What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-10-31 compared with 2024-08-08 · 64 added, 57 removed, 177 unchanged (41% of the section changed)

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We anticipate that this will be followed by early commercial licenses to the ECO Synthesis™ manufacturing platform in 2025 and a full commercial launch in 2026.

As of June 30, 2024, we manage our business as one business segment.

As of September 30, 2024, we manage our business as one business segment.

For additional information, see Note 12, “Segment, Geographical and Other Revenue Information” in the Notes to Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report.

Recent Developments

Finalized Purchase Agreements for Biotherapeutics Assets

In July 2024, we announced that we entered into an asset purchase agreement with Crosswalk Therapeutics for our investigational Fabry and Pompe disease compounds.

Under the terms of the agreement, Codexis is eligible to receive future development and commercial milestone payments in addition to a low-to-mid single-digit percentage net sales-based royalty.

Both programs were previously part of Codexis’ collaboration agreement with Takeda Pharmaceutical Co.

In April 2023, Takeda discontinued its efforts in AAV gene therapy, which included these development programs .

Additionally, in April 2024 we entered into an asset acquisition agreement with another private biotherapeutics company under which we divested assets related to our investigational homocystinuria and maple syrup urine disease programs, and in June 2024, we entered into an asset sale agreement under which we divested assets related to our programs for the GLB1, GBM1, and SGSH genes, and our investigational AAV capsid technology.

Under these agreements, Codexis is eligible to receive milestone and earnout payments.

Presentation of Groundbreaking Enzymatic Synthesis Data at TIDES USA Annual Meeting and Launch of RNA Ligase Screening and Optimization Services

In May 2024, we announced that we successfully synthesized an oligonucleotide via an enzymatic route using our ECO Synthesis™ manufacturing platform from a starter oligonucleotide to the inclusion of a conjugation moiety to support RNA-based therapeutics manufacturing.

We presented data highlighting this manufacturing milestone at the TIDES USA annual meeting in Boston, Massachusetts held from May 14 to 17, 2024.

We also announced the launch of our RNA Ligase Screening and Optimization Services.

Entered into licensing agreement for genomics life science enzyme portfolio with Alphazyme LLC

On October 1, 2024, we announced that we entered into a non-exclusive commercial and manufacturing license agreement with Alphazyme LLC, part of Maravai LifeSciences, for multiple enzymes in Codexis’ life science enzyme portfolio.

The agreement includes licenses for certain commercially available enzymes and certain enzymes that were in development directed towards genomics and diagnostics applications prior to the Company’s strategic shift announced in July 2023.

Under the terms of the agreement, Codexis is eligible to receive sales-based royalties.

Strengthened management team with new appointments

On October 2, 2024, we announced the appointment of Georgia Erbez as our new Chief Financial Officer, replacing Sriram Ryali in such role, effective September 30, 2024.

We also announced the appointment of Alison Moore, Ph.D., to the newly created role of Chief Technical Officer effective September 30, 2024.

In connection with her appointment as Chief Technical Officer, Dr.

Moore resigned from the Board and its committees, effective September 30, 2024.

On October 22, 2024, we announced that we entered into a separation and consulting agreement with Mr.

Ryali, pursuant to which Mr.

Ryali will provide transitional consulting services on an as-needed basis until February 28, 2025.

Significant Collaborative Arrangements Update

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In December 2023, we entered into an acquisition agreement (the “Acquisition Agreement”) with Nestlé Health Science, pursuant to which we agreed to assign our interests in CDX-7108 (including associated agreements and intellectual property rights) to Nestlé Health Science.

Under the terms of the Acquisition Agreement, Nestlé Health Science will be solely responsible for the continued development and commercialization of CDX-7108, including all associated costs, and Codexis will receive upfront payment, future potential milestone payments and net-sales based royalties.

We recognized research and development revenue of $5.0 million during the fourth quarter of 2023 related to the Acquisition Agreement and received the $5.0 million upfront fee in January 2024.

Under the terms of the Acquisition Agreement, Nestlé Health Science will be solely responsible for the continued development and commercialization of CDX-7108, including all associated costs, and Codexis received an upfront payment, and will receive future potential milestone payments and net-sales based royalties.

We recognized $5.0 million in research and development revenue during the fourth quarter of 2023 related to the Acquisition Agreement, with the $5.0 million upfront fee received in January 2024.

Pfizer Enzyme Supply Agreement

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Up to 50% of any portion of the $25.9 million which has not been credited under items (i) and (ii) is creditable against future orders of CDX-616 used to manufacture PAXLOVID™ with shipment dates in 2024.

No product revenue was recognized from the Pfizer Supply Agreement during the three and six months ended June 30, 2024 and 2023.

As of June 30, 2024 and December 31, 2023 , we had $9.5 million in deferred revenue related to the $25.9 million fee received from Pfizer.

No product revenue was recognized from the Pfizer Supply Agreement during the three and nine months ended September 30, 2024 and 2023.

As of September 30, 2024 and December 31, 2023 , we had $9.5 million in deferred revenue related to the $25.9 million fee received from Pfizer.

Strategic Collaboration Agreement

In October 2017, we entered into the Nestlé Strategic Collaboration Agreement (the “Nestle SCA”) pursuant to which we and Nestlé Health Science have collaborated to leverage the CodeEvolver ® protein engineering technology platform to develop novel enzymes for Nestlé Health Science’s established Consumer Care and Medical Nutrition business areas.

In October 2017, we entered into the Nestlé Strategic Collaboration Agreement (the “Nestlé SCA”) pursuant to which we and Nestlé Health Science have collaborated to leverage the CodeEvolver ® protein engineering technology platform to develop novel enzymes for Nestlé Health Science’s established Consumer Care and Medical Nutrition business areas.

In January 2020, we entered into a development agreement with Nestlé Health Science pursuant to which we and Nestlé Health Science have collaborated to advance a lead candidate discovered through our Nestlé SCA, CDX-7108, targeting exocrine pancreatic insufficiency, into preclinical and early clinical studies.

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Both the Nestlé SCA and development agreement were terminated under the terms of the CDX-7108 Acquisition Agreement with Nestlé Health Science.

Under the Nestlé SCA and the development agreement, we recognized nil in research and development fees for the three and six months ended June 30, 2024, compared to $1.7 million and $3.6 million for the three and six months ended June 30, 2023, respectively.

Both the Nestlé SCA and the development agreement were terminated under the Nestlé Acquisition Agreement.

Under the Nestlé SCA and the development agreement, we recognized nil in research and development fees for the three and nine months ended September 30, 2024, compared to $0.6 million and $4.1 million for the three and nine months ended September 30, 2023, respectively.

License Agreement

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(“Roche”) for an exclusive, global license for the Company’s newly engineered double-stranded DNA (dsDNA) ligase for next-generation sequencing (NGS) library preparation and the Company’s EvoT4™ DNA ligase.

Under the terms of the deal, Codexis will receive upfront and technical milestone payments.

Under the terms of the deal, Codexis received upfront and technical milestone payments.

This deal superseded the prior exclusive license on the EvoT4™ DNA ligase.

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The following table shows the amounts from our unaudited condensed consolidated statements of operations for the periods presented (in thousands, except percentages):

Three Months Ended June 30, Change Six Months Ended June 30, Change

Three Months Ended September 30, Change Nine Months Ended September 30, Change

2024 2023 $ % 2024 2023 $ %

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Revenues are as follows (in thousands, except percentages):

Three Months Ended June 30, Change Six Months Ended June 30, Change

Three Months Ended September 30, Change Nine Months Ended September 30, Change

2024 2023 $ % 2024 2023 $ %

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Considering these industry practices and our experience, we do not believe the total of customer purchase orders outstanding (backlog) provides meaningful information that can be relied on to predict actual sales for future periods.

Total revenues decreased by $13.3 million and by $9.3 million in the three and six months ended June 30, 2024, respectively, compared to the same periods in 2023 primarily due to lower product revenue and lower research and development revenue.

Product revenue decreased by $4.8 million and $3.6 million in the three and six months ended June 30, 2024, respectively, compared to the same periods in 2023, primarily due to lower sales of branded pharmaceutical products and with the prior year benefiting from the $2.9 million release of prior periods' product revenue deferrals during the second quarter of 2023 due to early termination of the enzyme supply obligations to a customer for a deprioritized asset related to a prior restructuring of our business.

Research and development revenue decreased by $8.6 million in the three months ended June 30, 2024 compared to the same period in 2023 primarily due to the recognition of $5.7 million in non-cash revenue related to our license and master service agreements with Pfizer in the second quarter of 2023, $1.7 million lower research and development fees from Nestlé Health Science under the Nestlé SCA and development agreement and $1.1 million lower revenue from both legacy and existing collaboration agreements being recognized in 2024 as compared to the same period in the prior year.

Research and development revenue decreased by $5.7 million in the six months ended June 30, 2024 compared to the same period in 2023, primarily due to the recognition of $5.7 million in non-cash revenue related to our license and master service agreements with Pfizer in the six months ended June 30, 2023, $3.6 million lower research and development fees from Nestlé Health Science, $1.8 million lower revenue from Takeda under a Strategic Collaboration and License Agreement and $2.3 million lower revenue from other legacy collaboration agreements being recognized in 2024 as compared to the same period in 2023.

Total revenues increased by $3.6 million in the three months ended September 30, 2024 compared to the same period in 2023 primarily due to higher product revenue, which was partially offset by lower research and development revenue.

Total revenues decreased by $5.7 million in the nine months ended September 30, 2024 compared to the same period in 2023 primarily due to lower research and development revenue.

Product revenue increased by $5.8 million and $2.2 million in the three and nine months ended September 30, 2024, respectively, compared to the same periods in 2023, primarily due to higher sales of branded pharmaceutical products.

This increase was partially offset with the prior year benefiting from the $2.9 million release of prior periods' product revenue deferrals during the second quarter of 2023 due to early termination of the enzyme supply obligations to a customer for a deprioritized asset related to a prior restructuring of our business, and $1.3 million of product revenue recognized during the third quarter of 2023 as a settlement fee pursuant to the enzyme supply agreement with the same customer.

Research and development revenue decreased by $2.2 million in the three months ended September 30, 2024 compared to the same period in 2023 primarily due to the recognition of $0.7 million in non-cash revenue related to our master service agreement with Pfizer in the third quarter of 2023, $0.6 million lower research and development fees from Nestlé Health Science under the Nestlé SCA and development agreement and $0.9 million lower revenue from both legacy and existing collaboration agreements being recognized in 2024 as compared to the same period in the prior year.

Research and development revenue decreased by $7.9 million in the nine months ended September 30, 2024 compared to the same period in 2023, primarily due to the recognition of $6.3 million in non-cash revenue related to our license and our master service agreements with Pfizer in the nine months ended September 30, 2023, $4.1 million lower research and development fees from Nestlé Health Science, $1.6 million lower revenue from Takeda Pharmaceutical Co.

under a Strategic Collaboration and License Agreement and $2.8 million lower revenue from other legacy collaboration agreements being recognized in 2024 as compared to the same period in 2023.

This was offset by $6.0 million higher revenue from our licensing agreement with Roche entered into in February 2024 and $0.9 million higher revenue from existing collaboration agreements recognized in the current year.

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The following table shows the amounts of our cost of product revenue, research and development expense, selling, general and administrative expense, and restructuring charges from our unaudited condensed consolidated statements of operations for the periods presented (in thousands, except percentages):

Three Months Ended June 30, Change Six Months Ended June 30, Change

Three Months Ended September 30, Change Nine Months Ended September 30, Change

2024 2023 $ % 2024 2023 $ %

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The following table shows the amounts of our product revenue, cost of product revenue, product gross profit and product gross margin from our unaudited condensed consolidated statements of operations for the periods presented (in thousands, except percentages):

Three Months Ended June 30, Change Six Months Ended June 30, Change

Three Months Ended September 30, Change Nine Months Ended September 30, Change

2024 2023 $ % 2024 2023 $ %

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(2) Product gross margin is used as a performance measure to provide additional information regarding our results of operations on a consolidated basis.

Cost of product revenue increased by $0.3 million and $0.6 million in the three and six months ended June 30, 2024, respectively, compared to the same periods in 2023, primarily due to variations in product mix.

Product gross margins were 45% and 47% in the three and six months ended June 30, 2024, respectively, compared to 71% and 60% in the corresponding periods in 2023 due to variability in the product mix and with 2023 benefiting from revenue recognized with no related cost in the second quarter of 2023 related to the early termination of an enzyme supply agreement with a customer for a deprioritized asset related to a prior restructuring of our business.

Cost of product revenue increased by $2.1 million and $2.7 million in the three and nine months ended September 30, 2024, respectively, compared to the same periods in 2023, primarily due to a higher volume of product sales.

Product gross margins were 61% and 53% in the three and nine months ended September 30, 2024, respectively, compared to 58% and 60% in the corresponding periods in 2023 du e to variability in the product mix and with 2023 benefiting from revenue recognized with no related cost in the second and third quarters of 2023 related to the early termination of an enzyme supply agreement with a customer for a deprioritized asset related to a prior restructuring of our business.

Research and Development Expenses

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Research and development expenses are expensed when incurred.

Research and development expenses decreased by $5.9 million, or 34%, in the three months ended June 30, 2024 compared to the same period in 2023 primarily due to a $2.3 million decrease in costs associated with lower headcount, $1.8 million decrease from lower use of outside services related to Chemistry, Manufacturing and Controls (“CMC”) and lower regulatory expense s, $1.3 million decrease in lease and facilities costs due to the assignment of our San Carlos facility lease during the fourth quarter of 2023, and $0.2 million lower stock-based compensation costs.

The decrease in research and development expenses of $11.3 million, or 33%, in the six months ended June 30, 2024, compared to the same period in 2023, was primarily due to a $4.8 million decrease in costs associated with lower headcount, $3.0 million decrease in CMC and outside services, $2.8 million de crease from lower lease and facilities associated costs, and $0.5 million lower lab supply costs.

Research and development expenses decreased by $2.2 million, or 16%, in the three months ended September 30, 2024 compared to the same period in 2023 primarily due to a $1.3 million decrease from lower use of outside services related to Chemistry, Manufacturing and Controls (“CMC”) and lower regulatory expense s and $0.9 million decrease in lease and facilities costs due to the assignment of our San Carlos facility lease during the fourth quarter of 2023, partially offset by a $0.2 million in crease in costs associated with headcount.

The decrease in research and development expenses of $13.5 million, or 28%, in the nine months ended September 30, 2024, compared to the same period in 2023, was primarily due to a $4.8 million decrease in CMC and outside services, $4.6 million decrease in costs associated with lower headcount, $3.7 million de crease from lower lease and facilities associated costs, $0.4 million lower lab supply, and a $0.2 million decrease in depreciation costs.

Selling, General and Administrative Expenses

Selling, general and administrative expenses consist of employee-related costs, which include salaries and other personnel-related expenses (including stock-based compensation), hiring and training costs, consulting and outside services expenses (including audit and legal counsel related costs), marketing costs, building lease costs, and depreciation expenses and amortization expenses.

Selling, general and administrative expenses increased by $2.3 million, or 17%, during the three months ended June 30, 2024, compared to the same period in 2023 primarily due to $2.1 million higher stock-based compensation expense, $0.7 million higher legal expense and $0.2 million increase in facilities associated costs, partially offset by a $0.9 million decrease in costs associated with lower headcount.

Selling, general and administrative expenses decreased by $0.2 million, or 1%, during the six months ended June 30, 2024 as compared to the same period in 2023 primarily due to a $2.9 million decrease in costs associated with lower headcount and $0.8 million in lower consulting and outside services, partially offset by $2.5 million higher stock-based compensation expense, a $0.8 million increase in legal costs, and a $0.3 million increase in facilities associated costs.

Selling, general and administrative expenses increased by $1.3 million, or 10%, during the three months ended September 30, 2024, compared to the same period in 2023 primarily due to $1.2 million in higher consulting and outside services and a $0.3 million higher legal expense.

Selling, general and administrative expenses increased by $1.0 million, or 3%, during the nine months ended September 30, 2024 as compared to the same period in 2023 primarily due to a $2.6 million higher stock-based compensation expense, a $1.1 million increase in legal costs, and a $0.7 million increase in consulting and outside services, partially offset by $2.8 million decrease in payroll-related expenses, and a $0.5 million decrease in facility associated costs.

Restructuring Charges

Restructuring charges consist of one-time employee severance and other termination benefits due to workforce reduction plans that were initiated in the prior years.

There were no restructuring charges recognized in the three and six months ended June 30, 2024.

Restructuring charges were $0.1 million and $0.2 million for the three and six months ended June 30, 2023, respectively.

There were no restructuring charges recognized in the three and nine months ended September 30, 2024.

Restructuring charges were $3.1 million and $3.3 million for the three and nine months ended September 30, 2023, respectively.

Asset Impairment and Other Charges

Asset impairment and other charges for the three and six months ended June 30, 2024 was due to a $0.2 million write-down on assets held for sale.

Asset impairment and other charges were nil and $0.2 million for the three and nine months ended September 30, 2024, respectively, related to a long-lived asset impairment charge in the second quarter of 2024.

Asset impairment and other charges for the three and nine months ended September 30, 2023 were $10.0 million, consisting of a $9.2 million long-lived asset impairment charge and a $0.8 million goodwill impairment charge, all of which are non-cash charges.

Interest Income and Interest and Other Expense, net (in thousands, except percentages):

Three Months Ended June 30, Change Six Months Ended June 30, Change

Three Months Ended September 30, Change Nine Months Ended September 30, Change

2024 2023 $ % 2024 2023 $ %

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Interest Income

Interest income decreased by $0.1 million and $0.3 million in the three and six months ended June 30, 2024, respectively, compared to the same periods in 2023, primarily due to lower average cash balances.

Interest income decreased by $0.2 million and $0.5 million in the three and nine months ended September 30, 2024, respectively, compared to the same periods in 2023, primarily due to lower average cash balances.

Interest and Other Expense, net

Interest and other expense, net increased by $1.0 million and $1.5 million in the three and six months ended June 30, 2024, respectively, compared to the same periods in 2023, primarily due to interest related to long-term debt.

Interest and other expense, n et increased by $1.0 million and $2.5 million in the three and nine months ended September 30, 2024, respectively, compared to the same periods in 2023, primarily due to the impairment of our investment in MAI during the third quarter of 2024 and interest related to long-term debt in the current year, partially offset by the impairment of our investments in seqWell and Arzeda recognized in 2023.

Provision for Income Taxes (in thousands, except percentages):

Three Months Ended June 30, Change Six Months Ended June 30, Change

Three Months Ended September 30, Change Nine Months Ended September 30, Change

2024 2023 $ % 2024 2023 $ %

Provision for income taxes $ 10 $ 9 $ 1 11 % $ 31 $ 34 $ (3) (9) %

The provision for income taxes for the three and six months ended June 30, 2024 and 2023, was primarily due to the accrual of interest and penalties on historic uncertain tax positions.

Net loss for the three months ended June 30, 2024 was $22.8 million, or a net loss per basic and diluted share of $0.32.

This compared to a net loss of $11.5 million, or a net loss per basic and diluted share of $0.17, for the three months ended June 30, 2023.

The increase in net loss was primarily related to lower revenue, partially offset by lower operating expenses during the three months ended June 30, 2024.

Net loss for the six months ended June 30, 2024 was $34.3 million, or a net loss per basic and diluted share of $0.49.

This compared to a net loss of $34.1 million, or a net loss per basic and diluted share of $0.51, for the six months ended June 30, 2023.

The increase in net loss was primarily related to lower revenue and higher interest expenses, partially offset by lower operating expenses in 2024.

The provision for income taxes for the three and nine months ended September 30, 2024 and 2023, was primarily due to the accrual of interest and penalties on historic uncertain tax positions.

Net loss for the three months ended September 30, 2024 was $20.6 million, or a net loss per basic and diluted share of $0.29.

This compared to a net loss of $34.9 million, or a net loss per basic and diluted share of $0.50, for the three months ended September 30, 2023.

Net loss for the nine months ended September 30, 2024 was $54.9 million, or a net loss per basic and diluted share of $0.78.

This compared to a net loss of $69.0 million, or a net loss per basic and diluted share of $1.02, for the nine months ended September 30, 2023.

The decrease in net loss for both the three and nine months ended September 30, 2024, was primarily related to higher product revenue and lower operating expenses in 2024.

LIQUIDITY AND CAPITAL RESOURCES

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Our primary uses of capital for the foreseeable future, including the next 12 months, are for compensation and related expenses, research and development expenses including manufacturing costs, laboratory and related supplies, legal and other regulatory expenses, and general overhead costs.

The following summarizes our cash and cash equivalents and short-term investments balances and working capital as of June 30, 2024 and December 31, 2023 (in thousands):

June 30, 2024 December 31, 2023

The following summarizes our cash and cash equivalents and short-term investments balances and working capital as of September 30, 2024 and December 31, 2023 (in thousands):

September 30, 2024 December 31, 2023

Cash and cash equivalents $ 37,452 $ 65,116

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The Loan Agreement carries an interest-only period of 36 months and will bear an interest at a floating rate of the sum of (a) the greater of (i) prime rate and (ii) 7.50% , plus (b) 3.25% .

The Company believes it is in compliance with the terms included within the Innovatus Loan as of September 30, 2024 .

Sales Agreements

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We will pay a commission of up to 3.0% of gross sales proceeds of any common stock sold under the Cantor Sales Agreement.

We have made no sales under the Cantor Sales Agreement and as of June 30, 2024, $75.0 million of shares remained available for sale under the Cantor Sales Agreement.

Sales of our common stock under these arrangements could be subject to business, economic or competitive unce rtainties and contingencies, many of which may be beyond our control, and which could cause actual results from the sale of our common stock to differ materially from expectations.

During the three and nine months ended September 30, 2024 , 10,440,000 shares of our common stock were issued and sold pursuant to the Cantor Sales Agreement and we received gross proceeds of $31.3 million , or $29.7 million in net proceeds after Cantor’s commissions and direct offering expenses of $1.6 million .

As of September 30, 2024, $43.7 million of shares remained available for sale under the Cantor Sales Agreement.

Sales of our common stock under the Cantor Sales Agreement could be subject to business, economic or competitive unce rtainties and contingencies, many of which may be beyond our control, and which could cause actual results from the sale of our common stock to differ materially from expectations.

We believe that our existing cash and cash equivalents, combined with our future expectations for product revenues, research and development revenue, and expense management will provide adequate funds for ongoing operations, planned capital expenditures and working capital requirement s for at least the next 12 months.

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If adequate funds are not available, we will not be able to successfully execute our business plan or continue our business.

The following is a summary of cash flows for six months ended June 30, 2024 and 2023 (in thousands):

Six Months Ended June 30,

The following is a summary of cash flows for the nine months ended September 30, 2024 and 2023 (in thousands):

Nine Months Ended September 30,

Net cash used in operating activities $ (32,942) $ (41,601)

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Cash Flows from Operating Activities

The $5.3 million decrease in net cash used in operating activities for the six months ended June 30, 2024 as compared to the same period in 2023, was primarily due to the net effect of decreases in cash paid for operating expenses, primarily driven by the restructuring of our business in 2023 which included the assignment of our San Carlos facility lease in the fourth quarter of 2023, and changes in operating assets and liabilities.

The $8.7 million decrease in net cash used in operating activities for the nine months ended September 30, 2024 as compared to the same period in 2023, was primarily due to the net effect of decreases in cash paid for operating expenses, primarily driven by the restructuring of our business in 2023 which included the assignment of our San Carlos facility lease in the fourth quarter of 2023, and changes in operating assets and liabilities.

Cash Flows from Investing Activities

The $50.8 million increase in net cash used in investing activities for the six months ended June 30, 2024 as compared to the same period in 2023, was primarily due to higher cash utilized for purchases of short-term investments, partially offset by lower purchases of property and equipment during the period.

The $48.2 million increase in net cash used in investing activities for the nine months ended September 30, 2024 as compared to the same period in 2023, was primarily due to higher cash utilized for purchases of short-term investments, partially offset by lower purchases of property and equipment during the period.

Cash Flows from Financing Activities

The $20.8 million increase in net cash provided by financing activities for the six months ended June 30, 2024 as compared to the same period in 2023 was primarily due to proceeds from the Innovatus Loan in February 2024, partially offset by proceeds from issuance of common stock under the EDA during the six months ended June 30, 2023 .

The $51.2 million increase in net cash provided by financing activities for the nine months ended September 30, 2024 as compared to the same period in 2023 was primarily due to proceeds from the Innovatus Loan in February 2024 and proceeds from issuance of common stock under the Cantor Sales Agreement, partially offset by proceeds from issuance of common stock under the EDA during the nine months ended September 30, 2023.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

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Actual results could differ from those estimates.

There have been no material changes to our critical accounting policies or estimates during the three and six months ended June 30, 2024 from those discussed in our Annual Report.

There have been no material changes to our critical accounting policies or estimates during the three and nine months ended September 30, 2024 from those discussed in our Annual Report.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis