Quarterly report pursuant to Section 13 or 15(d)

Discontinued Operations

v3.23.1
Discontinued Operations
9 Months Ended
Mar. 31, 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, 2021, 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 Auctioneer 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, which approximated $0.5 million during the fourth quarter of Fiscal 2023 and is included in prepaid and other assets as of March 31, 2023.

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 remain employed but were not expected to provide active service, and other customary employee benefit payments in connection with an employee reduction.  At March 31, 2023, $0.1 million remains in accrued expenses as a current liability.  The Company recorded a charge in discontinued operations for $34.6 million for the nine months ended March 31, 2023, of which approximately $17.6 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 three and nine months ended March 31, 2023. The Company has retrospectively recast its condensed consolidated statement of operations for the three and nine months ended March 31, 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 March 31, 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 statement 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 Condensed 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 condensed consolidated statements of operations (in thousands):

Three Months Ended

Three Months Ended

March 31, 

March 31, 

2023

2022

Revenues

$

205

$

143

Cost of goods sold

25

48

Gross profit

180

95

Operating expenses:

Research and development

837

2,278

General and administrative

929

3,211

Gain on sale of fixed assets

(732)

Total operating expenses

1,034

5,489

Other expenses:

Interest expense - term note payable

(158)

(249)

Other

(3)

(1)

Total other expenses

(161)

(250)

Loss from discontinued operations

$

(1,015)

$

(5,644)

Nine Months Ended

Nine Months Ended

March 31, 

March 31, 

2023

2022

Revenues

$

391

$

438

Cost of goods sold

52

201

Gross profit

339

237

Operating expenses:

Research and development

6,361

5,128

General and administrative

6,165

8,659

Fixed asset impairments

17,600

Gain on sale of fixed assets

(732)

Inventory reserve

4,933

Total operating expenses

34,327

13,787

Other income (expenses):

Interest expense - term note payable

(606)

(372)

Interest expense - related party

(810)

Forgiveness of note payable and accrued interest - SBA loan

607

Other

(4)

1

Total other income (expenses)

(610)

(574)

Loss from discontinued operations

$

(34,598)

$

(14,124)

The following table presents net carrying values related to the major classes of assets that were classified as held for sale at March 31, 2023 and June 30, 2022 (in thousands):

March 31, 

June 30,

2023

2022

Current assets:

Inventory

$

$

3,900

Operating lease right-of-use assets

1,944

Property and equipment, net

16,424

Total current assets

$

18,368

$

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

1,944

10

Total current liabilities

$

1,944

$

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 statements of cash flows (in thousands):

Nine Months Ended

Nine Months Ended

March 31, 

March 31, 

2023

2022

Depreciation expense

$

273

$

1,532

Amortization of finance lease right-of-use assets

20

587

Purchase of fixed assets

1,041

28,384

Fixed asset impairments

17,600

Inventory reserve

4,933

Sales proceeds of fixed assets

2,100

Investing non-cash transactions:

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

1,542

791

Unpaid fixed assets included in accounts payable

2,193

Sales of fixed assets receivable

460