RKDA Arcadia Biosciences Inc

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2024

 

 

Arcadia Biosciences, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

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

 

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

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common		RKDA		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

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Item 2.02 Results of Operations and Financial Condition.

On November 12, 2024 Arcadia Biosciences, Inc. (the “Company”) issued a press release announcing financial results for the third quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1, and the Company's annual financial information tables are furnished as Exhibit 99.2, to this Current Report on Form 8-K and are incorporated herein by reference.

 

The information furnished in this Form 8-K, the press release attached as Exhibit 99.1, and the financial information attached as Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02, in the press release attached as Exhibit 99.1, and in the financial information attached as Exhibit 99.2, shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Arcadia Biosciences Announces Third-Quarter 2024 Financial Results and Business Highlights
99.2		Arcadia Biosciences Third-Quarter 2024 Financial Information
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

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

			ARCADIA BIOSCIENCES, INC.
Date:	November 12, 2024	By:	/s/ MARK KAWAKAMI
			Mark Kawakami, Chief Financial Officer

 

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Arcadia Biosciences (RKDA) Announces Strong Third Quarter 2024

Financial Results and Business Highlights

-- Total revenues increased 18% compared to Q3 2023 –

-- Zola® coconut water revenues grew 55% year over year --

-- Zola retail distribution expanded 68% vs. Q3 2023 –

Dallas, Texas (November 12, 2024) – Arcadia Biosciences, Inc.® (Nasdaq: RKDA), a producer and marketer of innovative, plant-based health and wellness products, today released its financial and business results for the third quarter and first nine months of 2024.

“We are extremely pleased with our third-quarter 2024 results, which represent the progress we have made in transforming Arcadia’s business as well as our ability to execute on the plan we laid out,” said T.J. Schaefer, Arcadia’s president and CEO. “Our total revenues increased 18 percent year over year, and we have significantly reduced our use of operating cash to the lowest levels in Arcadia’s history as a public company.

“Zola® coconut water revenues grew 55 percent in Q3, and new retail distribution increased 68 percent compared to last year. Additionally, Zola is gaining market share and growing faster than the coconut water category across all measured time periods,” Schaefer said.

Arcadia Biosciences, Inc.

Financial Snapshot

(Unaudited)

($ in thousands)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2024	2023	Favorable / (Unfavorable)			2024	2023	Favorable / (Unfavorable)
			$	%				$	%
Total revenues	1,537	1,298	239	18%		3,829	3,677	152	4%
Total operating expenses	3,297	2,695	(602)	(22%)		5,198	8,586	3,388	39%
Loss from continuing operations	(1,760)	(1,397)	(363)	(26%)		(1,369)	(4,909)	3,540	72%
Net loss attributable to common stockholders	(1,612)	(2,567)	955	37%		(2,974)	(11,128)	8,154	73%

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Certain previously reported financial information has been reclassified to conform to the current year presentation. Reclassifications are related to the presentation of the financial results of our former GoodWheatTM and body care brands as discontinued operations. The financial information above and narrative that follows relate to continuing operations unless stated otherwise.

More detailed financial statements are included in the Form 8-K filed today, available in the Investors section of the company’s website under SEC Filings.

 

Revenues

Revenue increased $239,000 and $152,000 during the third quarter and first nine months of 2024, respectively, compared to the same periods in 2023 driven by an increase in Zola sales.

Operating Expenses

Operating expenses increased by $602,000 during the third quarter of 2024 compared to the same period in 2023 primarily driven by higher revenues and employee severance costs. Operating expenses decreased by $3.4 million during the first nine months of 2024 compared to the same period in 2023 driven by a gain of $4.0 million related to the asset sale to Corteva in 2024.

Cost of revenues increased $214,000 and $140,000 during the third quarter and first nine months of 2024 compared to the same periods in 2023, respectively, driven by higher revenues and input costs.

Selling, general and administrative expenses increased $379,000 during the third quarter of 2024 compared to the same period in 2023 primarily due to employee severance expenses related to the change in management. Selling, general and administrative expenses increased $451,000 during the first nine months of 2024 compared to the same period in 2023 due to employee severance expenses as well as higher consulting and legal expenses.

Net Loss Attributable to Common Stockholders

Net loss attributable to common stockholders for the third quarter of 2024 was $1.6 million, or $1.18 per share, compared to $2.6 million, or $1.89 per share, for the same period in 2023. The improvement in net loss attributable to common stockholders for the third quarter of 2024 compared to the same period in 2023 was primarily driven by the year-over-year decrease in net loss from discontinued operations.

Net loss attributable to common stockholders for the first nine months of 2024 was $3.0 million, or $2.18 per share, an $8.1 million improvement from the $11.1 million, or $9.31 per share, net loss for same period in 2023. The improvement in net loss attributable to common stockholders for the first nine months of 2024 compared to the same period in 2023 was primarily driven by the $4.0 million gain related to the asset sale to Corteva in 2024 as well as the year-over-year decrease in net loss from discontinued operations.

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Conference Call and Webcast

The company has scheduled a conference call for 4:30 p.m. Eastern time (1:30 p.m. Pacific time) to discuss third-quarter results and key strategic achievements. Interested participants can join the conference call using the following options:

Following completion of the call, a recorded replay will be available in the Investors Section of the company’s website.

About Arcadia Biosciences, Inc.

Since 2002, Arcadia Biosciences (Nasdaq: RKDA) has been innovating high-value, healthy ingredients to meet consumer demands for healthier choices. With its roots in agricultural innovation, Arcadia cultivates next-generation wellness products that make every body feel good. For more information, visit www.arcadiabio.com.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about the company and its products, including statements relating to the company’s growth. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, and reported results should not be considered as an indication of future performance. These risks and uncertainties include, but are not limited to, the risks set forth in filings that the company makes with the Securities and Exchange Commission from time to time, including in Arcadia’s Annual Report on Form 10-K for the year ended December 31, 2023 and other filings. These forward-looking statements speak only as of the date hereof, and Arcadia Biosciences, Inc. disclaims any obligation to update these forward-looking statements.

 

Arcadia Biosciences Contact:

Sue Wandell

ir@arcadiabio.com

 

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Exhibit 99.2

 

Arcadia Biosciences, Inc.

Consolidated Balance Sheets

(Unaudited)

(In thousands, except share data)

 

		September 30, 2024				December 31, 2023
Assets
Current assets:
Cash and cash equivalents		$	3,936			$	6,518
Short-term investments			2,640				5,124
Accounts receivable and other receivables, net of allowance for doubtful accounts of    $0 as of September 30, 2024 and December 31, 2023			882				506
Inventories — current			835				837
Assets held for sale			—				51
Note receivable — current			1,827				—
Prepaid expenses and other current assets			521				807
Current assets of discontinued operations — GoodWheat			70				1,129
Total current assets			10,711				14,972
Property and equipment, net			55				70
Right of use asset			306				792
Inventories — noncurrent			—				196
Intangible assets, net			39				39
Note receivable — noncurrent			3,966				—
Other noncurrent assets			164				164
Noncurrent assets of discontinued operations — GoodWheat			—				3,472
Total assets		$	15,241			$	19,705
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses		$	1,692			$	1,910
Amounts due to related parties			30				58
Operating lease liability — current			346				852
Other current liabilities			260				270
Current liabilities of discontinued operations — GoodWheat			—				500
Total current liabilities			2,328				3,590
Operating lease liability — noncurrent			—				155
Common stock warrant and option liabilities			764				1,257
Other noncurrent liabilities			2,000				2,000
Total liabilities			5,092				7,002
Commitments and contingencies (Note 14)
Stockholders’ equity:
Common stock, $0.001 par value—150,000,000 shares authorized; 1,364,940 and 1,285,337    shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively			65				65
Additional paid-in capital			284,919				284,515
Accumulated other comprehensive income			117				101
Accumulated deficit			(274,814	)			(271,840	)
Total stockholders’ equity			10,287				12,841
Non-controlling interest			(138	)			(138	)
Total stockholders' equity			10,149				12,703
Total liabilities and stockholders’ equity		$	15,241			$	19,705

 

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Arcadia Biosciences, Inc.

Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

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

 

		Three Months Ended September 30,								Nine Months Ended September 30,
			2024				2023				2024				2023
Revenues:
Product		$	1,537			$	1,298			$	3,829			$	3,667
License			—				—				—				10
Total revenues			1,537				1,298				3,829				3,677
Operating expenses:
Cost of revenues			1,032				818				2,136				1,996
Research and development			24				15				40				55
Gain on sale of intangible assets			—				—				(4,000	)			—
Impairment of property and equipment			—				—				36				—
Selling, general and administrative			2,241				1,862				6,986				6,535
Total operating expenses			3,297				2,695				5,198				8,586
Loss from continuing operations			(1,760	)			(1,397	)			(1,369	)			(4,909	)
Interest income			233				133				428				538
Other income, net			15				17				168				36
Valuation loss on March 2023 PIPE			—				—				—				(6,076	)
Change in fair value of common stock warrant and option liabilities			330				608				493				5,965
Issuance and offering costs allocated to liability classified options			—				—				—				(430	)
Net loss from continuing operations before income taxes			(1,182	)			(639	)			(280	)			(4,876	)
Income tax provision			—				—				—				(1	)
Net loss from continuing operations			(1,182	)			(639	)			(280	)			(4,877	)
Net loss from discontinued operations — Body Care			—				(83	)			—				(591	)
Net loss from discontinued operations — GoodWheat			(430	)			(1,845	)			(2,694	)			(5,665	)
Net loss			(1,612	)			(2,567	)			(2,974	)			(11,133	)
Net loss attributable to non-controlling interest			—				—				—				(5	)
Net loss attributable to common stockholders		$	(1,612	)		$	(2,567	)		$	(2,974	)		$	(11,128	)
Net loss per share attributable to common stockholders:
Basic and diluted from continuing operations		$	(0.87	)		$	(0.47	)		$	(0.21	)		$	(4.08	)
Basic from discontinuing operations		$	(0.32	)		$	(1.42	)		$	(1.98	)		$	(5.24	)
Net loss per basic and diluted share attributable to common stockholders		$	(1.18	)		$	(1.89	)		$	(2.18	)		$	(9.31	)
Weighted-average number of shares used in per share    calculations:
Basic and diluted			1,363,753				1,359,511				1,362,754				1,195,354
Other comprehensive income (loss), net of tax
Unrealized gains on available-for-sale securities		$	36			$	66			$	117			$	87
Reclassification adjustment for gains on available-for-sale securities included in net loss		$	-			$	—			$	(111	)		$	—
Change in unrealized gains on available-for-sale securities		$	36			$	66			$	6			$	87
Comprehensive loss		$	(1,576	)		$	(2,501	)		$	(2,968	)		$	(11,041	)

 

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Arcadia Biosciences, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

		Nine Months Ended September 30,
			2024				2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(2,974	)		$	(11,133	)
Adjustments to reconcile net loss to cash used in operating activities:
Change in fair value of common stock warrant and option liabilities			(493	)			(5,965	)
Issuance and offering costs allocated to liability classified options			—				430
Valuation loss on March 2023 PIPE			—				6,076
Depreciation			92				227
Lease amortization			502				535
Amortization of note receivable discount			(90	)			—
Gain on disposal of property and equipment			(65	)			(36	)
Gain on sale of RS durum wheat trait			(4,000	)			—
Stock-based compensation			395				573
Write-down of inventories			154				444
Impairment of property and equipment			36				—
Changes in operating assets and liabilities:
Accounts receivable and other receivables			(445	)			249
Inventories			620				(1,388	)
Prepaid expenses and other current assets			287				(284	)
Other noncurrent assets			—				(13	)
Accounts payable and accrued expenses			(719	)			(300	)
Amounts due to related parties			(29	)			(2	)
Other current liabilities			(11	)			11
Operating lease liabilities			(678	)			(573	)
Net cash used in operating activities			(7,418	)			(11,149	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property and equipment			342				42
Proceeds from sale of Verdeca — earn-out received			—				569
Proceeds from sale of investments			2,501				—
Proceeds from sale of RS durum wheat trait			4,000				—
Cash paid related to sale of GoodWheat			(2,000	)			—
Purchases of property and equipment			(16	)			(5	)
Purchases of investments			—				(5,002	)
Net cash provided by (used in) investing activities			4,827				(4,396	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock, pre-funded warrants and    preferred investment options from March 2023 PIPE			—				5,997
Payments of offering costs relating to March 2023 PIPE			—				(497	)
Proceeds from ESPP purchases			9				12
Net cash provided by financing activities			9				5,512
Net decrease in cash and cash equivalents			(2,582	)			(10,033	)
Cash and cash equivalents — beginning of period			6,518				20,644
Cash and cash equivalents — end of period		$	3,936			$	10,611
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
NONCASH INVESTING AND FINANCING ACTIVITIES:
Common stock options issued to placement agent and included in offering     costs related to March 2023 PIPE		$	—			$	212
Warrant and option modifications included in Valuation loss on March     2023 PIPE		$	—			$	404
Right of use assets obtained in exchange for new operating lease liabilities		$	86			$	—
Note receivable recognized from sale of GoodWheat		$	5,705			$	—

 

 

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v3.24.3

Document And Entity Information	Nov. 12, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 12, 2024
Entity Registrant Name	Arcadia Biosciences, Inc.
Entity Central Index Key	0001469443
Entity Emerging Growth Company	false
Entity File Number	001-37383
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-0571538
Entity Address, Address Line One	5950 Sherry Lane
Entity Address, Address Line Two	Suite 215
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75225
City Area Code	214
Local Phone Number	974-8921
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common
Trading Symbol	RKDA
Security Exchange Name	NASDAQ

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