock options is estimated using the average of the vesting tranches and the contractual life of each grant for employee options, or the simplified method, as the Company has limited historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior for its stock option grants.

Due to the limited historical experience of the Company’s stock awards program, it has elected to account for forfeitures of awards as they occur. If an award is forfeited prior to vesting, the associated reduction in expense is

reflected net in stock-based compensation expense in that period. Stock-based compensation expense is recorded in R&D and SG&A expenses in the Company’s consolidated statements of operations.

Income Taxes

Current income taxes are recorded based on statutory obligations for the current

perating period for the jurisdictions in which the Company has operations.

Deferred taxes are provided on an asset and liability method, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when the Company believes it is more likely than not that some portion or all the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Foreign Currency Transactions

Transactions in foreign currencies are translated at the exchange rates effective on the transaction dates. Assets and liabilities denominated in foreign currencies are translated at the

period-end

exchange rate. Foreign currency gains and losses are recognized in

non-operating

expenses in the consolidated statements of operations.

Foreign currency fluctuations affect the Company’s foreign currency cash flows related primarily to payments to Cellectis. The Company’s principal foreign currency exposure is to the euro. The Company does not hedge these exposures, and it does not believe that the current level of foreign currency risk is significant to its operations.

Net Loss Per Share

Due to the Company’s net loss position for the years ended December 31, 2022, 2021, and 2020, all its outstanding stock options, restricted stock units, PSUs, and Common Warrants are considered anti-dilutive and excluded from the calculation of net loss per share. Accordingly, the treasury method was not used in determining the number of anti-dilutive stock options and restricted stock units.

Recently Issued Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU)

No. 2016-02,

Leases (Topic 842) and in July 2018, ASU

No. 2018-10,

Codification Improvements to Topic 842, Leases, and ASU

2018-11,

Leases (Topic 842) – Targeted Improvements (collectively, the New Lease Standard). The New Lease Standard requires lessees to record assets and liabilities on the balance sheet for all leases with terms longer than 12 months. The New Lease Standard establishes ROU model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as either finance or operating, with the classification affecting the pattern of expense recognition in the income statement.

The Company adopted the New Lease Standard as of January 1, 2022, using the transition method which does not require revisions to comparative periods. The Company elected to implement the transition package of practical expedients permitted within the New Lease Standard, which among other things, allows it to carryforward the historical lease classification. In addition, the Company elected the hindsight practical expedient to determine the lease term for existing leases and it also made an accounting policy election to not record leases with an initial term of 12 months or less on its consolidated balance sheet.

associated liability. The Company assessed the elements of its lease agreement and upon adoption, recorded an operating lease associated with the sale leaseback of land component of the lease, and a second operating lease associated with the building component of the lease. The Company recorded operating lease assets and liabilities

of $14.1 million within its consolidated balance sheet as of January 1, 2022. The New Lease Standard had no impact on the Company’s consolidated statements of operations or cash flows. The $0.8 million cumulative effect of the adoption of the New Lease Standard was recorded to stockholders’ equity. See Note 8 for further information regarding the Company’s leases.

In June 2016, the FASB issued ASU

No. 2016-13,

“Financial Instruments – Credit Losses (Topic 326)” (ASU

2016-13).

ASU

2016-13

creates accounting requirements on how to account for credit losses on most financial assets and certain other instruments. This will require the estimation of lifetime expected credit losses and corresponding recognition of allowance for losses on trade and other receivables, loans, and other instruments held at amortized cost. The ASU requires certain recurring disclosures and is effective for annual periods, and interim periods within those annual periods, beginning on or after December 15, 2023. The Company is analyzing the impact of this standard on its results of operations and financial position.

Going Concern	12 Months Ended
Going Concern	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	2. GOING CONCERN The Company has incurred losses since its inception. The Company’s net loss was $16.9 million for the year ended December 31, 2022, and it used $19.4 million of cash for operating activities for the year ended December 31, 2022. The Company’s primary sources of liquidity are its cash and cash equivalents, with additional liquidity accessible, subject to market conditions and other factors, including limitations that may apply to the Company under applicable SEC and Nasdaq Capital Market (Nasdaq) regulations, from the capital markets, including under the Open Market Sale Agreement SM with Jefferies LLC (as amended, the ATM Facility). As of December 31, 2022, the Company had $3.5 million of cash, cash equivalents, and restricted cash. The Company’s restricted cash is associated with its equipment financing leases and was $0.1 million as of December 31, 2022, and will be returned following the payoff of the lease obligations in 2023. Current liabilities were $1.7 million as of December 31, 2022. On October 3, 2022, the Company entered into an amendment to the Open Market Sale Agreement with Jefferies for the ATM Facility that enables it, subject to the applicable baby shelf rules described below, to offer and sell up to 15,661,000 shares of its common stock. At its discretion, the Company determines the timing and number of shares to be issued under the ATM Facility. During the fourth quarter of 2022, the Company issued approximately 2.0 million shares of common stock under the ATM Facility for proceeds of $0.1 million net of commissions and payments for other share issuance costs. From December 31, 2022, through the date of this report, the Company has not issued any additional shares under the ATM Facility. During the February 2022 Offering, the Company issued 3,880,000 shares of its common stock, Pre-Funded Warrants to purchase up to 3,880,000 shares of its common stock, and Common Warrants to purchase up to 7,760,000 shares of its common stock in the Follow-On Offering. In the aggregate, the Company received net proceeds of $10.0 million, after deducting approximately $0.9 million of underwriting discounts and estimated other offering expenses. The Company has incurred losses since its inception and anticipates that it will continue to generate losses for the next several years. Over the longer term and until the Company can generate cash flows sufficient to support its operating capital requirements, it expects to finance a portion of future cash needs through (i) cash on hand, (ii) commercialization activities, which may result in various types of revenue streams from (a) future product development agreements and technology licenses, including upfront and milestone payments, annual license fees, and royalties; and (b) product sales from its proprietary BioFactory production system; (iii) government or other third-party funding, (iv) public or private equity or debt financings, or (v) the execution of an alternative strategic transaction pursuant to the board of directors’ ongoing evaluation process, or (vi) a combination of the foregoing. However, capital generated by commercialization activities, if any, is expected to be received over a period of time and near-term additional capital may not be available on reasonable terms, if at all. Although the Company has access to the ATM Facility, based on the Company’s public float, as of the date of the filing of this Annual Report, the Company is only permitted to utilize a “shelf” registration statement for primary offerings, including the registration statement under which the ATM Facility is operated, subject to Instruction I.B. 6 to Form S-3, which is referred to as the “baby shelf” rules. For so long as the Company’s public float is less than $ 75,000,000 , it may not sell more than the equivalent of one-third of its public float during any 12 consecutive months pursuant to the baby shelf rules. While alternative public and private transaction structures may be available, these may require additional time and cost, may result in substantial dilution to existing stockholders, particularly in light of the Company’s current stock price, may impose operational restrictions on the Company, and may not be available on attractive terms or at all. Accordingly, the Company continuously assesses market conditions and available financing alternatives. The Company’s ability to continue as a going concern will depend on its ability to obtain additional public or private equity or debt financing, obtain government or private grants and other similar types of funding, to consummate an alternative strategic transaction, attain further operating efficiencies, reduce or contain expenditures, and, ultimately, to generate revenue. The Company believes that its cash, cash equivalents, and restricted cash as of December 31, 2022, considering continuing actions taken to reduce its operating expenses to enable the Transactions to close, the legal settlement discussed in Note 8 to the consolidated financial statements, and funding to be provided by Cibus are sufficient to fund its operations through the second quarter of 2023. The Company’s management has concluded there is substantial doubt regarding its ability to continue as a going concern because it will need to raise additional capital to support its business plan for a period of 12 months or more from the date of this filing. The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above. Management has implemented various cost reduction and other cash-focused measures to manage liquidity. If the Company is unable to raise additional capital in a sufficient amount or on acceptable terms or to consummate an alternative strategic transaction, the Company may have to implement increasingly stringent cost saving measures and significantly delay, scale back, or cease operations, in part or in full. If the Company raises additional funds through the issuance of additional debt or equity securities, including as part of a strategic alternative, it could result in substantial dilution to its existing stockholders and increased fixed payment obligations, and these securities may have rights senior to those of the Company’s shares of common stock. Any of these events could significantly harm the Company’s business, financial condition, and prospects.

Financial Instruments Measured at Fair Value and Concentrations of Credit Risk

12 Months Ended

Dec. 31, 2022

Text Block [Abstract]

Financial Instruments Measured at Fair Value and Concentrations of Credit Risk

3. FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE AND CONCENTRATIONS OF CREDIT RISK

Financial Instruments Measured at Fair Value and Financial Statement Presentation

Financial instruments including cash and cash equivalents, restricted cash, accounts payable, and all other current liabilities have carrying values that approximate fair value. The Company measures Common Warrants on a quarterly basis. The accounting guidance establishes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as of the measurement date as follows:

Level 1: Fair values are based on unadjusted quoted prices in active trading markets for identical assets and liabilities.

Level 2: Fair values are based on observable quoted prices other than those in Level 1, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.

Level 3: Fair values are based on at least one significant unobservable input for the asset or liability.

Fair Value Measurements and Financial Statement Presentation

As of December 31, 2021, the Company had no financial instruments measured at fair value. The fair values of the Company’s financial instruments measured at fair value and their respective levels in the fair value hierarchy as of December 31, 2022, were as follows:


	December 31, 2022								December 31, 2022
	Fair Values of Assets								Fair Values of Liabilities
In Thousands	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Other items reported at fair value:
Common stock warrants	$	—	$	—	$	—	$	—	$	—	$	—	$	291	$	291
Total	$	—	$	—	$	—	$	—	$	—	$	—	$	291	$	291

The Company estimates the fair value of the Common Warrants as of the date of issuance and at the end of every fiscal period using a Black-Scholes option pricing model, which requires it to make predictive assumptions regarding future stock price volatility and dividend yield. The Company estimates the risk-free interest rate based on the United States Treasury

zero-coupon

yield curve for the remaining life of the Common Warrants. The Company estimates its future stock price volatility using its historical volatility over the remaining life of the Common Warrants. The Company does not pay dividends and does not expect to pay dividends in the foreseeable future.

The estimated fair values of the Common Warrants, and the assumptions used for the Black-Scholes option pricing model were as

follows:


	As of December 31, 2022
Estimated fair value of Common Warrants:	$	0.04
Assumptions:
Expected term to liquidation (in years)		4.6
Expected volatility		85.0	%
Risk-free interest rate		4.0	%

As of December 31, 2022, the Company had no other financial instruments measured at fair value.

The

non-current

portion of the Company’s financing lease obligations are also considered a financial instrument, which the Company measures at fair value for disclosure purposes. It is a Level 2 liability and as of December 31, 2021, it had a fair value of $14.5 million. There is no

non-current

portion of the financing lease obligation at December 31, 2022.

Concentrations of Credit Risk

The Company invests its cash, cash equivalents, and restricted cash in highly liquid securities and investment funds. The Company diversifies the risk associated with investing in securities by allocating its investments to a diverse portfolio of short-dated, high investment-grade securities, which it classifies as short-term investments that are recorded at fair value in its consolidated financial statements. The Company maintains the credit risk in this portfolio in accordance with its internal policies and if necessary, makes changes to investments to minimize credit risk. The Company has not experienced any counterparty credit losses. As of December 31, 2022, the Company did not hold any short-term investments.

Related-Party Transactions	12 Months Ended
Related-Party Transactions	Dec. 31, 2022
Related Party Transactions [Abstract]
Related-Party Transactions	4. RELATED-PARTY TRANSACTIONS The Company is party to several agreements that govern its relationship with Cellectis, some of which require the Company to make payments to Cellectis. Pursuant to the Company’s management services agreement with Cellectis, it incurred no management fee expenses in 2022, and it incurred nominal management fee expenses in 2021 and 2020. Cellectis has also guaranteed the lease agreement for the Company’s headquarters. Cellectis’ guarantee of the Company’s obligations under the lease will terminate at the end of the second consecutive calendar year in which the Company’s tangible net worth exceeds $300 million. The Company agreed to indemnify Cellectis for any obligations incurred by Cellectis under its guaranty of the obligations under the lease, effective upon Cellectis’ ownership falling to 50 percent or less of the Company’s outstanding common stock. This indemnification obligation was triggered in October 2022. TALEN ® is the Company’s primary gene editing technology. TALEN ® technology was invented by researchers at the University of Minnesota and Iowa State University and exclusively licensed to Cellectis. The Company obtained an exclusive license for the TALEN ® technology for commercial use in plants from Cellectis. The Company also licenses other technology from Cellectis. Cellectis is entitled to royalties on any revenue the Company generates from sales of products less certain amounts as defined in the license agreement, royalties on certain cumulative revenue thresholds, and a percentage of any sublicense revenues. The Company has incurred nominal license and royalty fees for the years ended December 31, 2022, 2021, and 2020.

Stockholders' Equity

12 Months Ended

Dec. 31, 2022

Federal Home Loan Banks [Abstract]

Stockholders' Equity

5. STOCKHOLDERS’ EQUITY

Preferred Stock

Preferred stock of 50.0 million shares, with a $0.0001 par value, is authorized but unissued.

Follow-on

Public Offerings

During the February 2022 Offering, the Company issued 3,880,000 shares of its common stock,

Pre-Funded

Warrants to purchase up to 3,880,000 shares of its common stock, and Common Warrants to purchase up to 7,760,000 shares of its common stock. The aggregate offering price for each share of common stock and accompanying Common Warrant was $1.41 per share. The aggregate offering price for each

Pre-Funded

Warrant and accompanying Common Warrant was $1.4099 per share. In the aggregate, the Company received net proceeds of $10.0 million, after deducting approximately $0.9 million of underwriting discounts and estimated other offering expenses.

Pre-Funded

Warrants

Each

Pre-Funded

Warrant entitled the holder to purchase one share of the Company’s common stock at an exercise price of $0.0001 per share. The

Pre-Funded

Warrants were recorded as a component of stockholders’ equity within additional

paid-in

capital. The

Pre-Funded

Warrants were exercised in full on May 4, 2022, and subsequently settled with the counterparty.

Common Stock Warrants

Each Common Warrant entitles the holder to purchase one share of common stock at an exercise price of $1.41 per share. The Common Warrants became exercisable on August 23, 2022, and expire on August 23, 2027. The Common Warrants are recorded as a liability in the Company’s consolidated balance sheet. Per the terms of the Common Warrants, a holder of an outstanding warrant is not entitled to exercise any portion of such warrant if, upon exercise of such portion of the warrant, the holder’s ownership of the Company’s common stock (together with its affiliates) or the combined voting power of the Company’s securities beneficially owned by such holder (together with its affiliates) would exceed the 4.99 percent after giving effect to the exercise.

Warrant transactions for the year ended December 31, 2022, are as

follows:


	Number of Pre-Funded Warrants		Weighted Average Exercise Price		Number of Common Warrants		Weighted Average Exercise Price
Outstanding as of December 31, 2021:
Issued		3,880,000	$	0.0001		7,760,000	$	1.41
Forfeited/canceled		—		—		—		—
Exercised		3,880,000	$	0.0001		—

Outstanding as of December 31, 2022:		—		—		7,760,000	$	1.41

Exercisable as of December 31, 2022:		—		—		7,760,000	$	1.41

On October 20, 2020, the Company completed a

follow-on

offering of its common stock. It sold an aggregate of 3,750,000 shares of common stock at a price of $4.00 per share. In the aggregate, the Company received net proceeds from the

follow-on

offering of $14.0 million, after deducting $1.0 million of placement and agent fees and other offering expenses. As part of the

follow-on

offering, Cellectis purchased 1,250,000 shares of common stock for a value of $5.0 million, the proceeds of which are included in the net proceeds of $14.0 million.

ATM Facility

On September 21, 2021, the Company entered into an ATM Facility with Jefferies LLC, as sole selling agent. The Company issued approximately 1.4 million shares of common stock under the ATM Facility in 2021. In the aggregate, the Company received net proceeds from the ATM Facility of $4.1 million through early January 2022.

On October 3, 2022, the Company entered into an amendment to the Open Market Sale Agreement that

enables

it, subject to the applicable baby shelf rules, to offer and sell up to

15,661,000

shares of its common stock. At its discretion, the Company determines the timing and number of shares to be issued under the ATM Facility. During the fourth quarter of 2022, the Company issued approximately

2.0

million shares of common stock under the ATM Facility for proceeds of $

0.1

million net of commissions and payments for other share issuance costs. From December 31, 2022, through the date of this report, the Company has not issued any additional shares under the ATM Facility.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 505
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

6. STOCK-BASED COMPENSATION

The Company uses broad-based stock plans to attract and retain highly qualified officers and employees and to help ensure that management’s interests are aligned with those of its shareholders. The Company has also granted equity-based awards to directors, nonemployees, and certain employees of Cellectis.

In December 2014, the Company adopted the 2014 Plan, which allowed for the grant of stock options, and in June 2017, it adopted the 2017 Plan, which allowed for the grant of stock options, restricted stock units, PSUs, and other types of equity awards.

On February 19, 2021, James Blome ceased serving as the Company’s Chief Executive Officer. The Company recorded a benefit to earnings from a $2.5 million recapture of

non-cash

stock compensation expense from the forfeiture of Mr. Blome’s unvested stock options, restricted stock units, and PSUs.

On July 16, 2021, the Company filed a Registration Statement on Form

S-8

with the SEC which registered an additional 4,299,904 shares of common stock that may be issued or delivered and sold pursuant to the 2017 Plan and 600,000 shares of common stock that may be issued or delivered and sold pursuant to the Calyxt, Inc. Inducement Plan. Shares of common stock are issuable under the Inducement Plan upon the settlement of PSUs which were granted to Mr. Michael A. Carr in July 2021 as a material inducement to accept employment as the Company’s President and Chief Executive Officer.

As of December 31, 2022, 2,718,149 shares were registered and available for grant under effective registration statements, while 3,112,568 shares were available for grant in the form of stock options, restricted stock, restricted stock units, and PSUs under the 2017 Plan. Stock-based awards currently outstanding also include awards granted under the 2014 Plan and the Inducement Plan. No further awards will be granted under either the 2014 Plan or the Inducement Plan.

Stock Options

The estimated fair values of stock options granted, and the assumptions used for the Black-Scholes option pricing model were as

follows:


	Year ended December 31,
	2022			2021			2020
Estimated fair values of stock options granted	$	0.86		$	3.61		$	3.24
Assumptions:
Risk-free interest rate		1.9% - 3.5	%		0.6% - 1.2	%		0.3% - 1.7	%
Expected volatility		89.7% - 92.8	%		80.1% - 91.0	%		77.4% - 81.2	%
Expected term (in years)		5.5 - 6.9			5.5 - 6.5			6.0 - 10.0

The Company estimates the fair value of each option on the grant date, or other measurement date if applicable, using a Black-Scholes option pricing model, which requires it to make predictive assumptions regarding employee exercise behavior, future stock price volatility, and dividend yield. The Company estimates the risk-free interest rate based on the United States Treasury

zero-coupon

yield curve at the date of grant for the expected term of the option. The Company estimates its future stock price volatility using the weighted-average historical volatility calculated from a group of comparable public companies over the expected term of the option. The expected term of stock options is estimated using the average of the vesting tranches and the contractual life of each grant for employee options, or the simplified method, as the Company has limited historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior for its stock option grants. The use of the simplified method is dependent upon the type of equity award granted and the term of the award. The Company does not pay dividends and does not expect to pay dividends in the foreseeable future.

Option strike prices are set at 100 percent or more of the closing share price on the date of grant and generally vest over

three

to six years following the grant date. Options generally expire

10 years

after the date of grant.

Information on stock option activity is as

follows:


	Options Exercisable		Weighted- Average Exercise Price Per Share		Options Outstanding			Weighted- Average Exercise Price Per Share
Balance as of December 31, 2021		2,789,110	$	10.23		4,658,405		$	9.47
Granted						1,609,000			1.12
Exercised						—			—
Forfeited or expired						(425,952	)		7.02
Balance as of December 31, 2022		3,396,624	$	9.94		5,841,453		$	7.35

Stock-based compensation expense related to stock option awards was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expense	$	2,031	$	1,850	$	3,371

As of December 31, 2022, options outstanding and exercisable had

aggregate intrinsic value and the weighted average remaining contractual term was

5.0

years as of that date.

Net cash proceeds from the exercise of stock options less shares used for minimum withholding taxes and the intrinsic value of options exercised were as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Net cash proceeds	$	—	$	227	$	212
Intrinsic value of options exercised	$	—	$	344	$	179

As of December 31, 2022, unrecognized compensation expense related to

non-vested

stock options was $3.1 million. This expense will be recognized over 22 months on average.

Restricted Stock Units

The Company grants restricted stock units which generally vest over three to five years after the date of grant. Information on restricted stock unit activity is as

follows:


	Number of Restricted Stock Units Outstanding			Weighted- Average Grant Date Fair Value
Unvested balance at December 31, 2021		571,303		$	6.15
Granted		1,077,600			1.26
Vested		(303,728	)		6.39
Forfeited		(115,969	)		4.14

Unvested balance at December 31, 2022		1,229,206		$	1.99

The total grant-date fair value of restricted stock unit awards that vested was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Grant-date fair value	$	1,940	$	1,489	$	3,122

Information on the weighted average grant date fair value of restricted stock units issued was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Weighted average grant date fair value	$	1.26	$	4.59	$	6.54

Stock-based compensation expense related to restricted stock units was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expense	$	1,318	$	224	$	1,155

As of December 31, 2022, unrecognized compensation expense related to restricted stock units was $1.2

million.

This expense will be recognized over 22 months on average.

The Company accounts for stock-based compensation awards granted to employees of Cellectis as deemed dividends. The Company recorded deemed dividends as follows:


	Year ended December 31,
In Thousands	2022		2021			2020
Deemed dividends from grants to Cellectis employees	$	90	$	(289	)	$	1,168

Performance Stock Units

From

time-to-time,

the Company issues PSUs to certain individuals in management in order to align their objectives with stockholders of the Company. Depending upon the type of PSU award, the Company uses a Monte Carlo simulation pricing model when estimating the fair values of these awards.

2022 Grant

In March 2022, the Company granted 530,000 PSUs under the 2017 Plan to five employees including four executive officers. The PSUs include three annual performance periods (2022, 2023, and 2024) and target performance levels for each of those periods linked to the achievement of Company objectives as determined annually for the respective period by the Compensation Committee. Once the annual objectives are approved, the associated expense will be recognized on a straight-line basis over the period through the determination date, which can be no later than March 15 of the following year. Earned awards will be settled in shares of Company stock no later than the March 15 determination date in the following calendar year. The grant date for the tranche of awards linked to 2022 performance is May 4, 2022. Determination of expense for the 2023 and 2024 tranches of PSUs will be made when the associated business objectives are determined. See Note 14 for more information about the vesting of these PSU awards.

2021 Grant

In July 2021, the Company granted 600,000 PSUs under the Inducement Plan to Mr. Carr. The PSUs will vest if the Company’s stock remains above three specified price levels for 30 calendar days over the three-year performance period. The PSUs will be settled in unrestricted shares of the Company’s common stock on the vesting date.

The estimated fair values of PSUs granted in 2021 and the assumptions used were as follows:

Estimated fair values of performance stock units granted:


At least $12 per share	$	2.16
At least $15 per share	$	1.89
At least $20 per share	$	1.55
Assumptions:
Expected term (in years)		3.0
Expected volatility		90.0	%
Risk-free interest rate		0.4	%

The Company estimated the fair value of each tranche of the PSUs on the grant date using the Monte Carlo simulation pricing model, which required it to make predictive assumptions as to the expected term of the grant, future stock price volatility, and dividend yield. The expected term represents the expected service period of the PSUs granted. Expected volatility was based on the historical volatility of the Company’s common stock over the expected term. The Company estimates the risk-free interest rate based on the United States Treasury

zero-coupon

yield curve at the date of grant for the expected term of the option.

2019 Grant forfeitures

In June 2022, PSU grants made to two executive officers in 2019 were forfeited because the underlying performance criteria were not met. These PSUs contained a market condition and had a five-year service period. The Company will continue to expense these PSUs over the remaining service period for these two executive officers. During 2021, the Company recognized a benefit from the forfeiture of 166,667 PSUs held by Mr. Blome, its former Chief Executive Officer.

PSU activity for the year ended December 31, 2022, is as follows:


	Number of PSUs
Outstanding as of December 31, 2021:		745,000
Issued		530,000
Forfeited/canceled		(145,000	)
Awarded		—

Outstanding as of December 31, 2022:		1,130,000

Stock-based compensation expense related to PSUs is as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expenses	$	649	$	16	$	445

As of December 31, 2022, unrecognized compensation expense related to PSUs was $0.9 million. This expense will be recognized over 19 months on average.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

7. INCOME

TAXES

The following table reconciles the United States statutory income tax

rate

to the Company’s effective income

tax

rate:


	Year ended December 31,
	2022			2021			2020
United States statutory rate		21.0	%		21.0	%		21.0	%
State tax, net of federal benefit		1.0	%		1.0	%		4.2	%
Stock-based compensation		(1.7	%)		(0.7	%)		(0.5	%)
Officer compensation		(1.4	%)		1.5	%		(1.0	%)
Deferred rate change		—	%		—	%		—	%
R&D credit		2.2	%		1.4	%		0.8	%
PPP Loan		—	%		1.1	%		—	%
Unrealized (gain) loss on mark-to-market of common stock warrants		6.4	%		—	%		—	%
Other		—	%		0.1	%		(0.1	)%
Change in valuation allowance		(27.5	%)		(25.4	%)		(24.4	%)

Effective income tax rate		—	%		—	%		—	%

Deferred assets and liabilities consist of the following:


	December 31,
In Thousands	2022			2021			2020
Net operating losses	$	40,914		$	38,671		$	33,392
Stock-based compensation		2,950			2,724			2,531
Financing lease obligations		—			3,820			4,574
Operating lease ROU liabilities		2,921			—
Tax credit carry forwards		3,685			3,210			2,577
Capitalized R&D		2,183			—
Compensation		14			514			339
Derivative liability		—			—			703
Other		124			143			391

Gross deferred tax assets		52,791			49,082			44,507
Less valuation allowance		(49,843	)		(45,369	)		(39,898	)

Net deferred tax assets		2,948			3,713			4,609
Fixed assets		(89	)		(3,667	)		(4,609	)
Operating lease ROU assets		(2,859	)		—
Other		—			(46	)		—

Gross deferred tax liabilities		(2,948	)		(3,713	)		(4,609	)
Net deferred tax asset or liability	$	—		$	—		$	—

The Company provides for a valuation allowance when it is more likely than not that it will not realize a portion of the deferred tax assets. The Company has established a full valuation allowance for deferred tax assets described above due to the uncertainty that enough taxable income will be generated in the taxing jurisdiction to utilize the assets. Therefore, the Company has not reflected any benefit of such deferred tax assets in the accompanying consolidated financial statements.

The Company has $239.2 million of tax loss carryforwards. Of this amount, $55.2 million are state operating loss carryforwards and $184.0 million are federal operating loss carryforwards. The federal carryforward periods are as follows: $142.0 million do not expire and $41.9 million expire between 2032 and 2037. The state net operating losses will expire between 2027 and 2041, with some amounts having indefinite carryover. The Company also has federal and state R&D credit carryovers of $2.6 million and $1.3 million, which will expire between 2032 and 2042.

The Company is subject to federal income taxes in the United States as well as various state and local jurisdictions. The Company has reviewed its tax positions and concluded that no liability for uncertain tax positions is required as of December 31, 2022. The Company will classify any future interest and penalties as a component of income tax expense if incurred.

The Company does not expect the amount of uncertain tax positions to change significantly in the next 12 months. The Company’s major taxing jurisdictions are in the United States, at both the federal and state levels. The number of years open for examination varies depending on the tax jurisdiction but are generally from three to five years.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Leases, Other Commitments, and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Leases, Other Commitments, and Contingencies

8. LEASES, COMMITMENTS, AND CONTINGENCIES

Litigation and Claims

In the fourth quarter of 2022, the Company reached a settlement with one of its technology vendors regarding alleged intellectual property infringement. As a result of the settlement, the Company received $0.75 million in the fourth quarter of 2022. See Note 14 for further information regarding this legal settlement.

The Company is not currently a party to any other material pending legal proceedings.

Sale-Leaseback of Headquarters and Laboratory Facilities

In September 2017, the Company consummated a sale-leaseback transaction with a third party for its corporate headquarters and laboratory facilities in Roseville, Minnesota, which encompasses approximately 44,000 square feet including office and lab space, the first pilot BioFactory production system, greenhouses, and outdoor research plots. The Company is deemed the owner for accounting purposes. The lease has a te

of twenty years and includes four options to each extend the lease for five years subject to there being no default under the lease terms beyond any cure period and the Company occupying the property at the time of extension. In 2017, the Company received $7.0 million in connection with the sale of the land and uncompleted facility.

The lease commenced in May 2018. Under the lease, the Company pays an annual base rent of eight percent of the total project cost with scheduled increases in rent of 7.5 percent on the sixth, eleventh, and sixteenth anniversaries of the start of the lease commencement as well as on the first day of each renewal term. Currently, the Company pays an annual base rent of $1.4 million. The first increase will occur during 2023.

The Company is also responsible for all operating costs and expenses associated with the property. If the landlord decides to sell the property, the Company has a right of first refusal to purchase the property on the same terms offered to any third party.

Concurrent with entering the lease, Cellectis guaranteed the lease agreement for the Company’s headquarters. However, the Company previously agreed to indemnify Cellectis for any obligations under this guaranty, effective upon Cellectis’ ownership falling to 50 percent or less of the Company’s outstanding common stock. Accordingly, the Company’s indemnification obligation was triggered in October 2022.

Prior to 2022, this lease was considered a failed sale leaseback based on the nature of the transactions and was reported as a financing-type lease.

As discussed in Note 1, Recently Issued Accounting Pronouncements, the Company adopted the New Lease Standard as of January 1, 2022, using the transition method which does not require revisions to comparative periods. The Company elected to implement the transition package of practical expedients permitted within the New Lease Standard, which among other things, allows it to carryforward the historical lease classification. In addition, the Company elected the hindsight practical expedient to determine the lease term for existing leases and it also made an accounting policy election to not record leases with an initial term of 12 months or less on its consolidated balance sheet.

The Company’s adoption of the New Lease Standard required it to remove the previously reported amounts for land, buildings, and equipment associated with its headquarters and laboratory facilities lease as well as the associated liability. The Company assessed the elements of its lease agreement and upon adoption, recorded an operating lease associated with the sale leaseback of land underlying the headquarter facility, and a second operating lease associated with the building. The Company recorded operating lease assets and liabilities of $14.1 million within its consolidated balance sheet as of January 1, 2022. The New Lease Standard had no impact on the Company’s consolidated statements of operations or cash flows. The $0.8 million cumulative effect of the adoption of the New Lease Standard was recorded to stockholders’ equity.

The impact of adoption of the New Lease Standard on the Company’s December 31, 2021, consolidated balance sheet was as

follows:


	As Reported December 31, 2021			Adoption of Lease Standard			As Adjusted December 31, 2021
Assets
Land, buildings, and equipment	$	21,731		$	(16,543	)	$	5,188
Operating lease right-of-use assets		—			14,090			14,090

	$	21,731		$	(2,453	)	$	19,278

Liabilities and stockholders’ equity
Current portion of financing lease obligations	$	370		$	(4	)	$	366
Other current liabilities		191			276			467
Financing lease obligations		17,506			(17,371	)		135
Operating lease obligations		—			13,814			13,814
Accumulated deficit		(196,092	)		832			(195,260	)

	$	(178,025	)	$	(2,453	)	$	(180,478	)

Sale-Leaseback of Equipment

The Company also has an equipment financing arrangement that is considered a financing-type lease which matures in 2023. The Company was required to deposit cash into a restricted account in an amount equal to the future rent payments required by the lease. As of December 31, 2022, restricted cash totaled $0.1 million, and will be returned following the payoff of the lease obligations in 2023.

Recognition of Lease Liabilities

The Company records its operating lease liabilities at the present value of the future lease payments over the lease term. If the lease term includes options to extend or terminate the lease, those elements are included in the determination of lease term when it is reasonably certain that the option will be exercised. The rate used to determine the present value of future lease payments is the rate stated in the lease agreement, or if not stated, the Company’s incremental borrowing rate is used, up to an effective rate that enables the lease liability to amortize to zero over the lease term. Rent expense for operating leases is recorded in SG&A expense in the consolidated statements of operations and in operating cash flows in the consolidated statements of cash flows. The Company also records operating lease ROU assets at an initial amount equal to the operating lease liability. Those ROU assets are amortized to lease expense within SG&A over the lease term using the effective interest method to ensure the ROU asset amortizes to zero concurrent with the associated liability, and the ROU asset amortization expense is also reported in operating cash flows in the consolidated statements of cash flows.

The Company records its financing lease liabilities at the present value of the future lease payments over the lease term. If the lease term includes options to extend or terminate the lease, those elements are included in the determination of lease term when it is reasonably certain that the option will be exercised. The rate used to determine the present value of future lease payments is the rate stated in the lease agreement, or if not stated, the Company’s incremental borrowing rate is used, up to an effective rate that enables the lease liability to amortize to zero over the lease term. Expense associated with financing leases is recorded in interest, net in the consolidated statements of operations and in operating cash flows in the consolidated statements of cash flows.

The Company is obligated under a

non-cancellable

operating lease for office and laboratory space at its facility in Roseville, Minnesota. The lease has a remaining term of 15.3 years and has a ROU asset of $13.6 million as of December 31, 2022.

The Roseville, Minnesota lease includes four options to each extend the lease for five years. These options to extend the lease are not recognized as part of the ROU assets and operating lease liabilities as it is not reasonably certain that the Company will exercise those options. The Company’s agreement does not include options to terminate the lease.

Lease Expense

The components of lease expense were as follows:


	Year Ended December 31,
In Thousands	2022		2021		2020
Finance lease costs	$	75	$	1,431	$	1,435
Operating lease costs		1,548		46		83
Variable lease costs		942		NA		NA

Total	$	2,565	$	1,477	$	1,518

NA-

not applicable prior to the New Lease Standard

Operating lease cost for short-term leases was not material for the year ended December 31, 2022.

Other Lease Information

Other information related to leases was as

follows:


	Year Ended December 31, 2022
In Thousands except for lease term and discount rate	Operating			Financing
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows	$	276		$	—
Financing cash flows	$	—		$	376
Weighted average remaining lease term (years)		15.3			0.4
Weighted average discount rate		7.9	%		8.1	%

As of December 31, 2022, future minimum payments under operating and finance leases were as follows:


In Thousands	Operating Leases			Financing Leases			Total Leases
2023	$	1,446		$	100		$	1,546
2024		1,480			—			1,480
2025		1,479			—			1,479
2026		1,479			—			1,479
2027		1,479			—			1,479
Thereafter		16,991			—			16,991

Total including interest		24,354			100			24,454
Less: imputed interest		(10,540	)		(3	)		(10,543	)

Total	$	13,814		$	97		$	13,911

Employee Benefit Plan

12 Months Ended

Dec. 31, 2022

Postemployment Benefits [Abstract]

Employee Benefit Plan

9. EMPLOYEE BENEFIT PLAN

The Company provides a 401(k) defined contribution plan for all regular full-time employees who have completed two months of service. The Company matches employee contributions up to certain amounts and those matching contributions vest immediately.


	Year Ended December 31,
In Thousands	2022		2021		2020
Employee benefit plan expenses	$	259	$	274	$	309

Supplemental Information

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Supplemental Information

10. SUPPLEMENTAL INFORMATION

Certain balance sheet amounts are as follows:


	As of December 31,
In Thousands	2022		2021
Cash, cash equivalents, and restricted cash:
Cash and cash equivalents	$	3,427	$	13,823
Restricted cash		99		499
Non-current restricted cash		—		99

Total	$	3,526	$	14,421


	As of December 31,
In Thousands	2022		2021
Prepaid expenses and other current assets:
Common warrants – financing costs	$	396	$	—
Prepaid expenses and other current assets		210		859

Total	$	606	$	859


	As of December 31,
In Thousands	2022		2021
Other current liabilities:
Operating lease obligations – current	$	367	$	—
Other current liabilities		112		191

Total	$	479	$	191


	As of December 31,
In Thousands	2022			2021
Land, buildings, and equipment:
Land under capital lease	$	—		$	5,690
Buildings		900			804
Buildings under capital lease		—			3,812
Leasehold improvements		364			215
Leasehold improvements under capital lease		—			10,023
Office furniture and equipment		7,803			5,409
Office furniture and equipment under capital lease		414			1,788
Computer equipment and software		912			831
Construction in progress		—			849
Vehicles		—			38

Total land, buildings, and equipment		10,393			29,459
Less accumulated depreciation and amortization		(5,877	)		(7,728	)

Total	$	4,516		$	21,731

Certain statements of operations amounts are as follows:


	Year Ended December 31,
In Thousands	2022		2021		2020
Revenue:
Soybean grain	$	—	$	25,930	$	12,976
Soybean meal		—		—		8,628
Soybean oil		—		—		2,220
Other		157		57		27

Total	$	157	$	25,987	$	23,851


	Year Ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expense:
Research and development	$	946	$	1,465	$	1,132
Selling, general, and administrative		3,052		625		3,839

Total	$	3,998	$	2,090	$	4,971


	Year Ended December 31,
In Thousands	2022			2021			2020
Interest, net:
Interest expense	$	(75	)	$	(1,431	)	$	(1,435	)
Interest income		60			17			557
Common stock warrants – financing cost amortization		(72	)		—			—

Total	$	(87	)	$	(1,414	)	$	(878	)

Supplemental statement of cash flows information is as follows:


	Year Ended December 31,
In Thousands	2022		2021		2020
Interest paid	$	69	$	1,425	$	1,455

Non-cash

transactions not reported in the consolidated statement of cash flows are as

follows:


	Year Ended December 31,
In Thousands	2022			2021		2020
Receivable from Jefferies for shares issued under ATM Facility	$	(260	)	$	260	$	—
Non-cash additions to land, buildings, and equipment	$	(691	)	$	691	$	—
Cumulative effect of adoption of lease accounting standard on stockholders’ equity	$	832		$	—	$	—
Establishment of operating lease right-of-use assets and associated operating lease liabilities	$	14,090		$	—	$	—

Segment Information	12 Months Ended
Segment Information	Dec. 31, 2022
Segment Reporting [Abstract]
Segment Information	11. SEGMENT INFORMATION The Company operates in a single reportable segment, the development and commercialization of products derived from plant cells. The chief operating decision maker is the Company’s Chief Executive Officer, who makes resource allocation decisions and assesses business performance based on financial information presented on a consolidated basis. There are no segment managers who are held accountable by the chief operating decision maker, or anyone else, for operations, operating results, and planning for levels or components below the consolidated unit level. Accordingly, the Company has determined that it operates in a single reportable segment, the development and commercialization of products derived from plant cells. The Company’s current commercial focus is North America, and all revenue in 2022 was recognized in the United States.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Long-Term Debt	12 Months Ended
Long-Term Debt	Dec. 31, 2022
Debt Disclosure [Abstract]
Long-Term Debt	12. LONG-TERM DEBT The Company’s long-term debt was comprised of a $1.5 million promissory note pursuant to the PPP loan established by the Coronavirus Aid, Relief, and Economic Security Act (the CARES Act) implemented by the SBA. The Company received the funds under the PPP loan on April 19, 2020. Subject to certain conditions, the PPP loan and accrued interest were eligible to be forgiven in whole or in part by applying for forgiveness pursuant to the CARES Act and the Paycheck Protection Program. In order to be eligible for forgiveness, the proceeds of the PPP loan were required to be applied to certain eligible expenses, including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, with not more than 40 percent of the amount applied to non-payroll costs. The Company applied the proceeds from the PPP loan toward qualifying expenses. On October 21, 2020, as modified December 29, 2020, the Company applied for forgiveness of the full principal amount and all accrued interest. On April 8, 2021, the Company was notified by the SBA that the full principal amount and all accrued interest of the PPP loan had been forgiven. Accordingly, the Company recognized a gain upon the extinguishment of the PPP loan for $1.5 million during the second quarter of 2021.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Restructuring Costs	12 Months Ended
Restructuring Costs	Dec. 31, 2022
Restructuring and Related Activities [Abstract]
Restructuring Costs	13. RESTRUCTURING COSTS On August 4, 2020, the Company approved a move to a streamlined go-to-market strategy for its soybean product line. The impact of the action included staffing adjustments related to soybean processing and product sales, as well as the gradual exit of all supply chain contractual commitments that were not associated with the soybean go-to-market strategy. In the fiscal year ended December 31, 2020, the Company recorded $0.7 million of restructuring costs for severance and other related payments, and also recorded a $0.9 million recapture benefit of non-cash stock compensation expense from the forfeiture or modification of unvested stock awards. The Company did not incur any other material costs from the disposal of any assets or contractual terminations in the years ended December 31, 2021, and 2020. As of December 31, 2020, all severance and transitional expenses were recorded, with $0.4 million to be paid during 2021. As of December 31, 2021, all amounts related to the restructuring had been paid.

Subsequent Event	12 Months Ended
Subsequent Event	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	14. SUBSEQUENT EVENTS Merger with Cibus Global LLC On January 13, 2023, the Company and Cibus Global, LLC entered into a definitive merger agreement under which the Company and Cibus will merge in an all-stock transaction. As a part of the proposed merger, beginning at the earlier of March 15, 2023 and the date the Company’s unrestricted cash balance first drops below $1,500,000, the Company can request, and Cibus has agreed to provide, an unsecured, interest-free revolving line of credit of up to $3,000,000 in cash, which amount may be increased to $4,000,000 under certain conditions. In connection with the Transactions (as defined in Note 14), beginning at the earlier of March 15, 2023 and the date Calyxt’s unrestricted cash balance first drops below $1,500,000, Calyxt can request, and Cibus has agreed to provide, an unsecured, interest-free revolving line of credit of up to $3,000,000 in cash, which amount may be increased to $4,000,000 if Cibus elects to extend the outside date (as defined in the Merger Agreement) to June 30, 2023 (the Interim Funding.” Funds can be drawn by Calyxt in $500,000 increments and may only be used to fund operating expenses incurred in the ordinary course of business consistent with past practice and consistent with the negative covenants in the Merger Agreement. The full outstanding balance of the Interim Funding will be reduced to zero in connection with the closing of the Transactions, if consummated. The full outstanding balance of the Interim Funding will be forgiven by Cibus if the Merger Agreement is terminated for any reason other than certain under certain conditions, as detailed in the Merger Agreement. The Interim Funding is subject to acceleration in connection with certain bankruptcy events. Modification of Stock Options On March 1, 2023, the Company’s Board of Directors approved the modification of the award terms of all outstanding stock options that have 90-day post-separation exercise periods from the current 90 days to five years from date of grant. These modifications may result in additional stock compensation expense that will be recognized immediately for vested awards or over the remaining service period for unvested awards as of that date. Grant of Restricted Stock Units On March 1, 2023, the Company’s Board of Directors authorized the grant of an aggregate of 3,487,503 RSUs. These awards will vest upon completion of the Transactions, and accordingly, the expense associated with these awards will be recognized over the period from the date of grant to the estimated closing date of the Transactions. Performance Stock Units On March 1, 2023, the Company’s Board of Directors determined the 2022 tranche of PSUs would vest at 100%. Litigation and Claims In the fourth quarter of 2022, the Company reached a settlement with one of its technology vendors regarding alleged intellectual property infringement. The Company received the final installment of $0.75 million in the first quarter of 2023.

Organization and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Use of Estimates

Basis of Presentation and Use of Estimates

Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents, Restricted Cash, and Investments

available-for-sale

Accounts Receivable

as-needed

Inventory

The Company evaluates inventory balances for obsolescence or estimated net realizable value on a regular basis based on the age of the inventory and its sales forecasts. At each

period-end,

Prior to the commercialization of its high oleic soybean products, the Company expensed all grain costs as R&D.

Forward Purchase Contracts

Under the Company’s former

go-to-market

Land, Buildings, and Equipment

follows:


Buildings and improvements		10-20 years
Leasehold improvements		Shorter of lease term or 15 years
Office furniture and equipment		7 years
Assets under capital lease		4-20 years
Computer equipment and software		3-5 years
Vehicles		3-6 years

Impairment of Long-Lived Assets

Revenue Recognition

others

The Company generally does not incur costs to obtain new contracts.

Performance Obligations

The following is a description of the principal goods and services from which the Company generates revenue:

Product Sales

Technology Licensing

The Company recognizes revenue from license agreements, which may consist of nonrefundable

up-front

payments, milestone payments, annual licensing fee payments, royalty payments, and payments for services.

Nonrefundable

up-front

Product Development Agreements

The Company recognizes revenue from product development agreements, which may consist of nonrefundable

up-front

payments, milestone payments, annual payments, and payments for services.

Nonrefundable

up-front

Agreements for the performance of R&D services and cost reimbursements are recognized as revenue over time based on work performed.

Collaborative Arrangements

Advertising Costs

The Company expenses advertising costs as incurred.

Research and Development Expenses

The Company recognizes R&D expenses as incurred. These expenses consist of direct costs for R&D and

R&D-related

Patents

in-license,

and defend patents are recorded as SG&A expenses in the statements of operations.

Stock Based Compensation

Stock-Based Compensation

year-to-year

because of changes in those factors and because a new comparable company may become publicly traded.

reflected net in stock-based compensation expense in that period. Stock-based compensation expense is recorded in R&D and SG&A expenses in the Company’s consolidated statements of operations.

Income Taxes

Current income taxes are recorded based on statutory obligations for the current

perating period for the jurisdictions in which the Company has operations.

Foreign Currency Transactions

Transactions in foreign currencies are translated at the exchange rates effective on the transaction dates. Assets and liabilities denominated in foreign currencies are translated at the

period-end

exchange rate. Foreign currency gains and losses are recognized in

non-operating

expenses in the consolidated statements of operations.

Net Loss Per Share

Recently Issued Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU)

No. 2016-02,

Leases (Topic 842) and in July 2018, ASU

No. 2018-10,

Codification Improvements to Topic 842, Leases, and ASU

2018-11,

In June 2016, the FASB issued ASU

No. 2016-13,

“Financial Instruments – Credit Losses (Topic 326)” (ASU

2016-13).

ASU

2016-13

Organization and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of Estimated Useful Life of Assets Used to Compute Depreciation Using the Straight-line Method

Depreciation is recorded using the straight-line method over estimated useful lives as

follows:


Buildings and improvements		10-20 years
Leasehold improvements		Shorter of lease term or 15 years
Office furniture and equipment		7 years
Assets under capital lease		4-20 years
Computer equipment and software		3-5 years
Vehicles		3-6 years

Financial Instruments Measured at Fair Value and Concentrations of Credit Risk (Tables)

12 Months Ended

Dec. 31, 2022

Text Block [Abstract]

Summary of Fair Value Measurements and Financial Statement Presentation

The fair values of the Company’s financial instruments measured at fair value and their respective levels in the fair value hierarchy as of December 31, 2022, were as follows:


	December 31, 2022								December 31, 2022
	Fair Values of Assets								Fair Values of Liabilities
In Thousands	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Other items reported at fair value:
Common stock warrants	$	—	$	—	$	—	$	—	$	—	$	—	$	291	$	291
Total	$	—	$	—	$	—	$	—	$	—	$	—	$	291	$	291

Summary of Fair Value of the Common Warrants

The estimated fair values of the Common Warrants, and the assumptions used for the Black-Scholes option pricing model were as

follows:


	As of December 31, 2022
Estimated fair value of Common Warrants:	$	0.04
Assumptions:
Expected term to liquidation (in years)		4.6
Expected volatility		85.0	%
Risk-free interest rate		4.0	%

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2022

Text Block [Abstract]

Disclosure of Warrants Transactions


	Number of Pre-Funded Warrants		Weighted Average Exercise Price		Number of Common Warrants		Weighted Average Exercise Price
Outstanding as of December 31, 2021:
Issued		3,880,000	$	0.0001		7,760,000	$	1.41
Forfeited/canceled		—		—		—		—
Exercised		3,880,000	$	0.0001		—

Outstanding as of December 31, 2022:		—		—		7,760,000	$	1.41

Exercisable as of December 31, 2022:		—		—		7,760,000	$	1.41

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Fair Values of Stock Options Granted and Assumptions used in Black-Scholes Model

The estimated fair values of stock options granted, and the assumptions used for the Black-Scholes option pricing model were as

follows:


	Year ended December 31,
	2022			2021			2020
Estimated fair values of stock options granted	$	0.86		$	3.61		$	3.24
Assumptions:
Risk-free interest rate		1.9% - 3.5	%		0.6% - 1.2	%		0.3% - 1.7	%
Expected volatility		89.7% - 92.8	%		80.1% - 91.0	%		77.4% - 81.2	%
Expected term (in years)		5.5 - 6.9			5.5 - 6.5			6.0 - 10.0

Summary of Stock Option Activity

Information on stock option activity is as

follows:


	Options Exercisable		Weighted- Average Exercise Price Per Share		Options Outstanding			Weighted- Average Exercise Price Per Share
Balance as of December 31, 2021		2,789,110	$	10.23		4,658,405		$	9.47
Granted						1,609,000			1.12
Exercised						—			—
Forfeited or expired						(425,952	)		7.02
Balance as of December 31, 2022		3,396,624	$	9.94		5,841,453		$	7.35

Schedule of Net Cash Proceeds from Exercise of Stock Options Less Shares Used for Minimum Withholding Taxes and Intrinsic Value of Options Exercised

Net cash proceeds from the exercise of stock options less shares used for minimum withholding taxes and the intrinsic value of options exercised were as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Net cash proceeds	$	—	$	227	$	212
Intrinsic value of options exercised	$	—	$	344	$	179

Summary of Activity of Restricted Stock Units

Information on restricted stock unit activity is as


	Number of Restricted Stock Units Outstanding			Weighted- Average Grant Date Fair Value
Unvested balance at December 31, 2021		571,303		$	6.15
Granted		1,077,600			1.26
Vested		(303,728	)		6.39
Forfeited		(115,969	)		4.14

Unvested balance at December 31, 2022		1,229,206		$	1.99

Summary of Grant Date Fair Value of Restricted Stock Unit Awards Vested

The total grant-date fair value of restricted stock unit awards that vested was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Grant-date fair value	$	1,940	$	1,489	$	3,122

Schedule of Weighted Average Grant Date Fair Value of Restricted Stock Units Issued

Information on the weighted average grant date fair value of restricted stock units issued was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Weighted average grant date fair value	$	1.26	$	4.59	$	6.54

Summary of Stock-Based Compensation Granted As Deemed Dividends

The Company accounts for stock-based compensation awards granted to employees of Cellectis as deemed dividends. The Company recorded deemed dividends as follows:


	Year ended December 31,
In Thousands	2022		2021			2020
Deemed dividends from grants to Cellectis employees	$	90	$	(289	)	$	1,168

Share-Based Payment Arrangement, Performance Shares, Outstanding Activity

PSU activity for the year ended December 31, 2022, is as follows:


	Number of PSUs
Outstanding as of December 31, 2021:		745,000
Issued		530,000
Forfeited/canceled		(145,000	)
Awarded		—

Outstanding as of December 31, 2022:		1,130,000

2021 Grant

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Fair Values of Performance Stock Units Granted and Assumptions used in Monte Carlo Simulation Pricing Model

Estimated fair values of performance stock units granted:


At least $12 per share	$	2.16
At least $15 per share	$	1.89
At least $20 per share	$	1.55
Assumptions:
Expected term (in years)		3.0
Expected volatility		90.0	%
Risk-free interest rate		0.4	%

Stock Options [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Stock-based Compensation Expense

Stock-based compensation expense related to stock option awards was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expense	$	2,031	$	1,850	$	3,371

Restricted Stock Units [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Stock-based Compensation Expense

Stock-based compensation expense related to restricted stock units was as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expense	$	1,318	$	224	$	1,155

Performance Stock Units [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Stock-based Compensation Expense

Stock-based compensation expense related to PSUs is as follows:


	Year ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expenses	$	649	$	16	$	445

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Summary of Reconciliation of Statutory IncomeTax Rate

The following table reconciles the United States statutory income tax

rate

to the Company’s effective income

tax

rate:


	Year ended December 31,
	2022			2021			2020
United States statutory rate		21.0	%		21.0	%		21.0	%
State tax, net of federal benefit		1.0	%		1.0	%		4.2	%
Stock-based compensation		(1.7	%)		(0.7	%)		(0.5	%)
Officer compensation		(1.4	%)		1.5	%		(1.0	%)
Deferred rate change		—	%		—	%		—	%
R&D credit		2.2	%		1.4	%		0.8	%
PPP Loan		—	%		1.1	%		—	%
Unrealized (gain) loss on mark-to-market of common stock warrants		6.4	%		—	%		—	%
Other		—	%		0.1	%		(0.1	)%
Change in valuation allowance		(27.5	%)		(25.4	%)		(24.4	%)

Effective income tax rate		—	%		—	%		—	%

Schedule of Deferred Tax Assets And Liabilities

Deferred assets and liabilities consist of the following:


	December 31,
In Thousands	2022			2021			2020
Net operating losses	$	40,914		$	38,671		$	33,392
Stock-based compensation		2,950			2,724			2,531
Financing lease obligations		—			3,820			4,574
Operating lease ROU liabilities		2,921			—
Tax credit carry forwards		3,685			3,210			2,577
Capitalized R&D		2,183			—
Compensation		14			514			339
Derivative liability		—			—			703
Other		124			143			391

Gross deferred tax assets		52,791			49,082			44,507
Less valuation allowance		(49,843	)		(45,369	)		(39,898	)

Net deferred tax assets		2,948			3,713			4,609
Fixed assets		(89	)		(3,667	)		(4,609	)
Operating lease ROU assets		(2,859	)		—
Other		—			(46	)		—

Gross deferred tax liabilities		(2,948	)		(3,713	)		(4,609	)
Net deferred tax asset or liability	$	—		$	—		$	—

Leases, Other Commitments, and Contingencies (Tables)

12 Months Ended

Dec. 31, 2022

Lease, Cost [Abstract]

Schedule of Noncancelable Future Lease Commitments

Other information related to leases was as

follows:


	Year Ended December 31, 2022
In Thousands except for lease term and discount rate	Operating			Financing
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows	$	276		$	—
Financing cash flows	$	—		$	376
Weighted average remaining lease term (years)		15.3			0.4
Weighted average discount rate		7.9	%		8.1	%

Summary of Future Minimum Rental Payments

As of December 31, 2022, future minimum payments under operating and finance leases were as follows:


In Thousands	Operating Leases			Financing Leases			Total Leases
2023	$	1,446		$	100		$	1,546
2024		1,480			—			1,480
2025		1,479			—			1,479
2026		1,479			—			1,479
2027		1,479			—			1,479
Thereafter		16,991			—			16,991

Total including interest		24,354			100			24,454
Less: imputed interest		(10,540	)		(3	)		(10,543	)

Total	$	13,814		$	97		$	13,911

Summary of Lease Cost

The components of lease expense were as follows:


	Year Ended December 31,
In Thousands	2022		2021		2020
Finance lease costs	$	75	$	1,431	$	1,435
Operating lease costs		1,548		46		83
Variable lease costs		942		NA		NA

Total	$	2,565	$	1,477	$	1,518

Schedule Of Impact Of Adoption Of The Standard On Consolidated Balance Sheet

The impact of adoption of the New Lease Standard on the Company’s December 31, 2021, consolidated balance sheet was as

follows:


	As Reported December 31, 2021			Adoption of Lease Standard			As Adjusted December 31, 2021
Assets
Land, buildings, and equipment	$	21,731		$	(16,543	)	$	5,188
Operating lease right-of-use assets		—			14,090			14,090

	$	21,731		$	(2,453	)	$	19,278

Liabilities and stockholders’ equity
Current portion of financing lease obligations	$	370		$	(4	)	$	366
Other current liabilities		191			276			467
Financing lease obligations		17,506			(17,371	)		135
Operating lease obligations		—			13,814			13,814
Accumulated deficit		(196,092	)		832			(195,260	)

	$	(178,025	)	$	(2,453	)	$	(180,478	)

Employee Benefit Plan (Tables)

12 Months Ended

Dec. 31, 2022

Postemployment Benefits [Abstract]

Summary of Defined Contribution Plan


	Year Ended December 31,
In Thousands	2022		2021		2020
Employee benefit plan expenses	$	259	$	274	$	309

Supplemental Information (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Certain Balance Sheet Amounts

Certain balance sheet amounts are as follows:


	As of December 31,
In Thousands	2022		2021
Cash, cash equivalents, and restricted cash:
Cash and cash equivalents	$	3,427	$	13,823
Restricted cash		99		499
Non-current restricted cash		—		99

Total	$	3,526	$	14,421


	As of December 31,
In Thousands	2022		2021
Prepaid expenses and other current assets:
Common warrants – financing costs	$	396	$	—
Prepaid expenses and other current assets		210		859

Total	$	606	$	859


	As of December 31,
In Thousands	2022		2021
Other current liabilities:
Operating lease obligations – current	$	367	$	—
Other current liabilities		112		191

Total	$	479	$	191


	As of December 31,
In Thousands	2022			2021
Land, buildings, and equipment:
Land under capital lease	$	—		$	5,690
Buildings		900			804
Buildings under capital lease		—			3,812
Leasehold improvements		364			215
Leasehold improvements under capital lease		—			10,023
Office furniture and equipment		7,803			5,409
Office furniture and equipment under capital lease		414			1,788
Computer equipment and software		912			831
Construction in progress		—			849
Vehicles		—			38

Total land, buildings, and equipment		10,393			29,459
Less accumulated depreciation and amortization		(5,877	)		(7,728	)

Total	$	4,516		$	21,731

Schedule of Certain Statements of Operations Amounts

Certain statements of operations amounts are as follows:


	Year Ended December 31,
In Thousands	2022		2021		2020
Revenue:
Soybean grain	$	—	$	25,930	$	12,976
Soybean meal		—		—		8,628
Soybean oil		—		—		2,220
Other		157		57		27

Total	$	157	$	25,987	$	23,851


	Year Ended December 31,
In Thousands	2022		2021		2020
Stock-based compensation expense:
Research and development	$	946	$	1,465	$	1,132
Selling, general, and administrative		3,052		625		3,839

Total	$	3,998	$	2,090	$	4,971


	Year Ended December 31,
In Thousands	2022			2021			2020
Interest, net:
Interest expense	$	(75	)	$	(1,431	)	$	(1,435	)
Interest income		60			17			557
Common stock warrants – financing cost amortization		(72	)		—			—

Total	$	(87	)	$	(1,414	)	$	(878	)

Schedule of Statements of Certain Statements of Cash Flows Amounts

Supplemental statement of cash flows information is as follows:


	Year Ended December 31,
In Thousands	2022		2021		2020
Interest paid	$	69	$	1,425	$	1,455

Non-cash

transactions not reported in the consolidated statement of cash flows are as

follows:


	Year Ended December 31,
In Thousands	2022			2021		2020
Receivable from Jefferies for shares issued under ATM Facility	$	(260	)	$	260	$	—
Non-cash additions to land, buildings, and equipment	$	(691	)	$	691	$	—
Cumulative effect of adoption of lease accounting standard on stockholders’ equity	$	832		$	—	$	—
Establishment of operating lease right-of-use assets and associated operating lease liabilities	$	14,090		$	—	$	—

Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Year founded	2010
Impairment of long-lived assets	$ 0
Operating lease right-of-use assets	13,615		$ 0
Operating lease obligations	$ 13,447		$ 0
Subsidiary [Member]
Property, Plant and Equipment [Line Items]
Percentage of ownership in outstanding common stock	49.10%
Accounting Standards Update 2016-02 [Member]
Property, Plant and Equipment [Line Items]
Operating lease right-of-use assets		$ 14,100
Operating lease obligations		$ 14,100
Stockholders equity cumulative effect of adoption of lease accounting standard.	$ 800

Organization and Summary of Significant Accounting Policies - Schedule of Estimated Useful Life of Assets Used to Compute Depreciation Using the Straight-Line Method (Detail)	12 Months Ended
	Dec. 31, 2022
Buildings and Other Improvements [Member] \| Minimum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	10 years
Buildings and Other Improvements [Member] \| Maximum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	20 years
Leasehold Improvements [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	15 years
Office Furniture and Equipment [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	7 years
Assets under Capital Lease [Member] \| Minimum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	4 years
Assets under Capital Lease [Member] \| Maximum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	20 years
Computer Equipment and Software [Member] \| Minimum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	3 years
Computer Equipment and Software [Member] \| Maximum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	5 years
Vehicles [Member] \| Minimum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	3 years
Vehicles [Member] \| Maximum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives of assets	6 years

Going Concern - Additional Information (Detail) - USD ($)			12 Months Ended
	Oct. 03, 2022	Feb. 28, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Net loss			$ (16,891,000)	$ (29,199,000)	$ (44,836,000)
Net cash used by operating activities			(19,364,000)	(18,811,000)	(43,672,000)
Cash, cash equivalents, and restricted cash			3,526,000	14,421,000	$ 18,289,000	$ 60,038,000
Current liabilities			1,662,000	$ 4,854,000
Common stock, issued and sold		3,880,000
Issuance of common stock		$ 10,000,000
After deduction of underwriting discounts and estimated other offering expenses		$ 900,000
ATM Facility [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Common stock, issued and sold	2,000,000
After deduction of underwriting discounts and estimated other offering expenses	$ 100,000
Common stock shares subscribed but not issued	15,661,000
Shelf Registration Statement [Member] \| ATM Facility [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Minimum public float			75,000,000
Maximum [Member] \| ATM Facility [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Common stock shares subscribed but not issued	15,661,000
Pre-funded Warrants [Member] \| Maximum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Warrants issued (in shares)		3,880,000
Common Warrants [Member] \| Maximum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Warrants issued (in shares)		7,760,000
Equipment [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Restricted cash			$ 100,000

Financial Instruments Measured at Fair Value and Concentrations of Credit Risk - Summary of Fair Value Measurements and Financial Statement Presentation (Detail) $ in Thousands	Dec. 31, 2022 USD ($)
Fair Value Concentration Of Risk Financial Statement Captions [Line Items]
Fair Values of Liabilities	$ 291
Common Stock Warrants [Member]
Fair Value Concentration Of Risk Financial Statement Captions [Line Items]
Fair Values of Liabilities	291
Level 3 [Member]
Fair Value Concentration Of Risk Financial Statement Captions [Line Items]
Fair Values of Liabilities	291
Level 3 [Member] \| Common Stock Warrants [Member]
Fair Value Concentration Of Risk Financial Statement Captions [Line Items]
Fair Values of Liabilities	$ 291

Financial instruments and financial risk management - Summary of Fair Value of the Common Warrants (Detail)	Dec. 31, 2022 yr
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Estimated fair value of Common Warrants	0.04
Expected term to liquidation (in years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Assumptions	4.6
Expected volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Assumptions	85
Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Assumptions	4

Financial Instruments Measured at Fair Value and Concentrations of Credit Risk - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value Concentration Of Risk Financial Statement Captions [Line Items]
Fair value of financing leases		$ 14.5
Short-term investments	$ 0.0
Unrealized commodity derivative losses from hedging contracts sold	0.0
Corporate Debt Securities [Member]
Fair Value Concentration Of Risk Financial Statement Captions [Line Items]
Other financial instruments	$ 0.0

Related-Party Transactions - Additional Information (Detail) - Cellectis [Member] $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Related Party Transaction [Line Items]
Minimum net worth required	$ 300
Maximum [Member]
Related Party Transaction [Line Items]
Threshold percentage of ownership in outstanding common stock to enact indemnification agreement	50.00%

Stockholders' Equity - Summary Of Warrants Transactions (Detail) - $ / shares	12 Months Ended
	Dec. 31, 2022	Feb. 28, 2022
Pre Funded Warrants [Member]
Disclosure of Warrants Transactions [Line Items]
Number of restricted stock units outstanding, Issued	3,880,000
Weighted-average grant date fair value, Issued	$ 0.0001
Number of restricted stock units outstanding, Exercised	3,880,000
Weighted-average grant date fair value, Exercised	$ 0.0001
Number of restricted stock units outstanding, Unvested ending balance	0
Weighted-average grant date fair value, Unvested ending balance	$ 0
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right	0
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0	$ 0.0001
Common Stock Warrants [Member]
Disclosure of Warrants Transactions [Line Items]
Number of restricted stock units outstanding, Issued	7,760,000
Weighted-average grant date fair value, Issued	$ 1.41
Number of restricted stock units outstanding, Unvested ending balance	7,760,000
Weighted-average grant date fair value, Unvested ending balance	$ 1.41
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right	7,760,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 1.41	$ 1.41

Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands					12 Months Ended
	Oct. 03, 2022	Feb. 28, 2022	Sep. 21, 2021	Oct. 20, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Equity, Class of Treasury Stock [Line Items]
Preferred stock share authorized					50,000,000
Preferred stock share par value					$ 0.0001
Common stock, issued and sold		3,880,000
Net proceeds from issuance of common stock and exercise of overallotment		$ 10,000
After deduction of underwriting discounts and estimated other offering expenses		$ 900
Proceeds from common stock issuance					$ 11,538	$ 4,380	$ 15,000
ATM Facility [Member]
Equity, Class of Treasury Stock [Line Items]
Common stock, issued and sold	2,000,000
After deduction of underwriting discounts and estimated other offering expenses	$ 100
Common stock shares subscribed but not issued	15,661,000
ATM Facility [Member] \| Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Common stock shares subscribed but not issued	15,661,000
Pre Funded Warrants [Member]
Equity, Class of Treasury Stock [Line Items]
Class of warrant or right, exercise price of warrants or rights		$ 0.0001			$ 0
Pre Funded Warrants [Member] \| Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Warrants issued (in shares)		3,880,000
Common Warrants [Member] \| Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Warrants issued (in shares)		7,760,000
Common Stock Warrants [Member]
Equity, Class of Treasury Stock [Line Items]
Common Stock, Voting Rights		4.99
Class of warrant or right, exercise price of warrants or rights		$ 1.41			$ 1.41
Common Stock Warrants [Member] \| Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Date from which Warrants or Rights Exercisable		Aug. 23, 2027
Common Stock Warrants [Member] \| Minimum [Member]
Equity, Class of Treasury Stock [Line Items]
Date from which Warrants or Rights Exercisable		Aug. 23, 2022
Common Stock Warrants [Member] \| ATM Facility [Member]
Equity, Class of Treasury Stock [Line Items]
Common stock, issued and sold			1,400,000
Net proceeds from issuance of common stock and exercise of overallotment			$ 4,100
Follow-on Public Offering [Member]
Equity, Class of Treasury Stock [Line Items]
Common stock, issued and sold		3,880,000		3,750,000
Common stock issued price per share		$ 1.41		$ 4
Net proceeds from issuance of common stock and exercise of overallotment		$ 10,000		$ 14,000			$ 14,037
Underwriting discounts and commissions				$ 1,000
After deduction of underwriting discounts and estimated other offering expenses		$ 900
Follow-on Public Offering [Member] \| Pre Funded Warrants [Member]
Equity, Class of Treasury Stock [Line Items]
Common stock issued price per share		$ 1.4099
Follow-on Public Offering [Member] \| Pre Funded Warrants [Member] \| Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Warrants issued (in shares)		3,880,000
Follow-on Public Offering [Member] \| Common Warrants [Member] \| Maximum [Member]
Equity, Class of Treasury Stock [Line Items]
Warrants issued (in shares)		7,760,000
Follow-on Public Offering [Member] \| Cellectis [Member]
Equity, Class of Treasury Stock [Line Items]
Common stock, issued and sold				1,250,000
Net proceeds from issuance of common stock and exercise of overallotment				$ 5,000
Proceeds from common stock issuance				$ 14,000

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions	Dec. 31, 2022	Jul. 16, 2021	Feb. 19, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, number of shares registered and available for grant	2,718,149
Mr. Blome [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected benefit to earnings from recapture of non-cash stock compensation expense			$ 2.5
2017 Omnibus Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, number of shares registered and available for grant	3,112,568
Number of common shares available for issue		4,299,904
Calyxt, Inc. Equity Employee Inducement Incentive Plan [Member] \| PSUs [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, number of shares registered and available for grant		600,000

Stock-Based Compensation - Summary of Fair Values of Stock Options Granted and Assumptions used in Black-Scholes Model (Detail) - Stock Options [Member] - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated fair values of stock options granted	$ 0.86	$ 3.61	$ 3.24
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	1.90%	0.60%	0.30%
Expected volatility	89.70%	80.10%	77.40%
Expected term (in years)	5 years 6 months	5 years 6 months	6 years
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	3.50%	1.20%	1.70%
Expected volatility	92.80%	91.00%	81.20%
Expected term (in years)	6 years 10 months 24 days	6 years 6 months	10 years

Stock-Based Compensation - Stock Options - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
2017 Omnibus Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options priced at fair market value, Percent	100.00%
Stock option expiration period	10 years
2017 Omnibus Plan [Member] \| Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option, vesting period	3 years
2017 Omnibus Plan [Member] \| Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option, vesting period	6 years
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average remaining contractual term	5 years
Aggregate intrinsic value of options outstanding and exercisable	$ 0.0
Unrecognized stock-based compensation expense related to non-vested stock options	$ 3.1
Unrecognized stock-based compensation expense, expected recognition weighted-average period	22 months

Stock-Based Compensation - Summary of Stock Option Activity (Detail)	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Share-based Payment Arrangement [Abstract]
Options Exercisable, Beginning Balance \| shares	2,789,110
Options Exercisable, Ending Balance \| shares	3,396,624
Weighted-Average Exercise Price Per Share, Beginning Balance \| $ / shares	$ 10.23
Weighted-Average Exercise Price Per Share, Ending Balance \| $ / shares	$ 9.94
Options Outstanding, Beginning Balance \| shares	4,658,405
Options Outstanding, Granted \| shares	1,609,000
Options Outstanding, Forfeited or expired \| shares	(425,952)
Options Outstanding, Ending Balance \| shares	5,841,453
Weighted-Average Exercise Price Per Share, Beginning Balance \| $ / shares	$ 9.47
Weighted-Average Exercise Price Per Share, Granted \| $ / shares	1.12
Weighted-Average Exercise Price Per Share, Forfeited or expired \| $ / shares	7.02
Weighted-Average Exercise Price Per Share, Ending Balance \| $ / shares	$ 7.35

Stock-Based Compensation - Summary of Stock-Based Compensation Expense Related to Stock Option Awards (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expenses	$ 3,998	$ 2,090	$ 4,971
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expenses	$ 2,031	$ 1,850	$ 3,371

Stock-Based Compensation - Summary of Net Cash Proceeds from Exercise of Stock Options Less Shares Used for Minimum Withholding Taxes and Intrinsic Value of Options Exercised (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement [Abstract]
Net cash proceeds	$ 0	$ 227	$ 212
Intrinsic value of options exercised	$ 0	$ 344	$ 179

Stock-Based Compensation - Restricted Stock Units - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
2017 Omnibus Plan [Member] \| Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
2017 Omnibus Plan [Member] \| Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	6 years
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense related to restricted stock units	$ 1.2
Unrecognized stock-based compensation expense, expected recognition weighted-average period	22 months
Restricted Stock Units [Member] \| 2017 Omnibus Plan [Member] \| Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Restricted Stock Units [Member] \| 2017 Omnibus Plan [Member] \| Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	5 years

Stock-Based Compensation - Summary of Activity of Restricted Stock Units (Detail) - Restricted Stock Units [Member] - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of restricted stock units outstanding, Unvested beginning balance	571,303
Number of restricted stock units outstanding, Granted	1,077,600
Number of restricted stock units outstanding, Vested	(303,728)
Number of restricted stock units outstanding, Cancelled	(115,969)
Number of restricted stock units outstanding, Unvested ending balance	1,229,206	571,303
Weighted-average grant date fair value, Unvested beginning balance	$ 6.15
Weighted-average grant date fair value, Granted	1.26	$ 4.59	$ 6.54
Weighted-average grant date fair value, Vested	6.39
Weighted-average grant date fair value, Cancelled	4.14
Weighted-average grant date fair value, Unvested ending balance	$ 1.99	$ 6.15

Stock-Based Compensation - Summary of Grant Date Fair Value of Restricted Stock Unit Awards Vested (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant-date fair value	$ 1,940	$ 1,489	$ 3,122

Stock-Based Compensation - Schedule of Weighted Average Grant Date Fair Value of Restricted Stock Units Issued (Detail) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average grant date fair value, Granted	$ 1.26	$ 4.59	$ 6.54

Stock-Based Compensation - Summary of Stock-Based Compensation Expenses Related to Restricted Stock Units (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expenses	$ 3,998	$ 2,090	$ 4,971
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expenses	$ 1,318	$ 224	$ 1,155

Stock-Based Compensation - Summary of Stock-Based Compensation Granted as Deemed Dividends (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Nonemployee Restricted Stock Units [Member] \| Cellectis [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Deemed dividends from grants to Cellectis employee	$ 90	$ (289)	$ 1,168

Stock-Based Compensation - Performance Stock Units - Additional Information (Detail) $ in Millions	1 Months Ended	12 Months Ended
	Jul. 31, 2021 Day shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance stock, shares granted		2,718,149
2017 Omnibus Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance stock, shares granted		3,112,568
Performance Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense related to performance stock units \| $		$ 0.9
Unrecognized stock-based compensation expense, expected recognition weighted-average period		19 months
Performance Stock Units [Member] \| 2021 Grant \| Inducement Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Consecutive trading day \| Day	30
Performance Stock Units [Member] \| 2021 Grant \| Mr Carr [Member] \| Inducement Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance stock, shares granted	600,000
Performance Stock Units [Member] \| 2019 Grant \| Mr. Blome [Member] \| 2017 Omnibus Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Benefit from forfeiture of stock			166,667
Performance Stock Units [Member] \| 2022 Grant \| Mr Carr [Member] \| 2017 Omnibus Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance stock, shares granted		530,000

Stock-Based Compensation - Summary of Fair Values of Performance Stock Units Granted and Assumptions used in Monte Carlo Simulation Pricing Model (Detail) - Performance Stock Units [Member] - 2021 Grant	12 Months Ended
	Dec. 31, 2022 $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	3 years
Expected volatility	90.00%
Risk-free interest rate	0.40%
At Least Twelve Per Share [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated fair values of performance stock units granted	$ 2.16
At Least Fifteen Per Share Member
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated fair values of performance stock units granted	1.89
At Least Twenty Per Share Member
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated fair values of performance stock units granted	$ 1.55

Stock-Based Compensation - Summary of Stock-Based Compensation Expenses Related to Performance Stock Units (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expenses	$ 3,998	$ 2,090	$ 4,971
Performance Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expenses	$ 649	$ 16	$ 445

Income Taxes - Summary of Reconciliation of Statutory Income Tax Rate (Detail)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Effective Income Tax Rate Reconciliation, Amount [Abstract]
United States statutory rate	21.00%	21.00%	21.00%
State tax, net of federal benefit	1.00%	1.00%	4.20%
Stock-based compensation	(1.70%)	(0.70%)	(0.50%)
Officer compensation	(1.40%)	1.50%	(1.00%)
Deferred rate change	0.00%	0.00%	0.00%
R&D credit	2.20%	1.40%	0.80%
PPP Loan	0.00%	1.10%	0.00%
Unrealized (gain) loss on mark-to-market of common stock warrants	6.40%	0.00%	0.00%
Other	0.00%	0.10%	(0.10%)
Change in valuation allowance	(27.50%)	(25.40%)	(24.40%)
Effective income tax rate	0.00%	0.00%	0.00%

Income Taxes - Schedule of Deferred Tax Assets And Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Components of Deferred Tax Assets and Liabilities [Abstract]
Net operating losses	$ 40,914	$ 38,671	$ 33,392
Stock-based compensation	2,950	2,724	2,531
Financing lease obligations	0	3,820	4,574
Operating lease ROU liabilities	2,921	0
Tax credit carry forwards	3,685	3,210	2,577
Capitalized R&D	2,183	0
Compensation	14	514	339
Derivative liability	0	0	703
Other	124	143	391
Gross deferred tax assets	52,791	49,082	44,507
Less valuation allowance	(49,843)	(45,369)	(39,898)
Net deferred tax assets	2,948	3,713	4,609
Fixed assets	(89)	(3,667)	(4,609)
Other	0	46	0
Operating lease ROU assets	(2,859)	0
Gross deferred tax liabilities	(2,948)	(3,713)	(4,609)
Net deferred tax asset or liability	$ 0	$ 0	$ 0

Income Taxes - Additional Information (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Income Taxes [Line Items]
Income tax operating loss carryforwards	$ 239,200
Income tax operating loss carryforwards not expired	142,000
Income tax operating loss carryforwards, expire between 2032 and 2037	41,900
Liability for uncertain tax positions	$ 0
Earliest Tax Year [Member] \| R&D Credit Carryovers [Member]
Income Taxes [Line Items]
Tax credit carryovers expiration year	2032
Latest Tax Year [Member] \| R&D Credit Carryovers [Member]
Income Taxes [Line Items]
Tax credit carryovers expiration year	2042
State and Local Jurisdiction [Member]
Income Taxes [Line Items]
Income tax operating loss carryforwards	$ 55,200
State and Local Jurisdiction [Member] \| R&D Credit Carryovers [Member]
Income Taxes [Line Items]
Tax credit carryovers	$ 1,300
State and Local Jurisdiction [Member] \| Earliest Tax Year [Member]
Income Taxes [Line Items]
Income tax operating loss carryforwards, expiration year	2027
State and Local Jurisdiction [Member] \| Latest Tax Year [Member]
Income Taxes [Line Items]
Income tax operating loss carryforwards, expiration year	2041
Federal [Member]
Income Taxes [Line Items]
Income tax operating loss carryforwards	$ 184,000
Federal [Member] \| R&D Credit Carryovers [Member]
Income Taxes [Line Items]
Tax credit carryovers	$ 2,600
Federal [Member] \| Earliest Tax Year [Member]
Income Taxes [Line Items]
Income tax operating loss carryforwards, expiration year	2032
Federal [Member] \| Latest Tax Year [Member]
Income Taxes [Line Items]
Income tax operating loss carryforwards, expiration year	2037

Leases, Commitments, and Contingencies - Additional Information (Detail) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2022 USD ($) ft²	Dec. 31, 2022 USD ($) ft²	Dec. 31, 2017 USD ($)	Jan. 01, 2022 USD ($)	Dec. 31, 2021 USD ($)
Other Commitments [Line Items]
Lease term	20 years	20 years
Number of lease extension options	4	4
Extension term of lease agreement	5 years	5 years
Proceeds from sale of land and uncompleted facility			$ 7,000
Percentage of annual base rent		8.00%
Increase in percentage of annual base rent on the sixth, eleventh and sixteenth anniversaries	7.50%	7.50%
Annual base rent		$ 1,400
Operating lease obligations	$ 13,447	13,447			$ 0
Operating Lease, Right-of-Use Asset	13,615	13,615			$ 0
Litigation Settlement, Amount Awarded from Other Party	750
Accounting Standards Update 2016-02 [Member]
Other Commitments [Line Items]
Stockholders Equity Cumulative Effect Of Adoption Of Lease Accounting Standard		800
Operating lease obligations				$ 14,100
Operating Lease, Right-of-Use Asset				$ 14,100
Roseville, MN Lease [Member]
Other Commitments [Line Items]
Operating Lease, Right-of-Use Asset	$ 13,600	$ 13,600
Lessee, Operating Lease, Remaining Lease Term	15 years 3 months 18 days	15 years 3 months 18 days
Maximum [Member] \| Roseville, MN Lease [Member]
Other Commitments [Line Items]
Lessee, Operating Lease, Remaining Lease Term	5 years	5 years
Cellectis [Member] \| Maximum [Member]
Other Commitments [Line Items]
Threshold percentage of ownership in outstanding common stock to enact indemnification agreement		50.00%
Corporate Headquarters [Member]
Other Commitments [Line Items]
Office and lab building area \| ft²	44,000	44,000
Option to extend, description		The lease has a term of twenty years and includes four options to each extend the lease for five years subject to there being no default under the lease terms beyond any cure period and the Company occupying the property at the time of extension.
Equipment [Member]
Other Commitments [Line Items]
Restricted cash	$ 100	$ 100

Leases, Commitments, and Contingencies - Schedule Of Impact Of Adoption Of The Standard On Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
Assets
Land, buildings, and equipment	$ 4,516		$ 21,731
Operating lease right-of-use assets	13,615		0
Liabilities and stockholders' equity
Current portion of financing lease obligations	97		370
Other current liabilities	479		191
Financing lease obligations	0		17,506
Operating lease obligations	13,447		0
Accumulated deficit	$ (212,151)		(196,092)
Accounting Standards Update 2016-02 [Member]
Assets
Operating lease right-of-use assets		$ 14,100
Liabilities and stockholders' equity
Operating lease obligations		$ 14,100
Accounting Standards Update 2016-02 [Member] \| Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Assets
Land, buildings, and equipment			5,188
Operating lease right-of-use assets			14,090
Total assets			19,278
Liabilities and stockholders' equity
Current portion of financing lease obligations			366
Other current liabilities			467
Financing lease obligations			135
Operating lease obligations			13,814
Accumulated deficit			(195,260)
Total liabilities and stockholders' equity			(180,478)
Accounting Standards Update 2016-02 [Member] \| Revision of Prior Period, Accounting Standards Update, Adjustment [Member]
Assets
Land, buildings, and equipment			(16,543)
Operating lease right-of-use assets			14,090
Total assets			(2,453)
Liabilities and stockholders' equity
Current portion of financing lease obligations			(4)
Other current liabilities			276
Financing lease obligations			(17,371)
Operating lease obligations			13,814
Accumulated deficit			832
Total liabilities and stockholders' equity			(2,453)
Accounting Standards Update 2016-02 [Member] \| Previously Reported [Member]
Assets
Land, buildings, and equipment			21,731
Operating lease right-of-use assets			0
Total assets			21,731
Liabilities and stockholders' equity
Current portion of financing lease obligations			370
Other current liabilities			191
Financing lease obligations			17,506
Operating lease obligations			0
Accumulated deficit			(196,092)
Total liabilities and stockholders' equity			$ (178,025)

Leases, Commitments, and Contingencies - Summary of Lease Cost (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lease, Cost [Abstract]
Finance lease cost	$ 75	$ 1,431	$ 1,435
Operating lease, cost	1,548	46	83
Variable lease, cost	942
Total	$ 2,565	$ 1,477	$ 1,518

Leases, Commitments, and Contingencies - Summary of Other Information Related to Leases (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Cash Paid for Amounts Included in the Measurement of Lease Liabilities [Abstract]
Operating cash flows, Operating	$ 276
Operating cash flows, Financing	0
Financing cash flows, Operating	0
Financing cash flows, Financing	$ 376
Operating Lease, Weighted average remaining lease term (years)	15 years 3 months 18 days
Finance Lease, Weighted average remaining lease term (years)	4 months 24 days
Operating Lease, Weighted average discount rate	7.90%
Finance Lease, Weighted average discount rate	8.10%

Leases, Commitments, and Contingencies - Summary of Future Minimum Rental Payments (Detail) $ in Thousands	Dec. 31, 2022 USD ($)
Schedule Of Future Minimum Rental Payments [Abstract]
Operating, 2023	$ 1,446
Operating, 2024	1,480
Operating, 2025	1,479
Operating, 2026	1,479
Operating, 2027	1,479
Operating, Thereafter	16,991
Total including interest, Operating	24,354
Operating, Less: imputed interest	(10,540)
Total	13,814
Financing, 2023	100
Financing, 2024	0
Financing, 2025	0
Financing, 2026	0
Financing, 2027	0
Financing, Thereafter	0
Total including interest, Financing	100
Financing, Less: imputed interest	(3)
Total	97
2023	1,546
2027	1,479
2024	1,480
2025	1,479
2026	1,479
Thereafter	16,991
Total including interest, Financing	24,454
Less: imputed interest	(10,543)
Total	$ 13,911

Employee Benefit Plan - Additional Information (Detail)	12 Months Ended
Employee Benefit Plan - Additional Information (Detail)	Dec. 31, 2022
Compensation Related Costs [Abstract]
Defined contribution plan description	The Company provides a 401(k) defined contribution plan for all regular full-time employees who have completed two months of service.

Employee Benefit Plan - Summary of Defined Contribution Plan (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Retirement Benefits [Abstract]
Employee benefit plan expenses	$ 259	$ 274	$ 309

Supplemental Information - Summary of Certain Balance Sheet Amounts (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	$ 10,393	$ 29,459
Less accumulated depreciation and amortization	(5,877)	(7,728)
Total	4,516	21,731
Cash and cash equivalents	3,427	13,823
Restricted cash	99	499
Non-current restricted cash	0	99
Total	3,526	14,421
Common Warrants Financing Cost	396	0
Prepaid expenses and other current assets	210	859
Total	606	859
Operating lease obligations – current	$ 367	$ 0
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Liabilities, Current	Liabilities, Current
Other current liabilities	$ 112	$ 191
Total	479	191
Land Under Capital Lease [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	0	5,690
Buildings [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	900	804
Buildings Under Capital Lease [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	0	3,812
Leasehold Improvements [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	364	215
Leasehold Improvements Under Capital Lease [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	0	10,023
Office Furniture and Equipment [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	7,803	5,409
Office Furniture and Equipment Under Capital Lease [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	414	1,788
Computer Equipment and Software [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	912	831
Construction in Progress [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	0	849
Vehicles [Member]
Condensed Balance Sheet Statements Captions [Line Items]
Total land, buildings, and equipment	$ 0	$ 38

Supplemental Information - Summary of Certain Statements of Operations Amounts (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Condensed Income Statements, Captions [Line Items]
Stock-based compensation expenses	$ 3,998	$ 2,090	$ 4,971
Interest expense	(75)	(1,431)	(1,435)
Interest income	60	17	557
Common stock warrants - financing costs amortization	(72)	0	0
Total	(87)	(1,414)	(878)
Revenue	157	25,987	23,851
Soybean Grain [Member]
Condensed Income Statements, Captions [Line Items]
Revenue	0	25,930	12,976
Soybean Meal [Member]
Condensed Income Statements, Captions [Line Items]
Revenue	0	0	8,628
Soybean Oil [Member]
Condensed Income Statements, Captions [Line Items]
Revenue	0	0	2,220
Other [Member]
Condensed Income Statements, Captions [Line Items]
Revenue	157	57	27
Research and Development [Member]
Condensed Income Statements, Captions [Line Items]
Stock-based compensation expenses	946	1,465	1,132
Selling, General, and Administrative [Member]
Condensed Income Statements, Captions [Line Items]
Stock-based compensation expenses	$ 3,052	$ 625	$ 3,839

Supplemental Information - Summary of Statements of Certain Statements of Cash Flows Amounts (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Condensed Financial Information Disclosure [Abstract]
Non-cash additions to land, buildings, and equipment	$ (691)	$ 691	$ 0
Receivable from Jefferies for shares issued under ATM Facility	(260)	260	0
Interest paid	69	1,425	1,455
Establishment of right-to-use assets and associated operating lease liabilities	14,090	0	0
Cumulative effect of adoption of lease accounting standard on stockholders' equity	$ 832	$ 0	$ 0

Segment Information - Additional Information (Detail)	12 Months Ended
Segment Information - Additional Information (Detail)	Dec. 31, 2022 SEGMENT
Segment Reporting [Abstract]
Number of reportable segments	1

Long-Term Debt - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Apr. 19, 2020
Debt Instrument [Line Items]
Gain on extinguishment of loan		$ 0	$ 1,528	$ 0
Paycheck Protection Program Loan CARES Act [Member]
Debt Instrument [Line Items]
Loan, face amount					$ 1,500
Forgiveness eligibility description		In order to be eligible for forgiveness, the proceeds of the PPP loan were required to be applied to certain eligible expenses, including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, with not more than 40 percent of the amount applied to non-payroll costs.
Description of loan forgiveness status		The Company applied the proceeds from the PPP loan toward qualifying expenses. On October 21, 2020, as modified December 29, 2020, the Company applied for forgiveness of the full principal amount and all accrued interest. On April 8, 2021, the Company was notified by the SBA that the full principal amount and all accrued interest of the PPP loan had been forgiven. Accordingly, the Company recognized a gain upon the extinguishment of the PPP loan for $1.5 million during the second quarter of 2021.
Gain on extinguishment of loan	$ 1,500

Restructuring Costs - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Restructuring Costs [Abstract]
Stock-based compensation	$ 3,998	$ 2,090	$ 4,971
Soybean Products [Member]
Restructuring Costs [Abstract]
Severance and other charges		$ 400	$ 700
Stock-based compensation	$ 900

Share Based Compensation- Summary Of Share Based Compensation Performance Shares Award Outstanding Activity (Detail) - Performance Shares [Member]	12 Months Ended
	Dec. 31, 2022 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding as of December 31, 2021:	745,000
Issued	530,000
Forfeited/canceled	(145,000)
Awarded	0
Outstanding as of December 31 , 2022:	1,130,000

Subsequent Event - Additional Information (Detail) - USD ($) $ in Thousands				3 Months Ended
	Mar. 15, 2023	Mar. 01, 2023	Jan. 13, 2023	Mar. 31, 2023	Dec. 31, 2022
Subsequent Event [Line Items]
Litigation settlement, amount awarded from other party					$ 750
Subsequent Event [Member]
Subsequent Event [Line Items]
Litigation settlement, amount awarded from other party				$ 750
Subsequent Event [Member] \| Phantom Share Units (PSUs) [Member]
Subsequent Event [Line Items]
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage		100.00%
Subsequent Event [Member] \| Restricted Stock Units (RSUs) [Member]
Subsequent Event [Line Items]
Share-based compensation arrangement by share-based payment award, number of shares authorized		3,487,503
Subsequent Event [Member] \| Cibus Global, LLC [Member]
Subsequent Event [Line Items]
Unrestricted cash	$ 1,500,000		$ 1,500,000
Subsequent Event [Member] \| Revolving Credit Facility [Member] \| Cibus Global, LLC [Member]
Subsequent Event [Line Items]
Line of credit facility, maximum borrowing capacity	3,000,000		3,000,000
Line of credit facility, increase (decrease), net	4,000,000		$ 4,000,000
Proceeds from Lines of Credit	$ 500,000