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 January 2024
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: January 9, 2024 | 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

COMPANYpresentation January 10, 2024 Ofer Haviv, President & CEO

Forward Looking Statement This presentation contains "forward-looking statements" relating to future events. These statements may be identified by words such as "may", "could", "expects", "hopes" "intends", "anticipates", "plans", "believes", "scheduled", "estimates", "demonstrates" or words of similar meaning. For example, Evogene and its subsidiaries are using forward-looking statement in this presentation when it discusses its value drivers, commercialization efforts and timing, product development and launches, estimated market sizes and milestones, pipeline, its 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. Therefore, actual future results, performance or achievements of Evogene and its subsidiaries 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 the control of Evogene and its subsidiaries, including, without limitation, the current war between Israel and Hamas and any worsening of the situation in Israel such as further mobilizations or escalation in the northern boarder of Israel, and those risk factors contained in Evogene's reports filed with the applicable securities authority (including in its Annual Report on Form 20-F). In addition, Evogene and its subsidiaries rely, and expect to continue to rely, on third parties to conduct certain activities, such as their field-trials and pre-clinical studies, and if these third parties do not successfully carry out their contractual duties, comply with regulatory requirements or meet expected deadlines, Evogene and its subsidiaries may experience significant delays in the conduct of their activities. Evogene and its subsidiaries disclaim any obligation or commitment to update these forward-looking statements 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 3 About Evogene Annex I - Financial overview Annex II - Evogene subsidiaries Success Stories Business Model Summary

Our Vision 4 DECODING BIOLOGY Revolutionize the development of life-science based products, utilizing cutting edge computational biology technologies

Life Science Product Development – Current State 5 Pharma Industry Ag-chemicalsIndustry Cost of developing a single pharmaceutical drug Years to develop a new crop protection product *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. Low probability of success with high cost and long time-to-market In the 1970’s $180 million In recent years >$2 billion 1995: 8Y 2000: 9Y 2005-2018: 10Y 2010-2015: 11+Y

The Ultimate Case of Finding the “Needle in the Haystack” 6 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 Agriculture Pharma Discovery Optimization Development Regulation ApprovedProduct

Utilizing advanced computational biology technologies to discover and optimize the most promising candidates addressing multiple development challenges towards successful life-science based products The Opportunity PHARMA & WELLNESS AGRICULTURE & FOOD Other Industries Increase probability of success Reduce time Reduce cost 7

Our Solution 8 platform Incorporating deep scientific understanding with big data and advanced AI technologies, to successfully discover & guide the optimization of novel life-science based products – Computational Predictive Biology BIG DATA BIOLOGY AI When Biology MeetsDisruptive Technologies

Tailored AI Tech-Engines 9 The CPB platform directs and accelerates product discovery and optimization through dedicated AI Tech-Engines for products based on three core components: Microbes Small molecules Genetic elements MICROBES GENETIC ELEMENTS SMALL MOLECULES

AI Tech-Engines to direct & accelerate product discovery & optimization 10 Discovery Computational selection of the most promising candidates to initiate the product development process. Optimization Computational driven solution addressing optimization challenges for the selected candidates, without impairing their ability to address other product attributes. Value proposition Increase probability of success Reducetime Reduce cost

AI Tech-EngineDashboard(Example) 11

Potential Market Diversity 12 AGRICULTURE & FOOD PHARMA & WELLNESS OTHER INDUSTRIES PlasticDegradation Chemicals Source forEnzymes Oil SpillClearing WastewaterTreatments Microbialsfor Crops Food Human &Animal Probiotics Therapeuticmicrobials Probiotics DietarySupplements Structuring an ’ecosystem’ of diverse product types to be developed utilizing our AI Tech-Engines Potential Markets for MicroBoost AI(Example)

Agenda 13 Annex I – Financial overview Annex II – Evogene subsidiaries About Evogene Success Stories Business Model Summary

Evogene’s AI Tech-Engines - Potential Markets 14 AGRICULTURE & FOOD PHARMA & WELLNESS OTHER INDUSTRIES Plasticdegradation Chemicals Source forenzymes Oil spillclearing Waste-watertreatments Microbialsfor crops Food Human &animal probiotics Therapeuticmicrobials Probiotics Dietarysupplements Cropprotection Chemicalstimulants Animalhealthcare Animalfertility Advancedwound care Pharmaceuticals Medical devicecoating Flavors and Fragrances AGRICULTURE & FOOD OTHER INDUSTRIES PHARMA AGRICULTURE & FOOD PHARMA OTHER INDUSTRIES Fragrances Natural foodcoloring Novelenzymes Improvedcrops Alternativefood Genetherapy Celltherapy Diagnostics & precisionmedicine Medical Cannabis Castor oil MICROBES GENETIC ELEMENTS SMALL MOLECULES

Business Strategy 15 Capture the value of our AI tech-engines as product-development enablers, through two types of business models: Joint product development with leading companies utilizing Evogene’s unique tech-engines. Typically, the partner leads later-stage development and product commercialization. Collaboration A time-limited license grant to utilize one of Evogene’s tech-engines, to a third party for product development in a defined commercial field. In most cased the third party will be a subsidiary, or a related party, of Evogene. Licensing

16 Licensing 1 | Business Model Licensing Evogene’s AI Tech-Engines to a third party (currently, all Evogene subsidiaries) Potential revenue stream License fees & R&D reimbursement Dividends to Evogene as a shareholder Significant one-time-payment upon an exit event* Powered by: *As long as Evogene remains a major shareholder

Collaboration 2 | Business Model 17 Collaborations Driven by Evogene’s AI Tech-Engines with Leading Life-Science Companies Potential revenue stream Upfront payments R&D fees Milestone payments Royalties from sale of end-products Powered by:

Aquaculture Licensing & Collaboration - Current Status 18 AGRICULTURE & FOOD PHARMA & WELLNESS OTHER INDUSTRIES AGRICULTURE & FOOD OTHER INDUSTRIES PHARMA AGRICULTURE & FOOD PHARMA OTHER INDUSTRIES Licensing / Subsidiaries Collaboration MICROBES GENETIC ELEMENTS SMALL MOLECULES Medical Cannabis Improved crops Castor oil Crop protection Pharmaceuticals Microbials for crops Therapeutic microbials

Agenda 19 Annex I – Financial overview Annex II – Evogene subsidiaries Success Stories Business Model Summary About Evogene

Evogene’s Subsidiary Mission Improve food quality, sustainability and agricultural productivitythrough microbiome-based, ag-biological products 20 Ag-biologicals a rapidly growingmarket Unique AI tech-platform and data assets Broad &diversepipeline 8 programs –new product launch expected every 1-2 years Proprietary tech platform increases probability of success and reduces cost and time-to-market The ag-biologicals market is expected to grow at a double digit CAGR over the next decade Strategic partners & investors 2 revenue-generating graduated programs Powered by

Evogene’s Subsidiary Yalos™ - Bio-inoculant for cereal grains* Sold in USA**& expanding globally Superior performancevs. alternatives Consistent performance providing farmers 4:1 ROI Check 2% 1% 3% 4% 6% Other Ag-biologicals Control Yield improvement (%) 5% * Yalos™ has regulatory approval in the US & Canada for all small grains including wheat, barley, durum, oats, soybeans, canola, and others. Data was gathered in large side-by-side field trials in the US ** In 2023 Yalos™ was sold for wheat. 2023 trials for barley and durum look promising for potential 2024 expansion Powered by 21

Evogene’s Subsidiary MicroBoost AI tech-engine directing & accelerating product discovery & optimization Powered by Computational analysis of DB ~100,000 Bacterialstrains 1,000 Predicted bacterial strains 50 Validated bacterialstrains 10 Predicted teams Powered by Experimental validation 5% success - Commercial viability and optimization - Bacterial computational teaming by function Powered by Bacterial teams field trials Increaseprobability of success Reducetime and cost 22

* Evogene’s Subsidiary LAV311 - Bio-pesticide for Fruit rots & Powdery mildew Licensing agreement with $5M upfront payment Future milestone payments Royalties from future sales Superior performance compared to competing biological control products, similar results to chemicals Consistent performance in preventative application over 3 years (validated by Corteva) * Program consisted of alternating applications between a chemical and LAV311 across the season Powered by Untreated Chemical Integrated spray programs showed a potential reduction of 3-5 chemical applications* per season 23

Evogene’s Subsidiary MicroBoost AI tech-engine directing & accelerating product discovery & optimization Powered by Increaseprobability of success Reducetime and cost 24 400 Bacterial strains 60 Bacterial strains 7 Strains Computational machine learning Powered by Experimental validation 15% success Powered by Commercial viability and optimization Bacterial strains field trials ~100,000 Bacterialstrains

Evogene’s Subsidiary Mission Provide elite castor seeds to the bio-based industries 25 Castor oil - emerging market Holistic ag-solution 3 Commercial revenue generating castor varieties Proprietary varieties with improved traits suitable for commercial scale cultivation EVF716, EVF712, EVF701 Proprietary holistic ag-solution: elite varieties, growth protocols, and novel mechanical harvesting and dehulling machines The global castor oil & oil derivatives market is expected to reach $2.06 billion by 2028*CAGR of 4.9% Unique tech platform for elite varieties Strategic alliance Combining deep scientific know-how, genomic and phenotypic big-data, and computational technology for elite castor variety development A strategic alliance in the biofuel space with a leading global oil and gas company Powered by *https://www.marketreportsworld.com/global-castor-oil-and-derivatives-market-19862171 Biofuel

Evogene’s Subsidiary EVF716, EVF712, EVF701 Elite Castor Varieties 26 Powered by * Variety performance is subjected to weather conditions and to precipitation

Evogene’s Subsidiary Castor Seed Sales 27 Powered by * Variety performance is subjected to weather conditions and to precipitation $2.2 Million $9.1 Million

Evogene’s Subsidiary GeneRator AI tech enginedirecting & accelerating product discovery & optimization 28 Powered by * Variety performance is subjected to weather conditions and to precipitation Genetic diversity ~200 * WW germplasm accessions >10,000 Lines 800 Lines w/ high yield & oil potential 150 Advanced lines EVF701 EVF712 EVF716 High-throughput field trials for elite varieties Breeding programs of varieties suitable for mechanized harvest Powered by High-throughput genetic screening for high yield & oil traits Powered by Pre-commercial field trials for drought tolerance, stable yield; tested in Brazil, ARG & IL Increaseprobability of success Reducetime and cost * Representing 40,000 (200*200) line potential for breeding

Agenda 29 Annex I – Financial overview Annex II – Evogene subsidiaries Business Model Summary About Evogene Success Stories

30 As of Nov 13, 2023 142 Employees 29 % PhDs 50 % Women TheEvogene Group (98%*) (100%*) (100%*) (70%*) (76%*) *Evogene holdings

Our vision 31 Revolutionize the development of life-science based products, utilizing cutting edge computational biology technologies Our unique offering - 3 AI Tech-Engines to direct & accelerate product discovery and optimization: MicroBoost AI ChemPass AI GeneRator AI Current subsidiaries Biomica – Human-microbiome based therapeutics Lavie Bio – Ag-biologicals AgPlenus – Ag-chemicals Canonic - Medical cannabis Casterra – Castor end-to-end solution Vote of confidence Equity investment in the following subsidiary: Lavie Bio – Corteva & ICL Biomica – Shanghai Healthcare Capital Business strategy - Capture the value of our AI tech-engines through: Licensing to 3rd parities (mainly subsidiaries) Collaboration with world-leading partners Tech engine value proposition Increase probability of success Reduce time Reduce cost Commercial products developed utilizing Evogene’s AI tech-engines (examples) 3 commercial castor elite varieties by Casterra 2 ag-biologicals by Lavie Bio Medical cannabis products by Canonic

THANK You!

Annex I:Financial Overview 33

Key Financials:Balance Sheet Key Points: Consolidated cash position: ~$37 million as of 30.09.2023 This Consolidated cash position does not include the $2.5 million, which represents the second half of the upfront payment from the licensing agreement of Lavie Bio with Corteva and amount due to the purchase orders received by Casterra in the last few months. No bank debt Listed on TASE (2007) and NASDAQ (2016) 34 Thousands of US $ 30.09.2023 31.12.2022 Current Assets 40,555 37,751 Long-Term Assets 17,191 18,375 Total Assets 57,746 56,126 Current Liabilities 6,484 5,625 Long-Term Liabilities (inc. $10m convertible SAFE at Lavie Bio) 15,399 15,711 Equity attributable to equity holders of the Company 18,510 27,930 Non-controlling interest 17,353 6,860 Total Liabilities & Shareholders Equity 57,746 56,126 34

Annex II:Evogene Subsidiaries 35

*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%* Evogene 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 36

37 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) – pre-clinical 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 and nomination of bacterial consortium
for clinical trial

38 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

39 | Ag-Biologicals Bio-stimulants Yalos™ – 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 Yalos™ – distribution licensing agreements and sales expansion in USA & Canada. Expansion to additional crops and an additional territory in 2025 Bio-pesticides: US regulatory approval for bio-fungicide candidate for fruit rots (LAV311) – expected by 2024 Submission for Lavie Bio’s bio-fungicide candidate for downy mildew (LAV321) to the US EPA for regulatory approval – expected by 2025 Co-development and licensing agreement for an additional bio-pesticide program with a large multinational company – expected by 2025

40 | 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: - Yalos™ inoculant for spring wheat - LAV 311 bio-fungicide candidates for fruit rot LAV311 Powered by License for LAV 311 & LAV 312 bio-fungicide candidates $5M initial payment Additional future milestone payments & royalties

41 Products & Pipeline | Ag-Chemicals Expected upcoming 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

42 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

43 | Biobased Materials Powered by Product & Pipeline Expected upcoming 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 & Kenya), 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

44 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