enGene Holdings Inc. Files 10-Q for Period Ending January 31, 2024

TL;DR

<b>enGene Holdings Inc. filed its Q1 2024 10-Q, detailing financial agreements and corporate events.</b>

AI Summary

enGene Holdings Inc. (ENGNW) filed a Quarterly Report (10-Q) with the SEC on March 11, 2024. enGene Holdings Inc. filed a 10-Q report for the period ending January 31, 2024. The filing includes details on various agreements such as Loan and Security Agreements with Hercules Capital. Key dates mentioned include November 1, 2022, for convertible debentures and February 13, 2024, for CEO transition and subscription agreements. The company is involved in the Biological Products sector, SIC code 2836. Business and mailing addresses are listed as 4868 Rue Levy, Suite 220, Saint-Laurent, A8, H4R 2P1.

Why It Matters

For investors and stakeholders tracking enGene Holdings Inc., this filing contains several important signals. This 10-Q filing provides a quarterly update on enGene's financial position and operational activities, crucial for investors to assess recent performance and future outlook. The mention of various loan agreements, warrants, and subscription agreements indicates ongoing financing activities and potential dilution or capital structure changes that could impact shareholders.

Risk Assessment

Risk Level: medium — enGene Holdings Inc. shows moderate risk based on this filing. The company's financial structure involves complex debt and equity instruments, including convertible debentures and warrants, which can introduce financial risks and valuation complexities.

Analyst Insight

Investors should closely examine the terms of the various loan agreements and subscription agreements to understand potential impacts on equity dilution and future financial obligations.

Key Numbers

• 2024-01-31 — Reporting Period End Date (Conformed Period of Report)
• 2024-03-11 — Filing Date (Filed as of date)
• 2836 — SIC Code (Standard Industrial Classification)
• 000000000 — IRS Number (IRS Number)
• 514-332-4888 — Business Phone (Business Phone)

Key Players & Entities

• enGene Holdings Inc. (company) — Filer name
• 2024-01-31 (date) — Conformed period of report
• 2024-03-11 (date) — Filed as of date
• Hercules Capital (company) — Lender in Loan and Security Agreements
• 2024-02-13 (date) — CEO transition agreement date
• 2836 (industry_code) — Standard Industrial Classification
• 4868 Rue Levy, Suite 220 (address) — Business address street 1
• Saint-Laurent (location) — Business address city

FAQ

Risk Factors

• Change in Fair Value of Convertible Debentures Embedded Derivative Liabilities [medium — financial]: The company accounts for changes in the fair value of embedded derivative liabilities within convertible debentures, impacting net income.
• Loan and Security Agreements [medium — financial]: The company has entered into loan and security agreements, including with Hercules Capital, which involve specific terms, covenants, and potential collateral.
• Warrants and Preferred Shares [medium — financial]: The filing references various types of warrants and preferred shares, indicating potential future equity issuances and capital structure complexities.

Key Dates

• 2024-01-31: Quarterly Period End — End of the reporting period for the 10-Q filing.
• 2024-03-11: Filing Date — Date the 10-Q was officially filed with the SEC.
• 2024-02-13: CEO Transition Agreement — A significant subsequent event related to executive leadership.
• 2023-12-22: Amended Loan Agreement — Details on modifications to existing loan facilities.

Key Financial Figures

• $11.50 — e Common Share, at an exercise price of $11.50 per share ENGNW The Nasdaq Stock Ma

Filing Documents

• engn-20240131.htm (10-Q) — 1569KB
• engn-ex31_1.htm (EX-31.1) — 18KB
• engn-ex31_2.htm (EX-31.2) — 18KB
• engn-ex32_1.htm (EX-32.1) — 9KB
• engn-ex32_2.htm (EX-32.2) — 9KB
• 0000950170-24-029413.txt (&nbsp;) — 8467KB
• engn-20240131.xsd (EX-101.SCH) — 1785KB
• engn-20240131_htm.xml (XML) — 1093KB

Financial Statements (Unaudited)

Financial Statements (Unaudited) 4 Condensed Consolidated Balance Sheets as of January 31, 2024 and October 31, 2023 4 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the Three Months Ended January 31, 2024 and 2023 5 Condensed Consolidated Statements of Redeemable Convertible Preferred Shares and Shareholders' Deficit for the Three Months Ended January 31, 2024 and 2023 6 Condensed Consolidated Statements of Cash Flows for the Three Months Ended January 31, 2024 and 2023 7 Notes to the Condensed Consolidated Financial Statements 8 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 28 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 40 Item 4.

Controls and Procedures

Controls and Procedures 41 PART II. OTHER INFORMATION 43 Item 1.

Legal Proceedings

Legal Proceedings 43 Item 1A.

Risk Factors

Risk Factors 43 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 44 Item 3. Omitted 44 Item 4. Omitted 44 Item 5. Other Information 44 Item 6. Exhibits 44

Signatures

Signatures 46 1 SPECIAL NOT E REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this Quarterly Report on Form 10-Q may constitute "forward-looking statements" within the meaning of U.S. securities laws and "forward-looking information" within the meaning of Canadian securities laws (collectively, "forward-looking statements"). enGene's forward-looking statements include, but are not limited to, statements regarding enGene's management teams' expectations, hopes, beliefs, intentions, goals or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "appear," "approximate," "believe," "continue," "could," "estimate," "expect," "foresee," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "seek," "should," "would" and similar expressions (or the negative version of such words or expressions) may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this Quarterly Report on Form 10-Q may include, for example, statements about: the ability of enGene to recognize the anticipated benefits of the business combination between FEAC, the Company and Old enGene and related transactions ("Business Combination"), which may be affected by, among other things, competition and the ability of the combined business to grow and manage growth profitably; enGene's financial performance following the Business Combination, including financial projections and business metrics and any underlying assumptions thereunder; the ability to maintain the listing of the Company's common shares ("Common Shares") and warrants to purchase Common Shares ("Warrants") on Nasdaq or another national securities exchange; enGene's success in recruiting and retainin

—FIN ANCIAL INFORMATION

PART I—FIN ANCIAL INFORMATION Ite m 1. Financial Statements. ENGENE HOLDINGS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (AMOUNTS IN THOUSANDS OF USD, EXCEPT FOR SHARE AND PER SHARE DATA) (Unaudited) January 31, 2024 October 31, 2023 Assets Current assets: Cash and cash equivalents $ 85,646 $ 81,521 Restricted certificate of deposit 79 76 Investment tax credits receivable 1,130 2,343 Prepaid and other current assets 2,722 1,500 Total current assets 89,577 85,440 Property and equipment, net 993 589 Operating lease right of use asset 1,877 — Other assets 974 930 Total assets $ 93,421 $ 86,959 Liabilities, redeemable convertible preferred shares and shareholders' equity Current liabilities: Accounts payable $ 1,275 $ 1,156 Accrued expenses and other current liabilities 5,237 3,539 Operating lease liabilities, current 393 — Current portion of notes payable — 562 Total current liabilities 6,905 5,257 Note payable, net of current portion 22,529 9,216 Operating lease liabilities - net of current portion 1,602 — Total liabilities 31,036 14,473 Shareholders' equity : Preferred shares, no par value; unlimited shares authorized, no shares issued and outstanding as of January 31, 2024 and October 31, 2023. — — Common shares, no par value; unlimited shares authorized, 23,197,976 shares issued and outstanding as of January 31, 2024 and October 31, 2023. 259,373 259,373 Additional paid-in capital 14,327 13,717 Accumulated other comprehensive loss ( 1,016 ) ( 1,016 ) Accumulated deficit ( 210,299 ) ( 199,588 ) Total shareholders' equity 62,385 72,486 Total liabilities, redeemable convertible preferred shares and shareholders' equity $ 93,421 $ 86,959 The accompanying notes are an integral part of these condensed consolidated financial statements. 4 ENGENE HOLDINGS INC. CONDENSED CONSOLI

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View this 10-Q filing on SEC EDGAR