v3.26.1
Deconsolidation
12 Months Ended
Dec. 31, 2025
Deconsolidation  
Deconsolidation

Note 5 – Deconsolidation

 

On November 14, 2024 (the “Deconsolidation Date”), the Company deconsolidated eXoZymes from its financial statements due to its ownership interest falling below 50%, resulting in the loss of a controlling financial interest. This change occurred in connection with eXoZymes’ completion of its initial public offering, which reduced the Company’s ownership stake.

 

The consolidated financial statements as of December 31, 2024 reflect the inclusion of eXoZymes’ financial results through the Deconsolidation Date. For the period from November 15, 2024 through December 31, 2024, the Company accounted for its investment in eXoZymes under the equity method, recognizing its proportionate share of eXoZymes’ net loss in the amount of $420 thousand, based on eXoZymes’ total net loss of $893 thousand for that period.

 

As of December 31, 2024, the Company continues to hold a 47% interest in eXoZymes Class A common stock. While the Company and eXoZymes share certain officers, board members, and accounting personnel, the two entities operate independently. eXoZymes also utilizes professional services provided by PatentVest, a wholly owned subsidiary of the Company 

 

The assessment of the potential impairment of the Company’s equity method investments when indicators such as a history of operating losses, a negative earnings and cash flow outlook, and the financial condition and prospects for the investee’s business segment might indicate a loss in value. The Company has not recognized any impairment loss on investment in unconsolidated affiliate to date.  

 

The following table represents the consolidated balance sheet of xXoZymes immediately prior to the Deconsolidation Date (in thousands):

   December 31, 2024 
Assets      
Cash and cash equivalents   $68 
Grants receivable    701 
Prepaid expenses and other current assets    441 
Deferred IPO Costs    550 
Property and equipment, net    710 
Operating lease right-of-use asset, net    1,366 
Total assets   $3,836 
       
Liabilities and Deficit      
Accounts payable   $851 
Accrued expenses    241 
Due to affiliates    5,479 
Deferred grant reimbursement    130 
Operating lease liabilities    1,417 
Total liabilities   $8,118 
Deficit:      
Common shares    - 
Paid-in-capital   $4,120 
Accumulated deficit    (8,402)
Total deficit   $(4,282)
Total liabilities and deficit   $3,836 

 

 

At December 31, 2024 eXoZymes had current assets of approximately $10.8 million, total assets of approximately $13.0 million, current liabilities of approximately $1.3 million and total liabilities of approximately $2.6 million. For the year ended December 31, 2024, eXoZymes had revenues of $0 and a net loss of approximately $5.9 million.

 

The following represents the calculation of the gain on deconsolidation of eXoZymes from the consolidated financial statements of the Company (in thousands, except for share price):

 

eXoZymes Class A common shares retained on November 14, 2024   3,931 
Quoted closing price of eXoZymes Class A common shares at November 14, 2024  $10.36 
Subtotal of quoted closing price of eXoZymes Class A common shares at November 14, 2024  $40,727 
Fair value of warrants held for eXoZymes at November 14, 2024   1,327 
Fair value of equity method investment retained by eXoZymes   42,054 
Carrying Value of the NCI   (921)
Carrying value of eXoZymes assets at November 14, 2024   4,282 
Less carrying value of former investment into eXoZymes  at November 14, 2024   (5,787)
Carrying value of warrants held for eXoZymes at November 14,2024   (321)
Gain on deconsolidation  $39,307