6-K
Evogene Ltd. (EVGN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2023
Commission File Number: 001-36187
EVOGENE LTD.
(Translation of Registrant’s Name into English)
13 Gad Feinstein Street, Park Rehovot, Rehovot
P.O.B 4173, Ness Ziona, 7414002, Israel
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
CONTENTS
Attached hereto and incorporated by reference herein is the following exhibit:
| 99.1 | Evogene Investor Presentation. |
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Signature
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.
| Date: May 18, 2023 | EVOGENE LTD.<br><br> (Registrant)<br><br> <br><br> By: /s/ Yaron Eldad<br><br> Yaron Eldad<br><br> Chief Financial Officer |
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Exhibit 99.1

INVESTORpresentation May 18, 2023 Ofer Haviv, President & CEO

Forward Looking Statement This presentation contains "forward-looking statements" relating to future events, and Evogene Ltd. (the “Company”), may from time to time make other statements, regarding our outlook or expectations for future financial or operating results and/or other matters regarding or affecting us that are considered “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995 (the “PSLRA”) and other securities laws, as amended. Statements that are not statements of historical fact may be deemed to be forward-looking statements. Such forward-looking statements may be identified by the use of such words as “believe”, “expect”, “anticipate”, “should”, “planned”, “estimated”, “intend” and “potential” or words of similar meaning. We are using forward-looking statements in this presentation when we discuss our value drivers, commercialization efforts and timing, product development and launches, estimated market sizes and milestones, pipeline, as well as our capabilities and technology. Such statements are based on current expectations, estimates, projections and assumptions, describe opinions about future events, involve certain risks and uncertainties which are difficult to predict and are not guarantees of future performance. Readers are cautioned that certain important factors may affect the Company's actual results and could cause such results to differ materially from any forward-looking statements that may be made in this presentation. Therefore, actual future results, performance or achievements, and trends in the future may differ materially from what is expressed or implied by such forward-looking statements due to a variety of factors, many of which are beyond our control, including, without limitation, those described in greater detail in Evogene's Annual Report on Form 20-F and in other information Evogene files and furnishes with the Israel Securities Authority and the U.S. Securities and Exchange Commission, including those factors under the heading “Risk Factors”. Except as required by applicable securities laws, we disclaim any obligation or commitment to update any information contained in this presentation or to publicly release the results of any revisions to any statements that may be made to reflect future events or developments or changes in expectations, estimates, projections and assumptions. The information contained herein does not constitute a prospectus or other offering document, nor does it constitute or form part of any invitation or offer to sell, or any solicitation of any invitation or offer to purchase or subscribe for, any securities of Evogene or the Company, nor shall the information or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any action, contract, commitment or relating thereto or to the securities of Evogene or the Company. The trademarks included herein are the property of the owners thereof and are used for reference purposes only. Such use should not be construed as an endorsement of our products or services. 2

Agenda About Evogene Business model Product-oriented subsidiaries Summary 3 Annex I - Financial Fundamentals

Our Vision 4 DECODING BIOLOGY Revolutionizing life-science based product discovery & development, utilizing cutting edge computational biology technologies.

Life-science product developmentLow probability of success with high cost and long time-to-market Pharma Industry Ag-chemicalsIndustry In the 1970’s In recent years $180 million Cost of developing a single pharmaceutical drug >$2 billion Years to develop a new crop protection product 1995 2000 2005-8 2010-15 8 9 10 11+ *https://www.forbes.com/sites/matthewherper/2017/10/16/the-cost-of-developing-drugs-is-insane-a-paper-that-argued-otherwise-was-insanely-bad/?sh=7533aa82d459; Phillips McDougall, 2016.

Life-science product development The ultimate case of finding “the needle in the haystack” Regulation Development Optimization Discovery Agriculture xxx xxx Pharma 6 ApprovedProduct Product Candidates The challenge: Finding the winning candidates out of a vast number of possible prospects that address a complex myriad of criteria, to reach successful products

Utilizing an advanced computational biology platform To identify the most promising candidates addressing multiple development challenges towards successful life-science products Increase probability of success Reduce time and cost 7 PHARMA & WELLNESS AGRICULTURE & FOOD Other Industries The opportunity

Biology meetsdisruptive technologies platform 8 BIG DATA BIOLOGY AI* Incorporates deep scientific understanding together with big data and advanced AI technologies, to successfully discover & guide the development of novel life-science based products. – Computational Predictive Biology *Artificial intelligence

Tailor-made Tech Engines The CPB platform enhances product discovery and development through dedicated Technology Engines for products based on three core components: Microbes Small molecules Genetic elements 9 MICROBES GENETIC ELEMENTS SMALL MOLECULES

10 Discovery Computational selection of the most promising candidates to initiate the product development process. Development Computational driven solution addressing optimization development challenges for the selected candidates, without impairing their ability to address other product attributes, supporting the way to successful commercialization. BIOLOGY BIG DATA AI MICROBES GENETIC ELEMENTS SMALL MOLECULES Tech Engines accelerating product discovery & development

11 Example of Tech Engine User-enabled software dashboard

12 AGRICULTURE & FOOD PHARMA & WELLNESS OTHER INDUSTRIES PlasticDegradation Chemicals Source forEnzymes Oil SpillClearing WastewaterTreatments Microbialsfor Crops Food Human &Animal Probiotics Therapeuticmicrobials Probiotics DietarySupplements Building an ’Ecosystem’ around our tech engines ‘Ecosystem’ – Potential Markets for MicroBoost AI

13 2 Computational Biology Peer Companies Company Ticker(NASDAQ) EVGN DNA SDGR EXAI RLAY

Agenda About Evogene Business model Product-oriented subsidiaries Summary 14 Annex I - Financial Fundamentals

AGRICULTURE & FOOD PHARMA & WELLNESS OTHER INDUSTRIES Plasticdegradation Chemicals Source forenzymes Oil spillclearing Waste-watertreatments Microbialsfor crops Food Human &animal probiotics Therapeuticmicrobials Probiotics Dietarysupplements Evogene’s Tech Engines – Potential Addressable Markets 15 MICROBES GENETIC ELEMENTS SMALL MOLECULES AGRICULTURE & FOOD PHARMA OTHER INDUSTRIES Fragrances Natural foodcoloring Novelenzymes Improvedcrops Alternativefood Cropprotection Chemicalstimulants Animalhealthcare Animalfertility Advancedwound care Pharmaceuticals Medical devicecoating Flavors and Fragrances AGRICULTURE & FOOD OTHER INDUSTRIES PHARMA Genetherapy Celltherapy Diagnostics & precisionmedicine Medical Cannabis Castor oil

Product-oriented subsidiaries powered by Evogene’s technology Establish independent entities focusing on a defined commercial field with a license to use Evogene’s unique solutions for product development 16 Business Model Microbiome based therapeutics Medical cannabis Ag-biologicals 1 Licensed to use Evogene’s tech engines: Subsidiaries: Ag-chemicals Ag-solutions for castor

17 Business Model Collaborations powered by Evogene’s technology for the development of innovative products Joint development with leading companies for defined products utilizing Evogene’s unique solution. Typically, partner leads later-stage development and product commercialization. 2 Powered by Evogene’s tech engines:

AGRICULTURE & FOOD PHARMA & WELLESS OTHER INDUSTRIES Evogene’s Tech Engines – Current Utilization 18 MICROBES GENETIC ELEMENTS SMALL MOLECULES AGRICULTURE & FOOD PHARMA OTHER INDUSTRIES Improvedcrops Cropprotection Pharmaceuticals AGRICULTURE & FOOD OTHER INDUSTRIES PHARMA Medical Cannabis Microbialsfor crops Therapeuticmicrobials Castor oil Ag Seeds

Agenda About Evogene Business model Product-oriented subsidiaries Summary 19 Annex I - Financial Fundamentals

20 *Evogene holdings **Includes $10M cash investment along with transfer of assets Microbiome-basedTherapeutics Immuno-oncology GI- related disorders Ag Biologicals Bio-stimulants Bio-pesticides 76%* 70%* Ag Chemicals Herbicides Fungicides Insecticides Medical Cannabis High yield & consumer traits Therapeutic traits – currently inflammation & pain 98%* 100%* 100%* Product-oriented subsidiaries $10M SAFE investment (Aug 2022) $27M investment (Aug 2019)** $20M investmentled by SHC (Apr. 2023) Castor Cultivation End-to-End Solution Elite castor varieties Cultivation protocols Harvesting and dehulling machinery customized to Casterra’s varieties

21 Immuno-oncology program Combination therapy for cancer with checkpoint inhibitors Phase 1 clinical stage Addressable market of $309.7B (by 2030*) GI related disorders Inflammatory Bowel Disorder (IBD) – pre-clinical stage Irritable Bowel Syndrome (IBS) – discovery stage Addressable market: IBD $27B; IBS $3.3B (by 2026**) Antimicrobial resistance (AMR) Clostridium Difficile Infection (CDI) – discovery stage Methicillin-resistant Staphylococcus aureus (MRSA) – discovery stage Addressable market: CDI $1.7B (***); MRSA $1.3B (by 2026****) Mission:Discovery and development of novel therapies for microbiome-related human disorders using computational biology Products & Pipeline | Human Microbiome *https://www.alliedmarketresearch.com/cancer-immunotherapy-market **https://www.grandviewresearch.com/press-release/global-inflammatory-bowel-disease-ibd-treatment-market?utm_source=blog.goo.ne.jp&utm_medium=referral&utm_campaign=Vrushali_7Aug_hc_InflammatoryBowelDiseaseTreatmentMarket_pr&utm_content=Content;
https://www.grandviewresearch.com/industry-analysis/inflammatory-bowel-disease-ibd-treatment-market#:~:text=Report%20Overview,4.4%25%20from%202018%20to%202026,
https://www.bloomberg.com/press-releases/2019-07-23/ibs-treatment-market-size-worth-3-3-billion-by-2026-cagr-10-1-grand-view-research-inc \*\*\*
https://www.globaldata.com/media/press-release/global-clostridium-difficile-infections-market-approach-1-7-billion-2026/ \*\*\*\*
https://www.biospace.com/article/releases/global-methicillin-resistant-staphylococcus-aureus-mrsa-drugs-market-to-surpass-us-1-3-billion-by-2026/ Expected upcoming value drivers Powered by Immuno-oncology Readout & completion of POC
from first in-human study; Pre-IND meeting with FDA IBD Clinical batch production of drug candidate for IBD as preparation for Phase 1 clinical trials in USA. IBS Advancement of pre-clinical studies

22 Example Results: Improved antitumor activity in mice following the administration of BMC128, compared to treatment with immunotherapy alone Immuno-Oncology program – BMC128 potentiate the effect of anti-PD-1 therapy (immunotherapy) in-vivo | Human Microbiome Powered by

23 | Ag-Biologicals Bio-stimulants Thrivus™ – primarily spring wheat: commercial stage; addressable USA & Canada markets ~25M acres* Bio-stimulants #2 – primarily soy: pre-development stage; addressable market ~90M acres* Bio-pesticides Fruit rots – primarily grapes: pre-commercial; addressable market >$1B** Downy Mildew – fruits and vegetables; development stage 1; addressable market >$500M** Seedling disease – corn and soy: pre-development; addressable market >$500M** Products & pipeline (examples) *https://www.fao.org/faostat/en/#home; https://www.nass.usda.gov/Charts_and_Maps/Crops_County/; https://data.oecd.org/agroutput/crop-production.htm **Company estimation Powered by Mission: Improve food quality, sustainability & agriculture productivity through microbiome based ag-biologicals technology & products Expected upcoming value drivers Bio-stimulants Thrivus™ – distribution licensing agreements and sales expansion in USA & Canada. Expansion to additional crops and an additional territory by 2025 Bio-pesticides: Licensing agreement for Lavie Bio’s bio-fungicide candidate for fruit rots (LAV311) – to be finalized during 2023 Submission for Lavie Bio’s bio-fungicide candidate for downy mildew (LAV321) to the US EPA for regulatory approval – expected by 2024 Co-development and licensing agreement for an additional bio-pesticide program with a large multinational company – expected by 2024

24 | Ag-Biologicals Example of treatment against Botrytis Cinerea vs untreated control in vines Lavie Bio’s wheat field in the USA during harvest – Sales initiated in 2022 Example Results: - Thrivus™ inoculant for spring wheat - LAV 311 bio-fungicide candidates for fruit rot LAV311 Powered by

25 Products & Pipeline | Ag-Chemicals Expected near-term value drivers Powered by Mission:Design next-generation, effective, and sustainable crop protection products by leveraging predictive chemistry and biology Herbicides Novel Mode-of-Action selective herbicide Herbicides addressable market – $48.9B (2027)* Fungicides Novel Mode-of-Action wheat blotch fungicide Fungicides addressable market – $25.81B** Insecticides Novel Site-of-Action resistance breaking piercing/sucking insecticide Insecticides addressable market – $22B (2030)*** Herbicides Milestone achievement of the ongoing collaboration with Corteva Engage in a new additional strategic collaboration Fungicides Nominate new Mode-of-Action protein targets Initial greenhouse readouts of designed compounds on the defined fungi targets Platform Verification of computational tool for selection of novel Mode-of-Action protein targets POC for the computational tool for novel molecule design * https://www.statista.com/statistics/1350387/herbicides-market-size-globally/ ** https://www.fortunebusinessinsights.com/fungicides-market-103267 *** https://straitsresearch.com/report/insecticides-market

26 Field test of APH1 against a panel of grass and broadleaf weeds – untreated control vs APH1 | Ag-Chemicals Greenhouse testing of APH1 – Conferring resistance by modifying tobacco (weed) Example Results: New MoA Herbicide – APH1 Powered by

27 Direct Sales Increased revenues from the 2nd generation products during 2023 Launch of 3rd generation products with high THC levels, specific terpene profiles and unique characteristics, towards end of 2023 New revenue streams Commence joint production of Canonic’s varieties with a 3rd party based on cost and revenue sharing Royalties from licensing of Canonic’s varieties | Medical Cannabis Expected near-term value drivers Powered by Mission: Provide tailored medical cannabis products to optimize consumer wellbeing. High Cannabinoid and metabolite content The ‘G-nnovation’ Series (1st generation) 18-19% THC, launched in Oct 2021 The ‘High-bred’ Series (2nd generation) 23-24% THC and rich terpene profiles, launched in Oct 2022 Total cannabis market size expected by 2027 – $82.3B* The ‘Precise’ Series focus on medical indications Pain management Reduced Inflammation Products & Pipeline *https://www.marketsandmarkets.com/Market-Reports/cannabis-market-201768301.html#:~:text=The%20global%20cannabis%20market%20in,of%20whirl%20of%20legalization%20globally.

28 The ‘high-bred’ series 2nd generation products, examples | Medical Cannabis Powered by Synergy inflorescence T20/C4 Sativa Top Characteristics 24% THC High Level of b-Myrcene Genetic Similarity to the ‘Super Lemon Haze’ variety Mash Kush inflorescence T20/C4 Indica Top Characteristics 24.4% THC High Level of Terpinolene Genetic Similarity to the ‘Headband’ variety

29 | Biobased materials Powered by Product & Pipeline Expected near-term value drivers Mission:Leading the castor oil market with an integrated solution for industrialized cultivation of castor in support of the biobased materials industry Elite castor seed varieties ‘EVF’ series - castor seed suitable for various environmental and climatic conditions Estimated addressable castor oil market $1.21B (2021) and is expected to expand at CAGR of 5.8% from 2022 to 2030* Main target markets: Bio-polymers – driven by the need for quality and consistent inputs Bio-fuel – driven by environmental & regulatory trends in EU * https://www.grandviewresearch.com/industry-analysis/castor-oil-derivatives-industry Dedicated machinery Best-in-class harvesting header, developed with Fantini Srl., Italy Casterra proprietary patented dehulling machine Seeds development Production – extending production outreach in the target markets: Africa (Zambia), Latin America (Brazil) with few hundred tons a year as of 2024 R&D – development of new seed traits matching industry needs (e.g., Ricin free, low viscosity) using advanced technologies: CRISPR, genetic markers Territorial expansion Africa - engaging with bio-fuel strategic industry leaders to increase our sales and sector footprint Latin America – addressing the bio-polymer industry’s interest in broad, consistent and high-quality castor oil supply in Latin America Strategic alliance A strategic alliance with a leading global biofuel company, leveraging Casterra’s holistic industrial solution Agro-technical support Cultivation protocols to maximize the results of the elite seeds

30 High yield & oil castor seeds Dedicated machinery | Biobased materials Powered by Mechanical Harvest Proprietary dehulling machine Castor growth protocol Elite castor seed varieties – The ‘EVF’ series EVF701 EVF716 EVF712

31 In The News

Agenda About Evogene Business model Product-oriented subsidiaries Summary 32 Annex I - Financial Fundamentals

134 33 27 51 Employees % PhDs % Women Computational systems biology Molecular biology Genetics Computational chemistry Microbiology Biochemistry Bioinformatics Incl. chairpersonof the board As of April 30, 2023 The Evogene Group

34 Summary Revolutionizing life-science based product discovery & development, utilizing cutting edge computational biology technologies. Strong computational predictive biology (CPB) platform leveraging synergies between a deep understanding of biology, Big Data and AI Three dedicated Technology Engines for discovery & development: MicroBoost AI – for products based on microbes ChemPass AI – for products based on small-molecules GeneRator AI – for products based on genetic elements Biomica – Human-microbiome based therapeutics Lavie Bio – Ag-biologicals AgPlenus – Ag-chemicals Casterra – Castor growth end-to-end solution Canonic – Medical cannabis Significant catalysts expected in the coming quarters Market-orientated subsidiaries generating value Dual based business model via subsidiaries and collaborations A vote of confidence in Evogene’s subsidiaries through equity investment by strategic and financial investors: Lavie Bio – Corteva & ICL Biomica – SHC

THANK You!

Annex I:Financial Fundamentals 36

Key Financials:Balance Sheet Key Points: Consolidated cash position: ~$29 million as of 31.03.2023 This Consolidated cash position does not include the $10M Biomica received from the SHC investment in April 2023 No bank debt Listed on TASE (2007) and NASDAQ (2016) 37 Thousands of US $ 31.03.2023 31.12.2022 Current Assets 31,409 37,751 Long-Term Assets 18,066 18,375 Total Assets 49,475 56,126 Current Liabilities 5,356 5,625 Long-Term Liabilities (inc. $10m convertible SAFE at Lavie Bio) 15,624 15,711 Equity attributable to equity holders of the Company 22,089 27,930 Non-controlling interest 6,406 6,860 Total Liabilities & Shareholders Equity 49,475 56,126 37