loop_10q.htm

United States

Securities and Exchange Commission

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended November 30, 2023

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from ___________ to __________

Commission File No. 000-54768

Loop Industries, Inc.

(Exact name of Registrant as specified in its charter)

Nevada		27-2094706
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

480 Fernand-Poitras Terrebonne, Québec, Canada J6Y 1Y4

(Address of principal executive offices zip code)

Registrant’s telephone number, including area code (450) 951-8555

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	LOOP	Nasdaq Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files) Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As at January 15, 2024, there were 47,528,908 shares of the Registrant’s common stock, par value $0.0001 per share, outstanding.

LOOP INDUSTRIES, INC.

TABLE OF CONTENTS

		Page No.
PART I. Financial Information

Item 1.	Financial Statements		F-1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		3
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		18
Item 4.	Controls and Procedures		18

PART II. Other Information

Item 1.	Legal Proceedings		19
Item 1A.	Risk Factors		19
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		19
Item 3.	Defaults Upon Senior Securities		19
Item 4.	Mine Safety Disclosures		19
Item 5.	Other Information		19
Item 6.	Exhibits		20

	Signatures		21

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Loop Industries, Inc.

Three and Nine months ended November 30, 2023

Index to the Unaudited Interim Condensed Consolidated Financial Statements

Contents		Page(s)

Condensed consolidated balance sheets as at November 30, 2023 (Unaudited) and February 28, 2023		F‑2

Condensed consolidated statements of operations and comprehensive loss for the three and nine months ended November 30, 2023 and 2022 (Unaudited)		F‑3

Condensed consolidated statements of changes in stockholders’ equity for the three and nine months ended November 30, 2023 and 2022 (Unaudited)		F‑4

Condensed consolidated statements of cash flows for the nine months ended November 30, 2023 and 2022 (Unaudited)		F‑6

Notes to the condensed consolidated financial statements (Unaudited)		F‑7

F-1

Table of Contents

Loop Industries, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands of U.S. dollars, except per share data)	As at
	November 30, 2023			February 28, 2023

Assets
Current assets
Cash and cash equivalents	$	9,366		$	29,591
Restricted cash		1,000			1,000
Sales tax, tax credits and other receivables (Note 3)		411			1,075
Inventories (Note 4)		937			727
Deposits on equipment (Note 5)		8,460			3,395
Prepaid expenses and other deposits (Note 5)		470			636
Total current assets		20,644			36,424
Investment in joint venture		381			381
Property, plant and equipment, net (Note 6)		2,267			2,545
Intangible assets, net (Note 7)		1,485			1,210
Total assets	$	24,777		$	40,560

Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable and accrued liabilities (Note 9)	$	1,560		$	2,510
Customer deposits		1,000			1,012
Current portion of long-term debt (Note 10)		501			62
Total current liabilities		3,061			3,584
Long-term debt (Note 10)		2,814			3,240
Total liabilities		5,875			6,824

Stockholders’ Equity
Series A Preferred stock par value $0.0001; 25,000,000 shares authorized; one share issued and outstanding		-			-
Common stock par value $0.0001; 250,000,000 shares authorized; 47,528,908 shares issued and outstanding (February 28, 2023 – 47,469,224) (Note 12)		5			5
Additional paid-in capital		171,510			170,370
Additional paid-in capital – Warrants		20,385			20,385
Accumulated deficit		(171,878	)		(155,883	)
Accumulated other comprehensive loss		(1,120	)		(1,141	)
Total stockholders’ equity		18,902			33,736
Total liabilities and stockholders’ equity	$	24,777		$	40,560

Commitments (Note 18)
Subsequent event (Note 19)

See accompanying notes to the condensed consolidated financial statements.

F-2

Table of Contents

Loop Industries, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(in thousands of U.S. dollars, except per share data)	Three Months Ended						Nine Months Ended
	November 30, 2023			November 30, 2022			November 30, 2023			November 30, 2022
Revenue from contracts with customers	$	26		$	25		$	108		$	160

Expenses :
Research and development (Note 13)		1,833			4,582			8,361			15,133
General and administrative (Note 14)		2,458			3,183			7,767			18,230
Depreciation and amortization (Notes 6 and 7)		131			134			400			411
Total expenses		4,422			7,899			16,528			33,774

Other (income) loss :
Gain on disposition of assets (Note 6)		-			(6,704	)		-			(6,704	)
Interest and other financial expenses		42			54			140			139
Interest income		(166	)		(13	)		(484	)		(36	)
Foreign exchange gain		(28	)		(198	)		(81	)		(289	)
Total other (income) loss		(152	)		(6,861	)		(425	)		(6,890	)
Net loss		(4,244	)		(1,013	)		(15,995	)		(26,724	)

Other comprehensive income (loss) -
Foreign currency translation adjustment		(83	)		(440	)		21			(857	)
Comprehensive loss	$	(4,327	)	$	(1,453	)	$	(15,974	)	$	(27,581	)
Net loss per share
Basic and diluted	$	(0.09	)	$	(0.02	)	$	(0.34	)	$	(0.56	)
Weighted average common shares outstanding
Basic and diluted		47,523,817			47,416,340			47,520,356			47,405,801

See accompanying notes to the condensed consolidated financial statements.

F-3

Table of Contents

Loop Industries, Inc.

Condensed Consolidated Statement of Changes in Stockholders’ Equity

(Unaudited)

(in thousands of U.S. dollars, except for share data)	Three months ended November 30, 2023
	Common stock				Preferred stock						Additional					Accumulated
	par value $0.0001				par value $0.0001				Additional		Paid-in					Other			Total
	Number of Shares		Amount		Number of Shares		Amount		Paid-in Capital		Capital – Warrants		Accumulated Deficit			Comprehensive Income (Loss)			Stockholders’ Equity
Balance, August 31, 2023		47,521,187	$	5		1	$	-	$	171,113	$	20,385	$	(167,634	)	$	(1,037	)	$	22,832
Issuance of shares upon the exercise of stock options (Note 15)		7,721		-		-		-		-		-		-			-			-
Stock options issued for services (Note 15)		-		-		-		-		168		-		-			-			168
Restricted stock units issued for services (Note 15)		-		-		-		-		229		-		-			-			229
Foreign currency translation		-		-		-		-		-		-		-			(83	)		(83	)
Net loss		-		-		-		-		-		-		(4,244	)		-			(4,244	)
Balance, November 30, 2023		47,528,908	$	5		1	$	-	$	171,510	$	20,385	$	(171,878	)	$	(1,120	)	$	18,902

	Three Months Ended November 30, 2022
	Common stock				Series A preferred stock						Additional					Additional
	par value $0.0001				par value $0.0001				Additional		Paid-in					Other			Total
	Number of Shares		Amount		Number of Shares		Amount		Paid-in Capital		Capital - Warrants		Accumulated Deficit			Comprehensive (Loss)			Stockholders' Equity
Balance, August 31, 2022		47,400,709	$	5		1	$	-	$	169,301	$	20,463	$	(160,294	)	$	(513	)	$	28,962
Issuance of shares upon the vesting of restricted stock units (Note 15)		38,878		-		-		-		-		-		-			-			-
Expiration of warrants (Note 17)		-		-		-		-		-		-		-			-			-
Stock options issued for services (Note 15)		-		-		-		-		551		-		-			-			551
Restricted stock units issued for services (Note 15)		-		-		-		-		323		-		-			-			323
Foreign currency translation		-		-		-		-		-		-		-			(440	)		(440	)
Net loss		-		-		-		-		-		-		(1,013	)		-			(1,013	)
Balance, November 30, 2022		47,439,587	$	5		1	$	-	$	170,175	$	20,463	$	(161,307	)	$	(953	)	$	28,383

See accompanying notes to the condensed consolidated financial statements.

F-4

Table of Contents

Loop Industries, Inc.

Condensed Consolidated Statement of Changes in Stockholders’ Equity

(Unaudited)

(in thousands of U.S. dollars, except for share data)	Nine Months Ended November 30, 2023
	Common stock				Preferred stock						Additional					Accumulated
	par value $0.0001				par value $0.0001				Additional		Paid-in					Other			Total
	Number of Shares		Amount		Number of Shares		Amount		Paid-in Capital		Capital – Warrants		Accumulated Deficit			Comprehensive Income (Loss)			Stockholders’ Equity
Balance, February 28, 2023		47,469,224	$	5		1	$	-	$	170,370	$	20,385	$	(155,883	)	$	(1,141	)	$	33,736
Issuance of shares upon the vesting of restricted stock units (Note 15)		51,963		-		-		-		-		-		-			-			-
Issuance of shares upon the exercise of stock options (Note 15)		7,721		-		-		-		-		-		-			-			-
Stock options issued for services (Note 15)		-		-		-		-		501		-		-			-			501
Restricted stock units issued for services (Note 15)		-		-		-		-		639		-		-			-			639
Foreign currency translation		-		-		-		-		-		-		-			21			21
Net loss		-		-		-		-		-		-		(15,995	)		-			(15,995	)
Balance, November 30, 2023		47,528,908	$	5		1	$	-	$	171,510	$	20,385	$	(171,878	)	$	(1,120	)	$	18,902

Nine Months Ended November 30, 2022

Common stock

Series A preferred stock

Additional

Accumulated

par value $0.0001

Additional

Paid-in

Other

Total

Number of

Shares

Amount

Number of

Shares

Amount

Paid-in

Capital

Capital -

Warrants

Accumulated Deficit

Comprehensive (Loss)

Stockholders' Equity

Balance, February 28, 2022

47,388,056

150,397

30,272

(

SEC Form 10-Q filed by Loop Industries Inc.