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Cibus - Q2 2023

August 10, 2023

Transcript

Operator (participant)

Good morning, ladies and gentlemen, thank you for standing by. Welcome to Cibus 2nd Quarter 2023 Financial Results and Corporate Update Conference Call and Webcast. During today's conference call, all parties are in a listen-only mode. To ask a question during the session, you will need to press star one one on your telephone, and you will then hear an automated message advising your hand is raised. To withdraw your question, please press star one one again. This conference is being recorded today, August 10th, 2023. At this time, I would like to turn the conference over to Wade King, Cibus Chief Financial Officer. Please go ahead, sir.

Wade King (CFO)

Thank you and good morning. This is Wade King, the Chief Financial Officer of Cibus. I would like to thank you for taking time to join us for Cibus 2nd quarter 2023 financial results and corporate update conference call and webcast. Presenting with me today is Rory Riggs, our Co-founder, Chief Executive Officer, and Chairman, and Peter Beetham, Co-founder, President, and Chief Operating Officer. The press release detailing these results crossed the wire early this morning and is available on our company's website, cibus.com. Before we begin the conference call, I'd like to remind everyone that statements made on the call and webcast, including those regarding future financial results and future operational goals and industry prospects, are forward-looking and may be subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the call.

Please refer to Cibus SEC filings for a list of associated risks. This conference call is being webcast. The webcast link is available in the Investor Relations section of cibus.com and will be accessible for 90 days. At this time, I'd like to turn the call over to Rory for his opening remarks. Rory?

Rory Riggs (Co-Founder, Chairman and CEO)

Thanks, Wade. Welcome to our 1st quarterly release, which we're really excited about. Financially, this quarter will be a little bit different from quarters going forward, as our financial results for this quarter only reflect one quarter of the combined operations of Calyxt and Cibus, as merger agreement became effective on June 1, 2023. That means the results reflect two months of Calyxt and one month of the combined operation. I think the easiest way to understand this is to have Wade go over our financial presentation. Wade?

Wade King (CFO)

Thank you, Rory. Earlier today, we issued a press release describing our 2Q 2023 results. We are also filing our Form 10-Q for the quarter today. For additional details about our financials for 2Q 2023, please refer to our press release or filings with the SEC. As Rory described, we are excited to bring the two leaders in gene editing and agriculture together in our recent merger. Today, we are reporting financials as part of this transition from the legacy Calyxt business alongside the combined company business. Now for our 2Q 2023 financial results. Cash and cash equivalents as of June 30th, 2023, is $50.9 million. The company believes our cash and cash equivalents will enable Cibus to fund planned operating expenses and capital expenditure requirements into the 1Q 2024.

R&D expense was $8.4 million for the quarter ended June 30, 2023, compared to $3.2 million in the year ago period. The increase of $5.2 million is primarily related to increased lab supply and facility expenses, an increase in employee headcount, and an increase in stock-based compensation expense for restricted stock awards, award grants, and the acceleration of share vesting associated with stock award agreements due to the acquisition of Cibus Global, LLC. SG&A expense was $11.1 million for the quarter ended June 30, 2023, compared to $3.6 million in the year ago period.

The increase of $7.5 million is primarily related to an increase in headcount, increased consulting and legal fees, and an increase in stock-based compensation expense for RSA grants and the acceleration of share vesting associated with stock award agreements due to the acquisition of Cibus Global, LLC. Non-operating income was $1.3 million for the quarter ended June 30, 2023, compared to $4.3 million in the year ago period. The decrease of $3 million in non-operating income is due to changes in the fair value of the liability classified Class A common stock warrants. Net loss was $20.5 million for the quarter ended June 30, 2023, compared to net loss of $2.5 million in the year ago period.

Net loss per share of Class A common stock was $2.74 for the quarter ended June 30, 2023, compared to net loss per share of $2.66 in the year ago period. Now I'll turn the call back to Rory for his further remarks.

Rory Riggs (Co-Founder, Chairman and CEO)

Thanks, Wade. In addition to the financials, this quarter will also be a little different as we look at this quarter's release as the inaugural call for Cibus as a public company. Because of this, the format will be a little different than a typical call. Our goal today is to begin to develop an understanding of who Cibus is, our business, goals, strategy, and milestones. From here, the plan would be to do quarterly calls to review our finances and provide updates on our commercial progress as we launch our developed traits. The merger between Calyxt and Cibus was a great one-time opportunity to merge the two pioneers in gene editing.

The union is significant because in the early days of gene editing, Cibus, Cellectis, Calyxt's agricultural subsidiary, and the University of Minnesota, one of the founders of Calyxt, were the leaders in developing the field of agricultural gene editing. All this essential agricultural gene editing technology from this period now resides in Cibus. We're really excited to be working with our colleagues from Calyxt and taking advantage of all this great intellectual property. The merger also allowed us to become a public company. We believe 2023 was a good year for us to go public, as it is the point of inflection year for us as we transition from R&D to a commercial company. As part of this transition, we laid out a list of 2023 milestones that were critical to this transition.

We're really excited because we have already accomplished many of our 2023 milestones and are on target for our remaining ones. The key milestones that we have accomplished are multifold. We 1st successfully made the initial transfers of our initial trait products. We have three developed traits, one for pod shatter reduction in canola and winter oilseed rape, and two for herbicide tolerance in rice. Our business involves editing our traits in the elite germplasm of our customers and returning or transferring back to the customer their elite germplasm with our trait. Since our merger was announced in January, we have successfully returned our 1st three traits to a canola customer and two herbicide-tolerant traits to a rice customer. We expect five more canola transfers in 2023. We opened the Oberlin facility, the industry's 1st gene editing production facility.

This system is critical to our commercial model that involves editing a customer's elite germplasm. It enables us to perform these edits at a commercial scale. Finally, we have three traits in development. Two of these traits are in advanced stages of development, going through greenhouse and field validation. One of the traits is for Sclerotinia resistance. This is an important trait for both canola and soybean. We've already released very encouraged greenhouse results for this trait in Q2 2023. We expect more data on this important trait in the 2nd half of 2023. Our last part of our business, which is helpful to discuss, is our ability to get major seed companies to work with us in breeding collaborations to develop our current traits, but also to develop new traits with, with customers.

We're really excited to announce today that we have entered into a breeding collaboration with Bayer to test and validate our trait machine process and our ability to edit elite germplasm and return back to customers their plants with edits in them. We have others following up, and this is a really big moment for us as we start to develop this whole new industry where we can put advanced traits into seeds in a fraction of the time and cost of traditional breeding. These milestones are what we mean when we say that 2023 is an inflection year for our business and its path to a fully virtual company. Importantly, these milestones help frame this new industry of high-throughput gene editing that we are building.

Our goal in the call is to use these milestones to form a base from which to report our progress in building the company and this new industry. In 2023, we started transferring trait products in customers' elite germplasm. We started production runs in the industry's 1st high-throughput trait production facility. We signed important collaboration agreements with leading seed companies to develop this industry further, and we had major regulatory milestones indicating that traits from high-throughput gene editing are on our path to be regulated similarly to traits from a conventional breeding. 2023 so far has been quite a year.

I'm sorry, I'm going to break, and we've put a couple slides together to walk you through our business, our goals, and our prospects, and give you a framework so that as we quarter-to-quarter start educating you on our progress and our pipeline, you'd have a better position from which to understand this. I'd like to start this section with a slide we use every presentation, which is a slide of my senior management team. What's really exciting about this company is, as a co-founder, I have been a partner with Peter and Greg for over 20 years now. Wade is my analyst at BioMatrix, I've known Wade for over 20 years, and it's really exciting to come back and work with him again.

We're very excited that we recently hired the former general counsel of Syngenta, and he ran our licensing. It's really important for us as we start to build our business, our trait development business. A little background on who we are. Cibus is in the productivity trait business. As such, when we create products, we look at this line you see here. It's the slope of the productivity increases in the seed industry over the last 50 years. Our job is to help maintain or grow the slope of this line. That's what people in the seed industry do. We're in the seed industry. This is what editing does. It changes existing genes within a plant, so that the plant can protect itself from things like the environment or disease. Importantly, our products directly impact the yield and cost of farming.

In other words, our products impact the slope of this slide. We are paid for our products based on seed sales with our traits. Our royalties are based on the economics or value from our trait to a crop. This is essentially the same basis Apple pays Qualcomm for components Apple Qualcomm supplies to your iPhone, or an ingredient in a business, and we're paid for the value we bring to that product. In the seed industry, there are essentially three principal tools that are used to improve yields for the major crops. 1st, is improvements in the germplasm. That's the genetics of the seed itself. And then there's improvement in new traits, and these are the traits that allow you to, to better manage the environment. And 3rd, there's chemicals, crop protection chemicals.

With the impact of climate change coming and the pressure to decrease chemical usage, germplasm and trait improvements are the central focus today to improve productivity at scale. This is our business. The licensing of intellectual property associated with traits is an integral part of agriculture. The royalties paid for productivity traits for the major crops is estimated to exceed $10 billion. This is roughly equivalent to operating profit for the global crop protection chemicals business. The target market for productivity trait business is roughly the same as the target market for agricultural chemistry industry: disease, pests, weeds, and the climate. We're all focused on the same general targets. The economics are very straightforward. For each crop, there are always two principal drivers of productivity trait growth.

1st, the number of acres in a crop impacted by a specific trait, and two, the trait acres per paid for a specific trait. A great example of this is our 1st disease trait for Sclerotinia resistance. The number of soybean acres impacted by Sclerotinia is approximately 25% of the total soybean acres, or roughly 50 million acres. The estimated trait range is approximately $7-10 per acre, which is estimated to be roughly one-3rd of the cost to manage Sclerotinia using fungicides. This equates to a $350 million-400 million market for Sclerotinia resistance in soybean. The trait royalty market for this trait is much larger if you include canola and winter oilseed rape.

Most importantly, these calculations are a great example of how to look at trait markets and determine values for virtually every productivity trait. New slide. The Bt trait is an excellent example of how productivity traits work, and the slide we're seeing here is an illustrative slide. These are real numbers, but Bt is not our trait. Bt is a very important trait in the industry. For corn and cotton, this trait revolutionized worm management and is currently used on over 90% of the acres grown for each crop, demonstrating the pervasiveness of this trait. Trait fees range between $10-15 per acre. The total royalty paid for this trait across all crops is estimated to be over $4 billion a year. The math is pretty simple.

Total acres grown with this trait on them by the trait fee or royalty paid per acre. This industry is a lot like the movie industry. At the end of every season, the accountants total up the revenues and calculate the number of people, actors, or companies that have earned royalties. This happens every season in agriculture. New slide. This picture is meant to depict the process of conventional farming. Although a lot of technologies, such as selective breeding, have impacted this industry, it's still the slow, random, and expensive process that has existed for centuries, if not millennia. GMO technologies have given us amazingly impactful traits, like the Bt trait . These technologies are still very lengthy and expensive. The most recent study estimated that GMO trait requires on average 16.5 years and $115 million from ideation work through commercialization.

The promise of gene editing is it can be the digital moment in agriculture. These technologies can materially change the time and cost of trait development, and we believe it will restart the productivity boom started with GMO technologies. I'd like to move and let Peter Beetham sort of explain this technology. To understand really what we do, you really have to understand what is the big breakthrough that Peter and Wade have accomplished. Peter?

Peter Beetham (Co-Founder, President and COO)

Thanks, Rory, and good morning, everyone. Cibus' high-throughput breeding, or as we call it, the Trait Machine, changes the game. What separates Cibus in the plant gene editing industry is its Trait Machine process. It is built using Cibus's patented Rapid Trait Development System, or RTDS. The process from ideation, molecular discovery, or what I call the what to edit, then editing to the field validation, can take as little as five years. The Trait Machine process is a crop-specific, standardized, end-to-end gene editing breeding system that edits a single cell from an elite germplasm and generates the cell into the same elite germplasm with that edit. It is the 1st time-bound and reproducible breeding system in the plant gene editing industry. It is the breeding system used at our Oberlin location. As we recently reported, we are excited to now have Cibus' new standalone gene editing production facility.

Cibus believes that RTDS and the Trait Machine process represent the technological breakthrough in plant breeding that is the ultimate promise of plant gene editing. High-throughput gene editing systems that are able to work as an extension of customers' breeding programs. The Trait Machine enables a standardized, reproducible system that develops traits in a fraction of the time and cost of conventional breeding or GMO processes. There is another aspect of the Trait Machine that is an equally important benefit to this new era: the ability to develop prototypes and to accelerate commercialization once a trait is developed. Prototypes validate specific edits in a crop that lead to a validated trait. Cibus is focused on complex traits that involve multiple edits, and in some cases, multiple genes. In many cases, such as disease or nitrogen use efficiency traits, the ultimate product will consist of multiple modes of action.

Prototyping multiple modes of action is difficult, if impossible, in conventional breeding. This is a core attribute of the Trait Machine. It is why we believe that we will be able to develop traits for many of the critically important traits, like disease resistance, that have been elusive using conventional breeding or GMOs. To us, these benefits are integral to our vision for the future of breeding. Back to you, Rory.

Rory Riggs (Co-Founder, Chairman and CEO)

Our best example of what Peter was talking about regarding the timeline for development of new traits, given the technology he's helped develop, is our Sclerotinia trait. Sclerotinia is a really important trait in both canola and soybean. It has amazing losses, and we believe that this royalty between the two crops is well over a $500 million a year royalty. What we're most excited for the purpose of this discussion is, you see on this chart the timeline for development. The timeline for development for this thing fits exactly in line with our proposition of four to six years of development timelines for a given trait from the time you do a 1st edit.

You can watch us manage this trait and see how well we are at managing this, because it's an excellent benchmark for you to think about how we're doing new traits. When we started Cibus, we blindly assumed that we would not be considered GMO. Our dream was if we could start developing technology that resulted in traits that were indistinguishable from conventional breeding, we'd be regulated like conventional breeding. Well, we have to admit, this vision has taken a long time. However, over the last few years, virtually all major markets have either passed legislation or are on a road to pass legislation that would regulate traits from our technology similar to traits from conventional breeding. The last holdout and the most critical of GMOs, the European Union, in July, proposed new legislation for something called New Genomic Techniques, or NGT.

If passed, the EU would regulate traits from our technologies as conventional-like. If the E.U. parliament passes this bill, this bill, we believe the remaining holdouts will quickly complete their process. In the meantime, the U.S., the U.K., and most of the Latin American countries have already passed legislation. 2023 has been the watershed year for genetic regulations in agriculture. New slide. As I mentioned, we're in the productivity trait business, with technologies at the forefront of gene editing in agriculture. One of the key benefits of merging with Calyxt is that the combined company now own many of the core original patents for gene editing in agriculture. The merger established a strong technology platform and leadership position as we move forward.

Our goal in this section is to provide an overview of our business today, and the progress we have made in trait development with our Trait Machine, and the progress we have made in commercializing our initial development traits. New slide, 12. The best evidence we have of the efficiency of the Trait Machine process is that we currently have a pipeline of six traits. Three of these traits are fully developed and shipping. One is a canola trait for pod shatter reduction. The other two are for herbicide tolerance and traits in rice. We have strong demand for each of these traits. For pod shatter trait, we already have 10 customers that have entered into pod shatter breeding collaboration. Importantly, we made our 1st transfer to Nuseed in Q1 this year.

We expect to make five more transfers by year-end 2023 of this trait in our customers' elite germplasms. Two of these traits are in advanced stages of development. One is for Sclerotinia resistance in canola, the other is a tolerance trait for a novel herbicide in canola. Both traits are important traits for both canola and soybean. Sclerotinia resistant comprises three modes of action. We had previously reported positive results for the 1st mode of action, and recently reported encouraging results for the 2nd mode of action. We expect to release an additional greenhouse and field data by the end of year 2023 for Sclerotinia resistance. The last trait is for nitrogen use efficiency. This is a critically important trait for most crops. This eventually is trying to develop a plant that can maintain or improve productivity with less fertilizer.

We're just initiating this trait in canola and in rice. For each of our trait products, we will regularly be reporting our progress in the greenhouse and in the field, and it'll be a regular part of our quarterly calls going forward. New slide. The trait business is a crop-by-crop business. Although traits are important in many crops, each trait in each crop can vary on many levels, since traits are affected by different geographies and environmental conditions. Our customer is always a specific crop team in each seed company. In this way, you can think of a crop at, at Cibus as a business unit.

From this slide, you can see that we have a canola business unit, a rice business unit, and we'll have a soybean unit that potentially work with these companies to just try to develop our initial trait and a pipeline of traits that go with it. Soybean is important because it makes our Trait Machine operational in 200 million additional acres. Importantly, soybean farmers have been a leader in adopting new traits, especially the GMO traits, so we're really excited about moving into that marketplace. We already have two traits, which we already have demand for, that we're 1st launching in canola, and so the event of actually having a soybean platform is a really, really big thing for us that we expect to happen in the 2nd half of 2023. New slide.

As we've discussed, crop-specific Trait Machine breeding processes are the key to our business. The Trait Machine enables us to edit directly into a customer's elite germplasm and return the germplasm to the customer with our edit. It also lets us build high-throughput breeding collaborations with seed companies in a crop, where we can work with them to help them develop some of their own traits. This is our vision: crop-by-crop breeding partnerships with seed companies, where we operate as an extension of their crop-specific breeding operation. Currently, we are Trait Machine operational in two crops, canola and rice. This means we're in the trait business crops. By year-end, we expect to be Trait Machine operational in soybean, thus, in the trait business in soybean. By year-end 2025, we expect to be in the Trait Machine business in both wheat and corn.

We've already built crop-specific Trait Machine breeding collaborations with seed companies in canola, rice, and soybean. New slide. Our business plan is pretty straightforward. We have a technology platform that enables us to develop more traits more quickly and with a faster speed to market. Using this technology, we have a pipeline of six traits, of which three are development and launching, and two are in advanced stages of development, and the sixth is just initiating the editing process. We're currently Trait Machine operational in two crops, canola and rice. In addition, we are close to being Trait Machine operational in soybean. Together, we estimate the relative potential of these crops for the three developed traits and two advanced traits to be $1.6 billion.

What's really interesting when you see this slide, is you realize that over on the canola side, we are validating and launching Sclerotinia and herbicide reduction traits in canola. Those are the exact same traits that when we validate our business model for soybean, we're going to be able to go over and introduce them to soybean. It's not going to take developing a whole set of new trait development. It's transferring a trait from one crop to another crop, which is really powerful. Our goal right now is to get these five traits commercial in these three crops, and that's what we'd like you to grade us on. If we can, it's a huge opportunity for us and that we're all really excited about. These are the targets for which we expect to update shareholders in the quarters to come.

New slide. It should be self-evident by now that we're pretty excited about the milestones we've accomplished since we signed our merger agreement with Calyxt. Our remaining 2023 milestones are also foundational to our business plan. Our guidance on soybeans is obviously critically important. It's one of the two mega crops for trait development. We believe we'll have the Trait Machine process completed for soybean by year-end. Finishing soybean ties into our other two milestones for 2023. We expect to announce additional greenhouse and field data for our sclerotinia-resistant traits and our HT2 trait in canola. These are the cornerstones of our advanced traits. They're huge traits for canola, but also huge traits for soybean. It's our intention to start editing in soybean for these traits as soon as our soybean platform is operational.

Together, these milestones successfully move us from R&D to commercial, with over 250 million acres operational, a pipeline of six traits, and major seed company partners across all three crops, who have signed trait collaboration agreements and have transferred their germplasm to Cibus. Together, they complete important milestones that make 2023 the huge point of inflection for Cibus, and we believe for gene editing in plants in general. This slide is particularly important because it lists our milestones. This is our 1st guidance with our 1st quarter, and we hope you'll grade us on this. Next quarter, we hope to tell you how far we've moved in moving things forward.

In general, this is how we think these quarterly calls will solve, and we'll try to get you excited about some of the stuff we're doing anyways, to show you how this new industry moves. Thanks for listening to our business overview. As is evident, our business currently is driven by our execution to get the developed traits launched commercially and to get our developing traits developed. The relative potential of just these six traits in the three crops is immense, and materially increases as we add wheat and corn, and these activities are really consistent with being a commercially driven company. We're going to show the industry how gene editing traits work. In our subsequent calls, we'll focus on tracking our progress and hitting these milestones for each of these products and keep you posted on new trait development.

With that, let's go to Q&A. We'd love to take some questions.

Operator (participant)

Thank you, sir. We'll now begin the question and answer session. As a reminder, to ask a question, you will need to press star one, one on your telephone and wait for your name to be announced. To withdraw your question, please press star one, one again. One moment for our 1st question. Our 1st question comes from Laurence Alexander with Jefferies. Your line is open.

Laurence Alexander (Equity Analyst)

Good morning. I guess just 1st of all, with the cash burn, can you just characterize whether it is expected to be steady, front-end loaded, back-end loaded? How much of what you've sketched out as your initial cash burn is tied to products that are not the 1st three commercial products?

Rory Riggs (Co-Founder, Chairman and CEO)

Thanks, Laurence. Thanks again. Can I say one note as we start? We actually thought our slides were going to match up to the language. We apologize if it didn't for the people on the call, and I'll let Wade walk through the cash. We, we expect it to be even. Let him walk... I think the question of cash burn, where we are and how we manage it, is a critically important question for all shareholders. Wade, you want to take a shot?

Wade King (CFO)

Sure. Hey, Lawrence, it's Wade. Our operating burn currently is about $6.5 million per month. We expect that to trend up to, at the end of this year, towards $7 million per month, that dollars. That obviously supports all of our facilities. It includes the new Oberlin facility, which is our dedicated Trait Machine facility in San Diego. Of course, our headquarters in Nancy Ridge. It includes also the Roseville facility, associated with the old Calyxt, and that's 43,000 sq ft. It takes into account, obviously, both our operating needs, and also our capital expenditures associated with making those, all those facilities fully operational from a Trait Machine standpoint. We added 80 people last year to the company, we moderated the increased headcount since then.

We expect, frankly, the operating capital needs of the company to be steady from here. you know, incremental increases associated with adding, you know, individuals and CapEx requirements to those facilities on an ongoing basis. Hopefully that addresses your question. Once again, $6.5 million per month, trending up to $7 million per month, and then steady from there.

Laurence Alexander (Equity Analyst)

Okay, great. Just 2ndly, can you unpack the difference between a trait going into kind of the breeding collaboration versus the transfer stage? Once it gets into the transfer stage, what the timeline is for cash revenues to hit your P&L and cash, cash flow statement? Can you just walk through kind of the cadence of the, of the three, you know, particularly for the three products that you've already commercialized?

Rory Riggs (Co-Founder, Chairman and CEO)

Excellent question. We're starting to transfer trait to develop to our customers. What we've, guidance we've given, Laurence, is that we think it'll take two to three years for them to do the things they necessary to validate, register, build up a seed inventory, and get launched. We expect, you know, two to three years after we transfer to a customer, that we'd start to see revenues. We think that that could be a little bit faster in rice because of the nature of how the rice market works. In the canol market, we think that those are really solid numbers. In the rice market, we're going to learn, but because of the nature of how rice is transferred and worked, that I think that it could be faster.

Laurence Alexander (Equity Analyst)

Just one last clarification, and I'll hop back in the queue, is once the product is launched, can you give a sense for the lag, if any, for you to be paid? Do you get paid at the end of the planting season, the end of the harvest? Can you just walk through kind of how the model should, should work in terms of getting the royalty payments to start flowing through to you?

Peter Beetham (Co-Founder, President and COO)

Lawrence, this is, this is Peter Beetham. Thanks for that question. I think that, you know, with regards to canola, and our relationships with all our customers, it'll be basically at the end of what they call counting bags, at the season. They plant, and then when they get all their returns in, so around mid to mid-year, they'll come back to us with an analysis of exactly how many bags were sold, and then the royalties, per acre, will be sent back to us.

Wade King (CFO)

I'll just add, Lawrence, this is Wade, that that sums up to the fact that our expectations, we like giving ranges or to have, you know, royalties showing up on the P&L from customer shipments, in the range of 2025-2026, 1st royalties, and then obviously, free cash flow generated in the range of 2026-2027, 1st free cash flow generation. Hopefully that gives you a range of metrics, as relates to the model expectations.

Rory Riggs (Co-Founder, Chairman and CEO)

If I can one more, just, I, I always, you've heard me, Lawrence, say that I look at this a lot like the movie business. The end of a season, suddenly you look at all the players and figure out who you have to pay royalties to. The way Peter explained it, is from our understanding, exactly what happens in the, in the ag business. At that point, they look at all the, you know, they pay a lot of royalties out, and they look at all their people they owe royalties to, and I think the whole industry collects their royalties essentially the same time.

Laurence Alexander (Equity Analyst)

Okay, great. I'll drop back in queue. Thanks.

Operator (participant)

Thank you. As a reminder, to ask a question, you will need to press star one one on your telephone and wait for your name to be announced. One moment for our next question. Our next question comes from Steve Byrne with Bank of America. Your line is open.

Steve Byrne (Senior Chemicals Analyst)

Yes, good morning to you. I have a couple of questions about the potential to put HT2 and sclerotinia in soybeans. 1st, can you highlight what is HT2? Does that represent a different mode of action from the multitude of herbicide tolerance transgenic traits that are in soybeans right now? So is it, is that different? Perhaps you could highlight, you know, whether there's any difficulty putting your gene-edited traits into soybeans that are full of, of transgenic traits. There's, there's some talk out there that if there's a, you know, a transgenic herbicide trait in there, it makes it pretty difficult to do gene editing in there. Can you comment on that?

With respect to putting a gene-edited trait into a crop that in, like soybeans, that gets exported, does that require European import approval for the gene-edited trait, which obviously now is essentially precluded, but as you highlighted, that regulatory operation is set for streamlining. Is that, do you need that European regulatory change in order for you to get, to put these gene-edited traits, you know, in soybeans that are going to be exported? Sorry, but one last one on this, and that is: You put your gene-edited traits in soybeans, you know, in some parts of the world, those seeds are saved. Do you have any concern about being able to collect royalties on your gene-edited traits, given the grain handler can't detect it?

Peter Beetham (Co-Founder, President and COO)

Thanks, Steve. This is Peter. I think I've got most of your questions.

Rory Riggs (Co-Founder, Chairman and CEO)

That was one, that was one question, wasn't it?

Peter Beetham (Co-Founder, President and COO)

1st of all, we are so excited about the abilities of what we have in front of us with soybean. I think the, as you mentioned, HT2 and Sclerotinia tolerance are two traits that are really going to change how people think about traits in soybean, not just here in the U.S., but in South America as well. I think the HT2, I can tell you, is it is a new mode of action, and with our partners, we'll be looking to add those, stacked, potentially, in soybean that allows farmers to have a much broader weed control system. In some cases where they may need some additional, herbicide tolerance that allows them to control really tough weeds.

It gives you, you know, a really great opportunity to think through the product lineup, adding HT2. This is something that a number of our partners have talked to us about, as you know, we have a relationship with GDM in Latin America, and that is one of the areas that we'll be working with them on. The other area is also Sclerotinia. White mold in soybean is a really important trait. We do see the potential to stack this on with other approved event transgenics. I think the other question you mentioned was E.U. import, and the way we understand it right now is that, again, there'll be approved events that you'll be able to work, that already are imported into Europe.

The gene-edited addition, understanding that the proposal that they just approved in July will also not only planting in Europe, but also pave the way for imports and exports. We're excited about that. The last question I think you had was saved seeds. We're an independent developer. We work with our customers to provide traits. The customers will be managing how that goes to market. With regards to saved seeds, they deal with that on a yearly basis, and I think they manage that very well and understand that there are some areas of the world that farmers will save seeds. We, we have no concerns about taking the traits to market and having safe seeds.

Steve Byrne (Senior Chemicals Analyst)

Well, thanks for answering that one question, Peter. One real quick one for you, and that is with Sclerotinia, would you have any interest in expanding into fruits and vegetables? I can imagine there could be interest there.

Peter Beetham (Co-Founder, President and COO)

Steve, that's a great question. I think the way I, I look at Sclerotinia, it is one of our blockbuster traits. The beauty of our technology that we're bringing to the marketplace is it goes across crops, you have this, you know, understanding of disease resistance. You can take from canola to soybean and then into other crops that have white mold problems. That's something we'd love to do in the future. Right now, as a company, we're really focused on, as Rory mentioned in, in the, in the script of the deck, we are really focused on our 1st two crops with the three traits, expanding to three crops and six traits. In the future, the ability to take the technology across crops and then also across different traits is really exciting for us.

Steve Byrne (Senior Chemicals Analyst)

Thank you.

Rory Riggs (Co-Founder, Chairman and CEO)

You should know, with this export thing is such an important topic within the European legislation. It's our understanding as they proposed it, that problem will be solved for us, which is a really big event for us.

Operator (participant)

One moment for our next question. Our next question comes from Bobby Burleson with Canaccord Genuity. Your line is open.

Bobby Burleson (Managing Director)

Hi, thanks for taking my questions. Sorry about any background noise here. We're at our, at our growth conference. I guess, you know, my 1st one kind of, I guess, touches on the end of your last answer. When we start thinking about, you know, the learnings from crop to crop or even trait to trait, are there synergies that start to gather in terms of customer overlap, where, you know, with the germplasm, where, you know, it eases maybe the pathway to additional collaborations, and kind of de-risks things, you know, going forward once, once you get some momentum?

Peter Beetham (Co-Founder, President and COO)

Bobby, this is Peter again. Again, that's the part that, from a technology standpoint, we're so excited. We, we understand the what to edit, probably better than most companies. We've had a really strong history of understanding edits, complex traits like disease resistance. Understanding those, that what you need to edit, allows you to think more broadly, and there are synergies associated with that. When I say broadly, it means that not only Sclerotinia, but other diseases that are caused by pathogens like Fusarium, as well as rust and other diseases that are really important constraints on agriculture broadly. It, it. You're absolutely right. This is an opportunity to use that synergy to go across a number of different diseases.

Bobby Burleson (Managing Director)

Great. Then maybe just understanding the technology mode here, you know, out-outside of patents, your Trait Machine process, and, and how you've created something that's time-bound and, and reproducible. What aspect of the different stages that you guys outlined there is perhaps, you know, outside of ideation, maybe the most difficult for some of your partners to replicate on their own, in terms of, you know, doing this in-house?

Peter Beetham (Co-Founder, President and COO)

Thanks, Bobby. Peter, again. I would say that, you know, the time-bound and reproducible trait machine is one of the most exciting things I've seen in the company in the history. It is a, you know, as you saw on the slides, it's a three to five-year process. What's been most exciting for me is to see the ability of the team to take single cells through to whole regenerated plants. This is something that is not standard in, in any cell biology around the world.

I think our abilities in that area is not just getting one or two cells to divide and go into, to regenerate it, we're talking about millions. An efficiency rate that is beyond what you can what even I imagined a few years ago. I think that, for us, that allows us, you know, a really about the secret sauce, that is central to what we what we're doing in our cell biology team.

Rory Riggs (Co-Founder, Chairman and CEO)

Just add that it, it, it's on point to, that from ideation, without having the ability, one, to be able to do complex edits and 2ndarily, have this regeneration model, which we call the crop-specific Trait Machine process, it's really hard to think through how to, after you ideate, how to do a complex trait. Really, it's because of that, that we now have this three to five years, and you can see it in the Sclerotinia results, that we're pretty confident that it's just, you know, you laugh, I now call my, my, my factory maternity ward because we, we grow these cells up and have a crop at the end, and it's pretty well timed. That's. I appreciate the question.

Bobby Burleson (Managing Director)

Great. Thank you for that. Then maybe one last quick one here on the nitrogen use efficiency. Curious whether or not any traits that you introduce there are compatible with, you know, engineered microbial solutions that might be applied? You know, around the plant, around the root structure. Is this symbiotic with other solutions that are externally applied? I know it's early stages in terms of what you're exploring there.

Peter Beetham (Co-Founder, President and COO)

Bobby, this is Peter again. Another great question. When you think about nitrogen use efficiency, or we often call it nutrient efficiency, there will be synergies and symbiosis with microbes in the soil. We, we have a number of different targets we've studied and looked at on nitrogen use in plants, and it is a lot of the interaction does happen within the soil. It also happens within the plant. We're looking at a number of different targets, primarily because we have a technology that does target multiple genes and multiple edits. It really does open the opportunities for us to look at what is out there on the biological side and how we might actually have some synergies and interactions on that front. Yeah, it's an exciting opportunity.

Rory Riggs (Co-Founder, Chairman and CEO)

You framed it well, that when you look at nitrogen use efficiency, it's above the soil and below the soil traits. Our 1st one is a below the soil trait, but you'll learn as we go forward, this, how they divide.

Bobby Burleson (Managing Director)

Fantastic. Thanks for taking my questions.

Rory Riggs (Co-Founder, Chairman and CEO)

Thanks, Rory.

Operator (participant)

One moment for our next question. We have a question from the line of Laurence Alexander with Jefferies. Your line is open.

Laurence Alexander (Equity Analyst)

Oh, sorry, just a couple of follow-ups. 1st, with the collaboration evaluation with Bayer, and, or if you want to speak more generally, are you prohibited from entering into similar evaluations with other seed companies? 2nd, can you give some sense of what the kind of the holy grail here is, what the blue sky, kind of what the targeted efficiency gain that you want to deliver, that would then be, you know, split between you and them in terms of a value sharing? What's the goal with the collaboration? Can you just try and quantify it?

Rory Riggs (Co-Founder, Chairman and CEO)

It's a great question because it, it goes to the core of our business model. You know, we now have customers in all the crops. Let's say we have 12 customers, and each one, it's the same model, that they send us their elite germplasm. We then, with that elite germplasm, try to work with an initial trait. In canola, for example, everybody starts with a, with a pod shatter collaboration agreement, where we try to put pod shatter into their elite germplasm. Our goal as a business is that once people see how that works, that we will then turn that into broader collaboration agreements. We expect you to hear of us signing into broader collaboration agreements. In those broader collaboration agreements, we expect to do two things. One, be able to advance our pipeline of traits.

If you're in Sclerotinia, it's not a secret that if you're in canola, if we have Sclerotinia developed, they all have really indicated that they would love to have that trait in their germplasm. That's how you extend to a broader. 2ndarily, everybody seems to have ideas now that they understand what our process is, to be able to evaluate new ideas. I think the way we look at Bayer is just in that agreement, is just to understand, like a lot of our customers, how does our, how does our process work, how efficient is it, and how to think about it with respect to our current traits or future traits.

I think that everybody needs to go through that sort of evaluation before they can sign on and go, "All right, I'm ready to put you into my system." This is sort of they're putting themselves in that process and working with us.

Laurence Alexander (Equity Analyst)

Then you mentioned, you mentioned, kind of everybody in the industry cross-licenses technology. You know, when you receive royalties, how much of a drop through to EBITDA do you expect to see? I mean, will you be having any technology licenses or leakage that we should be taking into consideration?

Rory Riggs (Co-Founder, Chairman and CEO)

Could you rephrase that? I'm not sure I, I totally understood that. I apologize.

Laurence Alexander (Equity Analyst)

When you receive royalties, some companies in this sector, when they receive royalties, they then have to pay I-IP payments to other companies. They settle up.

Rory Riggs (Co-Founder, Chairman and CEO)

Oh, great-

Laurence Alexander (Equity Analyst)

There are an amount of leakage. I'm just curious as to what you think, if you get a certain royalty amount, what the contribution to EBITDA should be?

Rory Riggs (Co-Founder, Chairman and CEO)

I'm glad you asked the question. Thanks very, very much. 1st, you should know also with our, with our collaboration, so far, everything we're doing is non-exclusive. We're working with people generally across all these crops, and we'd like to kind of be a utility, that we can be non-exclusive. In source of traits, we don't have any other technology royalties that are due. We have a 10% royalty that's due to early on in our financing. We did a royalty financing where the investors got a 10% royalty on our revenues, and so that would be a deduction for our revenues. 2ndarily, we have created a foundation for investing in sustainable agriculture in developing countries. That's a 2%. After we get $50 million of royalties, there'll be a 2% deduction to this nonprofit to start doing developmental work in agriculture. Other than those, there are no other deductions.

Laurence Alexander (Equity Analyst)

Okay, great. Then just lastly, you know, probably a predictable answer on this one, but what's your bandwidth or appetite for M&A if other early-stage biotech assets become available the way Calyxt was?

Rory Riggs (Co-Founder, Chairman and CEO)

That's a great question. As we the next year and a half, we're so focused on getting our five products out there. You know, I want you at the end of 2025 to say, "God, you got your three platforms going, your traits are running, we have our customers." At that point, we really would love to be able to start thinking through how the industry shapes and how we can be a, a, a, a real participant in the industry, and we'd be open to it. I think for the moment, we're really focused on that and doing what we're promising.

Laurence Alexander (Equity Analyst)

Yeah. Thanks.

Operator (participant)

Thank you. This concludes our question and answer session. I would now like to turn the call back over to Rory Riggs.

Rory Riggs (Co-Founder, Chairman and CEO)

Thanks so much for joining. This is a really, like, for all of us, you know, this is sort of, we now realize we're public. This is kind of cool. With our whole public offering, we've put our documents together. We really are focused, and we really are excited about where we are with our traits and where we are with this process. Thanks for, for following us, and, and I, I hope to be able to show you really how the progress works in this new industry. The idea of having independent trait producer is a new concept for, for agriculture, and I think that the reception we're getting from customers and, and the quality of the traits we're developing is helping us get to that point, but the Calyxt still helped us.

Thanks very much for listening, and we look forward to talking to you in future calls.

Operator (participant)

This concludes today's conference call. Thank you for your participation.