8-K - ABCL - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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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 8, 2022

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ABCELLERA BIOLOGICS INC.

(Exact name of registrant as specified in its charter)

__________________________________________________

British Columbia	001-39781	Not Applicable
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)
2215 Yukon Street<br><br><br>Vancouver, BC	V5Y 0A1
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(Address of registrant’s principal executive office)	(Zip code)

(604) 559-9005

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

__________________________________________________

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

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common shares	ABCL	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 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

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

Item 2.02 Results of Operations and Financial Condition

On November 8, 2022, AbCellera Biologics Inc., (the “Company”), issued a press release announcing its financial and operational results for the quarter ended September 30, 2022. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure

In connection with its earnings call on November 8, 2022, to discuss its results for the quarter ended September 30, 2022, the Company will utilize a corporate presentation, a copy of which is furnished herewith as Exhibit 99.2.

The information in Items 2.02 and 7.01 of this Form 8-K (including the exhibits attached hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise stated in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit<br><br>No.	Description
99.1	Press Release issued by AbCellera Biologics Inc. on November 8, 2022.
99.2	Corporate presentation.
104	Cover Page Interactive Data File (embedded as Inline XBRL document)

SIGNATURES

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

Date: November 8, 2022	ABCELLERA BIOLOGICS INC.
	By:	/s/ Carl L. G. Hansen
		Carl L. G. Hansen, Ph.D.
		Chief Executive Officer and Director<br><br><br>(Principal Executive Officer)

abcl-ex991_6.htm

Exhibit 99.1

NEWS RELEASE

AbCellera Reports Q3 2022 Business Results

11/08/2022

•	Total revenue of $101 million, compared to $6 million in Q3 2021
•	Four program starts in the quarter, bringing cumulative total to 92, up 33% from Q3 2021
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•	Net earnings of $0.09 per share on a basic and $0.08 on a diluted basis, compared to a net loss of ($0.08) per share (basic and diluted) in Q3 2021
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VANCOUVER, British Columbia, November 8, 2022 -- AbCellera (Nasdaq: ABCL), a technology company with a centralized operating system for next-generation antibody discovery, today announced financial results for the third quarter of 2022. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.

“At AbCellera’s 10-year anniversary, we find ourselves in a remarkable competitive position, having scaled to a global company of nearly 500 employees and equipped with what is increasingly recognized as the industry’s leading engine for antibody discovery and development,” said Carl Hansen, Ph.D., founder, and CEO of AbCellera. “Looking forward, our strong cash position will allow us to continue executing on our strategy to integrate digital and experimental technologies to help deliver therapies to patients with greater speed and precision while also building a large and diversified portfolio of stakes in the next generation of antibody therapies.”

Q3 2022 Business Summary

•	Earned $101.4 million in total revenue.
•	Generated net income of $26.6 million, compared to a net loss of $21.4 million in Q3 2021.
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•	Programs under contract remain unchanged at a cumulative total of 164 programs under contract with 38 different partners.
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•	Started discovery on four programs, bringing the cumulative number of program starts to 92.
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•	Reporting the advancement of an additional molecule to Phase 1 clinical trials, taking the total to seven molecules cumulatively advanced to the clinic.
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Key Business Metrics

Cumulative Metrics
Number of discovery partners	35	38	9	%
Programs under contract	155	164	6	%
Program starts	69	92	33	%
Molecules in the clinic	5	7	40	%

AbCellera maintained a cumulative total of 164 discovery programs throughout Q3 (up from 155 on September 30, 2021), that are either completed, in progress, or under contract with 38 different partners (up from 35 on September 30, 2021). AbCellera started discovery on an additional four programs in Q3 to reach a cumulative total of 92 program starts (up from 69 on September 30, 2021). An AbCellera partner advanced a molecule into Phase 1 clinical trials, bringing the cumulative total to seven molecules in the clinic.

Discussion of Q3 2022 Financial Results

•	Revenue – Total revenue was $101.4 million, compared to $5.5 million in Q3 2021. Royalties associated with bebtelovimab were $93.3 million. The partnership business produced research fees of $7.5 million, compared to $5.1 million in Q3 2021. Milestone payments were $0.4 million and licensing revenue was $0.2 million.
•	Research & Development (R&D) Expenses – R&D expenses were $26.6 million, compared to $17.5 million in Q3 2021, reflecting continuing investments in the capacity and capabilities of AbCellera’s engine for antibody discovery and development.
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•	Sales & Marketing (S&M) Expenses – S&M expenses were $3.1 million, compared to $1.2 million in Q3 2021. The increase reflects continued investments in business development.
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•	General & Administrative (G&A) Expenses – G&A expenses were $13.8 million, compared to $11.3 million in Q3 2021, with the increase driven by investments to support the growth of the company.
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•	Net Earnings – Net earnings were $26.6 million, or $0.09 per share on a basic and $0.08 on a diluted basis, compared to a net loss of $21.4 million, or ($0.08) per share on a basic and diluted basis in Q3 2021.
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•	Liquidity – $868 million of cash, cash equivalents, and marketable securities.
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Conference Call and Webcast

AbCellera will host a conference call and live webcast to discuss these results today at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time).

The live webcast of the earnings conference call can be accessed on the Events and Presentations section of AbCellera’s Investor Relations website. A replay of the webcast will be available through the same link following the conference call.

About AbCellera Biologics Inc.

AbCellera is a technology company that searches, decodes, and analyzes natural immune systems to find antibodies that its partners can develop into drugs to prevent and treat disease. AbCellera partners with drug developers of all sizes, from large

pharmaceutical to small biotechnology companies, empowering them to move quickly, reduce costs, and tackle the toughest problems in drug development. For more information, please visit www.abcellera.com.

Definition of Key Business Metrics

We regularly review the following key business metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections, and make strategic decisions. We believe that the following metrics are important to understand our current business. These metrics may change or may be substituted for additional or different metrics as our business develops. For example, as our business matures and to the extent programs are discontinued, we anticipate updating these metrics to reflect such changes.

Number of discovery partners represents the unique number of partners with whom we have executed partnership contracts. We view this metric as an indication of the competitiveness of our technology stack and our current level of market penetration. The metric also relates to our opportunities to secure programs under contract.

Programs under contract represent the number of antibody development programs that are under contract for delivery of discovery research activities. A program under contract is counted when a contract is executed with a partner under which we commit to discover antibodies against one selected target. A target is any relevant antigen for which a partner seeks our support in developing binding antibodies. We view this metric as an indication of commercial success and technological competitiveness. It further relates to revenue from technology access fees. The cumulative number of programs under contract with downstream participation is related to our ability to generate future revenue from milestone payments and royalties.

Program starts represent the number of unique programs under contract for which we have commenced the discovery effort. The discovery effort commences on the later of (i) the day on which we receive sufficient reagents to start discovery of antibodies against a target and (ii) the day on which the kick-off meeting for the program is held. We view this metric as an indication of our operational capacity to execute on programs under contract. It is also an indication of the selection and initiation of discovery projects by our partners and the resulting near-term potential to earn research fees. Cumulatively, program starts with downstream participation indicate our total opportunities to earn downstream revenue from milestone fees and royalties in the mid- to long-term.

Molecules in the clinic represent the count of unique molecules for which an Investigational New Drug, or IND, New Animal Drug, or equivalent under other regulatory regimes, application has been approved based on an antibody that was discovered either by us or by a partner using licensed AbCellera technology. Where the date of such application approval is not known to us, the date of the first public announcement of a clinical trial will be used for the purpose of this metric. We view this metric as an indication of our near- and mid-term potential revenue from milestone fees and potential royalty payments in the long term.

AbCellera Forward-Looking Statements

This press release contains forward-looking statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on management’s current beliefs and assumptions and on information currently available to management. All statements contained in this release other than statements of historical fact are forward-looking statements, including statements regarding our ability to develop, commercialize and achieve market acceptance of our current and planned products and services, our research and development efforts, and other matters regarding our business strategies, use of capital, results of operations and financial position, and plans and objectives for future operations.

In some cases, you can identify forward-looking statements by the words “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in the documents we file with the Securities and Exchange Commission from time to time. We caution you that forward-looking statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. As a result, the forward-looking statements may not prove to be accurate. The forward-looking statements in this press release represent our views as of the date hereof. We undertake no obligation to update any forward-looking statements for any reason, except as required by law.

Source: AbCellera Biologics Inc.

Inquiries

Media: Jessica Yingling, Ph.D.; media@abcellera.com, +1(236) 521-6774 Business Development: Murray McCutcheon, Ph.D.; bd@abcellera.com, +1(604) 559-9005 Investor Relations: Josephine Hellschlienger, Ph.D.; ir@abcellera.com, +1(778) 729-9116

AbCellera Biologics Inc.

Condensed Consolidated Statements of Income (Loss) and

Comprehensive Income (Loss)

(All figures in U.S. dollars. Amounts are expressed in thousands except share and per share data)

(Unaudited)

	Three months ended September 30,						Nine months ended September 30,
	2021			2022			2021			2022
Revenue:
Research fees	$	5,128		$	7,508		$	14,330		$	29,378
Licensing revenue		190			154			20,692			531
Milestone payments		-			400			8,000			400
Royalty revenue		190			93,321			192,850			433,570
Total revenue		5,508			101,383			235,872			463,879
Operating expenses:
Royalty fees		-			15,035			23,622			64,882
Research and development^(^^1)^		17,450			26,582			44,853			79,634
Sales and marketing^(^^1)^		1,217			3,089			5,086			8,579
General and administrative^(^^1)^		11,271			13,792			28,958			42,470
Depreciation and amortization		3,666			5,150			10,493			14,025
Total operating expenses		33,604			63,648			113,012			209,590
Income (loss) from operations		(28,096	)		37,735			122,860			254,289
Other (income) expense
Other (income) expense		1,256			(6,702	)		595			(7,343	)
Grants and incentives		(4,380	)		(2,150	)		(12,174	)		(8,879	)
Total other (income)		(3,124	)		(8,852	)		(11,579	)		(16,222	)
Net earnings (loss) before income tax		(24,972	)		46,587			134,439			270,511
Income tax (recovery) expense		(3,592	)		19,963			40,923			82,099
Net earnings (loss)	$	(21,380	)	$	26,624		$	93,516		$	188,412
Foreign currency translation adjustment		(1,508	)		(1,293	)		644			(997	)
Comprehensive income (loss)	$	(22,888	)	$	25,331		$	94,160		$	187,415
Net earnings (loss) per share attributable to common shareholders
Basic	$	(0.08	)	$	0.09		$	0.34		$	0.66
Diluted	$	(0.08	)	$	0.08		$	0.29		$	0.60
Weighted-average common shares outstanding
Basic		278,933,760			285,322,719			273,642,542			284,639,599
Diluted		278,933,760			315,818,163			323,323,053			314,183,994
(1)	Exclusive of depreciation and amortization
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AbCellera Biologics Inc. Condensed Consolidated Balance Sheet (All figures in U.S. dollars. Amounts are expressed in thousands except share data) (Unaudited)

	December 31, 2021		September 30, 2022
Assets
Current assets:
Cash and cash equivalents	$	476,142	$	371,973
Marketable securities		246,835		496,233
Total cash, cash equivalents, and marketable securities		722,977		868,206
Accounts and accrued receivable		160,576		105,964
Restricted cash		25,000		25,000
Other current assets		21,247		46,499
Total current assets		929,800		1,045,669
Long-term assets:
Property and equipment, net		111,616		200,602
Intangible assets, net		148,392		142,548
Goodwill		47,806		47,806
Investments in and loans to equity accounted investees		50,313		66,718
Other long-term assets		30,642		49,066
Total long-term assets		388,769		506,740
Total assets	$	1,318,569	$	1,552,409
Liabilities and shareholders' equity
Current liabilities:
Accounts payable and other liabilities	$	32,017	$	25,866
Current portion of contingent consideration payable		22,934		32,531
Income taxes payable		35,683		23,018
Accrued royalties payable		22,506		17,822
Deferred revenue		7,536		6,815
Total current liabilities		120,676		106,052
Long-term liabilities:
Operating lease liability		36,413		71,591
Deferred revenue and grant funding		60,758		62,202
Contingent consideration payable		35,886		25,392
Deferred tax liability		37,370		34,143
Other long-term liabilities		1,733		2,857
Total long-term liabilities		172,160		196,185
Total liabilities		292,836		302,237
Commitments and contingencies
Shareholders' equity:
Common shares: no par value, unlimited authorized shares at December 31, 2021 and September 30, 2022: 283,257,104 and 285,761,492 shares issued and outstanding at December 31, 2021 and September 30, 2022, respectively		722,430		730,427
Additional paid-in capital		35,357		64,384
Accumulated other comprehensive income (loss)		280		(717	)
Accumulated earnings		267,666		456,078
Total shareholders' equity		1,025,733		1,250,172
Total liabilities and shareholders' equity	$	1,318,569	$	1,552,409

AbCellera Biologics Inc. Condensed Consolidated Statement of Cash Flows (Expressed in thousands of U.S. dollars) (Unaudited)

	Nine months ended September 30,
	2021			2022
Cash flows from operating activities:
Net income	$	93,516		$	188,412
Cash flows from operating activities:
Depreciation of property and equipment		3,060			6,212
Amortization of intangible assets		7,432			7,844
Amortization of operating lease right-of-use assets		1,895			3,686
Stock-based compensation		21,608			36,158
Other		(2,379	)		3,304
Changes in operating assets and liabilities:
Accounts and accrued research fees receivable		(34,329	)		(3,675	)
Accrued royalties receivable		194,327			43,966
Income taxes payable		(29,563	)		(34,934	)
Accounts payable and accrued liabilities		(313	)		(1,151	)
Deferred revenue		9,051			(4,094	)
Accrued royalties payable		(26,548	)		(4,684	)
Deferred grant revenue		27,324			6,630
Other assets		(3,785	)		(1,226	)
Net cash provided by operating activities		261,296			246,448
Cash flows from investing activities:
Purchases of property and equipment		(49,022	)		(58,330	)
Purchase of intangible assets		-			(2,000	)
Purchase of marketable securities		(245,314	)		(670,430	)
Proceeds from marketable securities		9,527			418,238
Receipt of grant funding		9,807			14,100
Acquisitions		(11,457	)		-
Long-term investments and other assets		(17,534	)		(17,370	)
Investment in and loans to equity accounted investees		(27,105	)		(19,770	)
Net cash used in investing activities		(331,098	)		(335,562	)
Cash flows from financing activities:
Repayment of long-term debt and contingent consideration		(4,373	)		(323	)
Proceeds from debt and exercise of stock options		3,653			2,406
Payment of liability for in-licensing agreement		(5,000	)		(4,060	)
Net cash used in financing activities		(5,720	)		(1,977	)
Effect of exchange rate changes on cash and cash equivalents		(900	)		(9,963	)
Decrease in cash and cash equivalents		(76,422	)		(101,054	)
Cash and cash equivalents and restricted cash, beginning of period		594,116			501,142
Cash and cash equivalents and restricted cash, end of period	$	517,694		$	400,088
Restricted cash included in other assets		-			3,115
Total cash, cash equivalents and restricted cash shown on the balance sheet	$	517,694		$	396,973
Supplemental disclosure of non-cash investing and financing activities
Property and equipment in accounts payable		2,224			2,213
Right-of-use assets obtained in exchange for operating lease obligation		26,976			46,239

Exhibit 99.2 rAblellera Q3 2022 BUSINESS UPDATE NOVEMBER 8, 2022 Exhibit 99.2

DISCLAIMER This presentation contains forward-looking statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on management's beliefs and assumptions and on information currently available to management. All statements contained in this presentation other than statements of historical fact are forward-looking statements, including statements regarding our ability to develop, commercialize and achieve market acceptance of our current and planned products and services, our research and development efforts, and other matters regarding our business strategies, use of capital, results of operations and financial position, and plans and objectives for future operations. In some cases, you can identify forward-looking statements by the words "may," "will," "could," "would," "should," "expect," "intend," "plan," "anticipate," "believe," "estimate," "predict," "project," "potential," "continue," "ongoing" or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in the documents we file with the Securities and Exchange Commission from time to time. We caution you that forward-looking statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. As a result, the forward-looking statements may not prove to be accurate. The forward-looking statements in this presentation represent our views as of the date hereof. We undertake no obligation to update any forward-looking statements for any reason, except as required by law.

03 2022. BUSINESS UPDATE SUMMARY 10 YEARS AT THE CUTTING EDGE OF ANTIBODY DISCOVERY $868M in cash, cash equivalents & marketable securities 164 cumulative programs under contract cumulative programs started 7 molecules in the clinic

CREATE VAL BY POWERING INNOVATION CAPTURE UAL THROUGH SHARED SUCCESS. PARTNER-INITIATED PROGRAMS TECHNOLOGY-DEVELOPMENT Discovery Co-Development program pre-partnred program Programs

PARTNERSHIPS 2 DISCOVERY PROGRAMS ADVANCE INTO PRECLINICAL AND CLINICAL DEVELOPMENT REGENERON undisclosed FIRST candidate to advance into further preclinical development GPCR target 4targets 9' multi-year multiple indications 1 MOLECULE. 1. ENTERED THE CLINIC Alzheimer's Disease T-Cell engager platgorm GPCRs & ion channels platform Hundreds of diverse CD3-binding antibodies to combine to create optimized precision cancer therapies. Clinically-validated OrthoMab bispecifics platform, to pair CD3-targeting and tumor-targeting antibodies. Internal validation of panel through work on three well-recognized and high-value targets. Clinically validated, membrane-protein targets with large commercial potential that have proven largely intractable using traditional methods for antibody discovery. Internal platform integrated across the best of modern data science and biotechnology to generate best-in-class candidates.

Q3 2022 Financias update

Strong portfolio growth Cumulative of program starts cumulative of moleculas in the clinic total of program under contract WITHOUT downstream participation WITH downstream participation total of discovery partners 38 Chart Chart Note: Showing year-end figures except for most recent quarter. Historical results are not necessarily indicative of future results

Now 7 molecules in the clinic MOLECULE STAGE PARTNER THERAPEUTIC AREA PROGRAM TYPE bamlanivimab Marketed, Emergency Use (LY-CoV555) Authorization (EUA) SZeer infectious disease - COVID-19 bebtelovimab Marketed, Emergency Use (LY-CoV1404) Authorization (EUA) infectious disease - COVID-19 AbCellera Discovery Partnership opundisclosed N BL-012 N BL-015 undisclosed Phase 1 Phase 1 IN DICTA authorized IN DICTA authorized neurology - Alzheimer's Disease No aRook oncology undisclosed NoyaRock B THERAPEUTICS dermatology gastrointestinal disease immunology undisclosed undisclosed IVX-01 Clinical field study lnve animal health Discovery Partnership As of September 30, 2022

$101.4M total revenue, driven by royalties for bebtelovimab Revenue USD ROYALTIES MILESTONES LICENSING RESEARCH FEES Chart

Operating expenses reflect ongoing investments. Operating Expenses USD RESEARCH & DEVELOPMENT (BAR CHART) SALES & MARKETING (BAR CHART) GENERAL & ADMIN (BAR CHART) FINANCIALS Q3 2022 BUSINESS UPDATE COPYRIGHT © ABCELLERA 11

Net earnings of $26.6M: equivalent to $0.09 (basic) and $0.08 (diluted) per share Earnings USD NET EARNINGS (Bar chart) EARNINGS PER SHARE: BASIC (Bar chart) EARNINGS PER SHARE: DILUTED (Bar chart) COPYRIGHT©ABCELLERA Q3 2022 BUSINESS UPDATE FINANCIALS 12