Lifecore Biomedical Completes Restatements and Files Form 10-K for Fiscal Year 2023
20 Marzo 2024 - 5:00AM
Lifecore Biomedical, Inc. (NASDAQ: LFCR) (“Lifecore” or the
“Company”), a fully integrated contract development and
manufacturing organization (“CDMO”), announced today that it has
filed its Annual Report on Form 10-K for the fiscal year ended May
28, 2023 (“FY23”) with the United States Securities and Exchange
Commission (the “SEC”).
Form 10-K Filing and Restatement
Overview
The FY23 Annual Report on Form 10-K filing
contains the restatement of previously issued consolidated
financial statements as of and for the fiscal years ended May 29,
2022 (“FY22”) and May 30, 2021 (“FY21”) included in the Company’s
Annual Report on Form 10-K/A for the year ended May 29, 2022 filed
with the SEC, the Company’s unaudited consolidated financial
statements as of and for the periods ending August 30, 2020,
November 29, 2020, February 28, 2021, August 29, 2021, November 28,
2021, February 27, 2022, August 28, 2022, November 27, 2022 and
February 26, 2023 included in the Company’s Quarterly Reports on
Form 10-Q filed with the SEC (collectively, the “Prior Financial
Statements”).
The restatements correct errors involving the
calculation of capitalized interest, valuation of inventories, and
certain other adjustments related to previously divested businesses
reflected in the Prior Financial Statements. In addition, the
Company has adjusted certain other items that were previously
identified and concluded as immaterial, individually and in the
aggregate, to the Prior Financial Statements.
The more significant restatement adjustments to
the Lifecore segment financial statements contained in the Prior
Financial Statements, are described as follows:
- The Company restated inventories
and cost of sales to write down inventories to their net realizable
value as well as recording reserves for excess and obsolete
inventories in FY22 and FY21 which reduced inventories and
increased cost of sales during those periods.
- The Company restated property and
equipment and interest expense to record capitalized interest on
assets under construction in FY22 and FY21 which increased property
and equipment and reduced interest expense during those
periods.
- The Company restated the Lifecore
segment revenues and cost of sales in FY21 to gross up revenues and
cost of sales for certain performance obligations where the Company
acted as a principal in the arrangements.
- The Company recorded an accounts
receivable reserve for a specific customer in FY21 and FY22, which
decreased accounts receivables and increased selling, general, and
administrative expenses.
- The Company restated FY21 opening
retained earnings to account for the cumulative effect of the above
restatements.
The more significant restatement adjustments to
the Company’s former Curation Foods segment financial statements
are described as follows:
- The Company restated FY21 opening
retained earnings related to its former Curation Foods businesses
non-current other receivables that were not collectable prior to
the fiscal year periods presented in the consolidated FY23
financial statements.
- The Company restated the
presentation of certain operating costs and expenses of continuing
operations and discontinued operations affecting FY22 and
FY21.
Supplemental Information
Given the complexity of the Company’s
restatements contained within the FY23 Annual Report on Form 10-K,
the Company has furnished a supplementary summary of select
financial data related to its ongoing Lifecore business to assist
investors with their analysis of restated comparable financials.
The 2023 Annual Report on Form 10-K and supplementary financial
data package can be found in the Investors section of the Lifecore
website at https://ir.lifecore.com/.
About Lifecore Biomedical
Lifecore Biomedical, Inc. is a fully integrated
contract development and manufacturing organization (CDMO) that
offers highly differentiated capabilities in the development, fill
and finish of complex sterile injectable pharmaceutical products in
syringes and vials. As a leading manufacturer of premium,
injectable grade Hyaluronic Acid, Lifecore brings more than 40
years of expertise as a partner for global and emerging
biopharmaceutical and biotechnology companies across multiple
therapeutic categories to bring their innovations to market. For
more information about the Company, visit Lifecore’s website at
www.lifecore.com.
Important Cautions Regarding
Forward-Looking StatementsThis press release contains
forward-looking statements regarding future events and our future
results that are subject to the safe harbor created under the
Private Securities Litigation Reform Act of 1995 and other safe
harbors under the Securities Act of 1933 and the Securities
Exchange Act of 1934. Words such as “anticipate”, “estimate”,
“expect”, “project”, “plan”, “intend”, “believe”, “may”, “might”,
“will”, “should”, “can have”, “likely” and similar expressions are
used to identify forward-looking statements. All forward-looking
statements involve certain risks and uncertainties that could cause
actual results to differ materially, including such factors among
others, as the outcome of any evaluation of the Company’s strategic
alternatives or any discussions with any potential bidders related
thereto, the Company’s ability to become current with its reports
with the Securities and Exchange Commission (the “SEC”), and the
timing thereof, the Company’s ability to regain compliance with
applicable listing standards under Nasdaq, and its ability expand
its relationship with its existing customers. For additional
information about factors that could cause actual results to differ
materially from those described in the forward-looking statements,
please refer to our filings with the Securities and Exchange
Commission, including the risk factors contained in our most recent
Annual Report on Form 10-K. Forward-looking statements represent
management’s current expectations and are inherently uncertain.
Except as required by law, we do not undertake any obligation to
update forward-looking statements made by us to reflect subsequent
events or circumstances.
Lifecore Biomedical, Inc. Contact
Information:Jeff Sonnek(646)
277-1263jeff.sonnek@icrinc.com
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