iBio, Inc 10-Q for FY2023 Q2

iBio, Inc. (IBIO)

10-Q 2023-02-14 For: 2022-12-31

Added on April 07, 2026

About this 10-Q

iBio, Inc filed this 10-Q on February 14, 2023, covering the quarter ended December 31, 2022 (FY2023 Q2).

Headline figures

Quarter ended December 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $0 a year earlier
Net loss: $33.55M; compared with a net loss of $11.92M a year earlier
Diluted EPS: -$3.42; compared with -$1.37 a year earlier

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →

Delaware		26-2797813
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

8800 HSC Parkway, Bryan, TX		77807-1107
(Address of principal executive offices)		(Zip Code)


Title of each class	Ticker symbol(s)	Name of each exchange on which registered
Common Stock	IBIO	NYSE American

Large accelerated Filer ☐						Accelerated Filer ☐
Non-accelerated Filer ☒						Smaller reporting company ☒
						Emerging growth company ☐


PART I. FINANCIAL INFORMATION		3

Item 1.	Financial Statements (Unaudited)	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	34
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42
Item 4.	Controls and Procedures	42

PART II. OTHER INFORMATION		43

Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 5.	Other Information	46
Item 6.	Exhibits	47

SIGNATURES		48


	December 31,		June 30,
	2022		2022
	(Unaudited)		(See Note 2)
Assets
Current assets:
Cash and cash equivalents	$	3,696	$	22,676
Investments in debt securities		5,929		10,845
Accounts receivable - trade		970		1,000
Settlement receivable - current portion		5,100		5,100
Convertible promissory note receivable and accrued interest		1,669		—
Prepaid expenses and other current assets		414		1,549
Current assets held for sale		20,457		3,900
Total Current Assets		38,235		45,070

Restricted cash		253		5,996
Convertible promissory note receivable and accrued interest		—		1,631
Finance lease right-of-use assets, net of accumulated amortization		746		—
Operating lease right-of-use asset		2,873		3,068
Fixed assets, net of accumulated depreciation		4,245		1,373
Intangible assets, net of accumulated amortization		5,398		4,851
Security deposits		50		29
Prepaid expenses - noncurrent		—		74
Noncurrent assets held for sale		—		37,314
Total Assets	$	51,800	$	99,406

Liabilities and Equity
Current liabilities:
Accounts payable	$	4,002	$	4,264
Accrued expenses		5,001		3,764
Finance lease obligations - current portion		259		—
Operating lease obligation - current portion		315		91
Equipment financing payable - current portion		152		—
Term note payable - net of deferred financing costs		16,011		22,161
Contract liabilities		88		100
Current liabilities related to assets held for sale		1,947		56
Total Current Liabilities		27,775		30,436

Finance lease obligations - net of current portion		490		—
Operating lease obligation - net of current portion		3,324		3,514
Equipment financing payable - net of current portion		323		—
Accrued expenses - noncurrent		1,065		—
Noncurrent liabilities related to assets held for sale		—		1,971

Total Liabilities		32,977		35,921

Equity
iBio, Inc. Stockholders’ Equity:
Series 2022 Convertible Preferred Stock – $0.001 par value; 1,000,000 shares authorized; 0 and 1,000 shares issued and outstanding as of December 31, 2022 and June 30, 2022, respectively		—		—
Common stock - $0.001 par value; 275,000,000 shares authorized at December 31, 2022 and June 30, 2022; 12,368,287 and 8,727,158 shares issued and outstanding as of December 31, 2022 and June 30, 2022, respectively		12		9
Additional paid-in capital		294,591		287,619
Accumulated other comprehensive loss		(167)		(213)
Accumulated deficit		(275,613)		(223,930)
Total iBio, Inc. Stockholders’ Equity		18,823		63,485
Total Liabilities and Equity	$	51,800	$	99,406


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Three Months Ended				Six Months Ended
	December 31,				December 31,
	2022		2021		2022		2021

Revenues	$	—	$	—	$	—	$	84

Operating expenses:
Research and development		2,779		1,859		5,327		2,993
General and administrative		7,794		5,372		12,882		9,547
Total operating expenses		10,573		7,231		18,209		12,540

Operating loss		(10,573)		(7,231)		(18,209)		(12,456)

Other income (expense):
Interest expense		(31)		—		(31)		—
Interest income		41		35		140		71
Royalty income		—		5		—		5
Total other income (expense)		10		40		109		76

Consolidated net loss from continuing operations		(10,563)		(7,191)		(18,100)		(12,380)
Net loss attributable to noncontrolling interest		—		—		—		1
Net loss attributable to iBio, Inc. from continuing operations		(10,563)		(7,191)		(18,100)		(12,379)

Preferred stock dividends - iBio CDMO Tracking Stock		—		(22)		—		(88)
Net loss available to iBio, Inc. stockholders from continuing operations		(10,563)		(7,213)		(18,100)		(12,467)

Loss from discontinued operations		(22,990)		(4,729)		(33,583)		(8,480)

Net loss available to iBio, Inc. stockholders	$	(33,553)	$	(11,942)	$	(51,683)	$	(20,947)

Comprehensive loss:
Consolidated net loss	$	(33,553)	$	(11,920)	$	(51,683)	$	(20,860)
Other comprehensive loss - unrealized gain (loss) on debt securities		56		(27)		46		(28)

Comprehensive loss	$	(33,497)	$	(11,947)	$	(51,637)	$	(20,888)

Loss per common share attributable to iBio, Inc. stockholders - basic and diluted - continuing operations	$	(1.08)	$	(0.83)	$	(1.94)	$	(1.43)
Loss per common share attributable to iBio, Inc. stockholders - basic and diluted - discontinued operations	$	(2.34)	$	(0.54)	$	(3.60)	$	(0.97)
Loss per common share attributable to iBio, Inc. stockholders - basic and diluted - total	$	(3.42)	$	(1.37)	$	(5.54)	$	(2.40)

Weighted-average common shares outstanding - basic and diluted		9,807		8,715		9,324		8,715


										Accumulated
								Additional		Other
	Preferred Stock				Common Stock			Paid-In		Comprehensive		Accumulated
	Shares		Amount		Shares	Amount		Capital		Loss		Deficit		Total
Balance as of July 1, 2022		1	$	—	8,727	$	9	$	287,619	$	(213)	$	(223,930)	$	63,485

Capital raise		—		—	176		—		1,151		—		—		1,151
Conversion of preferred stock to common stock		(1)		—	—		—		—		—		—		—
Common stock issued - RubrYc transaction		—		—	102		—		650		—		—		650
Vesting of RSUs		—		—	1		—		—		—		—		—
Share-based compensation		—		—	—		—		1,222		—		—		1,222
Unrealized loss on available-for-sale debt securities		—		—	—		—		—		(10)		—		(10)
Net loss		—		—	—		—		—		—		(18,130)		(18,130)

Balance as of September 30, 2022		—	$	—	9,006	$	9	$	290,642	$	(223)	$	(242,060)	$	48,368

Capital raise		—		—	3,366		3		3,497		—		—		3,500
Cost to raise capital		—		—	—		—		(636)		—		—		(636)
Payment for fractional shares after reverse stock split		—		—	(8)		—		(39)		—		—		(39)
Vesting of RSUs		—		—	4		—		—		—		—		—
Share-based compensation		—		—	—		—		1,127		—		—		1,127
Unrealized gain on available-for-sale debt securities		—		—	—		—		—		56		—		56
Net loss		—		—	—		—		—		—		(33,553)		(33,553)

Balance as of December 31, 2022		—	$	—	12,368	$	12	$	294,591	$	(167)	$	(275,613)	$	18,823


	December 31,		June 30
	2022		2022
Current assets:
Inventory	$	25	$	3,900
Operating lease right-of-use assets		1,947		—
Property and equipment, net		18,485		—
Total current assets	$	20,457	$	3,900

Other assets:
Property and equipment, net	$	—	$	35,289
Finance lease right-of-use assets		—		74
Operating lease right-of-use assets		—		1,951
Total other assets	$	—	$	37,314

Current liabilities:
Finance lease obligation	$	—	$	46
Operating lease obligation		1,947		10
Total current liabilities	$	1,947	$	56

Long-term liabilities:
Finance lease obligation	$	—	$	30
Operating lease obligation		—		1,941
Total long-term liabilities	$	—	$	1,971


	December 31,		June 30,
	2022		2022
Cash and equivalents	$	3,696	$	22,676
Collateral held for letter of credit - term note payable		—		5,743
Collateral held for letter of credit - San Diego lease		198		198
Collateral held for Company purchasing card		55		55
Total cash, cash equivalents and restricted cash	$	3,949	$	28,672


		December 31, 2022
		Fair Value Hierarchy
		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value		Total Impairments
Building in Bryan, Texas	$	—	$	—	$	16,350	$	16,350	$	6,300
Machinery & equipment in Bryan, Texas	$	—	$	—	$	2,100	$	2,100	$	11,300


Preferred stock	$	1,760,000
Intangible assets		4,300,000
Prepaid expenses		1,440,000
	$	7,500,000


	December 31,		June 30
Fiscal period ending:	2022		2022
2023	$	3,667	$	8,054
2024		2,262		2,791
	$	5,929	$	10,845


Fiscal period ending on December 31:	Principal		Interest		Total
2023	$	259	$	60	$	319
2024		285		34		319
2025		205		8		213

Total minimum equipment financing payments		749	$	102	$	851
Less: current portion		(259)
Long-term portion of minimum equipment financing obligation	$	490


	Six Months Ended
	December 31,
	2022		2021
Schedule of non-cash activities:
Unpaid fixed assets included in accounts payable	$	329	$	404
Fixed assets included in accounts payable in prior period, paid in current period	$	1,769	$	791
Increase in finance lease ROU assets for new leases	$	814	$	—
Increase in finance lease obligation for new leases	$	814	$	—
RubrYc asset acquisition by issuance of common stock	$	650	$	—
Costs to raise capital paid directly from gross proceeds	$	636	$	—
Termination of finance ROU assets including issuance of warrant	$	—	$	25,386
Note payable to acquire Facility	$	—	$	22,375
Increase in operating lease ROU assets for new lease - net of lease incentive	$	—	$	5,570
Unpaid portion of RubrYc transaction	$	—	$	2,500
Settlement of revenue contract	$	—	$	580
Issuance of warrant for final finance lease obligation payment	$	—	$	217
Lease incentive for construction in progress	$	—	$	82
Acquisition of noncontrolling interest	$	—	$	18
Unrealized (gain) loss on available-for-sale debt securities	$	(46)	$	28
Supplemental cash flow information:
Cash paid during the period for interest	$	363	$	612


	Six Months Ended		Six Months Ended
	December 31,		December 31,
	2022		2021
Depreciation expense	$	271	$	823
Amortization of finance lease ROU assets		20		563
Purchase of fixed assets		1,070		25,843
Fixed asset impairments		17,600		—
Inventory reserve		4,933		—
Investing noncash transactions:
Fixed assets included in accounts payable in prior period, paid in current period		1,542		791
Unpaid fixed assets included in accounts payable		—		404


	June 30,								December 31,
	2022		Amortization		Additions		Impairments		2022
Intellectual property – gross carrying value	$	3,100	$	—	$	400	$	(3,100)	$	400
Patents and licenses – gross carrying value		2,846		—		—		(2,846)		—
		5,946		—		400		(5,946)		400
Intellectual property – accumulated amortization		(2,867)		(69)		—		2,931		(5)
Patents and licenses – accumulated amortization		(2,403)		(47)		—		2,450		—
		(5,270)		(116)		—		5,381		(5)
Total definite lived intangible assets	$	676	$	(116)	$	400	$	(565)	$	395

License - indefinite lived	$	4,175		—		828		—	$	5,003

Total net intangible	$	4,851							$	5,398


Fiscal period ending on December 31:	Principal		Imputed Interest		Total
2023	$	315	$	255	$	570
2024		412		228		640
2025		462		196		658
2026		518		161		679
2027		577		121		698
Thereafter		1,355		106		1,461

Total minimum lease payments		3,639	$	1,067	$	4,706
Less: current portion		(315)
Long-term portion of minimum lease obligation	$	3,324



Weighted average risk-free interest rate	3.21% - 3.61	%
Dividend yield	0	%
Volatility	115.52 - 116.93	%
Expected term (in years)	7

HIDDEN_ROW
Exhibit No.		Description

3.1		Certificate of Incorporation of iBio, Inc., Certificate of Merger, Certificate of Ownership and Merger, Certificate of Amendment of the Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 11, 2018 – File No. 001-35023)

3.2		Certificate of Amendment of the Certificate of Incorporation of iBio, Inc. (incorporated herein by reference to Exhibit 3.2 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on February 14, 2018 – File No. 001-35023)

3.3		Certificate of Amendment of the Certificate of Incorporation of iBio, Inc. (incorporated herein by reference to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 8, 2018 – File No. 001-35023)

3.4		Second Amended and Restated Bylaws of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 26, 2022 – File No. 000-53125)

3.5		Certificate of Amendment of the Certificate of Incorporation if iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 7, 2022 – File No. 001-35023)

10.1		Separation Agreement and General Release, dated December 1, 2022, by and between iBio, Inc. and Thomas Isett (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2022 – File No. )

10.2*		Second Amendment to Credit Agreement dated February 9, 2023 by and between iBio, Inc. and Woodforest National Bank

10.3+*		Special Incentive Bonus Agreement dated January 26, 2023 by and between iBio, Inc. and Martin Brenner

10.4+*		Special Incentive Bonus Agreement dated January 26, 2023 by and between iBio, Inc. and Felipe Duran

31.1*		Certification of Periodic Report by Principal Executive Officer Pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*		Certification of Periodic Report by Principal Financial Officer Pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*		Certification of Periodic Report by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2*		Certification of Periodic Report by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		Inline XBRL Instance*

101.SCH		Inline XBRL Taxonomy Extension Schema*

101.CAL		Inline XBRL Taxonomy Extension Calculation*

101.DEF		Inline XBRL Taxonomy Extension Definition*

101.LAB		Inline XBRL Taxonomy Extension Labeled*

101.PRE		Inline XBRL Taxonomy Extension Presentation*

104		Cover page Interactive Data File (embedded within the Inline XBRL document)


	iBio, Inc.
	(Registrant)

Date: February 14, 2023	/s/ Marc Banjak
	Marc Banjak
	General Counsel and Corporate Secretary Principal Executive Officer

Date: February 14, 2023	/s/ Felipe Duran
	Felipe Duran
	Interim Chief Financial Officer
	Principal Financial Officer and Principal Accounting Officer


1.	I have reviewed this Quarterly Report on Form 10-Q for the quarter ended December 31, 2022 (the “report”) of iBio, Inc. (the “registrant”);


Date: February 14, 2023
	By:	/s/ Marc Banjak
		Name: Marc Banjak
		Title: General Counsel and Corporate Secretary (Principal Executive Officer)


Date: February 14, 2023
	By:	/s/ Felipe Duran
		Name: Felipe Duran
		Title: Interim Chief Financial Officer (Interim Principal Financial Officer)

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 14, 2023	/s/ Marc Banjak
		Marc Banjak
		General Counsel and Corporate Secretary
		(Principal Executive Officer)