Annual report pursuant to Section 13 and 15(d)

Discontinued Operations

v3.23.3
Discontinued Operations
12 Months Ended
Jun. 30, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

3.    Discontinued Operations

On November 3, 2022, the Company announced it is seeking to divest its contract development and manufacturing organization (iBio CDMO, LLC) in order to complete its transformation into an antibody discovery and development company. In conjunction with the divestment, the Company commenced a workforce reduction of approximately 60% of the current Company staffing levels (a reduction of approximately 69 positions). The Company substantially completed the employee reduction by January 2, 2023. Through the process of seeking to divest its contract development and manufacturing organization, the Company continues to market for sale the 130,000 square foot cGMP facility location in Bryan, Texas (the “Facility”). Additionally, on February 10, 2023, the Company entered into an Auction Sale Agreement (the “Auction Sale Agreement”) with Holland Industrial Group, together with Federal Equipment Company and Capital Recovery Group LLC (collectively, the “Auctioneers”) for the sale at public auction of equipment and other tangible personal property (the “Equipment”) located at the Facility. The Auctioneers guaranteed an amount of gross proceeds from the sale of the equipment of $2.1 million, which was paid to the Company on February 17, 2023. The auction, which commenced on March 24, 2023 and concluded on March 30, 2023, resulted in total proceeds of approximately $2.9 million. In accordance with the Auction Sale Agreement, the Company received 80% of the excess proceeds, after Holland Industrial Group’s $0.2 million fee.  Total proceeds received in Fiscal 2023 were approximately $2.6 million.

The Company incurred pre-tax charges of approximately $1.9 million for the employee reduction which consisted of severance obligations, continuation of salaries and benefits over a 60-day transitional period during which impacted employees remained employed but were not expected to provide active service, and other customary employee benefit payments in connection with an employee reduction. The Company recorded a charge in discontinued operations for approximately $35.7 million in Fiscal 2023, of which approximately $17.9 million was the result of a fixed asset impairment charge (see Note 11 – Fixed Assets for more information), approximately $4.9 million to write down inventory to its net realizable value, approximately $7.5 million of personnel costs including severance and the balance related to operational costs related to winding down the CDMO business.

As such, the results of iBio CDMO's operations are reported as discontinued operations for the year ended June 30, 2023. The Company has retrospectively recast its consolidated statement of operations for the year ended June 30, 2022 presented. In addition, those assets and liabilities associated with the discontinued operations of the CDMO that the Company intends to sell have been classified as “held for sale” as of June 30, 2023. The Company has retrospectively recast its consolidated balance sheet as of June 30, 2022 for assets and liabilities held for sale. The Company has chosen not to segregate the cash flows of iBio CDMO in the consolidated statements of cash flows. Supplemental disclosures related to discontinued operations for the statements of cash flows have been provided below. Unless noted otherwise, discussion in the Notes to the Consolidated Financial Statements refers to the Company's continuing operations.

The following table presents a reconciliation of the major financial lines constituting the results of operations for discontinued operations to the loss from discontinued operations presented separately in the consolidated statements of operations (in thousands):

Years Ended June 30,

2023

2022

Revenues

$

391

$

499

Cost of goods sold

52

216

Gross profit

339

283

Operating expenses:

Research and development

6,344

7,902

General and administrative

6,751

12,373

Fixed asset impairments

17,900

Gain on sale of fixed assets

(773)

Inventory reserve

4,915

Total operating expenses

35,137

20,275

Other income (expenses):

Interest expense - term note payable

(900)

(602)

Interest expense - related party

(810)

Forgiveness of note payable and accrued interest - SBA loan

607

Other

(1)

6

Total other expenses

(901)

(799)

Loss from discontinued operations

$

(35,699)

$

(20,791)

The following table presents net carrying values related to the major classes of assets that were classified as held for sale at June 30, 2023 and 2022 (in thousands):

June 30, 

June 30,

2023

2022

Current assets:

Inventory

$

$

3,900

Operating lease right-of-use assets

1,941

Property and equipment, net

16,124

Total current assets

$

18,065

$

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

1,941

10

Total current liabilities

$

1,941

$

56

Long-term liabilities:

Finance lease obligation

$

$

30

Operating lease obligation

1,941

Total long-term liabilities

$

$

1,971

The following table presents the supplemental disclosures related to discontinued operations for the cash flows (in thousands):

Years Ended June 30,

2023

2022

Depreciation expense

$

273

$

2,275

Amortization of finance lease right-of-use assets

20

599

Purchase of fixed assets

1,542

5,809

Fixed asset impairments

17,900

Inventory reserve

4,915

Sales proceeds of fixed assets

2,600

Investing non-cash transactions:

Increase in ROU operating assets and liabilities for new leases

1,952

Fixed assets included in accounts payable in prior period, paid in current period

1,542

791

Unpaid fixed assets included in accounts payable

1,542

Termination of finance ROU assets including issuance of warrant

25,386

Note payable to acquire Facility

22,375

Issuance of warrant for final lease obligation payment

217

Supplemental cash flow information:

Cash paid during the period for interest

603

1,045