orgn-20240331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

__________________________

FORM 10-Q

__________________________

(Mark One)


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

For the quarterly period ended March 31, 2024


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

For the transition period from to

Commission file number 001-39378

__________________________

ORIGIN MATERIALS, INC.

(Exact name of registrant as specified in its charter)

__________________________


Delaware			87-1388928
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

930 Riverside Parkway, Suite 10 West Sacramento, CA			95605
(Address of principal executive offices)			(Zip Code)

(916) 231-9329

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

__________________________

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

Title of each class:

Trading Symbol(s)

Name of each exchange on which registered:

Common Stock, $0.0001 par value per share

ORGN

The NASDAQ Capital Market

Warrants

ORGNW

The NASDAQ Capital 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 x No o

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 such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 x

The number of shares of the registrant’s Common Stock, par value $0.0001 per share outstanding was 147,022,172, as of May 8, 2024.

ORIGIN MATERIALS, INC.

TABLE OF CONTENTS


		Page No.
PART I. — FINANCIAL INFORMATION
Item 1	Condensed Consolidated Financial Statements (unaudited)	2
	Condensed Consolidated Balance Sheets (unaudited)	2
	Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (unaudited)	3
	Condensed Consolidated Statements of Stockholders’ Equity (unaudited)	4
	Condensed Consolidated Statements of Cash Flows (unaudited)	5
	Notes to Unaudited Condensed Consolidated Financial Statements	6
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4	Controls and Procedures	37
PART II. — OTHER INFORMATION		38
Item 1	Legal Proceedings	38
Item 1A	Risk Factors	38
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	63
Item 3	Defaults Upon Senior Securities	63
Item 4	Mine Safety Disclosures	64
Item 5	Other Information	64
Item 6	Exhibits	64
SIGNATURES		65

WHERE YOU CAN FIND MORE INFORMATION

Investors and others should note that we announce material financial information to our investors using our investor relations website, which can be found at https://investors.originmaterials.com/, as well as press releases, SEC filings, and public conference calls and webcasts. We also use the following social media channels as a means of disclosing information about the company, our products, our planned financial and other announcements and attendance at upcoming investor and industry conferences, and other matters and for complying with our disclosure obligations under Regulation FD:

Origin X (f/k/a Twitter) Account (https://twitter.com/OriginMaterials)

Origin LinkedIn Page (https://www.linkedin.com/company/origin-materials)

Origin Facebook Page (https://www.facebook.com/people/Origin-Materials/100057468488825)

These channels may be updated from time to time on Origin’s investor relations website. The information we post through these channels may be deemed material. Accordingly, investors should monitor them in addition to following our investor relations website, press releases, SEC filings, and public conference calls and webcasts. This list may be updated from time to time. The information we post through these channels is not a part of this Quarterly Report on Form 10-Q.

Table of contents

PART I. — FINANCIAL INFORMATION

Item 1. Financial Statements

ORIGIN MATERIALS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


(In thousands, except share and per share data)	March 31, 2024 (Unaudited)		December 31, 2023
ASSETS
Current assets
Cash and cash equivalents	$	75,773	$	75,502
Marketable securities	70,857		82,761
Accounts receivable and unbilled receivable, net	16,595		16,128
Other receivables	4,234		3,449
Inventory	915		912

Prepaid expenses and other current assets	8,351		8,360
Total current assets	176,725		187,112
Property, plant, and equipment, net	238,184		243,118
Operating lease right-of-use asset	4,310		4,468

Intangible assets, net	108		121
Deferred tax assets	1,123		1,261
Other long-term assets	28,193		25,754
Total assets	$	448,643	$	461,834

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	2,034	$	1,858
Accrued expenses	5,361		7,689
Operating lease liabilities, current	323		367

Notes payable, short-term	5,303		1,730
Other liabilities, current	973		918
Derivative liability	26		300
Total current liabilities	14,020		12,862
Earnout liability	265		1,783
Canadian Government Research and Development Program liability	15,286		7,348
Common stock warrants liability	692		1,341
Notes payable, long-term	3,459		3,459
Operating lease liabilities	4,123		4,207
Other liabilities, long-term	2,614		8,327
Total liabilities	40,459		39,327
Commitments and contingencies (See Note 15)
STOCKHOLDERS’ EQUITY
Preferred stock, $0.0001 par value, 10,000,000 shares authorized; no shares issued and outstanding as of March 31, 2024 and December 31, 2023	—		—
Common stock, $0.0001 par value, 1,000,000,000 shares authorized; 146,504,924 and 145,706,531, issued and outstanding as of March 31, 2024 and December 31, 2023, respectively (including 4,500,000 Sponsor Vesting Shares)	15		15
Additional paid-in capital	385,718		382,854
Retained earnings	31,657		45,570
Accumulated other comprehensive loss	(9,206)		(5,932)
Total stockholders’ equity	408,184		422,507
Total liabilities and stockholders’ equity	$	448,643	$	461,834

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

ORIGIN MATERIALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME

(Unaudited)


	Three Months Ended March 31,
(In thousands, except share and per share data)		2024		2023
Revenues:
Products		$	6,822	$	979
Services		3		725
Total revenues		6,825		1,704
Cost of revenues (exclusive of depreciation and amortization shown separately below)		6,687		960
Operating expenses
Research and development		5,819		5,075
General and administrative		10,005		7,656
Depreciation and amortization		2,311		288
Total operating expenses		18,135		13,019
Loss from operations		(17,997)		(12,275)
Other income (expenses)
Interest income		1,864		3,014
Interest expense		(117)		—
Gain in fair value of derivatives		296		760
Gain in fair value of common stock warrants liability		649		6,766
Gain in fair value of earnout liability		1,518		12,872
Other expenses, net		(8)		(1,368)
Total other income, net		4,202		22,044
(Loss) income before income tax expenses		(13,795)		9,769
Income tax expenses		(118)		—
Net (loss) income		$	(13,913)	$	9,769
Other comprehensive (loss) income
Unrealized gain on marketable securities		$	570	$	1,410
Foreign currency translation adjustment		(3,844)		120
Total other comprehensive (loss) income		(3,274)		1,530
Total comprehensive (loss) income		$	(17,187)	$	11,299
Net (loss) income per share, basic		$	(0.10)	$	0.07
Net (loss) income per share, diluted		$	(0.10)	$	0.07
Weighted-average common shares outstanding, basic		141,828,895		138,651,062
Weighted-average common shares outstanding, diluted		141,828,895		142,454,369

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

ORIGIN MATERIALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited)

(In Thousands, Except Share Amounts)


								Accumulated Other Comprehensive Loss		Total Stockholders’ Equity
	Common Stock			Additional Paid-in Capital		Retained Earnings
Three Months Ended March 31, 2023	Shares	Amount
Balance at December 31, 2022	143,034,225	$	14	$	371,072	$	21,772	$	(15,953)	$	376,905
Common stock issued upon exercise of stock options	163,096	—		23		—		—		23
Vested common stock awards	70,670	—		—		—		—		—
Stock-based compensation	—	—		2,915		—		—		2,915
Net income	—	—		—		9,769		—		9,769
Other comprehensive income	—	—		—		—		1,530		1,530
Balance at March 31, 2023	143,267,991	$	14	$	374,010	$	31,541	$	(14,423)

SEC Form 10-Q filed by Origin Materials Inc.