Celularity Inc. Files Q2 2024 10-Q
Ticker: CELUW · Form: 10-Q · Filed: Nov 7, 2024 · CIK: 1752828
Sentiment: neutral
Topics: 10-Q, financing, equity, agreements
TL;DR
Celularity's Q2 10-Q is in: Updates on financing and equity plans, check the details.
AI Summary
Celularity Inc. filed its 10-Q for the period ending June 30, 2024. The company reported financial results and provided updates on its business operations. Key events mentioned include the "InitialAndSecondTranche" on January 12, 2024, and a "PrivateInvestmentInPublicEquityFinancing" during the quarter ending June 30, 2023. The filing also references various agreements and plans, such as the "AdvisoryAgreement" and the "TwoThousandAndTwentyOneEquityIncentivePlan."
Why It Matters
This 10-Q filing provides crucial financial and operational insights into Celularity Inc.'s performance and strategic activities during the second quarter of 2024, impacting investors and stakeholders.
Risk Assessment
Risk Level: medium — The company operates in the pharmaceutical preparations sector, which is inherently subject to regulatory, research, and market risks.
Key Numbers
- 20240630 — Reporting Period End Date (The 10-Q covers the fiscal quarter ending on this date.)
- 20241107 — Filing Date (The date the 10-Q was officially filed with the SEC.)
Key Players & Entities
- Celularity Inc. (company) — Filer of the 10-Q
- Robin L. Smith, MD (person) — Mentioned in relation to equity plans
- Dr. Andrew Pecora (person) — Mentioned in relation to a consulting agreement dated 2022-09-21
- GX Acquisition Corp. (company) — Former company name of Celularity Inc.
- January 12, 2024 (date) — Date of "InitialAndSecondTranche" and "AdditionalLoan"
- June 30, 2024 (date) — End of the reporting period for the 10-Q
FAQ
What was the nature of the "InitialAndSecondTranche" that occurred on January 12, 2024?
The filing indicates this relates to a financing event, potentially part of a larger funding round, and is associated with an "AdditionalLoan" and "PrivateInvestmentInPublicEquityFinancing" context.
What is the "TwoThousandAndTwentyOneEquityIncentivePlan"?
This is a plan established by Celularity Inc. for its employees and directors, likely involving stock options or other equity awards, as indicated by its mention alongside performance shares.
What was the company's former name, and when did it change?
Celularity Inc. was formerly known as GX Acquisition Corp. The name change occurred on September 12, 2018.
What is the significance of the "ConsultingAgreement" with Dr. Andrew Pecora?
The filing notes a consulting agreement with Dr. Andrew Pecora dated September 21, 2022, suggesting ongoing or past advisory services.
What does the "PrivateInvestmentInPublicEquityFinancing" refer to in the context of the quarter ending June 30, 2023?
This refers to a financing activity where the company raised capital through the sale of equity, contributing to its "AdditionalPaidInCapital" during that period.
Filing Stats: 4,462 words · 18 min read · ~15 pages · Grade level 19.8 · Accepted 2024-11-06 17:33:51
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-20240630.htm (10-Q) — 3120KB
- 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
- 0000950170-24-122493.txt ( ) — 15695KB
- celu-20240630.xsd (EX-101.SCH) — 2447KB
- celu-20240630_htm.xml (XML) — 3108KB
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 47 Item 4.
Controls and Procedures
Controls and Procedures 47 PART II. OTHER INFORMATION Item 1.
Legal Proceedings
Legal Proceedings 49 Item 1A.
Risk Factors
Risk Factors 49 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 50 Item 3. Defaults Upon Senior Securities 50 Item 4. Mine Safety Disclosures 50 Item 5. Other Information 50 Item 6. Exhibits 50
Signatures
Signatures 52 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) June 30, 2024 December 31, 2023 (unaudited) Assets Current assets: Cash and cash equivalents $ 467 $ 227 Accounts receivable, net of allowance of $ 6,143 and $ 5,837 as of June 30, 2024 and December 31, 2023, respectively 13,472 10,046 Notes receivable - 2,072 Inventory 2,915 5,753 Prepaid expenses and other current assets 877 1,695 Total current assets 17,731 19,793 Property and equipment, net 64,727 67,828 Goodwill 7,347 7,347 Intangible assets, net 9,999 11,001 Right-of-use assets - operating leases 10,903 10,990 Restricted cash 10,087 9,936 Inventory, net of current portion 14,395 16,657 Other long-term assets 305 337 Total assets $ 135,494 $ 143,889 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 13,726 $ 14,144 Accrued expenses and other current liabilities 10,384 7,580 Accrued R&D software - 3,500 Short-term debt - unaffiliated (includes debt measured at fair value of $ 2,985 at June 30, 2024 and $ 17,223 at December 31, 2023, respectively) 5,243 19,331 Short-term debt - related parties 35,756 19,909 Deferred revenue 2,791 2,834 Total current liabilities 67,900 67,298 Deferred revenue, net of current portion 3,439 3,186 Acquisition-related contingent consideration 1,606 1,606 Noncurrent lease liabilities - operating 26,356 26,177 Warrant liabilities 8,086 4,359 Deferred income tax liabilities 9 9 Other liabilities 287 294 Total liabilities 107,683 102,929 Commitments and contingencies (Note 9) Stockholders' equity Preferred stock, $ 0.0001 par value, 10,000,000 shares authorized, none issued and outstanding at June 30, 2024 and December 31, 2023 - - Common Stock, $ 0.0001 par value, 730,0