What changed in this filing

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Item 1. Financial Statements

2024-10-15 compared with 2024-07-15 · 185 added, 85 removed, 314 unchanged (46% of the section changed)

1 unchanged sentence

Loop Industries, Inc.

Three months ended May 31, 2024

Three and Six months ended August 31, 2024

Index to the Unaudited Interim Condensed Consolidated Financial Statements

Condensed consolidated balance sheets as at May 31, 2024 (Unaudited) and February 29, 2024

Condensed consolidated statements of operations and comprehensive loss for the three months ended May 31, 2024 and 2023 (Unaudited)

Condensed consolidated statements of changes in stockholders’ equity for the three months ended May 31, 2024 and 2023 (Unaudited)

Condensed consolidated statements of cash flows for the three months ended May 31, 2024 and 2023 (Unaudited)

Condensed consolidated balance sheets as at August 31, 2024 (Unaudited) and February 29, 2024

Condensed consolidated statements of operations and comprehensive loss for the three and six months ended August 31, 2024 and 2023 (Unaudited)

Condensed consolidated statements of changes in stockholders’ equity for the three and six months ended August 31, 2024 and 2023 (Unaudited)

Condensed consolidated statements of cash flows for the six months ended August 31, 2024 and 2023 (Unaudited)

Notes to the condensed consolidated financial statements (Unaudited)

16 unchanged sentences

Current portion of long-term debt (Note 10)

Unearned revenue (Note 11)

Total current liabilities

22 unchanged sentences

Three Months Ended

Six Months Ended

Revenue from contracts with customers

3 unchanged sentences

Total expenses

Other (income) loss :

Other loss (income) :

Interest and other financial expenses

Interest income

Foreign exchange gain

Total other income

Other comprehensive (loss) income -

Foreign exchange loss (gain)

Total other loss (income)

Other comprehensive loss -

Foreign currency translation adjustment

10 unchanged sentences

dollars, except for share data)

Three months ended May 31, 2024

Preferred stock

Accumulated Other

Three months ended August 31, 2024

par value $0.0001

Preferred stock

par value $0.0001

Comprehensive

Accumulated Other

Number of Shares

Capital – Warrants

Accumulated Deficit

Comprehensive Income (Loss)

Stockholders’

Balance, February 29, 2024

Balance, May 31, 2024

$ ( 182,159 )

Issuance of shares upon the vesting of restricted stock units (Note 15)

Expiration of warrants (Note 17)

Stock options issued for services (Note 15)

1 unchanged sentence

Foreign currency translation

Balance, August 31, 2024

$ ( 186,998 )

Going Concern (Note 1)

(in thousands of U.S.

dollars, except for share data)

Three months ended August 31, 2023

par value $0.0001

Preferred stock

par value $0.0001

Accumulated Other

Number of Shares

Capital – Warrants

Accumulated Deficit

Comprehensive Income (Loss)

Stockholders’ Equity

Balance, May 31, 2023

$ ( 162,884 )

Stock options issued for services (Note 15)

Restricted stock units issued for services (Note 15)

Foreign currency translation

Balance, August 31, 2023

$ ( 167,634 )

Going Concern (Note 1)

See accompanying notes to the condensed consolidated financial statements.

Loop Industries, Inc.

Condensed Consolidated Statement of Changes in Stockholders’ Equity

(in thousands of U.S.

dollars, except for share data)

Three months ended May 31, 2023

Six months ended August 31, 2024

par value $0.0001

Preferred stock

par value $0.0001

Accumulated Other

Number of Shares

Accumulated Deficit

Comprehensive Income (Loss)

Stockholders’ Equity

Balance, February 28, 2024

$ ( 176,970 )

Issuance of shares upon the vesting of restricted stock units (Note 15)

Expiration of warrants (Note 17)

Stock options issued for services (Note 15)

Restricted stock units issued for services (Note 15)

Foreign currency translation

Balance, August 31, 2024

$ ( 186,998 )

Going Concern (Note 1)

Six Months Ended August 31, 2023

par value $0.0001

Series A preferred stock

par value $0.0001

Comprehensive

Accumulated Other

Number of Shares

1 unchanged sentence

Capital - Warrants

Stockholders’

Accumulated Deficit

Comprehensive (Loss)

Stockholders' Equity

Balance, February 28, 2023

4 unchanged sentences

Foreign currency translation

Balance, May 31, 2023

Balance, August 31, 2023

$ ( 167,634 )

4 unchanged sentences

(in thousands of U.S.

Three Months Ended May 31,

Six Months Ended August 31,

Cash Flows from Operating Activities

9 unchanged sentences

Customer deposits

Unearned revenue (Note 11)

Net cash used in operating activities

Cash Flows from Investing Activities

Deposits on machinery and equipment

Deposits on equipment (Note 5)

Additions to intangible assets (Note 7)

15 unchanged sentences

Loop Industries, Inc.

Three Months Ended May 31, 2024 and 2023

Three and Six Months Ended August 31, 2024 and 2023

Notes to the Condensed Consolidated Financial Statements

16 unchanged sentences

In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods.

The results for the three months ended May 31, 2024 are not necessarily indicative of the results to be expected for any subsequent quarter, for the fiscal year ending February 28, 2025, or for any other period.

The results for the three- and six-month periods ended August 31, 2024 are not necessarily indicative of the results to be expected for any subsequent quarter, for the fiscal year ending February 28, 2025, or for any other period.

All monetary amounts in these notes to the condensed consolidated financial statements are in thousands of U.S.

5 unchanged sentences

Therefore, the Company has incurred net losses and negative cash flow from operating and investing activities since its inception and expects to incur additional net losses while it continues to develop and plan for commercialization.

As at May 31, 2024, the Company’s balance of cash and cash equivalents was $ 5,291 .

As at August 31, 2024, the Company’s available liquidity was $ 2,403 , consisting of cash and cash equivalents of $ 1,395 and an undrawn amount on a senior loan facility from a Canadian bank of $ 1,008 .

Also, current liabilities exceeded current assets by $ 2,510 as at August 31, 2024.

Management continuously monitors the Company’s cash resources against its short-term cash commitments to ensure there is sufficient liquidity to fund its costs for at least twelve months from the financial statement issuance date.

1 unchanged sentence

In preparing this going concern assessment, management applies significant judgment in estimating future cash flow requirements of the Company based on budgets and forecasts, which includes developing assumptions related to the estimation of amount and timing of future cash outflows and inflows.

Based on its assessment, management estimates that current available liquidity and forecasted net cash flows will not be sufficient to meet the Company’s obligations, commitments and budgeted expenditures the next twelve months from the unaudited interim condensed consolidated financial statements issuance date.

These events and conditions are material uncertainties that raise substantial doubt upon the Company’s ability to continue as a going concern and accordingly, the appropriateness of the use of accounting principles applicable to a going concern.

Based on this assessment, it is estimated that the Company has sufficient liquidity to cover expected cash outflows until end of November 2024, by which time management believes the financing with Reed (see Note 18 for additional details) will be completed, and that the remaining closing conditions will have been addressed.

This is expected to provide an initial amount of $11,080 (€10,000), with further amounts at future dates.

To secure the Company’s liquidity in the event of timing delays in funding, certain insiders have committed to provide bridge financing of $2,000 if necessary.

Notwithstanding, these events and conditions are material uncertainties that raise substantial doubt upon the Company’s ability to continue as a going concern and accordingly, the appropriateness of the use of accounting principles applicable to a going concern.

The Company’s ability to move to the next stage of its strategic development and construct manufacturing plants is dependent on, among other factors, whether the Company can obtain the necessary financing through a combination of the issuance of debt, equity, and/or joint ventures, and/or government incentive programs and/or customers.

9 unchanged sentences

Actual results could differ from those estimates.

Those estimates and assumptions include the going concern assessment, the net realizable value of inventories, estimates for depreciable lives of property, plant and equipment and intangible assets, recoverability of tax credits receivable, assumptions made in calculating the fair value of stock-based compensation and other equity instruments, and the assessment of performance conditions for stock-based compensation awards.

Those estimates and assumptions include the going concern assessment, estimates for depreciable lives of property, plant and equipment and intangible assets, recoverability of tax credits receivable, assumptions made in calculating the fair value of stock-based compensation and other equity instruments, and the assessment of performance conditions for stock-based compensation awards.

Unearned revenue

Unearned revenue represents obligations to our customers for which payment has been received in advance of the delivery of goods or performance of services.

Such revenue is recognized on the balance sheet as a contract liability until we fulfill our contractual obligations.

The timing of revenue recognition is based upon the transfer of control of the specified goods or services to the customer.

For goods, this typically occurs at the time of shipment or delivery, depending on the terms of the contract.

For services, revenue is recognized as the services are performed, either at a point in time or over a specified period.

Net earnings (loss) per share

4 unchanged sentences

Potential common shares are excluded from the computation if their effect is antidilutive.

For the three-month periods ended May 31, 2024 and 2023, the calculations of basic and diluted loss per share are the same because potential dilutive securities would have an antidilutive effect.

As at May 31, 2024, the potentially dilutive securities consisted of 2,971,216 outstanding stock options (2023 – 2,782,000 ), 4,399,060 outstanding restricted stock units (2023 – 4,306,655 ), and 7,089,400 outstanding warrants (2023 – 7,089,400 ).

For the three- and six-month periods ended August 31, 2024 and 2023, the calculations of basic and diluted loss per share are the same because potential dilutive securities would have an antidilutive effect.

As at August 31, 2024, the potentially dilutive securities consisted of 2,771,216 outstanding stock options (2023 – 2,782,000 ), 4,461,818 outstanding restricted stock units (2023 – 4,417,688 ), and 2,357,407 outstanding warrants (2023 – 7,089,400 ).

Recently issued accounting pronouncements not yet adopted

4 unchanged sentences

Early adoption is permitted.

We are currently evaluating the impact that the updated standard will have on our financial statement disclosures.

Management is currently evaluating the impact that the updated standard will have on our financial statement disclosures.

The Company does not expect that the adoption of this guidance will have a material impact on its consolidated financial statements, other than additional disclosures in our notes to the consolidated financial statements.

3 unchanged sentences

Early adoption is permitted.

We are currently evaluating the impact that the updated standard will have on our financial statement disclosures.

Management is currently evaluating the impact that the updated standard will have on our financial statement disclosures.

Sales Tax, Tax Credits and Other Receivables

Sales tax, research and development tax credits and other receivables as at May 31, 2024 and February 29, 2024 were as follows:

Sales tax, research and development tax credits and other receivables as at August 31, 2024 and February 29, 2024 were as follows:

August 31, 2024

February 29, 2024

2 unchanged sentences

Other receivables

Inventories as at May 31, 2024 and February 29, 2024 were as follows:

Inventories as at August 31, 2024 and February 29, 2024 were as follows:

August 31, 2024

February 29, 2024

3 unchanged sentences

Allowance for inventory write-down

As at May 31, 2024 and February 29, 2024, inventories included finished goods, work in process and raw materials.

Finished goods inventories consist of bottle grade and fiber grade Loop ™ PET resin which is intended to be sold to customers.

As at August 31, 2024 and February 29, 2024, inventories included finished goods, work in process and raw materials.

Finished goods inventories consist of bottle grade and fiber grade Loop ™ PET resin.

Work in process inventories consist of recycled monomers (dimethyl terephthalate (“rDMT”) and monoethylene glycol (“rMEG”), either purified or yet to be purified, resulting from the depolymerization of PET feedstock.

These monomers are intended be polymerized into Loop ™ PET resin in the future.

These monomers can be polymerized into Loop ™ PET.

Raw materials inventories consist of chemicals which are used as inputs in the PET depolymerization process.

As at May 31, 2024 and February 29, 2024, finished goods and work in process inventories were presented at their net realizable value, while raw materials were presented at average cost.

As at May 31, 2024, the Company recorded an allowance for inventory write-down of $ 803 (February 29, 2024 – $ 817 ) on finished goods and work in process inventories related to inventory volumes not expected to be sold in the next twelve months.

Deposits and Prepaid Expenses

Prepaid expenses and other deposits as at May 31, 2024 and February 29, 2024 were as follows:

As at August 31, 2024 and February 29, 2024, finished goods and work in process inventories were presented at their net realizable value, while raw materials were presented at average cost.

As at August 31, 2024, the Company recorded an allowance for inventory write-down of $ 802 (February 29, 2024 – $ 817 ) on finished goods and work in process inventories related to inventory volumes not expected to be sold in the next twelve months.

Prepaid Expenses and Other Deposits

Prepaid expenses and other deposits as at August 31, 2024 and February 29, 2024 were as follows:

August 31, 2024

February 29, 2024

Property, Plant and Equipment

As at May 31, 2024

As of August 31, 2023, the Company had placed non-refundable cash deposits totaling $ 5,065 on long-lead equipment intended for use in the initial Infinite Loop™ manufacturing facility.

By February 29, 2024, this equipment had been received, and the corresponding amount was transferred to Machinery & Equipment on our balance sheet.

Property, Plant and Equipment, Net

As at August 31, 2024

Accumulated depreciation, write-down and impairment

3 unchanged sentences

Office equipment and furniture

The equipment, which is being held in storage with the intention to be used in a commercial facility, is presented in machinery and equipment at cost and is currently not being amortized.

The equipment, which is being held in storage, and can be utilized in a commercial facility, is presented in machinery and equipment at cost and is currently not being amortized.

As at August 31, 2024 there were no indicators of impairment of the equipment.

As at February 29, 2024

4 unchanged sentences

Office equipment and furniture

Depreciation expense amounted to $ 91 for the three-month period ended May 31, 2024 (2023 – $ 101 ).

Intangible Assets

Intangible assets as at May 31, 2024 and February 29, 2024 were $ 1,671 and $ 1,548 , respectively.

During the three-month periods ended May 31, 2024 and 2023, we made additions relating to patent application costs to intangible assets of $ 176 and $ 99 , respectively.

Amortization expense for the three-month period ended May 31, 2024 amounted to $ 46 (2023 – $ 32 ).

Depreciation expense for the three- and six-month periods ended August 31, 2024 amounted to $ 79 and $ 170 , respectively (2023 – $ 101 and $ 201 ).

Intangible Assets, Net

Intangible assets as at August 31, 2024 and February 29, 2024 were $ 1,786 and $ 1,548 , respectively.

During the six-month periods ended August 31, 2024 and 2023, we made additions relating to patent application costs to intangible assets of $ 325 and $ 225 , respectively.

Amortization expense for the three- and six-month periods ended August 31, 2024 amounted to $ 50 and $ 96 , respectively (2023 – $ 35 and $ 67 ).

Fair Value of Financial Instruments

The following tables presents the fair value of the Company’s financial liabilities as at May 31, 2024 and February 29, 2024:

Fair Value at May 31, 2024

The following tables presents the fair value of the Company’s financial liabilities as at August 31, 2024 and February 29, 2024:

Fair Value at August 31, 2024

Carrying Amount

11 unchanged sentences

Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities as at May 31, 2024 and February 29, 2024 were as follows:

Accounts payable and accrued liabilities as at August 31, 2024 and February 29, 2024 were as follows:

August 31, 2024

February 29, 2024

5 unchanged sentences

Long‑Term Debt

Long-term debt as of May 31, 2024 and February 29, 2024, was comprised of the following:

Long-term debt as of August 31, 2024 and February 29, 2024, was comprised of the following:

August 31, 2024

February 29, 2024

8 unchanged sentences

Investissement Québec financing facility

The Company recorded interest expense on the Investissement Québec loan for the three-month period ended May 31, 2024 in the amount of $ 30 (2023 – $ 21 ) and an accretion expense of $ 14 (2023 – $ 17 ).

During the three-month period ended May 31, 2024, the Company made repayments of $ 25 (2023 – $ 16 ) on the Investissement Québec loan.

The Company recorded interest expense on the Investissement Québec loan for the three- and six-month periods ended August 31, 2024 in the amount of $ 29 and $ 59 , respectively (2023 – $ 22 and $ 43 ) and an accretion expense of $ 14 and $ 27 , respectively (2023 – $ 18 and $ 36 ).

During the six-month period ended August 31, 2024, the Company made repayments of $ 50 (2023 – $ 32 ) on the Investissement Québec loan.

Credit facility from a Canadian bank

On July 26, 2022, Loop Canada, Inc., a wholly-owned subsidiary of the Company, entered into an Operating Credit Facility (the “Credit Facility”) with a Canadian bank.

The Credit Facility allows for borrowings of up to $ 2,567 in aggregate principal amount and provides for a two-year term on amounts drawn.

The Credit Facility is secured by the Company’s Terrebonne, Québec property and is subject to a minimum equity covenant, tested quarterly with which the Company was in compliance as at May 31, 2024.

The Credit Facility allows for borrowings of up to $ 2,594 (CDN $3,500) in aggregate principal amount and provides for a two-year term on amounts drawn.

The Credit Facility is collateralized by the Company’s Terrebonne, Québec property and is subject to a minimum equity covenant, tested quarterly with which the Company was in compliance as at August 31, 2024.

All borrowings under the Credit Facility bear interest at an annual rate equal to the bank’s Canadian prime rate plus 1.0 %.

As at May 31, 2024, the Company borrowed $ 2,517 under the Credit Facility.

As at August 31, 2024, the Company borrowed $ 1,587 under the Credit Facility.

The Company recorded interest expense on the Credit Facility for the three- and six-month periods ended August 31, 2024 in the amount of $ 61 and $ 62 , respectively (2023 – nil and nil)

Total repayments due on the Company’s indebtedness over the next five years are as follows:

4 unchanged sentences

February 28, 2029

Unearned revenue

As at August 31, 2024, unearned revenue was $ 101 (2023 – nil), comprised of a payment received from a customer while the Company has not yet fulfilled its obligation to deliver rPET.

Stockholders’ Equity

For the period ended May 31, 2024

For the period ended August 31, 2024

Number of shares

1 unchanged sentence

Issuance of shares upon settlement of restricted stock units

Balance, May 31, 2024

For the period ended May 31, 2023

Balance, August 31, 2024

For the period ended August 31, 2023

Number of shares

1 unchanged sentence

Issuance of shares upon settlement of restricted stock units

Balance, May 31, 2023

During the three months ended May 31, 2024, the Company recorded the following common stock transaction:

Balance, August 31, 2023

During the six months ended August 31, 2024, the Company recorded the following common stock transaction:

The Company issued 91,355 shares of the common stock to settle restricted stock units that vested in the period.

During the three months ended May 31, 2023, the Company recorded the following common stock transaction:

During the six months ended August 31, 2023, the Company recorded the following common stock transaction:

The Company issued 51,963 shares of the common stock to settle restricted stock units that vested in the period.

Research and Development Expenses

Research and development expenses for the three-month periods ended May 31, 2024 and 2023 were as follows:

Research and development expenses for the three-month periods ended August 31, 2024 and 2023 were as follows:

August 31, 2024

August 31, 2023

Employee compensation

External engineering

Plant and laboratory operating expenses

Research and development expenses for the six-month periods ended August 31, 2024 and 2023 were as follows:

August 31, 2024

August 31, 2023

Employee compensation

Machinery and equipment expenditures

2 unchanged sentences

General and Administrative Expenses

General and administrative expenses for the three-month periods ended May 31, 2024 and 2023 were as follows:

General and administrative expenses for the three-month periods ended August 31, 2024 and 2023 were as follows:

August 31, 2024

August 31, 2023

Employee compensation

Professional fees

General and administrative expenses for the six-month periods ended August 31, 2024 and 2023 were as follows:

August 31, 2024

August 31, 2023

Employee compensation

Professional fees

Share-based Payments

Stock Options

The following table summarizes the continuity of the Company’s stock options during the three-month periods ended May 31, 2024 and 2023:

Number of stock options

Weighted average exercise price

Number of stock options

Weighted average exercise price

The following table summarizes the continuity of the Company’s stock options during the three-month periods ended August 31, 2024 and 2023:

stock options

exercise price

stock options

exercise price

Outstanding, beginning of period

1 unchanged sentence

Exercisable, end of period

The following tables summarizes the continuity of the Company’s stock options during the six-month periods ended August 31, 2024 and 2023:

stock options

exercise price

stock options

exercise price

Outstanding, beginning of period

Outstanding, end of period

Exercisable, end of period

The Company applies the fair value method of accounting for stock-based compensation awards granted.

Fair value is calculated based on a Black-Scholes option pricing model.

The principal components of the pricing model for the stock options granted in the three-month period ended May 31, 2024 and 2023 were as follows:

The principal components of the pricing model for the stock options granted in the six-month period ended August 31, 2024 and 2023 were as follows:

Exercise price

3 unchanged sentences

Expected life

During the three-month periods ended May 31, 2024 and 2023, stock-based compensation expense attributable to stock options amounted to $ 146 and $ 162 , respectively.

During the three-month periods ended August 31, 2024 and 2023, stock-based compensation expense attributable to stock options amounted to $ 148 and $ 172 , respectively.

During the six-month periods ended August 31, 2024 and 2023, stock-based compensation expense attributable to stock options amounted to $ 295 and $ 333 , respectively.

Restricted Stock Units

The following table summarizes the continuity of the restricted stock units during the three-month periods ended May 31, 2024 and 2023:

Number of units

Weighted average fair value price

Number of units

Weighted average fair value price

The following table summarizes the continuity of the restricted stock units during the three-month periods ended August 31, 2024 and 2023:

Outstanding, beginning of period

1 unchanged sentence

Outstanding vested, end of period

The following table summarizes the continuity of the restricted stock units during the six-month periods ended August 31, 2024 and 2023:

Outstanding, beginning of period

Outstanding, end of period

Outstanding vested, end of period

The Company applies the fair value method of accounting for awards granted through the issuance of restricted stock units.

Fair value is calculated based on the intrinsic value at grant date multiplied by the number of restricted stock unit awards granted.

During the three-month periods ended May 31, 2024 and 2023, stock-based compensation attributable to RSUs amounted to $ 224 and $ 193 , respectively.

During the three-month periods ended August 31, 2024 and 2023, stock-based compensation attributable to RSUs amounted to $ 214 and $ 216 , respectively.

During the six-month periods ended August 31, 2024 and 2023, stock-based compensation attributable to RSUs amounted to $ 437 and $ 410 , respectively.

Stock-Based Compensation Expense

During the three-month periods ended May 31, 2024 and 2023, stock-based compensation included in research and development expenses amounted to $ 129 and $ 159 , respectively, and in general and administrative expenses amounted to $ 241 and $ 196 , respectively.

During the three-month periods ended August 31, 2024 and 2023, stock-based compensation included in research and development expenses amounted to $ 131 and $ 155 , respectively, and in general and administrative expenses amounted to $ 231 and $ 233 , respectively.

During the six-month periods ended August 31, 2024 and 2023, stock-based compensation included in research and development expenses amounted to $ 261 and $ 315 , respectively, and in general and administrative expenses amounted to $ 471 and $ 428 , respectively.

Equity Incentive Plan

6 unchanged sentences

However, where a participant, at the time of the grant, owns stock representing more than 10 % of the voting power of the Company, the life of the options shall not exceed 5 years.

The following table summarizes the continuity of the Company’s Equity Incentive Plan units that were authorized for issuance as at and during the three-month periods ended May 31, 2024 and 2023:

Number of units*

The following table summarizes the continuity of the Company’s Equity Incentive Plan units that were authorized for issuance as at and during the six-month periods ended August 31, 2024 and 2023:

Authorized, beginning of period

5 unchanged sentences

*The use of the term “units” in the table above describes a combination of stock options and RSUs.

During the six-month period ended August 31, 2024, warrants for the purchase of 4,714,813 shares of our common stock, each with an exercise price of $ 15.00 , expired, and warrants for the purchase of 17,180 shares of our common stock, each with an exercise price of $ 11.00 also expired.

Contractual agreements

Agreement with Reed Management SAS (“Reed”)

On May 30, 2024, the Company and Reed, a European investment firm focused on high impact and technology-enabled infrastructure, entered into definitive binding agreements, subject to certain closing conditions, for an investment of € 35 million from Reed to fund the global commercialization of the Infinite Loop™ Technology and have agreed to form a 50/50 joint venture for the European deployment of Loop’s technology.

On May 30, 2024, the Company and Reed, a European investment firm, entered into definitive binding agreements, subject to certain closing conditions, for an investment of € 35 million from Reed to fund the global commercialization of the Infinite Loop™ Technology and have agreed to form a 50/50 joint venture for the European deployment of Loop’s technology.

Under the terms of the agreement, which has been signed following the completion by Reed of extensive operational, technical, ESG, and legal due diligence, Reed will provide capital as follows:

1 unchanged sentence

€25M loan to Loop in two equal tranches – first tranche to support global deployment opportunities paid at closing and second tranche to support European deployment opportunities paid in the following 12 months with both tranches having a 13% PIK interest rate and 3-year term ;

The closing of the transaction is subject to the fulfillment of certain closing conditions, principally the conditions that (i) Reed shall have successfully completed its first capital raising for its fund;

The closing of the transaction is subject to the fulfillment of certain closing conditions, principally the conditions that (i) Reed shall have completed its first capital raising for its fund;

and (ii) Loop shall have received a binding financing commitment from a governmental agency.

5 unchanged sentences

Ester and the Company will work in collaboration on all financing activities for the India JV pursuant to the terms of the agreement.

Pursuant to the terms of the relevant governing documents, Loop and Ester parties will endeavor to obtain debt for a minimum of 60% of the total installed cost of the Infinite Loop™ manufacturing facility in India and will each contribute 50% of the initial equity capital of the India JV .

Pursuant to the terms of the relevant governing documents, Loop and Ester parties are required to obtain debt for a minimum of 60% of the total installed cost of the Infinite Loop™ manufacturing facility in India and will each contribute 50% of the initial equity capital of the India JV .

Agreement with SK Geo Centric Co.

2 unchanged sentences

To date, no amounts have been contributed by the Company to the new entity.

Subsequent event

Distribution from Joint Venture

The carrying value of the Company’s investment in Indorama Loop Technologies, LLC (“ILT”), its joint venture with Indorama Ventures Holdings LP, USA (“Indorama”), was $ 381 as at August 31, 2024, which represented the Company’s 50 % portion of the cash balance in ILT.

On October 9, 2024, ILT distributed a total of $735 in cash to the Company and Indorama, of which $368 was received by the Company.

The carrying value of the Company’s investment ILT was $13 after the distribution .

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 1. Financial Statements