Celularity Inc. Q1 2024 Update: Forbearance and Employment Agreements
Ticker: CELUW · Form: 10-Q · Filed: Oct 16, 2024 · CIK: 1752828
Sentiment: neutral
Topics: 10-Q, forbearance-agreement, employment-agreement
TL;DR
Celularity secured forbearance on a bridge loan and amended an exec agreement in Q1 2024.
AI Summary
Celularity Inc. reported its first quarter 2024 results, ending March 31, 2024. The company entered into a forbearance agreement on March 13, 2024, related to its bridge loan. Additionally, Celularity executed an amended employment agreement with its Chief Administrative Officer on February 15, 2024.
Why It Matters
This filing provides insight into Celularity's financial health and operational adjustments, including agreements that could impact its future funding and executive compensation.
Risk Assessment
Risk Level: medium — The company's financial disclosures and agreements suggest ongoing financial challenges and operational restructuring.
Key Numbers
- Q1 2024 — Reporting Period (Covers the financial results for the first quarter of 2024.)
Key Players & Entities
- Celularity Inc. (company) — Filer of the 10-Q report
- 2024-03-31 (date) — End of the reporting period for the 10-Q
- 2024-03-13 (date) — Date of the forbearance agreement
- 2024-02-15 (date) — Date of the amended employment agreement
- Chief Administrative Officer (person) — Recipient of the amended employment agreement
FAQ
What was the nature of the forbearance agreement entered into on March 13, 2024?
The filing indicates a forbearance agreement was entered into on March 13, 2024, related to a bridge loan.
When was the amended employment agreement for the Chief Administrative Officer executed?
The amended employment agreement for the Chief Administrative Officer was executed on February 15, 2024.
What is the primary business of Celularity Inc. according to the SIC code?
Celularity Inc.'s Standard Industrial Classification (SIC) code is 2834, which corresponds to Pharmaceutical Preparations.
What was the previous name of Celularity Inc.?
Celularity Inc.'s former name was GX Acquisition Corp., with a date of name change on September 12, 2018.
What is the fiscal year end for Celularity Inc.?
Celularity Inc.'s fiscal year ends on December 31.
Filing Stats: 4,380 words · 18 min read · ~15 pages · Grade level 19.4 · Accepted 2024-10-16 17:25:21
Key Financial Figures
- $0.0001 — tered Class A Common Stock, par value $0.0001 per share CELU The Nasdaq Stock Mar
- $115 — A Common Stock at an exercise price of $115 per share CELUW The Nasdaq Stock Ma
Filing Documents
- celu-20240331.htm (10-Q) — 2536KB
- celu-ex10_22.htm (EX-10.22) — 29KB
- celu-ex31_1.htm (EX-31.1) — 16KB
- celu-ex31_2.htm (EX-31.2) — 16KB
- celu-ex32_1.htm (EX-32.1) — 11KB
- celu-ex32_2.htm (EX-32.2) — 10KB
- img171534750_0.jpg (GRAPHIC) — 9KB
- img171534750_1.jpg (GRAPHIC) — 19KB
- 0000950170-24-115082.txt ( ) — 14306KB
- celu-20240331.xsd (EX-101.SCH) — 2545KB
- celu-20240331_htm.xml (XML) — 2660KB
Financial Statements
Financial Statements 1 Condensed Consolidated Balance Sheets 1 Condensed Consolidated Statements of Operations and Comprehensive Loss 2 Condensed Consolidated Statements of Stockholders' Equity 3 Condensed Consolidated Statements of Cash Flows 4 Notes to Unaudited Condensed Consolidated Financial Statements 5 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 35 Item 3.
Quantitative and Qualitative Disclosures About Market Risk
Quantitative and Qualitative Disclosures About Market Risk 45 Item 4.
Controls and Procedures
Controls and Procedures 45 PART II. OTHER INFORMATION Item 1.
Legal Proceedings
Legal Proceedings 47 Item 1A.
Risk Factors
Risk Factors 47 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 48 Item 3. Defaults Upon Senior Securities 48 Item 4. Mine Safety Disclosures 48 Item 5. Other Information 48 Item 6. Exhibits 48
Signatures
Signatures 50 Unless the context indicates otherwise, references in this quarterly report to the "Company," "Celularity," "we," "us," "our" and similar terms refer to Celularity Inc. and its consolidated subsidiaries. The Celularity logo, Celularity IMPACT, Biovance, Interfyl, Lifebank, CentaFlex and other trademarks or service marks of Celularity Inc. appearing in this quarterly report are the property of Celularity Inc. This quarterly report on Form 10-Q also contains registered marks, trademarks and trade names of other companies. All other trademarks, registered marks and trade names appearing herein are the property of their respective holders On February 28, 2024, we effected a 1-for-10 reverse stock split of our outstanding shares of Class A common stock. Unless specifically provided otherwise herein, all share and per share information in this quarterly report on Form 10-Q has been adjusted to reflect the reverse stock split. i SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS Some of the statements contained in this quarterly report on Form 10-Q, including the section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations," constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, or the Exchange Act. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. These statements relate to our future events, including our anticipated operations, research, development and commercialization activities, clinical trials, operating results and financial condition. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materia
—FINANCI AL INFORMATION
PART I—FINANCI AL INFORMATION
. Financial Statements
Item 1 . Financial Statements. Celularity Inc. Condensed Consolida ted Balance Sheets (In thousands, except share and per share amounts) March 31, 2024 December 31, 2023 (unaudited) Assets Current assets: Cash and cash equivalents $ 1,902 $ 227 Accounts receivable, net of allowance of $ 6,038 and $ 5,837 as of March 31,2024 and December 31, 2023, respectively 13,769 10,046 Notes receivable 2,072 2,072 Inventory 3,701 5,753 Prepaid expenses and other current assets 1,411 1,695 Total current assets 22,855 19,793 Property and equipment, net 66,268 67,828 Goodwill 7,347 7,347 Intangible assets, net 10,455 11,001 Right-of-use assets - operating leases 10,945 10,990 Restricted cash 10,046 9,936 Inventory, net of current portion 15,573 16,657 Other long-term assets 327 337 Total assets $ 143,816 $ 143,889 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 12,983 $ 14,144 Accrued expenses and other current liabilities 8,755 7,580 Accrued R&D software 1,700 3,500 Short-term debt - unaffiliated (includes debt measured at fair value of $ 2,183 at March 31, 2024 and $ 17,223 at December 31, 2023, respectively) 5,101 19,331 Short-term debt - related parties 34,699 19,909 Deferred revenue 2,806 2,834 Total current liabilities 66,044 67,298 Deferred revenue, net of current portion 3,265 3,186 Acquisition-related contingent consideration 1,606 1,606 Noncurrent lease liabilities - operating 26,265 26,177 Warrant liabilities 15,092 4,359 Deferred income tax liabilities 9 9 Other liabilities 290 294 Total liabilities 112,571 102,929 Commitments and contingencies (Note 9) Stockholders' equity Preferred stock, $ 0.0001 par value, 10,000,000 shares authorized, none issued and outstanding at March 31, 2024 and December 31, 2023 - - Common Stock, $ 0.0001