iBio, Inc 10-Q for FY2025 Q1

iBio, Inc. (IBIO)

10-Q 2024-11-12 For: 2024-09-30

Added on April 07, 2026

About this 10-Q

iBio, Inc filed this 10-Q on November 12, 2024, covering the quarter ended September 30, 2024 (FY2025 Q1).

Headline figures

Quarter ended September 30, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $50K a year earlier
Net loss: $3.99M; compared with a net loss of $5.75M a year earlier
Diluted EPS: -$0.46; compared with -$4.80 a year earlier

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

11750 Sorrento Valley Road, Suite 200, San Diego, CA		92121
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading 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:
	Condensed Consolidated Balance Sheets as of September 30, 2024 (unaudited) and June 30, 2024	3
	Unaudited Condensed Consolidated Statements of Operations for the three months ended September 30, 2024 and 2023	4
	Unaudited Condensed Consolidated Statements of Stockholders’ Equity for the three months ended September 30, 2024 and 2023	5
	Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended September 30, 2024 and 2023	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	33
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	46
Item 4.	Controls and Procedures	46

PART II. OTHER INFORMATION		47

Item 1.	Legal Proceedings	47
Item 1A.	Risk Factors	47
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49
Item 5.	Other Information	49
Item 6.	Exhibits	50

SIGNATURES		51


	September 30,		June 30,
	2024		2024
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	11,038	$	14,210
Promissory note receivable and accrued interest		—		713
Prepaid expenses and other current assets		667		749
Total Current Assets		11,705		15,672

Restricted cash		223		215
Promissory note receivable		1,101		1,081
Finance lease right-of-use assets, net of accumulated amortization		271		339
Operating lease right-of-use asset		2,317		2,401
Fixed assets, net of accumulated depreciation		3,511		3,632
Intangible assets, net of accumulated amortization		5,363		5,368
Security deposits		26		26
Total Assets	$	24,517	$	28,734

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	855	$	358
Accrued expenses		1,077		2,028
Finance lease obligations - current portion		279		299
Operating lease obligation - current portion		449		436
Equipment financing payable - current portion		182		178
Term promissory note - current portion		227		218
Insurance premium financing payable		—		123
Contract liabilities		400		200
Total Current Liabilities		3,469		3,840

Finance lease obligations - net of current portion		—		53
Operating lease obligation - net of current portion		2,572		2,688
Equipment financing payable - net of current portion		16		63
Term promissory note - net of current portion		706		766
Total Liabilities		6,763		7,410

Stockholders' Equity
Series 2022 Convertible Preferred Stock - $0.001 par value; 1,000,000 shares authorized at September 30, 2024 and June 30, 2024; 0 shares issued and outstanding as of September 30, 2024 and June 30, 2024		—		—
Common stock - $0.001 par value; 275,000,000 shares authorized at September 30, 2024 and June 30, 2024; 8,637,895 and 8,623,676 shares issued and outstanding as of September 30, 2024 and June 30, 2024, respectively		9		9
Additional paid-in capital		335,581		335,162
Accumulated deficit		(317,836)		(313,847)
Total Stockholders’ Equity		17,754		21,324
Total Liabilities and Stockholders' Equity	$	24,517	$	28,734


☒	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
	September 30,
	2024		2023

Revenue	$	—	$	50

Operating expenses:
Research and development		1,305		1,606
General and administrative		2,801		3,547
Total operating expenses		4,106		5,153

Operating loss		(4,106)		(5,103)

Other income (expense):
Interest expense		(57)		(26)
Interest income		174		55
Total other income		117		29

Net loss from continuing operations		(3,989)		(5,074)

Loss from discontinued operations		—		(672)

Net loss	$	(3,989)	$	(5,746)

Loss per common share attributable to iBio, Inc. stockholders - basic and diluted - continuing operations	$	(0.46)	$	(4.24)
Loss per common share attributable to iBio, Inc. stockholders - basic and diluted - discontinued operations	$	—	$	(0.56)
Loss per common share attributable to iBio, Inc. stockholders - basic and diluted - total	$	(0.46)	$	(4.80)

Weighted-average common shares outstanding - basic and diluted		8,633		1,198



				Additional
	Common Stock			Paid-In		Accumulated
	Shares	Amount		Capital		Deficit		Total
Balance as of July 1, 2024	8,624	$	9	$	335,162	$	(313,847)	$	21,324

Common stock issued for warrants exercised	2		*		4		—		4
Vesting of RSUs	12		*		—		—		—
Share-based compensation	—		—		415		—		415
Net loss	—		—		—		(3,989)		(3,989)

Balance as of September 30, 2024	8,638	$	9	$	335,581	$	(317,836)	$	17,754

* Represents amount less than 0.5 thousand.


	Three Months Ended
	September 30, 2023
Operating expenses:
General and administrative		364
Gain on sale of fixed assets		(50)
Total operating expenses		314

Other expenses:
Interest expense - term note payable		(358)
Total other expenses		(358)

Loss from discontinued operations	$	(672)


	Three Months Ended
	September 30, 2023
Amortization of finance lease right-of-use assets	$	2

Supplemental cash flow information:
Cash paid during the period for interest		174


	September 30,		June 30,
	2024		2024
Cash and equivalents	$	11,038	$	14,210
Collateral held for letter of credit - San Diego lease		198		198
Collateral held for Company purchasing card		25		17
Total cash, cash equivalents and restricted cash	$	11,261	$	14,425


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


Fiscal period ending on September 30:	Principal		Interest		Total
2025	$	182	$	12	$	194
2026		16		—		16

Total minimum equipment financing payments		198	$	12	$	210
Less: current portion		(182)
Long-term portion of minimum equipment financing obligation	$	16


Fiscal year ending on September 30:	Principal		Interest		Total
2025	$	279	$	14	$	293

Total minimum lease payments		279	$	14	$	293
Less: current portion		(279)
Long-term portion of minimum lease obligations	$	—


	September 30,		June 30,
	2024		2024
Intellectual property – gross carrying value	$	400	$	400
Intellectual property – accumulated amortization		(40)		(35)
Total definite lived intangible assets, net of accumulated amortization		360		365

Intellectual property – indefinite lived		5,003		5,003

Total net intangible assets	$	5,363	$	5,368


Fiscal year ending on September 30:	Principal		Imputed Interest		Total
2025	$	449	$	204	$	653
2026		504		170		674
2027		561		132		693
2028		626		89		715
2029		694		42		736
Thereafter		187		2		189

Total minimum lease payments		3,021	$	639	$	3,660
Less: current portion		(449)
Long-term portion of minimum lease obligation	$	2,572



Weighted-average risk-free interest rate	3.57% - 4.17	%
Dividend yield	0	%
Volatility	247.86% - 248.81	%
Expected term (in years)	5


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 the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 8, 2018 – File No. 001-35023)
3.3		Certificate of Designation, Preferences and Rights of the iBio CMO Preferred Tracking Stock of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 24, 2017 – Commission File No. 001-35023)
3.4		Certificate of Designation, Preferences and Rights of the Series A Convertible Preferred Stock 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 June 27, 2018 – Commission File No. 001-35023)
3.5		Certificate of Designation, Preferences and Rights of the Series B Convertible Preferred Stock of iBio, Inc. (incorporated herein by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 27, 2018 – Commission File No. 001-35023)
3.6		Certificate of Designation, Preferences and Rights of the Series C Convertible Preferred Stock 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 October 29, 2019 – Commission File No. 001-35023)
3.7		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 February 1, 2022 – File No. 000-53125)
3.8		Certificate of Designation of Preferences, Rights and Limitations of Series 2022 Convertible Preferred Stock (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 May 12, 2022 – Commission File No. 001-35023)
3.9		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)
3.10		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 November 28, 2023 – File No. 001-35023)
10.1		Amended and Restated Employment Agreement dated as of July 23, 2024, effective as of July 1, 2024, by and between the Company and Martin Brenner (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 July 26, 2024 – File No. 001-35023)
10.2		Form of Non-Qualified Stock Option Agreement for initial grants for non-employee directors under the iBio Omnibus Incentive Plan (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 July 9, 2024 – File No. 001-35023)
10.3		Form of Non- Qualified Stock Option Agreement for non-employee consultants under the iBio Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023)
10.4		Form of Non-Qualified Stock Option Agreement for annual grants for non-employee directors under the iBio Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8 - K filed with the Securities and Exchange Commission on July 9, 2024 - File No. 001 - 35023)
10.5		Form of Non-Qualified Stock Option Agreement for employees under the iBio Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023
10.6		Form of Restricted Stock Unit Award Agreement for employees under the iBio Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023)
10.7		Form of Incentive Stock Option Agreement for employees under the iBio Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023)
10.8		Form of Incentive Stock Option Agreement for officers under the iBio Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023)
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: November 12, 2024	/s/ Martin Brenner
	Martin Brenner
	Chief Executive Officer and Chief Scientific Officer Principal Executive Officer

Date: November 12, 2024	/s/ Felipe Duran
	Felipe Duran
	Chief Financial Officer
	Principal Financial Officer and Principal Accounting Officer

Date: November 12, 2024
	By:	/s/ Martin Brenner
		Name: Martin Brenner
		Title: Chief Executive Officer and Chief Scientific Officer (Principal Executive Officer)


1.	I have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 (the “report”) of iBio, Inc. (the “registrant”);


4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:


Date: November 12, 2024
	By:	/s/ Felipe Duran
		Name: Felipe Duran
		Title: Chief Financial Officer (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:	November 12, 2024	/s/ Martin Brenner
		Martin Brenner
		Chief Executive Officer and Chief Scientific Officer
		(Principal Executive Officer)