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Exhibit 99.1
PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
OF IBIO, INC. (UNAUDITED)
On September 15, 2023, iBio CDMO LLC, a wholly owned subsidiary of iBio, Inc, entered into a Purchase and Sale Agreement (the “Agreement”) with Majestic Realty Co. (“Majestic”) for the sale of its cGMP biologics manufacturing facility located in Bryan, TX (the “CDMO Facility”). The sale of the CDMO Facility will complete the divestiture of iBio’s contract development and manufacturing business in Texas, paving the way for the Company’s continued advancement of its AI drug discovery platform and immunotherapy pipeline out of its research and development center in California.
Under the terms of the Agreement, Majestic will purchase the approximately 130,000-square-foot CDMO Facility for $17,250,000. The net sales proceeds of the sale after paying all outstanding amounts on the Term Note with Woodforest National Bank (“Woodforest”) are expected to provide important non-dilutive funding to the Company.
The following Unaudited Pro Forma Consolidated Financial Statements have been prepared to comply with Article 11 of Regulation S-X, as promulgated under the Securities Act of 1933, as amended (“Regulation S-X”). The Unaudited Pro Forma Consolidated Balance Sheet at March 31, 2023, reflects the financial position of the Company as if the CDMO Facility sale occurred on March 31, 2023. The Unaudited Pro Forma Consolidated Statements of Income for the nine months ended March 31, 2023, and for the year ended June 30, 2022, present the Company’s results of operations as if the sale of the CDMO Facility was completed on July 1, 2022 and July 1, 2021, respectively. These Unaudited Pro Forma Consolidated Financial Statements should be read in conjunction with the accompanying notes to the unaudited pro forma financial statements; the Consolidated Financial Statements of the Company and the notes thereto and "Management's Discussion and Analysis of Financial Condition and Results of Operations" presented in the Company’s Quarterly Report on Form 10-Q for the nine months ended March 31, 2023, filed with the SEC on May 15, 2023 and the Company’s Annual Report on Form 10-K for the year ended June 30, 2022, filed with the SEC on October, 11, 2022.
The Unaudited Pro Forma Consolidated Financial Statements are not necessarily indicative of what the Company’s actual financial position or operating results would have been had the sale of the CDMO Facility occurred as of the dates indicated, nor are they indicative of future operating results of the Company. In the Company’s opinion, all adjustments necessary to reflect the effect of the sale of the CDMO Facility have been made.
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Ibio, Inc.'s Definitive Proxy Statement (Form DEF 14A) filed after their 2023 10-K Annual Report includes:
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In addition to the aforementioned critical accounting estimates, the following accounting policies and estimates have been highlighted as significant because changes to certain judgments and assumptions inherent in these policies could affect our consolidated financial statements: revenue recognition; legal and contractual contingencies; research and development expenses; and share-based compensation expenses.
In an effort to remain a going concern and increase cash reserves, we completed a public offering in December 2022, reduced our work force by approximately 60% (a reduction of approximately 69 positions) in November 2022, and ceased operations of our CDMO Facility thereby reducing annual spend on expenses by approximately 67% and generating cash savings of approximately 64% from first quarter Fiscal year 2023 compared to fourth quarter Fiscal year 2023.
Wainwright received warrants to purchase up to 201,923 shares of Common Stock.
Lincoln Park Stock Purchase Agreement On August 4, 2023, iBio entered into a purchase agreement, dated as of August 4, 2023 (the "Purchase Agreement"), with Lincoln Park Capital Fund, LLC ("Lincoln Park"), pursuant to which, under the terms and subject to the satisfaction of specified conditions set forth therein, we may sell to Lincoln Park up to $10.0 million (subject to certain limitations) of Common Stock, from time to time during the term of the Purchase Agreement.
During the second quarter of Fiscal 2023, we completed a public offering and raised gross proceeds of approximately $3.5 million selling an aggregate of 3,365,385 shares of its Common Stock (or pre-funded warrants in lieu thereof), Series A warrants to purchase up to 3,870,192 shares of Common Stock and Series B warrants to purchase up to 3,870,192 shares of Common Stock.
This increase was primarily due...Read more
The decrease is primarily attributable...Read more
The history of significant losses,...Read more
On March 24, 2023, iBio...Read more
Actual sales of shares of...Read more
iBio expects G&A expenses to...Read more
Net cash generated from financing...Read more
We continue to operate in...Read more
We received net proceeds of...Read more
Pursuant to the Underwriting Agreement,...Read more
Evaluating for impairment requires judgment,...Read more
The increase primarily related to...Read more
Cantor Fitzgerald Underwriting On November...Read more
In addition, starting on the...Read more
Pursuant to the Underwriting Agreement,...Read more
We cannot sell any shares...Read more
Research and Development Expenses ("R&D")...Read more
The registration statement was declared...Read more
Changes in the Company's business...Read more
Changes in our business strategy...Read more
G&A expenses principally include officer...Read more
On May 10, 2023, iBio...Read more
The auction, which commenced on...Read more
The decrease in net cash...Read more
Other Income (Expense) Other income...Read more
We received net proceeds of...Read more
During the first quarter of...Read more
The Company received net proceeds...Read more
Such careful curation process could...Read more
Funding Requirements We have incurred...Read more
In the fourth quarter of...Read more
We received net proceeds of...Read more
The following accounting estimate had...Read more
General and Administrative Expenses ("G&A")...Read more
Any such future adjustments may...Read more
The MPEEM requires that charges...Read more
We also sold 3,622,834 shares...Read more
Financial Statements, Disclosures and Schedules
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Ibio, Inc. provided additional information to their SEC Filing as exhibits
Ticker: IBIO
CIK: 1420720
Form Type: 10-K Annual Report
Accession Number: 0001420720-23-000045
Submitted to the SEC: Wed Sep 27 2023 4:01:58 PM EST
Accepted by the SEC: Wed Sep 27 2023
Period: Friday, June 30, 2023
Industry: Pharmaceutical Preparations