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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 June 30, 2020
OR
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: 001-36042
 PRECIGEN, INC.
(Exact name of registrant as specified in its charter)
Virginia 26-0084895
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification Number)
20374 Seneca Meadows Parkway 
Germantown,Maryland 20876
(Address of principal executive offices) (Zip Code)
(301) 556-9900
(Registrant's telephone number, including area code) 
N/A
(Former name, former address and former fiscal year, if changed since last report date) 
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, no par value PGEN Nasdaq Global Select 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 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 of July 31, 2020, 172,311,228 shares of common stock, no par value per share, were issued and outstanding.


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PRECIGEN, INC.
FORM 10-Q
TABLE OF CONTENTS
 
Item No. Page
1.
2.
3.
4.
1.
1A.
2.
3.
4.
5.
6.
Intrexon®, Trans Ova Genetics®, ActoBiotics®, RheoSwitch®, UltraVector®, RTS®, and RheoSwitch Therapeutic System® are our and/or our affiliates' registered trademarks in the United States and GenVec™, Precigen™, AdenoVerse™, ActoBio Therapeutics™, Progentus™, AttSite™, and Precigen Therapeutics™ are our and/or our affiliates' common law trademarks in the United States. This Quarterly Report on Form 10-Q, or Quarterly Report, and the information incorporated herein by reference contain references to trademarks, service marks, and trade names owned by us or other companies. Solely for convenience, trademarks, service marks, and trade names referred to in this Quarterly Report and the information incorporated herein, including logos, artwork, and other visual displays, may appear without the ® or ™ symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensor to these trademarks, service marks, and trade names. We do not intend our use or display of other companies' trade names, service marks, or trademarks to imply a relationship with, or endorsement or sponsorship of us by, any other companies. Other trademarks, trade names, and service marks appearing in this Quarterly Report are the property of their respective owners. Unless the context requires otherwise, references in this Quarterly Report to "Precigen", "we", "us", and "our" refer to Precigen, Inc.
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Special Note Regarding Forward-Looking Statements
This Quarterly Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which statements involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this Quarterly Report, including statements regarding our strategy; future events, including their outcome or timing; future operations; future financial position; future revenue; projected costs; prospects; plans; objectives of management; and expected market growth, are forward-looking statements. The words "aim", "anticipate", "assume", "believe", "continue", "could", "due", "estimate", "expect", "intend", "may", "plan", "predict", "potential", "positioned", "project", "seek", "should", "target", "will", "would", and the negatives of these terms or similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include, among other things, statements about:
 
our ability to successfully enter new markets or develop product candidates, including the expected timing and results of investigational studies and preclinical and clinical trials, and our research and development programs;
the timing or likelihood of regulatory filings for any product candidates we develop and our ability to obtain and maintain regulatory approvals for such product candidates for any indication;
our intentions and ability to successfully commercialize our product candidates;
the rate and degree of market acceptance of any products developed by us;
our ability to successfully execute and achieve benefits from our recent leadership transition plan and organizational restructuring;
our efforts to hold or generate significant operating capital, including through partnering, potential asset sales of our non-healthcare assets, and operating cost reductions;
our cash position;
any delays or potential delays to our clinical trials as a result of the COVID-19 pandemic;
our estimates regarding expenses, future revenue, capital requirements, and our need for additional financing;
our strategy and overall approach to our business model, including our efforts to focus our business in the healthcare industry;
our ability to adapt to changes in laws, regulations, and policies;
our reliance on and the performance of third parties, including exclusive channel collaborations and joint ventures, or JVs;
competition from existing technologies and products or new technologies and products that may emerge;
our expectations related to the use of proceeds from our public offerings and other financing efforts;
actual or anticipated variations in our operating results;
market conditions in our industry;
our ability to retain, recruit, and train key personnel, or the loss of key personnel as a result of illness or otherwise;
our ability to successfully enter into optimal strategic relationships with our subsidiaries and operating companies that we may form in the future;
the result of litigation proceedings or investigations that we currently face or may face in the future; and
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the effects, duration, and severity of the ongoing COVID-19 pandemic and the actions we and others have taken or may take in response.
Forward-looking statements may also concern our expectations relating to our subsidiaries and other affiliates. We caution you that the foregoing list may not contain all of the forward-looking statements made in this Quarterly Report.
We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. We have included important factors in the cautionary statements included in this Quarterly Report, particularly in Part II, Item 1A. "Risk Factors," that could cause actual results or events to differ materially from the forward-looking statements that we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, JVs, or investments that we may make.
You should read this Quarterly Report, the documents that we reference in this Quarterly Report, our Annual Report on Form 10-K for the year ended December 31, 2019, the other reports we have filed with the Securities and Exchange Commission, or SEC, and the documents that we have filed as exhibits to our filings with the SEC completely and with the understanding that our actual future results may be materially different from what we expect. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
Precigen, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
(Amounts in thousands, except share data)June 30,
2020
December 31,
2019
Assets
Current assets
Cash and cash equivalents$46,713  $65,793  
Short-term investments86,292  9,260  
Receivables
Trade, less allowance for credit losses of $5,690 and $5,201 as of June 30, 2020 and December 31, 2019, respectively
23,337  20,650  
Related parties, less allowance for credit losses of $2,312 as of June 30, 2020 and December 31, 2019
294  600  
Other364  4,978  
Inventory12,729  16,097  
Prepaid expenses and other3,266  6,444  
Current assets held for sale  110,821  
Total current assets172,995  234,643  
Property, plant and equipment, net46,956  60,969  
Intangible assets, net64,759  68,346  
Goodwill54,122  63,754  
Investments in affiliates859  1,461  
Right-of-use assets20,683  25,228  
Other assets1,341  1,362  
Total assets$361,715  $455,763  
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited) 
(Amounts in thousands, except share data)June 30,
2020
December 31,
2019
Liabilities and Shareholders' Equity
Current liabilities
Accounts payable$3,650  $5,917  
Accrued compensation and benefits7,719  14,091  
Other accrued liabilities9,342  12,049  
Deferred revenue, including $0 and $877 from related parties as of June 30, 2020 and December 31, 2019, respectively
6,592  5,697  
Lines of credit  1,922  
Current portion of long-term debt, including $31,680 and $31,211 to related parties as of June 30, 2020 and December 31, 2019, respectively
32,108  31,670  
Current portion of lease liabilities4,514  4,182  
Related party payables175  51  
Current liabilities held for sale  47,333  
Total current liabilities64,100  122,912  
Long-term debt, net of current portion, including $25,000 to related parties as of June 30, 2020 and December 31, 2019
191,205  186,321  
Deferred revenue, net of current portion, including $31,020 and $30,182 from related parties as of June 30, 2020 and December 31, 2019, respectively
32,858  48,136  
Lease liabilities, net of current portion21,212  23,849  
Deferred tax liabilities2,698  2,834  
Other long-term liabilities100    
Total liabilities312,173  384,052  
Commitments and contingencies (Note 16)
Shareholders' equity
Common stock, no par value, 400,000,000 shares authorized as of June 30, 2020 and December 31, 2019; 172,285,932 shares and 163,274,880 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively
    
Additional paid-in capital1,802,413  1,752,048  
Accumulated deficit(1,752,221) (1,652,869) 
Accumulated other comprehensive loss(650) (27,468) 
Total shareholders' equity49,542  71,711  
Total liabilities and shareholders' equity$361,715  $455,763  
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)

(Amounts in thousands, except share and per share data)Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Revenues
Collaboration and licensing revenues, including $32 and $5,902 from related parties during the three months ended June 30, 2020 and 2019, respectively, and $230 and $10,692 during the six months ended June 30, 2020 and 2019, respectively
$4,315  $6,450  $15,036  $12,421  
Product revenues8,540  7,800  13,501  12,637  
Service revenues17,381  18,400  31,327  29,783  
Other revenues188  186  398  580  
Total revenues30,424  32,836  60,262  55,421  
Operating Expenses
Cost of products8,141  8,502  14,230  16,224  
Cost of services6,770  8,218  14,306  15,310  
Research and development14,208  28,239  33,099  55,177  
Selling, general and administrative18,739  19,250  41,757  50,299  
Impairment of goodwill9,635    9,635    
Impairment of assets12,406    12,406    
Total operating expenses69,899  64,209  125,433  137,010  
Operating loss(39,475) (31,373) (65,171) (81,589) 
Other Expense, Net
Unrealized and realized appreciation in fair value of equity securities and preferred stock, net  5,760    6,209  
Interest expense(4,592) (4,353) (9,184) (8,658) 
Interest and dividend income773  1,024  1,446  2,385  
Other income (expense), net71  (2,656) 135  (2,110) 
Total other expense, net(3,748) (225) (7,603) (2,174) 
Equity in net loss of affiliates(251) (716) (602) (1,464) 
Loss from continuing operations before income taxes(43,474) (32,314) (73,376) (85,227) 
Income tax benefit120  9  80  22  
Loss from continuing operations(43,354) (32,305) (73,296) (85,205) 
Loss from discontinued operations, net of income taxes  (6,626) (26,056) (15,862) 
Net loss$(43,354) $(38,931) $(99,352) $(101,067) 
Net loss attributable to the noncontrolling interests  165    1,592  
Net loss attributable to Precigen$(43,354) $(38,766) $(99,352) $(99,475) 
The accompanying notes are an integral part of these condensed consolidated financial statements.

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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)

(Amounts in thousands, except share and per share data)Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Amounts Attributable to Precigen
Net loss from continuing operations attributable to Precigen$(43,354) $(32,140) $(73,296) $(83,613) 
Net loss from discontinued operations attributable to Precigen  (6,626) (26,056) (15,862) 
Net loss attributable to Precigen$(43,354) $(38,766) $(99,352) $(99,475) 
Net Loss per Share
Net loss from continuing operations attributable to Precigen per share, basic and diluted$(0.26) $(0.21) $(0.45) $(0.55) 
Net loss from discontinued operations attributable to Precigen per share, basic and diluted  (0.04) (0.16) (0.10) 
Net loss attributable to Precigen per share, basic and diluted$(0.26) $(0.25) $(0.61) $(0.65) 
Weighted average shares outstanding, basic and diluted164,065,087  153,749,929  162,201,915  153,351,208  
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited)
 
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
(Amounts in thousands)2020201920202019
Net loss$(43,354) $(38,931) $(99,352) $(101,067) 
Other comprehensive income (loss):
Unrealized gain (loss) on investments(300) 59  272  106  
Gain (loss) on foreign currency translation adjustments1,004  26  (411) 311  
Release of cumulative foreign currency translation adjustments to loss from discontinued operations    26,957    
Comprehensive loss(42,650) (38,846) (72,534) (100,650) 
Comprehensive loss attributable to the noncontrolling interests  199    1,581  
Comprehensive loss attributable to Precigen$(42,650) $(38,647) $(72,534) $(99,069) 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Shareholders' and Total Equity
(Unaudited)
 
(Amounts in thousands, except share data)Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Loss
Accumulated
Deficit
Total
Shareholders'
Equity
SharesAmount
Balances at March 31, 2020170,656,834  $  $1,797,450  $(1,354) $(1,708,867) $87,229  
Stock-based compensation expense—  —  4,897  —  —  4,897  
Shares issued upon vesting of restricted stock units and for exercises of stock options171,682  —  66  —  —  66  
Shares issued for accrued compensation1,457,416  —    —  —    
Net loss—  —  —  —  (43,354) (43,354) 
Other comprehensive income—  —  —  704  —  704  
Balances at June 30, 2020172,285,932  $  $1,802,413  $(650) $(1,752,221) $49,542  
(Amounts in thousands, except share data)Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Loss
Accumulated
Deficit
Total
Precigen
Shareholders'
Equity
Noncontrolling
Interests
Total
Equity
SharesAmount
Balances at March 31, 2019160,615,416  $  $1,732,608  $(28,325) $(1,391,254) $313,029  $21,794  $334,823  
Stock-based compensation expense—  —  56  —  —  56  5  61  
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants345,378  —    —  —        
Shares issued as payment for services956,630  —  4,857  —  —  4,857  —  4,857  
Adjustments for noncontrolling interests—  —  (72) —  —  (72) 72    
Deconsolidation of subsidiary—  —  —  —  —  —  (21,672) (21,672) 
Net loss—  —  —  —  (38,766) (38,766) (165) (38,931) 
Other comprehensive income (loss)—  —  —  119  —  119  (34) 85  
Balances at June 30, 2019161,917,424  $  $1,737,449  $(28,206) $(1,430,020) $279,223  $  $279,223  
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Shareholders' and Total Equity
(Unaudited) 
(Amounts in thousands, except share data)Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Loss
Accumulated
Deficit
Total
Shareholders'
Equity
SharesAmount
Balances at December 31, 2019163,274,880  $  $1,752,048  $(27,468) $(1,652,869) $71,711  
Stock-based compensation expense—  —  9,269  —  —  9,269  
Shares issued upon vesting of restricted stock units and for exercises of stock options840,468  —  66  —  —  66  
Shares issued for accrued compensation1,805,405  —  5,100  —  —  5,100  
Shares issued as payment for services392,483  —  930  —  —  930  
Shares issued in private placement5,972,696  —  35,000  —  —  35,000  
Net loss—  —  —  —  (99,352) (99,352) 
Release of cumulative translation adjustments to loss from discontinued operations—  —  —  26,957  —  26,957  
Other comprehensive loss—  —  —  (139) —  (139) 
Balances at June 30, 2020172,285,932  $  $1,802,413  $(650) $(1,752,221) $49,542  
(Amounts in thousands, except share data)Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Loss
Accumulated
Deficit
Total
Precigen
Shareholders'
Equity
Noncontrolling
Interests
Total
Equity
SharesAmount
Balances at December 31, 2018160,020,466  $  $1,722,012  $(28,612) $(1,330,545) $362,855  $15,867  $378,722  
Stock-based compensation expense—  —  9,046  —  —  9,046  69  9,115  
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants632,015  —  57  —  —  57  250  307  
Shares issued for accrued compensation150,908  —  1,102  —  —  1,102  —  1,102  
Shares issued as payment for services1,114,035  —  5,688  —  —  5,688  —  5,688  
Shares and warrants issued in public offerings, net of issuance costs—  —  —  —  —  —  6,611  6,611  
Adjustments for noncontrolling interests—  —  (456) —  —  (456) 456    
Deconsolidation of subsidiary—  —  —  —  —  —  (21,672) (21,672) 
Net loss—  —  —  —  (99,475) (99,475) (1,592) (101,067) 
Other comprehensive income—  —  —  406  —  406  11  417  
Balances at June 30, 2019161,917,424  $  $1,737,449  $(28,206) $(1,430,020) $279,223  $  $279,223  
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
 Six Months Ended 
 June 30,
(Amounts in thousands)20202019
Cash flows from operating activities
Net loss$(99,352) $(101,067) 
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization9,593  12,690  
Loss on disposals of assets, net991  1,286  
Impairment of goodwill9,635    
Impairment of assets12,406    
Gain on sale of discontinued operations(672)   
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations26,957    
Unrealized and realized (appreciation) depreciation on equity securities and preferred stock, net
106  (5,702) 
Amortization of discounts on investments, net(500) (693) 
Equity in net loss of affiliates640  3,387  
Stock-based compensation expense9,269  9,115  
Shares issued as payment for services930  5,688  
Provision for credit losses679  344  
Accretion of debt discount and amortization of deferred financing costs5,101  4,532  
Deferred income taxes(136) (981) 
Other noncash items(112) 3,141  
Changes in operating assets and liabilities:
Receivables:
Trade(3,679) (3,743) 
Related parties(17) (3,317) 
Other1,725  296  
Inventory3,125  3,096  
Prepaid expenses and other3,261  45  
Other assets3  (1,202) 
Accounts payable(1,955) (3,686) 
Accrued compensation and benefits(1,440) (347) 
Other accrued liabilities(3,034) (7,855) 
Deferred revenue(15,007) 8,890  
Lease liabilities(188) (36) 
Related party payables123  67  
Other long-term liabilities  (585) 
Net cash used in operating activities(41,548) (76,637) 
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)

 Six Months Ended 
 June 30,
(Amounts in thousands)20202019
Cash flows from investing activities
Purchases of investments$(133,260) $(37,163) 
Sales and maturities of investments57,000  90,000  
Proceeds from sales of equity securities  589  
Investments in affiliates  (2,370) 
Decrease in cash from deconsolidation of subsidiary—  (7,244) 
Purchases of property, plant and equipment(5,034) (25,423) 
Proceeds from sale of assets1,526  176  
Proceeds from sale of discontinued operations, net of cash sold64,240  —  
Proceeds from repayment of notes receivable2,942    
Net cash provided by (used in) investing activities(12,586) 18,565  
Cash flows from financing activities
Proceeds from issuance of shares in a private placement35,000    
Proceeds from issuance of shares and warrants in public offering, net of issuance costs  6,611  
Advances from lines of credit10,005  3,250  
Repayments of advances from lines of credit(11,927) (3,329) 
Proceeds from long-term debt, net of issuance costs  376  
Payments of long-term debt(253) (321) 
Proceeds from stock option and warrant exercises66  307  
Net cash provided by financing activities32,891  6,894  
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(59) (418) 
Net decrease in cash, cash equivalents, and restricted cash(21,302) (51,596) 
Cash, cash equivalents, and restricted cash
Beginning of period68,434  110,182  
End of period$47,132  $58,586  
Supplemental disclosure of cash flow information
Cash paid during the period for interest$3,612  $3,637  
Cash paid during the period for income taxes40  40  
Significant noncash activities
Accrued compensation paid in equity awards$5,100  $1,102  
Purchases of property and equipment included in accounts payable and other accrued liabilities259  1,010  
The following table provides a reconciliation of the cash, cash equivalents, and restricted cash balances as of June 30, 2020 and December 31, 2019 as shown above:
June 30,
2020
December 31,
2019
Cash and cash equivalents$46,713  $65,793  
Cash and cash equivalents included in current assets held for sale  2,223  
Restricted cash included in other assets419  418  
Cash, cash equivalents, and restricted cash$47,132  $68,434  
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Precigen, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Unaudited)
(Amounts in thousands, except share and per share data)
1. Organization
Precigen, Inc. ("Precigen"), a Virginia corporation, is a synthetic biology company with an increasing focus on its discovery and clinical stage activities to advance the next generation of gene and cellular therapies to target the most urgent and intractable challenges in immuno-oncology, autoimmune disorders, and infectious diseases.
PGEN Therapeutics, Inc. ("PGEN Therapeutics") is a dedicated discovery and clinical stage biopharmaceutical company advancing the next generation of gene and cellular therapies using precision technology to target urgent and intractable diseases in immuno-oncology, autoimmune disorders, and infectious diseases. PGEN Therapeutics is a wholly owned subsidiary of Precigen with primary operations in Maryland.
Precigen ActoBio, Inc. ("ActoBio") is pioneering a proprietary class of microbe-based biopharmaceuticals that enable expression and local delivery of disease-modifying therapeutics and is a wholly owned subsidiary of Precigen with primary operations in Belgium.
Exemplar Genetics, LLC, doing business as Precigen Exemplar, ("Exemplar") is committed to enabling the study of life-threatening human diseases through the development of MiniSwine Yucatan miniature pig research models and services, as well as enabling the production of cells and organs in its genetically engineered swine for regenerative medicine applications and is a wholly owned subsidiary of Precigen with primary operations in Iowa.
Trans Ova Genetics, L.C. ("Trans Ova"), and Progentus, L.C. ("Progentus"), providers of reproductive technologies, including services and products sold to cattle breeders and other producers, are wholly owned subsidiaries with primary operations in California, Iowa, Maryland, Missouri, New York, Oklahoma, Texas, and Washington.
Effective October 1, 2019, Precigen transferred substantially all of its proprietary methane bioconversion platform assets to a wholly owned subsidiary, MBP Titan LLC ("MBP Titan"). MBP Titan's proprietary technology is designed to convert natural gas into more valuable and usable energy and chemical products through novel, highly engineered bacteria that utilize specific energy feedstocks. During the second quarter of 2020, the Company suspended MBP Titan's operations and focused on the preservation of MBP Titan's intellectual property. The Company is assessing potential next steps related to this intellectual property and MBP Titan's other long-lived assets. See Notes 2, 9, and 10 for further discussion, including discussion related to impairment charges recorded related to MBP Titan. Prior to October 1, 2019, the operation transferred to MBP Titan was an operating division within Precigen.
Through April 8, 2019, Precigen consolidated AquaBounty Technologies, Inc. ("AquaBounty"), a company focused on improving productivity in commercial aquaculture and whose common stock is listed on the Nasdaq Stock Market. On April 9, 2019, AquaBounty completed an underwritten public offering that resulted in Precigen no longer having the contractual right to control AquaBounty's board of directors, and accordingly, Precigen deconsolidated AquaBounty resulting in a loss on deconsolidation of $2,648, which is included in other expense, net, on the accompanying condensed consolidated statements of operations for the three and six months ended June 30, 2019. After deconsolidating the entity in April 2019, Precigen held its AquaBounty equity securities, which it accounted for using the fair value option, until October 2019 when the independent members of the Company's board of directors, with the recommendation of the audit committee and an independent special committee of the Board, unanimously approved the sale of the Company's common shares held in AquaBounty to an affiliate of Third Security, LLC ("Third Security"), a related party.
On January 31, 2020, Precigen completed the sale of the majority of its bioengineering assets and operations to an affiliate of Third Security, which are presented as discontinued operations for all periods presented. See Notes 3 and 13 for further discussion.
Precigen and its consolidated subsidiaries are hereinafter referred to as the "Company."
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2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying interim condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain information and footnote disclosures normally included in the Company's annual financial statements have been condensed or omitted. These interim condensed consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for fair statement of the Company's financial position as of June 30, 2020 and results of operations and cash flows for the interim periods ended June 30, 2020 and 2019. The year-end condensed consolidated balance sheet data was derived from the Company's audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2020, or for any other future annual or interim period. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
The accompanying condensed consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated.
Liquidity
Management believes that existing liquid assets as of June 30, 2020 will allow the Company to continue its operations for at least a year from the issuance date of these condensed consolidated financial statements. These condensed consolidated financial statements are presented in United States dollars and are prepared under U.S. GAAP. The Company is subject to a number of risks similar to those of other companies conducting high-risk, early-stage research and development of product candidates. Principal among these risks are dependence on key individuals and intellectual property, competition from other products and companies, and the technical risks associated with the successful research, development and clinical manufacturing of its and its collaborators' product candidates. Additionally, the accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. During the six months ended June 30, 2020, the Company incurred a net loss of $99,352 and, as of June 30, 2020, had an accumulated deficit of $1,752,221. Management expects operating losses and negative cash flows to continue for the foreseeable future and, as a result, the Company will require additional capital to fund its operations and execute its business plan. In the absence of a significant source of recurring revenue, the Company's long-term success is dependent upon its ability to continue to raise additional capital in order to fund ongoing research and development, reduce uses of cash for operating and investing activities for non-healthcare businesses, obtain regulatory approval of its products, successfully commercialize its products, generate revenue, meet its obligations and, ultimately, attain profitable operations.
Risks and Uncertainties
COVID-19 has had and continues to have an extensive impact on the global health and economic environments.
Commencing in the second half of March, the Company's healthcare business began to experience delays to certain of its clinical trials as a result of COVID-19. For example, starting in March, ActoBio temporarily suspended the Phase 1b/2a cohort for AG019 as a proactive measure to protect the welfare and safety of patients, caregivers, clinical site staff, its employees, and contractors. The temporary suspension of the AG019 trial was voluntary and was not related to any patient safety issues in the study. The voluntary suspension of the AG019 trial was lifted in June 2020, and the study is recruiting patients again. Additionally, from April to May 2020, enrollment of new patients in the Company's PRGN-3005 Phase 1 trial was temporarily suspended due to a mandated hold on certain early and late-stage clinical trials at the Fred Hutchinson Cancer Research Center in Seattle instituted in light of the COVID-19 pandemic. The temporary suspension of the PRGN-3005 trial was not related to safety issues in the studies, and in May 2020, recruitment resumed in the PRGN-3005 trial.
During the second quarter of 2020, as a result of market uncertainty driven by the COVID-19 pandemic and the current state of the energy sector, the Company suspended MBP Titan's operations.
The Company is closely monitoring the impact of COVID-19 on these and other aspects of its business, including Trans Ova and Exemplar. Given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic on the Company's ongoing business, results of operations, and overall financial performance for the balance of 2020 and beyond cannot be reasonably estimated at this time, and it could have a material adverse effect on the Company's results of operations, cash flows, and financial position, including resulting impairments to goodwill, long-lived assets, and additional credit losses.
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Equity Method Investments
The Company accounts for its investments in each of its joint ventures ("JVs") and for its investments in start-up entities backed by the Harvest Intrexon Enterprise Fund I, LP ("Harvest"), all of which are related parties, using the equity method of accounting based upon relative ownership interest. The Company's investments in these entities are included in investments in affiliates in the accompanying condensed consolidated balance sheets. See additional discussion related to certain of the Company's JVs in Note 4.
Variable Interest Entities
As of June 30, 2020 and December 31, 2019, the Company determined that certain of its collaborators and JVs, as well as Harvest, were variable interest entities ("VIEs"). The Company was not the primary beneficiary for these entities since it did not have the power to direct the activities that most significantly impact the economic performance of the VIEs. The Company's aggregate investment balances of these VIEs as of June 30, 2020 and December 31, 2019 were $859 and $1,461, respectively, which represents the Company's maximum risk of loss related to the identified VIEs. See Note 4 for discussion of the Company's future funding commitments for the significant JVs.
Accounts Receivable
Effective January 1, 2020, the Company applies Financial Accounting Standards Board ("FASB") Accounting Standard Update ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). This ASU replaces the incurred loss impairment model with an expected credit loss impairment model for financial instruments, including trade receivables. The amendment requires entities to consider forward-looking information to estimate expected credit losses, resulting in earlier recognition of losses for receivables that are current or not yet due, which were not considered under the previous accounting guidance.

The Company is exposed to credit losses primarily through sales of products and services by Trans Ova in the normal course of business. The Company's expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions, and a review of the current status of customers' accounts receivables. The Company's monitoring activities include timely account reconciliation, routine follow-up on past due accounts, and consideration of customers' financial condition, as well as macroeconomic conditions. Past due status is determined based upon contractual terms. Balances are written off at the point when collection attempts have been exhausted.

Estimates are used to determine the loss allowance, which is based on assessment of anticipated payment and other historical, current, and future information that is reasonably available.
The following table shows the activity in the allowance for credit losses for the six months ended June 30, 2020:
Balance at December 31, 2019$7,513  
Charged to operating expenses679  
Write offs of accounts receivable, net of recoveries(190) 
Balance at June 30, 2020$8,002  
Segment Information
The Company realigned its business in April 2019, and as a result, its chief operating decision maker ("CODM") now regularly reviews disaggregated financial information for various operating segments. As of June 30, 2020, the Company's reportable segments were (i) PGEN Therapeutics, (ii) ActoBio, (iii) MBP Titan, (iv) Trans Ova, and (v) the Human Biotherapeutics division, which is an operating division of Precigen. All of Precigen's consolidated subsidiaries and operating divisions that did not meet the quantitative thresholds to report separately are combined and reported in a single category, All Other. See Note 1 for a description of PGEN Therapeutics, ActoBio, MBP Titan, and Trans Ova. See Note 19 for a description of the Human Biotherapeutics division. Corporate expenses, which are not allocated to the segments and are managed at a consolidated level, include costs associated with general and administrative functions, including the Company's finance, accounting, legal, human resources, information technology, corporate communication, and investor relations functions. Corporate expenses exclude interest expense, depreciation and amortization, stock-based compensation expense, and equity in net loss of affiliates and, for 2019, include unrealized and realized gains and losses on the Company's securities portfolio as well as dividend income. See Note 19 for further discussion of the Company's segments.
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Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Recently Adopted Accounting Pronouncements
In October 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 ("ASU 2018-18"). The provisions of ASU 2018-18 clarify when certain transactions between collaborative arrangement participants should be accounted for under Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC 606"), and incorporates unit-of-account guidance consistent with ASC 606 to aid in this determination. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities ("ASU 2018-17"). The provisions of ASU 2018-17 modify the guidance under ASC Topic 810 related to the evaluation of indirect interests held through related parties under common control when determining whether fees paid to decision makers and service providers are variable interests. Indirect interests held through related parties that are under common control are no longer considered to be the equivalent of direct interests in their entirety and instead should be considered on a proportional basis. This guidance more closely aligns with accounting of how indirect interests held through related parties under common control are considered for determining whether a reporting entity must consolidate a VIE. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ("ASU 2018-15"). The provisions of ASU 2018-15 clarify the accounting for implementation costs of a hosting arrangement that is a service contract. The new standard requires an entity (customer) in a hosting arrangement that is a service contract to follow existing internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. Capitalized implementation costs of a hosting arrangement that is a service contract should be amortized over the term of the hosting arrangement, which might extend beyond the noncancelable period if there are options to extend or terminate. ASU 2018-15 also specifies the financial statement presentation of capitalized implementation costs and related amortization, in addition to required disclosures for material capitalized implementation costs related to hosting arrangements that are service contracts. The Company adopted this standard effective January 1, 2020, on a prospective basis, and there was no material impact to the accompanying consolidated financial statements.
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurements ("ASU 2018-13"). The provisions of ASU 2018-13 modify the disclosures related to recurring and nonrecurring fair value measurements. Disclosures related to the transfer of assets between Level 1 and Level 2 hierarchies have been eliminated and various additional disclosures related to Level 3 fair value measurements have been added, modified, or removed. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In June 2016, the FASB issued ASU 2016-13, which modifies the impairment model to utilize an expected loss methodology in place of the previous incurred loss methodology, and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company adopted this standard effective January 1, 2020, and there was no material impact to the accompanying consolidated financial statements.
Recently Issued Accounting Pronouncements
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). This ASU is intended to simplify various aspects related to accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740 and clarifying certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective for annual periods beginning after December 15, 2020 and interim periods within those annual periods, with early adoption permitted. An entity that elects early adoption must adopt all the amendments in the same period. Most amendments within this ASU are required to be applied on a prospective basis, while
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certain amendments must be applied on a retrospective or modified retrospective basis. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures.
3. Discontinued Operations
On January 1, 2020, the Company and TS Biotechnology Holdings, LLC ("TS Biotechnology"), a related party and an entity managed by Third Security, entered into a Stock and Asset Purchase Agreement pursuant to which the Company agreed to sell a majority of the Company's bioengineering assets and operations to TS Biotechnology for $53,000 and certain contingent payment rights (the "TS Biotechnology Sale"). The TS Biotechnology Sale closed on January 31, 2020. The assets and operations sold in the TS Biotechnology Sale included the following wholly owned subsidiaries, as well as certain equity securities held in Oragenics, Inc. ("Oragenics") and SH Parent, Inc. that were directly related to the subsidiaries sold:
Intrexon Produce Holdings, Inc., the parent company of two companies focused on the development and sale of non-browning apples, Okanagan Specialty Fruits, Inc. and Fruit Orchard Holdings, Inc.;
Intrexon UK Holdings, Inc., the parent company of Oxitec Limited and its subsidiaries, which is a pioneering company in biological insect solutions;
ILH Holdings, Inc., a company focused on the production of certain fine chemicals focused primarily on microbial production of therapeutic compounds; and
Blue Marble AgBio LLC which was formed in January 2020 and included certain agriculture biotechnology assets and operations which were previously an operating division within Precigen.
Additionally, on January 2, 2020, the Company sold its equity interest in EnviroFlight, LLC ("EnviroFlight"), a JV with Darling Ingredients, Inc. ("Darling"), and related intellectual property rights to Darling for $12,200 (the "EnviroFlight Sale"). Unless referenced separately, the TS Biotechnology Sale and the EnviroFlight Sale are collectively referred to as the "Transactions".
The Transactions were approved by the Company's independent members of the board of directors in December 2019. The Transactions represented a strategic shift of the Company towards the Company becoming a primarily healthcare company advancing technologies and products that address complex healthcare challenges. The assets, liabilities, and operations related to the Transactions are reclassified and presented as discontinued operations in the accompanying condensed consolidated financial statements for all periods.
Upon the closing of the TS Biotechnology Sale in January 2020, the cumulative foreign currency translation losses totaling $26,957 were released to earnings and included in loss from discontinued operations. See further discussion below.
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The carrying values of the major classes of assets and liabilities included in assets and liabilities held for sale for the Transactions as of December 31, 2019 are as follows:
 TS Biotechnology SaleEnviroFlight SaleTotal
Assets
Cash and cash equivalents$2,223  $  $2,223  
Other current assets9,698    9,698  
Property, plant and equipment, net51,975    51,975  
Intangible assets, net20,891  4,383  25,274  
Investments in affiliates—  7,817  7,817  
Right-of-use assets13,622    13,622  
Other noncurrent assets212    212  
Total assets held for sale$98,621  $12,200  $110,821  
Liabilities
Deferred revenue, current (1)$8,723  $  $8,723  
Operating lease liabilities, current2,459    2,459  
Other current liabilities3,058  41  3,099  
Deferred revenue, net of current portion (2)19,410    19,410  
Operating lease liabilities, net of current portion12,623    12,623  
Other long-term liabilities1,019    1,019  
Total liabilities held for sale$47,292  $41  $47,333  
(1)Includes deferred revenue, current, from related parties of $1,243.
(2)Includes deferred revenue, net of current portion, from related parties of $6,836.
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The following table presents the financial results of discontinued operations for the six months ended June 30, 2020. There were no discontinued operations for the three months ended June 30, 2020.
 Six Months Ended June 30, 2020
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$1,294  $  $1,294  
Operating expenses896    896  
Operating income398    398  
Gain on sale of discontinued operations633  39  672  
Loss on release of cumulative foreign currency translation adjustment(26,957)   (26,957) 
Other expense, net(129)   (129) 
Equity in net loss of affiliates—  (38) (38) 
Income (loss) before income taxes(26,055) 1  (26,054) 
Income tax expense(2)   (2) 
Income (loss) from discontinued operations$(26,057) $1  $(26,056) 
(1)Includes revenues recognized from related parties of $436.
The following tables present the financial results of discontinued operations for the three and six months ended June 30, 2019.
 Three Months Ended June 30, 2019
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$3,150  $  $3,150  
Operating expenses9,069  117  9,186  
Operating loss(5,919) (117) (6,036) 
Other expense, net(75)   (75) 
Equity in net loss of affiliates—  (1,031) (1,031) 
Loss before income taxes(5,994) (1,148) (7,142) 
Income tax benefit516    516  
Loss from discontinued operations$(5,478) $(1,148) $(6,626) 
(1)Includes revenues recognized from related parties of $1,208.
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 Six Months Ended June 30, 2019
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$3,900  $  $3,900  
Operating expenses18,188  235  18,423  
Operating loss(14,288) (235) (14,523) 
Other expense, net(497)   (497) 
Equity in net loss of affiliates—  (1,923) (1,923) 
Loss before income taxes(14,785) (2,158) (16,943) 
Income tax benefit1,081    1,081  
Loss from discontinued operations$(13,704) $(2,158) $(15,862) 
(1)Includes revenues recognized from related parties of $230.
The following table presents the significant non-cash items and purchases of property, plant and equipment for the discontinued operations that are included in the accompanying condensed consolidated statements of cash flows.
Six Months Ended 
 June 30,
20202019
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization$  $2,483  
Unrealized and realized depreciation on equity securities and preferred stock, net106  507  
Equity in net loss of EnviroFlight38  1,923  
Stock-based compensation expense(1,346) 1,351  
Deferred income taxes  (935) 
Gain on sale of discontinued operations(672)   
Loss on release of cumulative foreign currency translation adjustment26,957    
Cash flows from investing activities
Purchases of property, plant and equipment(382) (18,275) 
Also see Note 13 below.
Equity Method Investments
The Company accounted for its investment in EnviroFlight using the equity method of accounting.
Summarized financial data for EnviroFlight are shown in the following tables for the periods in which the Company held the equity method investment.
December 31,
 2019
Current assets$703  
Noncurrent assets30,549  
Total assets31,252  
Current liabilities2,352  
Non-current liabilities88  
Total liabilities2,440  
Net assets$28,812  
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 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 201920202019
Revenues$130  $16  $224  
Operating expenses2,200  92  4,081  
Operating loss(2,070) (76) (3,857) 
Other, net8    12  
Net loss$(2,062) $(76) $(3,845) 
Where applicable, the notes to the accompanying condensed consolidated financial statements have been updated to reflect information pertaining to the Company's continuing operations.
Out-of-Period Adjustment
During the six months ended June 30, 2020, the Company recorded an out-of-period adjustment of $26,572 to loss from discontinued operations which relates to the effect of cumulative foreign translation losses associated with the entities sold in the TS Biotechnology Sale. This charge, which is entirely noncash, should have been recorded in the year ended December 31, 2019 as an additional impairment charge included in loss from discontinued operations. There was no impact to net loss from continuing operations, cash and short-term investments, cash flows, or Segment Adjusted EBITDA. The error also had no impact on the cash consideration received upon closing of the TS Biotechnology Sale nor the representations and warranties made by the Company in the transaction. The Company evaluated the effects of this out-of-period adjustment, both qualitatively and quantitatively, and concluded that this adjustment was not material to the Company's financial position or results of operations for the six months ended June 30, 2020 or the year ended December 31, 2019.
4. Investments in Joint Ventures
Intrexon Energy Partners
In March 2014, the Company and certain investors (the "IEP Investors"), including an affiliate of Third Security, a related party, entered into a Limited Liability Company Agreement that governs the affairs and conduct of business of Intrexon Energy Partners, LLC ("Intrexon Energy Partners"), a JV formed to optimize and scale-up the Company's methane bioconversion platform technology for the production of certain fuels and lubricants. The Company also entered into an exclusive channel collaboration ("ECC") with Intrexon Energy Partners providing exclusive rights to the Company's technology for the use in bioconversion for the production of certain fuels and lubricants, as a result of which the Company received a technology access fee of $25,000 while retaining a 50% membership interest in Intrexon Energy Partners. The IEP Investors made initial capital contributions, totaling $25,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners totaling 50%. In addition, Precigen has committed to make capital contributions of up to $25,000, and the IEP Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners, have committed to make additional capital contributions of up to $25,000, at the request of Intrexon Energy Partners' board of managers (the "Intrexon Energy Partners Board") and subject to certain limitations. As of June 30, 2020, the Company's remaining commitment was $4,225. Intrexon Energy Partners is governed by the Intrexon Energy Partners Board, which has five members. Two members of the Intrexon Energy Partners Board are designated by the Company and three members are designated by a majority of the IEP Investors. The Company and the IEP Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners Board.
The Company's investment in Intrexon Energy Partners was $(423) as of June 30, 2020 and December 31, 2019, and is included in other accrued liabilities in the accompanying condensed consolidated balance sheets, which represents the Company's equity in losses for contractually committed contributions to Intrexon Energy Partners.
Intrexon Energy Partners II
In December 2015, the Company and certain investors (the "IEPII Investors"), including Harvest, entered into a Limited Liability Company Agreement that governs the affairs and conduct of business of Intrexon Energy Partners II, LLC ("Intrexon Energy Partners II"), a JV formed to utilize the Company's methane bioconversion platform technology for the production of 1,4-butanediol, an industrial chemical used to manufacture spandex, polyurethane, plastics, and polyester. The Company also entered into an ECC with Intrexon Energy Partners II that provides exclusive rights to the Company's technology for use in the
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field, as a result of which the Company received a technology access fee of $18,000 while retaining a 50% membership interest in Intrexon Energy Partners II. The IEPII Investors made initial capital contributions, totaling $18,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners II totaling 50%. In December 2015, the owners of Intrexon Energy Partners II made a capital contribution of $4,000, half of which was paid by the Company. Precigen has committed to make additional capital contributions of up to $10,000, and the IEPII Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners II, have committed to make additional capital contributions of up to $10,000, at the request of Intrexon Energy Partners II's board of managers (the "Intrexon Energy Partners II Board") and subject to certain limitations. As of June 30, 2020, the Company's remaining commitment was $10,000. Intrexon Energy Partners II is governed by the Intrexon Energy Partners II Board, which has five members. One member of the Intrexon Energy Partners II Board is designated by the Company and four members are designated by a majority of the IEPII Investors. The Company and the IEPII Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners II Board.
The Company's investment in Intrexon Energy Partners II was $(434) and $(435) as of June 30, 2020 and December 31, 2019, respectively, and is included in other accrued liabilities in the accompanying condensed consolidated balance sheets, which represents the Company's equity in losses for contractually committed contributions to Intrexon Energy Partners II.
5. Collaboration and Licensing Revenue
The Company's collaborations and licensing agreements may provide for multiple promises to be satisfied by the Company and typically include a license to the Company's technology platforms, participation in collaboration committees, and performance of certain research and development services. Based on the nature of the promises in the Company's collaboration and licensing agreements, the Company typically combines most of its promises into a single performance obligation because the promises are highly interrelated and not individually distinct. Options to acquire additional services are considered to determine if they constitute material rights. At contract inception, the transaction price is typically the upfront payment received and is allocated to the performance obligations. The Company has determined the transaction price should be recognized as revenue based on its measure of progress under the agreement primarily based on inputs necessary to fulfill the performance obligation.
The Company recognizes the reimbursement payments received for research and development efforts in the period when the services are performed, in connection with the single performance obligation discussed above. The reimbursements relate specifically to the Company's efforts to provide services, and the reimbursements are consistent with what the Company would typically charge other collaborators for similar services. The Company assesses the uncertainty of when and if any milestones will be achieved to determine whether the milestone is included in the transaction price. The Company then assesses whether the revenue is constrained based on whether it is probable that a significant reversal of revenue would not occur when the uncertainty is resolved. Royalties, including sales-based milestones, received under the agreements will be recognized as revenue when sales have occurred because the Company applies the sales- or usage-based royalties recognition exception provided for under ASC 606. The Company determined the application of this exception is appropriate because at the time the royalties are generated, the technology license granted in the agreement is the predominant item to which the royalties relate.
The Company determines whether collaborations and licensing agreements are individually significant for disclosure based on a number of factors, including total revenue recorded by the Company pursuant to collaboration and licensing agreements, collaborators or licensees with equity method investments, or other qualitative factors. Collaboration and licensing revenues generated from consolidated subsidiaries are eliminated in consolidation.
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The following table summarizes the amounts recorded as revenue in the condensed consolidated statements of operations for each significant counterparty to a collaboration or licensing agreement for the three and six months ended June 30, 2020 and 2019.
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
ZIOPHARM Oncology, Inc.$  $533  $100  $1,699  
Oragenics, Inc.32  181  230  382  
Intrexon Energy Partners, LLC  796    1,773  
Intrexon Energy Partners II, LLC  420    924  
Fibrocell Science, Inc.4,210  2,462  14,573  2,845  
Harvest start-up entities (1)  2,039    4,762  
Other73  19  133  36  
Total$4,315  $6,450  $15,036  $12,421  
(1)For the three and six months ended June 30, 2019, revenues recognized from collaborations with Harvest start-up entities include: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
Except for the agreements discussed below, there have been no significant changes to the agreements with our collaborators and licensees in the six months ended June 30, 2020. See also Note 20.
Fibrocell Science Collaborations
In October 2012, the Company entered into an ECC (the "2012 Fibrocell ECC") with Fibrocell Science, Inc. ("Fibrocell"), a then publicly traded cell and gene therapy company focused on diseases affecting the skin and connective tissue and a related party until the acquisition of Fibrocell by a third party as discussed in Note 17. Pursuant to the 2012 Fibrocell ECC, at the transaction effective date, Fibrocell received a license to the Company's technology platform to develop and commercialize genetically modified and non-genetically modified autologous fibroblasts and autologous dermal cells in the United States of America. The 2012 Fibrocell ECC was subsequently amended in June 2013 to expand the field of use defined in the ECC agreement. In March 2020, the Company and Fibrocell terminated the 2012 Fibrocell ECC by mutual agreement ("Termination Agreement") with the parties agreeing that the two drug product candidates, FCX-007 and FCX-013, pursuant to the ECC would be treated as "Retained Products" under the terms of the 2012 Fibrocell ECC. As Retained Products, Fibrocell retains a license under the 2012 Fibrocell ECC to continue to develop and commercialize the Retained Products within the field of use of the 2012 Fibrocell ECC for so long as Fibrocell continues to pursue such development and commercialization. No further licenses to the Company's technology within the field of use are provided to Fibrocell. Royalty provisions set forth in the 2012 Fibrocell ECC remain in effect for the Retained Products. Additionally, the Termination Agreement provides for the Company to perform certain drug product manufacturing activities related to the Retained Products. The Termination Agreement was accounted for as a new contract, and the remaining deferred revenue from the 2012 Fibrocell ECC is being recognized prospectively as the manufacturing activities are performed.
In December 2015, the Company entered into a second ECC with Fibrocell (the "2015 Fibrocell ECC"). Pursuant to the ECC, at the transaction effective date, Fibrocell received a license to the Company's technology platform to develop and commercialize genetically-modified fibroblasts to treat chronic inflammatory and degenerative diseases of the joint, including arthritis and related conditions. In February 2020, the Company and Fibrocell mutually agreed to terminate the 2015 Fibrocell ECC, and accordingly, the Company recognized the remaining balance of deferred revenue associated with the 2015 Fibrocell ECC totaling $10,000.
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Deferred Revenue
Deferred revenue primarily consists of consideration received for the Company's collaboration and licensing agreements. Deferred revenue consisted of the following:
June 30,
2020
December 31,
2019
Collaboration and licensing agreements$36,152  $50,593  
Prepaid product and service revenues3,033  2,805  
Other265  435  
Total$39,450  $53,833  
Current portion of deferred revenue$6,592  $5,697  
Long-term portion of deferred revenue32,858  48,136  
Total$39,450  $53,833  
Revenue is recognized under the collaboration and licensing agreements as services are performed. Certain of the arrangements are not active while the other party evaluates the status of the project and its desired future development activities. The following table summarizes the remaining balance of deferred revenue associated with upfront and milestone payments for each significant counterparty to a collaboration or licensing agreement as of June 30, 2020 and December 31, 2019, as well as the estimated remaining performance period as of June 30, 2020.
Average Remaining Performance Period (Years)June 30,
2020
December 31,
2019
Oragenics, Inc.3.9$2,823  $2,864  
Intrexon Energy Partners, LLC3.78,362  8,362  
Intrexon Energy Partners II, LLC4.412,843  12,843  
Fibrocell Science, Inc.1.03,308  17,697  
Harvest start-up entities (1)4.76,993  6,993  
Other2.31,823  1,834  
Total$36,152  $50,593  
(1)As of June 30, 2020 and December 31, 2019, the balance of deferred revenue for collaborations with Harvest start-up entities includes: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
6. Short-term Investments
The Company's investments are classified as available-for-sale. The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of June 30, 2020:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Aggregate
Fair Value
U.S. government debt securities$85,749  $279  $  $86,028  
Certificates of deposit264      264  
Total$86,013  $279  $  $86,292  
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The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of December 31, 2019:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Aggregate
Fair Value
U.S. government debt securities$8,989  $7  $  $8,996  
Certificates of deposit264      264  
Total$9,253  $7  $  $9,260  
As of June 30, 2020, all of the available-for-sale investments were due within one year based on their contractual maturities.
Changes in market interest rates and bond yields cause certain investments to fall below their cost basis, resulting in unrealized losses on investments. None of the Company's debt security investments were in an unrealized loss position as of June 30, 2020.
7. Fair Value Measurements
The carrying amount of cash and cash equivalents, receivables, accounts payable, accrued compensation and benefits, other accrued liabilities, and related party payables approximate fair value due to the short maturity of these instruments.
Assets
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, as of June 30, 2020:
Quoted Prices in Active Markets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
June 30,
2020
Assets
U.S. government debt securities$  $86,028  $  $86,028  
Other  264    264  
Total$  $86,292  $  $86,292  
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, as of December 31, 2019:
Quoted Prices in Active Markets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
December 31,
2019
Assets
U.S. government debt securities$  $8,996  $  $8,996  
Other  264    264  
Total$  $9,260  $  $9,260  
The method used to estimate the fair value of the Level 2 short-term debt investments in the tables above is based on professional pricing sources for identical or comparable instruments, rather than direct observations of quoted prices in active markets.
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Liabilities
The carrying values of the Company's long-term debt, excluding the 3.50% convertible senior notes due 2023 (the "Convertible Notes"), approximates fair value due to the length of time to maturity and/or the existence of interest rates that approximate prevailing market rates.
The calculated fair value of the Convertible Notes (Note 11) was approximately $73,000 and $126,000 as of June 30, 2020 and December 31, 2019, respectively, and is based on the recent third-party trades of the instrument as of the balance sheet date. The fair value of the Convertible Notes is classified as Level 2 within the fair value hierarchy as there is not an active market for the Convertible Notes, however, third-party trades of the instrument are considered observable inputs. The Convertible Notes are reflected on the accompanying condensed consolidated balance sheets at amortized cost, which was $162,661 and $157,560 as of June 30, 2020 and December 31, 2019, respectively.
As of June 30, 2020, the Company's contingent consideration liability, which was $585 as of December 31, 2019, was reduced to $0 as the period for potential payment of this contingent consideration expired without payment in June 2020. The contingent consideration liability was remeasured to fair value at each reporting date until the contingency was resolved, and those changes in fair value were recognized in earnings. The changes in the fair value of the Level 3 liability during the six months ended June 30, 2020 were as follows:
Balance at December 31, 2019$585  
Change in fair value of contingent consideration recognized in selling, general and administrative expenses(585) 
Balance at June 30, 2020$  
See Notes 9 and 10 for discussion of non-recurring fair value estimates used in calculating impairment charges recorded during the three and six months ended June 30, 2020.
8. Inventory
Inventory consists of the following:
June 30,
2020
December 31,
2019
Supplies, embryos and other production materials$2,214  $2,282  
Work in process3,470  3,702  
Livestock5,777  7,553  
Feed1,268  2,560  
Total inventory$12,729  $16,097  
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9. Property, Plant and Equipment, Net
Property, plant and equipment consist of the following:
June 30,
2020
December 31,
2019
Land and land improvements$9,814  $9,814  
Buildings and building improvements11,765  11,765  
Furniture and fixtures1,293  1,315  
Equipment47,456  54,448  
Leasehold improvements9,016  12,821  
Breeding stock5,587  5,191  
Computer hardware and software8,922  9,434  
Construction and other assets in progress4,799  5,313  
98,652  110,101  
Less: Accumulated depreciation and amortization(51,696) (49,132) 
Property, plant and equipment, net$46,956  $60,969  
Depreciation expense was $2,900 and $2,932 for the three months ended June 30, 2020 and 2019, respectively, and $5,831 and $6,110 for the six months ended June 30, 2020 and 2019, respectively.
During the three months ended June 30, 2020, the Company suspended MBP Titan's operations. As a result, the Company reviewed the related property, plant and equipment and right-of-use assets for impairment. Based on the estimated undiscounted cash flows, the Company determined that the related asset values were not fully recoverable and calculated estimated fair values using market participant assumptions and discounted cash flow models. The estimated fair values were lower than the carrying values, and the Company recorded impairment losses of $9,914 related to property, plant, and equipment and $2,492 related to the right-of-use assets, which are included in impairment of assets on the accompanying condensed consolidated statements of operations.
10. Goodwill and Intangible Assets, Net
The changes in the carrying amount of goodwill for the six months ended June 30, 2020 were as follows:
Balance at December 31, 2019$63,754  
Impairment(9,635) 
Foreign currency translation adjustments3  
Balance at June 30, 2020$54,122  
The Company had $53,278 and $43,643 of cumulative impairment losses as of June 30, 2020 and December 31, 2019, respectively.
During the three and six months ended June 30, 2020, the Company recorded $9,635 of goodwill impairment in conjunction with the suspension of MBP Titan's operations. The Company estimated the fair value of MBP Titan using discounted cash flows and determined that the carrying value exceeded its estimated fair value, resulting in the impairment charge.
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Intangible assets consist of the following as of June 30, 2020:
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$90,686  $(29,603) $61,083  
Customer relationships10,850  (8,883) 1,967  
Trademarks5,900  (4,191) 1,709  
Total$107,436  $(42,677) $64,759  
Intangible assets consist of the following as of December 31, 2019:
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$90,659  $(26,619) $64,040  
Customer relationships10,700  (8,440) 2,260  
Trademarks5,900  (3,854) 2,046  
Total$107,259  $(38,913) $68,346  
Amortization expense was $1,883 and $1,931 for the three months ended June 30, 2020 and 2019, respectively, and $3,762 and $4,097 for the six months ended June 30, 2020 and 2019, respectively.
11. Lines of Credit and Long-Term Debt
Lines of Credit
Trans Ova has a $5,000 revolving line of credit with First National Bank of Omaha that matures on April 1, 2021. The line of credit bears interest at the greater of the U.S. Prime Rate or 3.00%, and the actual rate was 3.25% as of June 30, 2020. As of June 30, 2020, there was no outstanding balance. The amount available under the line of credit is based on eligible accounts receivable and inventory up to the maximum principal amount and was $4,930 as of June 30, 2020. The line of credit is collateralized by certain of Trans Ova's assets and contains certain restricted covenants that include maintaining minimum tangible net worth and working capital and maximum allowable annual capital expenditures.
Exemplar has a $700 revolving line of credit with American State Bank that matures on October 31, 2020. The line of credit bears interest at 5.50% per annum. As of June 30, 2020, there was no outstanding balance.
Long-Term Debt
Long-term debt consists of the following:
June 30,
2020
December 31,
2019
Convertible debt$219,341  $213,771  
Notes payable3,868  4,089  
Other104  131  
Long-term debt223,313  217,991  
Less current portion32,108  31,670  
Long-term debt, less current portion$191,205  $186,321  
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Convertible Debt
Precigen Convertible Notes
In July 2018, Precigen completed a registered underwritten public offering of $200,000 aggregate principal amount of Convertible Notes and issued the Convertible Notes under an indenture (the "Base Indenture") between Precigen and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by the First Supplemental Indenture (together with the Base Indenture, the "Indenture"). Precigen received net proceeds of $193,958 after deducting underwriting discounts and offering expenses of $6,042.
The Convertible Notes are senior unsecured obligations of Precigen and bear interest at a rate of 3.50% per year, payable semiannually in arrears on January 1 and July 1 of each year beginning on January 1, 2019. The Convertible Notes mature on July 1, 2023, unless earlier repurchased or converted. The Convertible Notes are convertible into cash, shares of Precigen's common stock or a combination of cash and shares, at Precigen's election. The initial conversion rate of the Convertible Notes is 58.6622 shares of Precigen common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $17.05 per share of common stock). The conversion rate is subject to adjustment upon the occurrence of certain events, but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date as defined in the Indenture, Precigen will increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event in certain circumstances. Prior to April 1, 2023, the holders may convert the Convertible Notes at their option only upon the satisfaction of the following circumstances:
During any calendar quarter commencing after the calendar quarter ended on September 30, 2018, if the last reported sales price of Precigen's common stock for at least 20 trading days (whether or not consecutive) during the last 30 consecutive trading days of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;
During the five business day period after any five consecutive trading day period in which the trading price, as defined in the Indenture, for the Convertible Notes is less than 98% of the product of the last reported sales price of Precigen's common stock and the conversion rate for the Convertible Notes on each such trading day; or
Upon the occurrence of specified corporate events as defined in the Indenture.
None of the above events allowing for conversion prior to April 1, 2023 occurred during the three months ended June 30, 2020. On or after April 1, 2023 until June 30, 2023, holders may convert their Convertible Notes at any time. Precigen may not redeem the Convertible Notes prior to the maturity date.
If Precigen undergoes a fundamental change, as defined in the Indenture, holders of the Convertible Notes may require Precigen to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Indenture contains customary events of default, as defined in the agreement, and, if any of the events occur, could require repayment of a portion or all of the Convertible Notes, including accrued and unpaid interest. Additionally, the Indenture provides that Precigen shall not consolidate with or merge with or into, or sell, convey, transfer or lease all or substantially all of its properties and assets to, another entity, unless (i) the surviving entity is organized under the laws of the United States and such entity expressly assumes all of Precigen's obligations under the Convertible Notes and the Indenture; and (ii) immediately after such transaction, no default or event of default has occurred and is continuing under the Indenture.
The net proceeds received from the issuance of the Convertible Notes were initially allocated between long-term debt, the liability component, in the amount of $143,723, and additional paid-in capital, the equity component, in the amount of $50,235. Additional paid-in capital was further reduced by $13,367 of deferred taxes resulting from the difference between the carrying amount and the tax basis of the Convertible Notes that is created by the equity component, which also resulted in deferred tax benefit recognized from the reversal of valuation allowances on the then current year domestic operating losses in the same amount. As of June 30, 2020, the outstanding principal balance on the Convertible Notes was $200,000 and the carrying value of long-term debt was $162,661. The effective interest rate on the Convertible Notes, including amortization of the long-term debt discount and debt issuance costs, is 11.02%. As of June 30, 2020, the unamortized long-term debt discount and debt issuance costs totaled $37,339.
The components of interest expense related to the Convertible Notes were as follows:
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 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Cash interest expense$1,750  $1,750  $3,500  $3,500  
Non-cash interest expense2,585  2,319  5,101  4,532  
Total interest expense$4,335  $4,069  $8,601  $8,032  
Accrued interest of $3,500 is included in other accrued liabilities on the accompanying condensed consolidated balance sheet as of June 30, 2020.
ActoBio Convertible Notes
In September 2018, ActoBio issued $30,000 of convertible promissory notes (the "ActoBio Notes") to a related party in conjunction with an asset acquisition with Harvest. The ActoBio Notes have a maturity date of September 6, 2020, accrue interest at 3.0% compounded annually ("accrued PIK interest"), are convertible into shares of ActoBio common stock at any time by the holder, and are automatically convertible in shares of ActoBio common stock upon the closing of certain financing events as defined in the ActoBio Notes. If the ActoBio Notes have not been converted to ActoBio common stock by the maturity date, ActoBio can pay the principal and accrued PIK interest in cash or with shares of Precigen common stock at its election. There are no embedded features that are required to be separated from the debt host and accounted for separately, so the ActoBio Notes were recorded at $30,000. Interest expense was $234 and $228 for the three months ended June 30, 2020 and 2019, respectively, and $469 and $453 for the six months ended June 30, 2020 and 2019, respectively. As of June 30, 2020, the carrying value of the ActoBio Notes, including accrued interest, was $31,680.
Precigen and PGEN Therapeutics Convertible Note
In December 2018, in conjunction with the Securities Purchase, Assignment and Assumption Agreement with Ares Trading S.A. ("Ares Trading"), Precigen and PGEN Therapeutics jointly and severally issued a $25,000 convertible note (the "Merck Note") to Ares Trading in exchange for cash. The Merck Note has a maturity date of June 28, 2021 although it automatically converts to Precigen common stock on the first trading day following the second anniversary of issuance if not otherwise converted prior to that date. Prior to the automatic conversion, Ares Trading may convert the Merck Note, at their election, into (i) Precigen common stock at any time, (ii) Precigen common stock upon the Company's closing of qualified financing as defined in the agreement, (iii) PGEN Therapeutics equity upon PGEN Therapeutics closing a qualified financing as defined in the agreement, and (iv) PGEN Therapeutics common stock upon the closing of a qualified initial public offering ("IPO") of PGEN Therapeutics common stock. There is no stated interest rate on the Merck Note. However, in the event of a conversion upon a qualified IPO, the conversion price will be 90% of the IPO price. In the event Ares Trading elects to convert the Merck Note into PGEN Therapeutics equity, the Merck Note accrues interest at a rate of 5% per year ("PIK interest") and will be converted with the outstanding principal. The Company determined that the potential PIK interest and IPO conversion discount represented embedded derivatives requiring bifurcation from the debt host but had no significant value as of June 30, 2020. The Merck Note is classified as long-term as of June 30, 2020 and December 31, 2019 since the Merck Note will be settled through a conversion to common stock, and no cash payment is required.
Notes Payable
Trans Ova has a note payable to American State Bank that matures in April 2033 and had an outstanding principal balance of $3,868 as of June 30, 2020. Trans Ova pays monthly installments of $39, which includes interest at 3.95%. The note payable is collateralized by certain of Trans Ova's real estate and non-real estate assets.
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Future Maturities
Future maturities of long-term debt are as follows:
2020$56,945  
2021330  
2022344  
2023200,357  
2024372  
2025387  
Thereafter1,918  
Total$260,653  
12. Income Taxes
Tax provisions for interim periods are calculated using an estimate of actual taxable income or loss for the respective period, rather than estimating the Company's annual effective income tax rate, as the Company is currently unable to reliably estimate its income for the full year. The Company has U.S. taxable loss of approximately $27,700 and $55,700 for the three months ended June 30, 2020 and 2019, respectively, and $107,000 and $147,300 for the six months ended June 30, 2020 and 2019, respectively. The following table presents the components of income tax benefit from continuing operations.
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Current foreign income tax expense from continuing operations$16  $10  $56  $24  
Deferred income tax benefit from continuing operations(136) (19) (136) (46) 
Total income tax benefit from continuing operations$(120) $(9) $(80) $(22) 
The Company's net deferred tax assets, excluding certain deferred tax liabilities totaling $2,698, are offset by a valuation allowance due to the Company's history of net losses combined with an inability to confirm recovery of the tax benefits of the Company's losses and other net deferred tax assets. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
As of June 30, 2020, the Company has operating loss carryforwards for U.S. federal income tax purposes of approximately $675,200 available to offset future taxable income, including approximately $422,500 generated after 2017, U.S. capital loss carryforwards of approximately $199,700, and federal and state research and development tax credits of approximately $10,100, prior to consideration of annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986, as amended. Carryforwards generated prior to 2018 begin to expire in 2022, and capital loss carryforwards will begin to expire if unutilized in 2024. As of June 30, 2020, the Company's foreign subsidiaries have foreign loss carryforwards of approximately $74,200, most of which do not expire.
13. Shareholders' Equity
Issuances of Precigen Common Stock
Concurrent with entering into the TS Biotechnology Sale on January 1, 2020, the Company also entered into a subscription agreement with TS Biotechnology pursuant to which TS Biotechnology purchased 5,972,696 shares of the Company's common stock for $35,000 on January 31, 2020.
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Share Lending Agreement
Concurrently with the offering of the Convertible Notes (Note 11), Precigen entered into a share lending agreement (the "Share Lending Agreement") with J.P. Morgan Securities LLC (the "Share Borrower") pursuant to which Precigen loaned and delivered 7,479,431 shares of its common stock (the "Borrowed Shares") to the Share Borrower. The Share Lending Agreement will terminate, and the Borrowed Shares will be returned to Precigen within five business days of such termination, upon (i) termination by the Share Borrower or (ii) the earliest to occur of (a) October 1, 2023 and (b) the date, if any, on which the Share Lending Agreement is either mutually terminated or terminated by one party upon a default by the other party. The Share Borrower maintains collateral in the form of cash or certain permitted non-cash collateral with a market value at least equal to the market value of the Borrowed Shares as security for the obligation of the Share Borrower to return the Borrowed Shares when required by the terms above. The Borrowed Shares were offered and sold to the public at a price of $13.37 per share under a registered offering (the "Borrowed Shares Offering"). Precigen did not receive any proceeds from the sale of the Borrowed Shares to the public or any lending fees from the Share Lending Agreement. The Share Borrower or its affiliates received all the proceeds from the sale of the Borrowed Shares to the public. Affiliates of Third Security purchased all of the shares of common stock in the Borrowed Shares Offering.
The Share Lending Agreement was entered into at fair value and met the requirements for equity classification. Therefore, the value is netted against the issuance of the Borrowed Shares in additional paid-in capital. Additionally, the Borrowed Shares are not included in the denominator for loss per share attributable to Precigen shareholders unless the Share Borrower defaults on the Share Lending Agreement.
Issuances of AquaBounty Common Stock
In March 2019, AquaBounty completed an underwritten public offering that resulted in net proceeds of $6,611 after deducting discounts, fees, and expenses. See Note 1 for additional discussion of issuances of AquaBounty common stock in April 2019, which resulted in the deconsolidation of AquaBounty.
Components of Accumulated Other Comprehensive Loss
The components of accumulated other comprehensive loss are as follows:
June 30,
2020
December 31,
2019
Unrealized gain on investments$279  $7  
Loss on foreign currency translation adjustments(929) (27,475) 
Total accumulated other comprehensive loss$(650) $(27,468) 
See Note 3 for further discussion of the release of cumulative losses on foreign currency translation adjustments upon the closing of the TS Biotechnology Sale.
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14. Share-Based Payments
The Company measures the fair value of stock options and restricted stock units ("RSUs") issued to employees and nonemployees as of the grant date for recognition of stock-based compensation expense. Stock-based compensation expense for employees and nonemployees is recognized over the requisite service period, which is typically the vesting period. Stock-based compensation costs included in the condensed consolidated statements of operations are presented below:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Cost of products$2  $4  $6  $12  
Cost of services35  52  64  117  
Research and development364  1,360  953  2,701  
Selling, general and administrative4,496  (1,900) 9,592  4,934  
Discontinued operations  545  (1,346) 1,351  
Total$4,897  $61  $9,269  $9,115  
Precigen Stock Option Plans
In April 2008, Precigen adopted the 2008 Equity Incentive Plan (the "2008 Plan") for employees and nonemployees pursuant to which Precigen's board of directors granted share-based awards, including stock options, to officers, key employees and nonemployees. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the "2013 Plan"), no new awards may be granted under the 2008 Plan. As of June 30, 2020, there were 223,451 stock options outstanding under the 2008 Plan.
Precigen adopted the 2013 Plan for employees and nonemployees pursuant to which Precigen's board of directors may grant share-based awards, including stock options and shares of common stock, to employees, officers, consultants, advisors, and nonemployee directors. The 2013 Plan became effective in August 2013, and as of June 30, 2020, there were 27,000,000 shares authorized for issuance under the 2013 Plan, of which 10,388,996 stock options and 1,399,669 RSUs were outstanding and 6,848,044 shares were available for grant.
In April 2019, Precigen adopted the 2019 Incentive Plan for Non-Employee Service Providers (the "2019 Plan"), which became effective upon shareholder approval in June 2019. The 2019 Plan permits the grant of share-based awards, including stock options, restricted stock awards, and RSUs, to non-employee service providers, including board members. As of June 30, 2020, there were 5,000,000 shares authorized for issuance under the 2019 Plan, of which 770,592 stock options and 497,512 RSUs were outstanding and 2,582,279 shares were available for grant.
Stock option activity was as follows:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 20199,022,282  $21.94  6.10
Granted5,287,092  10.43  
Exercised(20,780) (3.17) 
Forfeited(834,286) (16.27) 
Expired(2,071,269) (27.30) 
Balances at June 30, 202011,383,039  16.07  7.55
Exercisable at June 30, 20205,604,412  20.02  5.86
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RSU activity was as follows:
Number of Restricted Stock UnitsWeighted Average Grant Date Fair ValueWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 20191,781,982  $8.71  1.24
Granted3,103,819  3.08  
Vested(2,625,093) (3.97) 
Forfeited(363,527) (8.57) 
Balances at June 30, 20201,897,181  6.09  0.87
Precigen currently uses authorized and unissued shares to satisfy share award exercises.
The Company's Executive Chairman ("Executive Chairman"), who previously served as the Company's Chief Executive Officer ("CEO") until January 1, 2020, received a base salary of $200 per month through March 31, 2020, payable in fully-vested shares of Precigen common stock with such shares subject to a three-year lock-up on resale. The monthly number of shares of common stock was calculated based on the closing price on the last trading day of each month through March 2019 and based on the volume weighted average of the price of Precigen common stock over the 30 day period ending on the last calendar day of each month thereafter, and the shares were issued pursuant to the terms of a Restricted Stock Unit Agreement ("RSU Agreement") between Precigen and the Executive Chairman pursuant to the terms of the 2013 Plan. The RSU Agreement expired March 31, 2020. The fair value of the shares issued as compensation for services is included in selling, general, and administrative expenses in the Company's condensed consolidated statements of operations and totaled $495 for the three months ended June 30, 2019, and $454 and $981 for the six months ended June 30, 2020 and 2019, respectively.
15. Operating Leases
The Company leases certain facilities and equipment under operating leases. Leases with a lease term of twelve months or less are considered short-term leases and are not recorded on the balance sheet, and expense for these leases is recognized over the term of the lease. All other leases have remaining terms of one to ten years, some of which may include options to extend the lease and some of which may include options to terminate the lease within one year. The Company uses judgment to determine whether it is reasonably possible to extend the lease beyond the initial term or terminate before the initial term ends and the length of the possible extension or early termination. The leases are renewable at the option of the Company and do not contain residual value guarantees, covenants, or other restrictions.
The components of lease costs were as follows:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Operating lease costs$1,756  $1,777  $3,516  $3,618  
Short-term lease costs415  535  852  1,014  
Variable lease costs544  508  1,037  1,022  
Lease costs$2,715  $2,820  $5,405  $5,654  
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As of June 30, 2020, maturities of lease liabilities, excluding short-term and variable leases, were as follows:
2020$3,281  
20217,465  
20226,993  
20235,819  
20245,718  
20253,428  
Thereafter826  
Total33,530  
Present value adjustment(7,804) 
Total$25,726  
Current portion of operating lease liabilities$4,514  
Long-term portion of operating lease liabilities21,212  
Total$25,726  
Other information related to operating leases in continuing operations was as follows:
June 30,
2020
December 31,
2019
Weighted average remaining lease term (years)4.805.24
Weighted average discount rate10.97 %10.96 %
Six Months Ended 
 June 30,
20202019
Supplemental disclosure of cash flow information
Cash paid for operating lease liabilities$3,764  $3,627  
Operating lease right-of-use assets added in exchange for new lease liabilities65    
16. Commitments and Contingencies
Contingencies
In March 2012, Trans Ova was named as a defendant in a licensing and patent infringement suit brought by XY, LLC ("XY"), alleging that Trans Ova's sale of semen-sorting products and services breached a 2004 licensing agreement and infringed on XY's patents related to semen sorting. Trans Ova counterclaimed for breach of contract, antitrust, and patent invalidity, and the matter proceeded to a jury trial in the United States District Court for the District of Colorado in January 2016. The jury determined that XY and Trans Ova had each breached the licensing agreement and that Trans Ova had infringed on XY's patents. In April 2016, the court issued its post-trial final judgment, awarding $528 in damages to Trans Ova and $6,066 in damages to XY. The order also provided Trans Ova with the ability to continue to practice XY's technology, subject to an ongoing royalty obligation of 12.5% of gross proceeds on Trans Ova's standard sorted semen products, plus a 2% enhancement on those products utilizing "reverse-sorted semen", or semen that is frozen before being sorted. In addition, the court assigned a $5.00 minimum royalty for a straw of sexed semen. Both parties appealed the district court's order. In May 2018, the Court of Appeals for the Federal Circuit denied Trans Ova's appeal of its claims for antitrust, breach of contract and patent invalidity (except as to one patent, for which the Federal Circuit affirmed invalidity in a separate, same-day ruling in a third-party case). The Federal Circuit remanded the district court's calculation of the ongoing royalty and instructed the district court to re-calculate the ongoing royalty in light of post-verdict economic factors. In March 2019, the district court clarified the royalty base and reset the royalty rates consistent with the Federal Circuit's opinion. In an amended final judgment, the district court increased the royalty rate on Trans Ova's standard sorted semen products to 18.75%. For the reverse-sort enhancement, however, it applied a weighted, blended royalty of 12.63% to Trans Ova's entire in vitro fertilization ("IVF") service cycle that utilizes reverse-sorted semen. The district court also changed the minimum royalty for a straw of sexed semen to $6.25 for a 2-
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million cell straw (prorated appropriately for straws of higher cell counts), and assigned a minimum royalty for a sexed embryo at $6.25 per embryo. The new royalty rates were made retroactive to February 2016 (the end date of the trial).
Since the inception of the 2004 licensing agreement, Trans Ova has remitted payments to XY pursuant to the terms of that agreement, or pursuant to the terms of the district court's April 2016 post-trial order and its March 2019 post-remand order, and has recorded these payments in cost of services in the condensed consolidated statements of operations for the respective periods. For the period from inception of the 2004 licensing agreement through the district court's April 2016 order, aggregate royalty and license payments were $3,170, of which $2,759 had not yet been deposited by XY. In 2016, the Company recorded the expense of $4,228, representing the excess of the net damages awarded to XY, including prejudgment interest, over the liability previously recorded by Trans Ova for uncashed checks previously remitted to XY. In August 2016, Trans Ova deposited the net damages amount, including prejudgment interest, into the district court's registry, to be held until the appeals process was complete and final judgment amounts were determined. After the appeal, the district court subsequently released the funds held in its registry to XY in January 2019. As for post-trial damages, Trans Ova continued to remit payment to XY every quarter based on the original ongoing royalty rates set by the district court, though XY refused to cash those checks.
Under the district court's March 2019 post-remand order clarifying the royalty base and resetting the royalty rates, Trans Ova recalculated royalties owed from February 2016 through the first quarter of 2019, plus applicable pre- and post-judgment interest, and remitted that payment, totaling $5,801, to XY in May 2019. In June 2019, XY deposited the $5,801 into the district court's registry while the parties resolved a separate dispute over the appropriate calculation of royalties. XY filed a motion claiming over $1,000 in additional back royalties. Trans Ova contested XY's motion. On February 6, 2020, the district court denied XY's motion without prejudice, holding that XY failed to satisfy its obligation under the court's local rules to meaningfully confer with Trans Ova before filing its motion. The district court held that, should XY choose to re-file its motion, it must include a substantial certificate of conferral demonstrating that it seriously and in good faith tried to resolve its disputes with Trans Ova.
Since 2016, seven of XY's patents subject to the ongoing royalty have expired or been invalidated. The remaining three patents, which all expire in the first half of 2022, are limited to the use of reverse-sorted semen. In December 2019, shortly after XY's last patent not limited to reverse-sorting expired, Trans Ova moved for partial relief from judgment. Trans Ova sought an appropriate reduction in its royalty obligation in light of the fact that many of its products and services do not employ reverse sorting, whereas all of XY's remaining non-expired patents are limited to reverse sorting. On May 5, 2020, the court granted Trans Ova's motion in its entirety and issued a second amended final judgment, which substantially reduced Trans Ova's royalty obligation. The court held that, as of December 4, 2019, Trans Ova's royalty obligation on standard sorted semen products terminated. For the reverse-sort enhancement, the court held that, from December 4, 2019 through January 14, 2022, Trans Ova owes a weighted, blended royalty of 3.93% on the entire IVF service cycle. From January 15, 2022 through May 21, 2022, Trans Ova will owe XY a royalty rate of 5% on just the reverse-sort and IVF procedure components of the IVF service cycle, with no royalty being owed on the ovum pick-up and IVF drug components of the cycle. The order is subject to appeal by XY. On May 22, 2022, Trans Ova will cease owing XY any royalty for the litigated patents.
In June 2020, XY filed a notice of appeal with the Federal Circuit, seeking reversal of the district court's May 5 order and second amended final judgment that reduced Trans Ova's royalty obligation. XY's appeal is expected to be argued and decided sometime in 2021.
In December 2016, XY filed a complaint for patent infringement, trade secret misappropriation, and various state law claims against Trans Ova in the United States District Court for the Western District of Texas in Waco, Texas. Since the claims in the 2016 complaint directly relate to the parties' other litigation, Trans Ova succeeded in transferring the case to the same Colorado district court that presided over the 2012 litigation. That court subsequently dismissed nine of the complaint's twelve counts, including all five non-patent counts and four patent counts. The court subsequently dismissed a fifth patent count after ruling that the patent was invalid, leaving only two patent counts left in the case. In February 2019, a Wisconsin district court invalidated one of the two remaining patents, which XY had asserted against another competitor. After initially appealing the Wisconsin court's invalidation of its patent, XY subsequently withdrew the appeal. In March 2019, the Colorado district court stayed the two remaining patent counts (including the one later invalidated by the Wisconsin court) and entered final judgment against XY's ten other dismissed counts. The 2016 litigation is administratively closed, pending disposition of XY's appeal to the Federal Circuit, in which XY has appealed the district court's dismissal of four of its patent causes of action. XY did not appeal the dismissal of any of the non-patent causes of action. The Federal Circuit opinion was issued on July 31, 2020. The appellate court reversed the Colorado district court's dismissal of the appealed patents and remanded the disposition of those patents back to the district court for further proceedings consistent with its opinion.
Trans Ova shall continue to utilize the technology consistent with the determinations of the court proceedings. Nonetheless, these disputes remain subject to a number of uncertainties, including the outcome of appellate proceedings, the possibility of
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further claims by XY, and the impact of these matters on Trans Ova's ability to utilize the technology. Trans Ova and the Company could elect to enter into a settlement agreement in order to avoid the further costs and uncertainties of litigation.
In October 2018, the Company received a subpoena from the Division of Enforcement of the Securities and Exchange Commission ("SEC") informing the Company of a non-public, fact-finding investigation concerning the Company's disclosures regarding its methane bioconversion platform. The Company has produced documents to, and met with, the staff of the SEC and is voluntarily cooperating with the SEC investigation. In November 2019, the staff of the SEC informed the Company that its investigative work was largely completed. The Company and the staff of the SEC continue to engage in discussions about potential resolutions, but there can be no assurance regarding the ultimate outcome of the investigation.
On July 10, 2020, the Company received a notice of arbitration from Harvest pursuant to the Collaboration Investment Opportunity Agreement dated March 13, 2015. The Company intends to defend itself vigorously, but there can be no assurance as to the ultimate outcome of this arbitration.
The Company has previously entered into strategic collaborations, including ECCs and JVs, to fund and develop products enabled by its technologies. These relationships involve complex interests, and the Company's interests may diverge with those of its collaborators, which can occur as a result of operations under those collaborations, business or technological developments, or as the Company transitions away from, or terminates, certain strategic collaborations. The Company has had, and has, disagreements and disputes with certain collaborators and JV partners, including Harvest, the IEP Investors, and the IEPII Investors. While the Company believes it is entitled to payment for work performed per its collaborations and JVs, consistent with its policy for accounting for accounts receivable, the Company has fully reserved the amount of any disputed accounts receivable that remained outstanding as of June 30, 2020. These disagreements and disputes may result in litigation, unfavorable settlements, or concessions by the Company, adverse regulatory action, or management distraction, any of which could harm the Company's business or operations.
The Company may become subject to other claims, assessments, and governmental investigations from time to time in the ordinary course of business. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. The Company accrues liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of June 30, 2020, the Company does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company's business, financial condition, results of operations, or cash flows.
17. Related Party Transactions
Third Security and Affiliates
The Company's Executive Chairman and a member of the board of directors is also the Senior Managing Director and CEO of Third Security and owns 100% of the equity interests of Third Security. Through December 2019, the Company was party to a Services Agreement ("Services Agreement") with Third Security pursuant to which Third Security provided the Company with certain professional, legal, financial, administrative, and other support services necessary to support the Company and its Executive Chairman. Under the Services Agreement, as consideration for providing these services, Third Security was entitled to a fee paid in the form of fully-vested shares of Precigen common stock that approximated $800 per month. In 2019, the number of shares of common stock was calculated based on the volume weighted average of the closing price of the Company's common stock over the 30-day period ending on the 15th day of the calendar month when the applicable services were provided. For the three and six months ended June 30, 2019, the Company issued 483,279 shares and 839,993 shares, respectively, with values of $2,284 and $4,362, respectively, to Third Security as payment for services rendered pursuant to the Services Agreement.
Following the expiration of the Services Agreement, the Company entered into a new agreement with Third Security under which the Company reimburses Third Security for certain tax-related services performed by Third Security as requested by the Company. The Company also reimburses Third Security for certain out-of-pocket expenses incurred on the Company's behalf prior to and after the expiration of the Services Agreement under a separate agreement. The total expenses incurred by the Company under these arrangements were $38 and $1 for the three months ended June 30, 2020 and 2019, respectively, and $76 and $18 for the six months ended June 30, 2020 and 2019, respectively.
See also Note 14 regarding compensation arrangements between the Company and its Executive Chairman.
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The Company also subleases certain administrative offices to Third Security. The significant terms of the lease mirror the terms of the Company's lease with the landlord, and the Company recorded sublease income of $24 and $22 for the three months ended June 30, 2020 and 2019, respectively, and $46 and $44 for the six months ended June 30, 2020 and 2019, respectively.
See Notes 1, 3, and 13 regarding additional transactions with affiliates of Third Security.
Transactions with ECC Parties
Collaborators in which the Company holds more than a de minimis equity interest, including interests received as upfront or milestone payments through collaborations, are considered related parties. The Company held Series A Convertible Preferred Stock (the "Convertible Preferred Shares"), a convertible note, common shares of Fibrocell, and warrants to purchase shares of Fibrocell common stock previously acquired through collaborations and other transactions. In December 2019, Fibrocell was acquired by Castle Creek Pharmaceutical Holdings, Inc. ("Castle Creek"), a privately held company focused on developing medicine for rare genetic disorders. As a result, the Company received $1,280 in December 2019 for its shares of Fibrocell common stock and received a total of $3,311 in January 2020 for the Convertible Preferred Shares and the convertible note, including accrued interest thereon. The $3,311 is included in other receivables on the accompanying condensed consolidated balance sheet as of December 31, 2019. Subsequent to the acquisition by Castle Creek, Fibrocell is no longer a related party.
18. Net Loss per Share
The following table presents the computation of basic and diluted net loss per share:
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Historical net loss per share:
Numerator:
Net loss from continuing operations attributable to Precigen$(43,354) $(32,140) $(73,296) $(83,613) 
Net loss from discontinued operations attributable to Precigen  (6,626) (26,056) (15,862) 
Net loss attributable to Precigen$(43,354) $(38,766) $(99,352) $(99,475) 
Denominator:
Weighted average shares outstanding, basic and diluted164,065,087  153,749,929  162,201,915  153,351,208  
Net loss per share:
Net loss from continuing operations attributable to Precigen per share, basic and diluted
$(0.26) $(0.21) $(0.45) $(0.55) 
Net loss from discontinued operations attributable to Precigen per share, basic and diluted
  (0.04) (0.16) (0.10) 
Net loss attributable to Precigen per share, basic and diluted
$(0.26) $(0.25) $(0.61) $(0.65) 
The following potentially dilutive securities as of June 30, 2020 and 2019, have been excluded from the above computations of diluted weighted average shares outstanding for the three and six months then ended as they would have been anti-dilutive:
June 30,
20202019
Convertible debt24,750,914  19,667,765  
Options11,383,039  11,730,954  
Restricted stock units1,897,181  2,271,277  
Warrants133,264  133,264  
Total38,164,398  33,803,260  
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19. Segments
In April 2019, the Company initiated efforts to better deploy resources, realize inherent synergies, and position the Company for growth with a core focus on healthcare and initiated plans to achieve this through various corporate activities ultimately resulting in the closing of the Transactions in January 2020 (Note 3). Beginning in the second quarter of 2019, the Company's CODM assessed the operating performance of and allocated resources for several operating segments using Segment Adjusted EBITDA. Management believes this financial metric is a key indicator of operating results since it excludes noncash revenues and expenses that are not reflective of the underlying business performance of an individual enterprise. The Company defines Segment Adjusted EBITDA as net loss before (i) interest expense, (ii) income tax expense or benefit, (iii) depreciation and amortization, (iv) stock-based compensation expense, (v) adjustments for bonuses paid in equity awards, (vi) loss on impairment of goodwill and other long-lived assets, (vii) equity in net loss of affiliates, and (viii) recognition of previously deferred revenue associated with upfront and milestone payments as well as cash outflows from capital expenditures and investments in affiliates. For the six months ended June 30, 2020, the Company modified the current period definition of Segment Adjusted EBITDA to exclude adjustments recorded to reverse the difference of bonuses accrued as of December 31, 2019 compared to the value of equity awards granted, as the Company determined in March 2020 that those accrued bonuses would be paid through the grant of equity awards instead of cash. Segment Adjusted EBITDA for the three and six months ended June 30, 2019 was not impacted by this change.
Because the Company uses Segment Adjusted EBITDA as its primary measure of segment performance, it has included this measure in its discussion of segment operating results. The Company has also disclosed revenues from external customers and intersegment revenues for each reportable segment. Corporate expenses are not allocated to the segments and are managed at a consolidated level. The CODM does not use total assets by segment to evaluate segment performance or allocate resources, and accordingly, these amounts are not required to be disclosed. The Company's CODM now regularly reviews disaggregated financial information for each of the Company's operating segments. The Company's segment presentation excludes consideration of all of the businesses included in the Transactions (Note 3).
For the three and six months ended June 30, 2020, the Company's reportable segments were (i) PGEN Therapeutics, (ii) ActoBio, (iii) MBP Titan, (iv) Trans Ova, and (v) the Human Biotherapeutics division. These identified reportable segments met the quantitative thresholds to be reported separately for the six months ended June 30, 2020. See Note 1 for a description of PGEN Therapeutics, ActoBio, MBP Titan, and Trans Ova. The Company's Human Biotherapeutics division is an operating division within Precigen which includes the Company's majority-owned subsidiary, Triple-Gene LLC, and its collaborations with Fibrocell (Note 5). The All Other category as reported below reflects Precigen's other operating segments that do not meet the quantitative thresholds to be reported separately. The Company has also recast 2019 segment information on the same basis as the current presentation.
Information by reportable segment was as follows:
Three Months Ended June 30, 2020
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$218  $32  $  $23,845  $4,210  $2,105  $30,410  
Intersegment revenues1,612  (3)   90      1,699  
Total segment revenues$1,830  $29  $  $23,935  $4,210  $2,105  $32,109  
Segment Adjusted EBITDA$(5,698) $(1,135) $(5,199) $6,528  $(495) $637  $(5,362) 
Three Months Ended June 30, 2019
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$549  $181  $1,215  $24,392  $2,462  $3,998  $32,797  
Intersegment revenues2,412  52  2  674    60  3,200  
Total segment revenues$2,961  $233  $1,217  $25,066  $2,462  $4,058  $35,997  
Segment Adjusted EBITDA$(7,467) $(4,124) $(9,188) $4,932  $(354) $(2,479) $(18,680) 
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Six Months Ended June 30, 2020
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$378  $230  $  $40,630  $14,573  $4,397  $60,208  
Intersegment revenues3,715  (3) 7  199    281  4,199  
Total segment revenues$4,093  $227  $7  $40,829  $14,573  $4,678  $64,407  
Segment Adjusted EBITDA$(12,617) $(3,125) $(13,963) $5,329  $(1,833) $1,129  $(25,080) 
Six Months Ended June 30, 2019
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$1,730  $582  $2,696  $39,326  $2,845  $8,095  $55,274  
Intersegment revenues4,777  495  2  947    73  6,294  
Total segment revenues$6,507  $1,077  $2,698  $40,273  $2,845  $8,168  $61,568  
Segment Adjusted EBITDA$(14,836) $(6,562) $(17,214) $2,706  $(577) $(3,717) $(40,200) 
The table below reconciles total segment revenues from reportable segments to total consolidated revenues:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Total segment revenues from reportable segments$30,004  $31,939  $59,729  $53,400  
Other revenues, including from other operating segments2,526  4,097  5,740  8,315  
Elimination of intersegment revenues(2,106) (3,200) (5,207) (6,294) 
Total consolidated revenues$30,424  $32,836  $60,262  $55,421  
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The table below reconciles Segment Adjusted EBITDA for reportable segments to consolidated net loss from continuing operations before income taxes:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Segment Adjusted EBITDA for reportable segments$(5,999) $(16,201) $(26,209) $(36,483) 
All Other Segment Adjusted EBITDA637  (2,479) 1,129  (3,717) 
Remove cash paid for capital expenditures and investments in affiliates1,879  4,155  4,620  7,667  
Add recognition of previously deferred revenue associated with upfront and milestone payments5,573  6,247  18,046  10,859  
Other expenses:
Interest expense(4,592) (4,353) (9,184) (8,658) 
Depreciation and amortization(4,783) (4,863) (9,593) (10,207) 
Impairment losses(22,041)   (22,041)   
Stock-based compensation expense(4,897) 484  (10,615) (7,764) 
Adjustment related to bonuses paid in equity awards    2,833    
Equity in net loss of affiliates(251) (716) (602) (1,464) 
Other3    12    
Unallocated corporate costs(7,344) (11,426) (17,526) (29,448) 
Eliminations(1,659) (3,162) (4,246) (6,012) 
Consolidated net loss from continuing operations before income taxes$(43,474) $(32,314) $(73,376) $(85,227) 
As of June 30, 2020 and December 31, 2019, the Company had $5,997 and $6,724, respectively, of long-lived assets in foreign countries from continuing operations. The Company recognized revenues from continuing operations derived in foreign countries totaling $122 and $233 for the three months ended June 30, 2020 and 2019, respectively, and $363 and $765 for the six months ended June 30, 2020 and 2019, respectively.
20. Subsequent Events
In July 2020, the Company and Oragenics, a related party, mutually agreed to terminate the ECC for the treatment of oral mucositis effective immediately. Accordingly, the Company will recognize the remaining balance of deferred revenue associated with the ECC totaling $2,823 as collaboration and licensing revenue during the third quarter of 2020.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following "Management's Discussion and Analysis of Financial Condition and Results of Operations" should be read in conjunction with the unaudited financial information and the notes thereto included in this Quarterly Report on Form 10-Q, or Quarterly Report, and our Annual Report on Form 10-K for the year ended December 31, 2019, or Annual Report.
The following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements and you are cautioned not to place undue reliance on forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Quarterly Report, particularly in "Special Note Regarding Forward-Looking Statements" and "Risk Factors." The forward-looking statements included in this Quarterly Report are made only as of the date hereof.
Overview
We are a dedicated discovery and clinical-stage biopharmaceutical company advancing the next generation of gene and cell therapies with the overall goal of improving outcomes for patients with significant unmet medical needs. We are leveraging our proprietary technology platforms to develop product candidates designed to target urgent and intractable diseases in our core therapeutic areas of immuno-oncology, autoimmune disorders, and infectious diseases. We have developed an extensive pipeline of therapies across multiple indications within these core focus areas.
We believe that our array of technology platforms uniquely position us among other biotechnology companies to advance precision medicine. Precision medicine is the practice of therapeutic product development that takes into account specific genetic variations within populations impacted by a disease to design targeted therapies to improve outcomes for a disease or patient population. Our proprietary and complementary technology platforms provide a strong foundation to realize the core promise of precision medicine by supporting our efforts to construct powerful gene programs to drive efficacy, deliver these programs through viral, non-viral, and microbe-based approaches to drive lower costs, and control gene expression to drive safety. Our therapeutic platforms, including UltraCAR-T, ActoBiotics, and AdenoVerse Immunotherapy, allow us to precisely control the level and physiological location of gene expression and modify biological molecules to control the function and output of living cells to treat underlying disease conditions.
We are actively advancing our lead programs, including: PRGN-3005 and PRGN-3006, which are built on our UltraCAR-T platform; AG019, which is built on our ActoBiotics platform; and INXN-4001, a non-viral triple-effector plasmid DNA, which is built on our UltraVector platform. In addition, the U.S. Food and Drug Administration, or FDA, has cleared the Investigational New Drug, or IND, application to initiate a Phase 1/2 trial to study PRGN-2009 in participants with human papillomavirus-associated, or HPV-associated, cancers. We also have a robust pipeline of preclinical programs that we are pursuing in order to drive long-term value creation. We exercise discipline in our portfolio management by systematically evaluating data from our preclinical programs in order to make rapid "go" and "no go" decisions. Through this process, we can more effectively allocate resources to programs that we believe show the most promise and advance such programs to clinical trials.
Our Healthcare Subsidiaries
Our healthcare business is operated by our wholly owned subsidiaries PGEN Therapeutics, Inc., or PGEN Therapeutics, Precigen ActoBio, Inc., or ActoBio, and Exemplar Genetics LLC, doing business as Precigen Exemplar, or Exemplar, and also includes our majority ownership interest in Triple-Gene LLC, doing business as Precigen Triple-Gene, or Triple-Gene, as well as equity and royalty interests in therapeutics and therapeutic platforms from companies not controlled by us.
PGEN Therapeutics, Inc.
PGEN Therapeutics (formerly Precigen, Inc.) is a dedicated discovery and clinical stage biopharmaceutical company advancing the next generation of gene and cell therapies using precision technology to target urgent and intractable diseases in immuno-oncology, autoimmune disorders and infectious diseases. PGEN Therapeutics operates as an innovation engine, progressing a preclinical and clinical pipeline of well-differentiated therapies toward clinical proof-of-concept and commercialization.
PGEN Therapeutics is developing therapies primarily built on our UltraCAR-T therapeutics platform and our "off-the-shelf" AdenoVerse Immunotherapy platform. Through our UltraCAR-T therapeutics platform, we are able to precision-engineer UltraCAR-T cells to produce a homogeneous cell product that simultaneously co-expresses antigen-specific chimeric antigen receptor, or CAR, cells, kill switch, and our proprietary membrane-bound interleukin-15, or mbIL15, genes in any genetically modified UltraCAR-T cell. Our decentralized and rapid proprietary manufacturing process allows us to manufacture these
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UltraCAR-T cells overnight at a medical center's current good manufacturing practices facility and reinfuse the patient the following day after gene transfer. This process improves upon current approaches to CAR-T manufacturing, which require extensive ex vivo expansion following viral vector transduction to achieve clinically relevant cell numbers that we believe can result in the exhaustion of CAR-T cells prior to their administration, limiting their potential for persistence in patients. Our AdenoVerse Immunotherapy platform utilizes a library of proprietary adenovectors for the efficient gene delivery of therapeutic effectors, immunomodulators, and vaccine antigens. We believe that our proprietary gorilla adenovectors, part of the AdenoVerse technology, have superior performance characteristics as compared to current competition, including standard human adenovirus serotype 5, rare human adenovirus types and other non-human primate adenovirus types.
Our most advanced programs within PGEN Therapeutics include two therapies: PRGN-3005, a first-in-class autologous CAR-T therapy that utilizes our UltraCAR-T platform to simultaneously co-express a CAR targeting the Mucin 16 antigen, mbIL15, and kill switch genes, which is in a Phase 1 clinical trial for the treatment of advanced ovarian cancer; and PRGN-3006, a first-in-class autologous CAR-T therapy that utilizes our UltraCAR-T platform to co-express a CAR to target CD33 (also known as Siglec-3), mbIL15 and a kill switch for better precision and control, which is in a Phase 1/1b clinical trial for the treatment of relapsed or refractory acute myeloid leukemia, or AML, and higher-risk myelodysplastic syndromes, or MDS. We expect to announce initial data from the Arm A: Intraperitoneal (IP) infusion portion of the PRGN-3005 trial in the second half of 2020. We continue to enroll patients in the Phase 1 trial of PRGN-3006 and expect to announce initial trial data from this study in the second half of 2020.
We also recently received IND clearance to initiate a Phase 1/2 clinical trial of PRGN-2009 for patients with HPV-associated cancers. PRGN-2009 is a first-in-class, "off-the-shelf" investigational immunotherapy utilizing the AdenoVerse platform. PRGN-2009 is designed to activate the immune system to recognize and target human papillomavirus-positive, or HPV+, solid tumors using a gorilla adenovector with a large payload capacity and the ability for repeat injections. The Phase 1 portion of the study will follow a 3+3 dose escalation design to evaluate the safety of PRGN-2009 administered as a monotherapy and to determine the recommended Phase 2 dose. This will then be followed by an evaluation of the safety of the combination of PRGN-2009 at the recommended dose and bintrafusp alfa (M7824), a proprietary investigational bifunctional fusion protein, in patients with recurrent or metastatic HPV-associated cancers. The Phase 2 portion of the study will evaluate PRGN-2009 as a monotherapy or in combination with the bifunctional fusion protein in patients with newly-diagnosed stage II/III HPV16-positive oropharyngeal cancer. We expect to initiate this study in 2020 in collaboration with the National Cancer Institute pursuant to a cooperative research and development arrangement.
In addition to our clinical programs, PGEN Therapeutics has a robust preclinical pipeline that includes UltraCAR-T therapeutics for various cancers, "off-the-shelf" AdenoVerse immunotherapeutics for infectious diseases, an AdenoVerse cytokine therapy for solid tumors, and a multifunctional therapeutic for solid tumors.
Precigen ActoBio, Inc.
ActoBio is pioneering a proprietary class of microbe-based biopharmaceuticals that enable expression and local delivery of disease-modifying therapeutics. We refer to these microbe-based biopharmaceuticals as ActoBiotics. Our ActoBiotics platform is a unique delivery platform precisely tailored for specific disease modification via local delivery directly to the relevant tissue. ActoBiotics combine the advantages of highly selective protein-based therapeutic agents with local delivery by the well-characterized and food-grade bacterium Lactococcus lactis, or L. lactis. ActoBiotics can be delivered orally in a capsule, through an oral rinse, or in a topical solution. We believe ActoBiotics have the potential to provide superior safety and efficacy via the sustained release of appropriate quantities of select therapeutic agents as compared to injectable biologics, while reducing the side effects commonly attributed to systemic delivery and corresponding peaks in concentration.
ActoBio's most advanced internal pipeline candidate is AG019, a first-in-class disease modifying antigen-specific immunotherapy for the prevention, delay, or reversal of type 1 diabetes mellitus, or T1D. AG019 is currently in a Phase 1b/2a clinical trial for the treatment of recent onset T1D. The Phase 1b portion of the study evaluates the safety and tolerability of AG019 monotherapy administered as a single dose and repeated daily doses in adult and adolescent patients. The Phase 2a portion of the study investigates the safety and tolerability of AG019 in combination with teplizumab (PRV-031). ActoBio recently announced top line data from the Phase 1b portion of the ongoing Phase 1b/2a clinical trial. Recruitment in the Phase 2a portion of the trial is ongoing.
Precigen Triple-Gene
Triple-Gene is a clinical stage gene therapy company focused on developing advanced treatments for complex cardiovascular diseases. Triple-Gene's approach is to develop a holistic treatment for heart failure through improvements in angiogenesis, calcium homeostasis-associated cellular energetics, reductions in inflammatory signals, and the activation/recruitment of stem
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cells to support heart remodeling. Triple-Gene's most advanced candidate, INXN-4001, a non-viral triple-effector plasmid based on our UltraVector platform designed for constitutive expression of human S100A1, SDF-1a, and VEGF-165 genes to address multiple pathways of heart failure, is currently in a Phase 1 clinical trial. Triple-Gene recently announced six-month follow-up data from the Phase 1 study of INXN-4001.
Precigen Exemplar
Exemplar is committed to enabling the study of life-threatening human diseases through the development of MiniSwine Yucatan miniature pig research models and services, as well as enabling the production of cells and organs in its genetically engineered swine for regenerative medicine applications. Historically, researchers have lacked animal models that faithfully represent human diseases. As a result, a sizeable barrier has blocked progress in the discovery of human disease mechanisms; novel diagnostics, procedures, devices, prevention strategies and therapeutics; and the ability to predict in humans the efficacy of those next-generation procedures, devices, and therapeutics. Exemplar's MiniSwine models are genetically engineered to exhibit a wide variety of human disease states, which provides a more accurate platform to test the efficacy of new medications and devices.
Partnered Programs
We also are engaged in a number of collaborations, pursuant to which our platforms are being used to advance additional product candidates. Our most advanced currently partnered program is with Fibrocell Science, Inc., or Fibrocell, to advance product candidates FCX-007, which initiated a pivotal Phase 3 clinical trial for the treatment of recessive dystrophic epidermolysis bullosa, or RDEB, in July 2019, and FCX-013, which is currently enrolling the Phase 1 portion of its Phase 1/2 clinical trial for the treatment of localized scleroderma. FCX-007 and FCX-013 each have been granted Orphan Drug designation, Rare Pediatric Disease designation and Fast Track designation by the FDA. The FDA has also granted FCX-007 Regenerative Medicine Advanced Therapy designation. Pursuant to the collaboration, we licensed our technology platforms to Fibrocell for use in certain specified fields and in exchange we received and were entitled to certain access fees, milestone payments, royalties, and sublicensing fees related to the development and commercialization of product candidates. In March 2020, we and Fibrocell terminated the original collaboration agreement by mutual agreement, with the parties agreeing that FCX-007 and FCX-013 would be treated as "Retained Products" under the terms of the original agreement. Fibrocell retains a license to continue to develop and commercialize the Retained Products within the field of use for so long as Fibrocell continues to pursue such development and commercialization, and we are also entitled to certain royalties with respect to the Retained Products. We are also required to perform certain drug product manufacturing activities related to the Retained Products.
Until July 2020, ActoBio was in collaboration with Oragenics, Inc., or Oragenics, for the continued development and commercialization of AG013 for use in the treatment of oral mucositis in humans through the administration of an effector via genetically modified bacteria. In July 2020, we and Oragenics mutually agreed to terminate this collaboration, and we will recognize the remaining balance of deferred revenue as collaboration and licensing revenue during the third quarter of 2020. Following the termination of the collaboration, all rights to develop AG013 reverted to us, and we are presently considering strategic options for the program.
Our Non-Healthcare Businesses
While our primary focus is in healthcare, we also own the following non-healthcare businesses:
Trans Ova Genetics, L.C.
Trans Ova Genetics, L.C., or Trans Ova, is internationally recognized as a provider of industry-leading bovine reproductive technologies. Trans Ova offers bovine embryo transfer technologies, in addition to other advanced reproductive technologies, including in vitro fertilization, or IVF, sexed-semen, genetic preservation, and cloning. Through extensive research programs and applied science, Trans Ova has developed and implemented new technologies that, we believe, have helped to move the science of bovine genetic improvement forward. We and Trans Ova continue to evaluate the optimal means to utilize these technology assets and Trans Ova's broad customer base and deep industry knowledge to maximize the value of the business.
MBP Titan LLC
Through the first quarter of 2020, we operated MBP Titan, LLC, or MBP Titan, as our standalone subsidiary comprising our Methane Bioconversion Platform, or MBP, and our associated technologies, personnel, and facilities.
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We previously announced that the market uncertainty driven by the COVID-19 pandemic and the current state of the energy sector raised significant challenges for the strategic alternatives we have been pursuing for the MBP platform in the near term. As a result, we terminated or furloughed certain non-essential personnel in the first quarter of 2020, and in the second quarter of 2020, we suspended MBP Titan's operations while preserving the MBP intellectual property. We recorded noncash impairment charges of $22.0 million during the second quarter related to the write-down of goodwill, property and equipment, and right-of-use assets to their net realizable values. We continue to assess potential next steps with respect to the future of the MBP programs, intellectual property, and other long-lived assets.
COVID-19 Impact
COVID-19 has had and continues to have an extensive impact on the global health and economic environments.
At Precigen, the health and safety of our employees is of the utmost importance. Our essential employees are practicing appropriate safety measures, including social distancing and use of personal protective equipment. These efforts have permitted us to continue to advance our programs, with the ultimate goal of benefiting patients.
Commencing in the second half of March, our healthcare business began to experience delays to certain of our clinical trials as a result of COVID-19. For example, starting in March, ActoBio temporarily suspended the last cohort of the Phase 1b/2a clinical trial for AG019 as a proactive measure to protect the welfare and safety of patients, caregivers, clinical site staff, our employees, and contractors. The temporary suspension of the AG019 trial was voluntary and was not related to any patient safety issues in the study. The voluntary suspension of the AG019 trial was lifted in June 2020, and the study is recruiting patients again. Additionally, from April to May 2020, enrollment of new patients in our PRGN-3005 Phase 1 trial was temporarily suspended due to a mandated hold on certain early and late-stage clinical trials at the Fred Hutchinson Cancer Research Center in Seattle instituted in light of the COVID-19 pandemic. The temporary suspension of the PRGN-3005 trial was not related to safety issues in the studies, and recruitment resumed in the PRGN-3005 trial in May 2020. At this time, we do not expect that these suspensions will result in a significant overall delay. We expect to announce initial data from the Arm A: Intraperitoneal (IP) infusion portion of the PRGN-3005 trial in the second half of 2020. Furthermore, we continue to enroll patients in the Phase 1 trial of PRGN-3006 for patients with relapsed or refractory AML and MDS and expect to announce initial trial data from this study in the second half of 2020. Notwithstanding the foregoing, as the COVID-19 pandemic continues to evolve, we may experience additional delays to our clinical trials, including related to enrollment, site closures, reduced availability of key personnel, or our ability to receive the necessary approvals from the FDA or other regulatory agencies to advance our programs.
We are also closely monitoring the impact of COVID-19 on other aspects of our business. While Trans Ova and Exemplar have not experienced any significant impacts as a result of COVID-19 at this time, we are unable to reliably quantify or estimate what the future impacts may be. In addition, we have taken certain steps with respect to our operations of MBP Titan as a result of the impacts of the COVID-19 pandemic and other factors. See "Our Non-Healthcare Businesses - MBP Titan LLC" above.
Given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic on our ongoing business, results of operations, and overall financial performance for the balance of 2020 and beyond cannot be reasonably estimated at this time. For more information regarding the risks associated with COVID-19 and its impact on our business, see "Risk Factors" in Part II - Item 1A.
TS Biotechnology Sale
Historically, we focused on programming biological systems for application across a variety of diverse end markets, including health, food, energy, and environment, but we have also consistently evolved the way in which we apply our synthetic biology technologies and the opportunities on which we have focused. In January 2020, we furthered our plans to enhance our focus on the healthcare industry when we sold a number of our bioengineering assets, or the TS Biotechnology Sale, to TS Biotechnology Holdings, LLC, or TS Biotechnology, a limited liability company managed by Third Security, LLC, or Third Security. Randal J. Kirk, who is the former Chief Executive Officer, or CEO, of Precigen and is currently the Executive Chairman and a member of our board of directors, serves as the Senior Managing Director and CEO of Third Security and owns 100 percent of the equity interests of Third Security. The assets divested in the TS Biotechnology Sale included our domain name dna.com and all of our equity interests in (1) Blue Marble AgBio LLC, a Delaware limited liability company, that we formed to hold our agricultural biotechnology assets, (2) ILH Holdings, Inc., a Delaware corporation, which housed our yeast fermentation technology platform for the biologic production of active pharmaceutical ingredients and other fine chemicals, (3) Intrexon Produce Holdings, Inc., a Delaware corporation, which owned Okanagan Specialty Fruits, Inc., the agricultural company developing non-browning apples without the use of any artificial additives, (4) Intrexon UK Holdings Inc., a Delaware corporation, which owned Oxitec, Ltd., the developer of an insect-based biological control system, (5) Oragenics, and
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(6) SH Parent, Inc., a Delaware corporation, which held our ownership interests in Surterra Holdings, Inc., a cannabinoid-based wellness company. In addition, in January 2020, in a separate transaction, we sold our interest in EnviroFlight, LLC to Darling Ingredients, Inc., referred to collectively with the TS Biotechnology Sale as the Transactions.
Beginning in the fourth quarter of 2019, we determined that assets, liabilities, and operations sold in the Transactions collectively met the criteria for discontinued operations. As such, the assets, liabilities, and operations related to the Transactions are reclassified and presented as discontinued operations for all periods presented. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 3" appearing elsewhere in this Quarterly Report for a discussion of the Transactions and the discontinued operations.
As we continue our efforts to focus our business and generate additional capital, we may be willing to enter into transactions involving one or more of our operating segments and reporting units for which we have goodwill and intangible assets. These efforts could result in our identifying impairment indicators or recording impairment charges in future periods. In addition, market changes and changes in judgments, assumptions and estimates that we have made in assessing the fair value of goodwill could cause us to consider some portion or all of certain assets to become impaired.
Segments
As of June 30, 2020, our reportable segments were (i) PGEN Therapeutics, (ii) ActoBio, (iii) MBP Titan, (iv) Trans Ova, and (v) the Human Biotherapeutics division, an operating division of Precigen. These identified reportable segments met the quantitative thresholds to be reported separately for the six months ended June 30, 2020.
Corporate expenses, which are not allocated to the segments and are managed at a consolidated level, include costs associated with general and administrative functions, including our finance, accounting, legal, human resources, information technology, corporate communication, and investor relations functions. Corporate expenses exclude interest expense, depreciation and amortization, stock-based compensation expense, and equity in net loss of affiliates and, for 2019, include unrealized and realized gains and losses on our securities portfolio as well as dividend income. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 19" appearing elsewhere in this Quarterly Report for a discussion of our reportable segments and Segment Adjusted EBITDA.
Financial overview
We have incurred significant losses since our inception. We anticipate that we may continue to incur significant losses for the foreseeable future, and we may never achieve or maintain profitability. Outside of collaboration and license fee payments, which vary over time, we have not generated significant revenues from our collaborations, including revenues or royalties from product sales by us or our collaborators. We have generated sales of products and services through Trans Ova and Exemplar, two of our operating subsidiaries. Certain of our consolidated subsidiaries require regulatory approval and/or commercial scale-up before they may commence significant product sales and operating profits. We are closely monitoring the impacts of the COVID-19 pandemic on our business, operations, and financial results, any of which could be significantly impacted by the COVID-19 pandemic. See "COVID-19 Impact" for additional discussion above.
Sources of revenue
Historically, we have derived our collaboration and licensing revenues through agreements with counterparties for the development and commercialization of products enabled by our technologies. Generally, the terms of these collaborations provide that we receive some or all of the following: (i) technology access fees upon signing; (ii) reimbursements of costs incurred by us for our research and development and/or manufacturing efforts related to specific applications provided for in the collaboration; (iii) milestone payments upon the achievement of specified development, regulatory and commercial activities; and (iv) royalties on sales of products arising from the collaboration.
Our technology access fees and milestone payments may be in the form of cash or securities of the collaborator. Our collaborations contain multiple arrangements, and we typically defer revenues from the technology access fees and milestone payments received and recognize such revenues in the future over the anticipated performance period. We are also entitled to sublicensing revenues in those situations where our collaborators choose to license our technologies to other parties.
As we continue to shift our focus on our healthcare business, we may mutually terminate collaboration agreements or we may repurchase rights to the exclusive fields from collaborators, relieving us of any further performance obligations under the agreement. Upon such circumstances or when we determine no further performance obligations are required of us under an agreement, we may recognize any remaining deferred revenue as either collaboration revenue or as a reduction of in-process
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research and development expense, depending on the circumstances. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Notes 5 and 20" appearing elsewhere in the Quarterly Report for a discussion of changes to our significant collaborations.
We generate product and service revenues primarily through sales of products or services that are created from technologies developed or owned by us. Our primary current offerings arise from Trans Ova and include sales of advanced reproductive technologies, including our bovine embryo transfer and IVF processes and from genetic preservation and sexed semen processes, and applications of such processes to other livestock, as well as sales of livestock and embryos produced using these processes and used in production. We recognize revenue when control of the promised product is transferred to the customer or when the promised service is completed.
In future periods, in connection with our focus on healthcare, our revenues will primarily depend on our ability to advance and create our own programs and the extent to which we bring products enabled by our technologies to market. Other than for collaboration revenues recognized upon cancellation or modification of a collaboration, we expect our collaboration revenues will continue to decrease in the near term as the number of collaborations to which we are party declines and as we fulfill our obligations under any remaining exclusive channel collaborations, or ECCs. Our revenues will also depend upon our ability to maintain or improve the volume and pricing of Trans Ova's current product and service offerings and to develop and scale up production of new offerings from the various technologies of our subsidiaries. As we focus on our healthcare business, we anticipate that our expenses will increase substantially if, and as, we continue to advance the preclinical and clinical development of our existing product candidates and our research programs. We expect a significant period of time could pass before commercialization of our various product candidates or before the achievement of contractual milestones and the realization of royalties on product candidates commercialized under our collaborations and revenues sufficient to achieve profitability. Accordingly, there can be no assurance as to the timing, magnitude, and predictability of revenues to which we might be entitled.
Cost of products and services
Cost of products and services includes primarily labor and related costs, drugs and supplies used primarily in Trans Ova's embryo transfer and IVF processes, livestock and feed used in production, and facility charges, including rent and depreciation. Fluctuations in the price of livestock and feed have not had a significant impact on our operating margins and no derivative financial instruments are used to mitigate the price risk.
Research and development expenses
We recognize research and development expenses as they are incurred. Our research and development expenses consist primarily of:
salaries and benefits, including stock-based compensation expense, for personnel in research and development functions;
fees paid to consultants and contract research organizations who perform research on our behalf and under our direction;
costs related to laboratory supplies used in our research and development efforts and acquiring, developing, and manufacturing preclinical study and clinical trial materials;
costs related to certain in-licensed technology rights or reacquired in-process research and development;
amortization of patents and related technologies acquired in mergers and acquisitions; and
facility-related expenses, which include direct depreciation costs and unallocated expenses for rent and maintenance of facilities and other operating costs.
We currently have no individually significant research and development projects, and our research and development expenses primarily relate to either the costs incurred to expand or otherwise improve our technologies or the costs incurred to develop our own products and services. The amount of our research and development expenses may be impacted by, among other things, the number and nature of our own proprietary programs, and the number and size of programs we may support on behalf of an ECC.
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We expect that our research and development expenses will increase as we continue to develop our own proprietary programs, including the progression of these programs into preclinical or clinical stages. We believe these increases will likely include increased costs related to the hiring of additional personnel in research and development functions, increased costs paid to consultants and contract research organizations, and increased costs related to laboratory supplies. However, we expect research and development expenses for MBP Titan to decrease as we suspended its operations in the second quarter of 2020. See "Our Non-Healthcare Businesses - MBP Titan LLC" above.
Research and development expenses may also increase as a result of ongoing research and development operations that we might assume through mergers and acquisitions or in-licensing of technologies.
Selling, general and administrative expenses
Selling, general and administrative, or SG&A, expenses consist primarily of salaries and related costs, including stock-based compensation expense, for employees in executive, operational, finance, information technology, legal, and corporate communications functions. Other significant SG&A expenses include rent and utilities, insurance, accounting, and legal services, and expenses associated with obtaining and maintaining our intellectual property.
SG&A expenses may fluctuate in the future depending on the number and nature of transactions we may undertake with certain of our operations and subsidiaries. These fluctuations could be related to personnel, legal fees, outside consultants, and other professional services.
Other income (expense), net
We historically held equity securities and preferred stock of private and publicly traded companies, including investments received and/or purchased from certain collaborators. These equity securities and preferred stock were recorded at fair value at each reporting date. Unrealized appreciation (depreciation) resulting from fair value adjustments were reported as other income (expense) in the condensed consolidated statements of operations. In January 2020, as part of the TS Biotechnology Sale, we sold our remaining equity securities and investment in preferred stock, and therefore, no future gains (losses) will be incurred.
Interest expense is expected to increase in future periods due to the noncash amortization of the long-term debt discount and debt issuance costs related to the 3.50% convertible senior notes due 2023 issued in July 2018.
Interest income consists of interest earned on our cash and cash equivalents and short-term investments and may fluctuate based on amounts invested and current interest rates.
Equity in net income (loss) of affiliates
Equity in net income or loss of affiliates is our pro-rata share of our equity method investments' operating results, adjusted for accretion of basis difference. We account for investments in our joint ventures, or JVs, and start-up entities backed by Harvest Intrexon Enterprise Fund I, LP, or Harvest, using the equity method of accounting since we have the ability to exercise significant influence, but not control, over the operating activities of these entities.
Segment performance
We use Segment Adjusted EBITDA as our primary measure of segment performance. We define Segment Adjusted EBITDA as net loss before (i) interest expense, (ii) income tax expense or benefit, (iii) depreciation and amortization, (iv) stock-based compensation expense, (v) adjustments for bonuses paid in equity awards, (vi) loss on impairment of goodwill and other long-lived assets, (vii) equity in net loss of affiliates, and (viii) recognition of previously deferred revenue associated with upfront and milestone payments as well as cash outflows from capital expenditures and investments in affiliates. Corporate expenses are not allocated to the segments and are managed at a consolidated level.
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Results of operations
Comparison of the three months ended June 30, 2020 and the three months ended June 30, 2019
The following table summarizes our results of operations for the three months ended June 30, 2020 and 2019, together with the changes in those items in dollars and as a percentage:
 Three Months Ended 
 June 30,
Dollar
Change
Percent
Change
 20202019
 (In thousands) 
Revenues
Collaboration and licensing revenues (1)$4,315  $6,450  $(2,135) (33.1)%
Product revenues8,540  7,800  740  9.5 %
Service revenues17,381  18,400  (1,019) (5.5)%
Other revenues188  186   1.1 %
Total revenues30,424  32,836  (2,412) (7.3)%
Operating expenses
Cost of products8,141  8,502  (361) (4.2)%
Cost of services6,770  8,218  (1,448) (17.6)%
Research and development14,208  28,239  (14,031) (49.7)%
Selling, general and administrative18,739  19,250  (511) (2.7)%
Impairment of goodwill9,635  —  9,635  N/A
Impairment of assets12,406  —  12,406  N/A
Total operating expenses69,899  64,209  5,690  8.9 %
Operating loss(39,475) (31,373) (8,102) 25.8 %
Total other expense, net(3,748) (225) (3,523) >200%
Equity in loss of affiliates(251) (716) 465  (64.9)%
Loss from continuing operations before income taxes(43,474) (32,314) (11,160) 34.5 %
Income tax benefit120   111  >200%
Loss from continuing operations(43,354) (32,305) (11,049) 34.2 %
Loss from discontinued operations, net of income taxes (2)—  (6,626) 6,626  (100.0)%
Net loss(43,354) (38,931) (4,423) 11.4 %
Net loss attributable to noncontrolling interests—  165  (165) (100.0)%
Net loss attributable to Precigen$(43,354) $(38,766) $(4,588) 11.8 %
(1)Includes $32 and $5,902 from related parties for the three months ended June 30, 2020 and 2019, respectively.
(2)The results of operations in the table above include the operations related to the Transactions, which are included as loss from discontinued operations, net of income taxes. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 3" appearing elsewhere in this Quarterly Report.
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Collaboration and licensing revenues
The following table shows the collaboration and licensing revenues recognized for the three months ended June 30, 2020 and 2019, together with the changes in those items.
 Three Months Ended 
 June 30,
Dollar
Change
 20202019
 (In thousands)
ZIOPHARM Oncology, Inc.$—  $533  $(533) 
Oragenics, Inc.32  181  (149) 
Intrexon Energy Partners, LLC—  796  (796) 
Intrexon Energy Partners II, LLC—  420  (420) 
Fibrocell Science, Inc.4,210  2,462  1,748  
Harvest start-up entities (1)—  2,039  (2,039) 
Other73  19  54  
Total$4,315  $6,450  $(2,135) 
(1)For the three months ended June 30, 2019, revenues recognized from collaborations with Harvest start-up entities include: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
Collaboration and licensing revenues decreased $2.1 million, or 33%, from the three months ended June 30, 2019 primarily due to collaboration revenues related to programs that have been paused since the second half of 2019 while the other parties evaluate the status of the projects and their desired future development activities.
Product revenues and gross margin
Product revenues were comparable to the three months ended June 30, 2019 as expected. Gross margin on products improved in the current period as a result of operational efficiencies gained through reductions in workforce and improved inventory management and a decrease in the cost of cows used in production.
Service revenues and gross margin
Service revenues decreased $1.0 million, or 6%, from the three months ended June 30, 2019. Despite an increase in the number of services provided, a shift in the mix of services provided towards lower priced offerings with commercial dairy customers resulted in lower revenues. Gross margin increased primarily due to a reduction in third-party royalty rate obligations for certain licensed technologies.
Research and development expenses
Research and development expenses decreased $14.0 million, or 50%, from the three months ended June 30, 2019. Salaries, benefits, and other personnel costs decreased $4.8 million, and contract research organization costs and lab supplies decreased $7.8 million as we suspended MBP Titan's operations and deprioritized certain programs at ActoBio. The decrease in salaries, benefits, and other personnel costs is offset by $0.7 million of one-time severance costs incurred related primarily to MBP Titan employees.
Selling, general and administrative expenses
SG&A expenses decreased $0.5 million, or 3%, from the three months ended June 30, 2019. Professional fees decreased $2.8 million primarily due to the expiration of the services agreement with Third Security on December 31, 2019. Other corporate expenses, such as travel, marketing, and supplies, decreased $1.2 million due to scaling back our corporate functions and the impact of the COVID-19 pandemic on travel. Salaries, benefits, and other personnel costs increased $3.8 million primarily due to increased share-based compensation expense attributable to equity grants made in January 2020 as well as one-time severance costs incurred related to MBP Titan and certain corporate employees. These increased costs were offset by a reduction in salaries and benefits as a result of reduced headcount as we scaled down our corporate functions to support our more streamlined organization.
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Impairment of goodwill and assets
In conjunction with the suspension of MBP Titan's operations in the second quarter of 2020, we recorded $22.0 million of impairment charges related to goodwill and long-lived assets.
Total other expense, net
Total other expense, net, is comprised primarily of interest expense and interest income in 2020 whereas 2019 also included the net effect of $3.1 million of other income related to our deconsolidation of AquaBounty Technologies, Inc., or AquaBounty, in the second quarter.
Segment performance
The following table summarizes Segment Adjusted EBITDA, which is our primary measure of segment performance, for the three months ended June 30, 2020 and 2019, for each of our reportable segments and for All Other segments combined, as well as unallocated corporate costs.
 Three Months Ended 
 June 30,
Dollar
Change
Percent
Change
 20202019
 (In thousands) 
Segment Adjusted EBITDA:
PGEN Therapeutics$(5,698) $(7,467) $1,769  23.7 %
ActoBio(1,135) (4,124) 2,989  72.5 %
MBP Titan(5,199) (9,188) 3,989  43.4 %
Trans Ova6,528  4,932  1,596  32.4 %
Human Biotherapeutics(495) (354) (141) (39.8)%
All Other637  (2,479) 3,116  125.7 %
Unallocated corporate costs7,344  11,426  (4,082) (35.7)%
For a reconciliation of Segment Adjusted EBITDA to net loss before income taxes, see "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 19" appearing elsewhere in this Quarterly Report.
The following table summarizes revenues from external customers for the three months ended June 30, 2020 and 2019, for each of our reportable segments and for All Other segments combined.
 Three Months Ended 
 June 30,
Dollar
Change
Percent
Change
 20202019
 (In thousands) 
PGEN Therapeutics$218  $549  $(331) (60.3)%
ActoBio32  181  (149) (82.3)%
MBP Titan—  1,215  (1,215) (100.0)%
Trans Ova23,845  24,392  (547) (2.2)%
Human Biotherapeutics4,210  2,462  1,748  71.0 %
All Other2,105  3,998  (1,893) (47.3)%
PGEN Therapeutics
Segment Adjusted EBITDA improved due to higher costs for contract research organizations and lab supplies incurred in 2019 for preclinical activities on programs that entered clinical trials in late 2019. Additionally, fewer costs related to the PRGN-3005 Phase 1 trials were incurred in April and May 2020 as enrollment of new patients in this trial was temporarily suspended due to a mandated hold on certain early and late-stage clinical trials at the Fred Hutchinson Cancer Research Center in Seattle instituted in light of the COVID-19 pandemic. Costs related to PGEN Therapeutics' clinical trials are expected to increase in the third quarter of 2020 and beyond as the trials progress.
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ActoBio
Segment Adjusted EBITDA improved as ActoBio incurred fewer costs with contract research organizations due to deprioritizing certain programs in late 2019 and fewer AG019 trial costs in the current period due to the temporary suspension of the last cohort of the Phase 1b/2a clinical trial.
MBP Titan
Revenues for MBP Titan have decreased as our partnered programs have been paused since the fourth quarter of 2019. Segment Adjusted EBITDA improved in 2020 because we reduced our workforce during the first quarter of 2020 and suspended MBP Titan's operations in the second quarter of 2020.
Trans Ova
Revenues for Trans Ova decreased due to a change in the mix of services provided during the period towards lower priced offerings. The improvement in Segment Adjusted EBITDA was primarily due to reduced costs as a result of operational efficiencies gained through reductions in workforce and improved inventory management and a reduction in third-party royalty rate obligations for certain licensed technologies.
Human Biotherapeutics
The increase in Human Biotherapeutics' revenues was due to an increase in the recognition of previously deferred revenue in the current period which arose from the termination and modification of a collaboration with Fibrocell in the first quarter of 2020.
All Other
Segment Adjusted EBITDA improved period over period as a result of the closure of two reporting units in 2019. Revenues in All Other decreased in 2020 as our partnered programs with Harvest start-up entities have been paused since the third quarter of 2019.
Unallocated Corporate Costs
Unallocated corporate costs decreased primarily due to a 25% reduction of corporate employees as we scaled down our corporate functions to support our more streamlined organization, as well as a decrease in professional fees as we eliminated third-party vendors that were not critical to our most valuable enterprises.
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Comparison of the six months ended June 30, 2020 and the six months ended June 30, 2019
The following table summarizes our results of operations for the six months ended June 30, 2020 and 2019, together with the changes in those items in dollars and as a percentage:
 Six Months Ended 
 June 30,
Dollar
Change
Percent
Change
 20202019
 (In thousands) 
Revenues
Collaboration and licensing revenues (1)$15,036  $12,421  $2,615  21.1 %
Product revenues13,501  12,637  864  6.8 %
Service revenues31,327  29,783  1,544  5.2 %
Other revenues398  580  (182) (31.4)%
Total revenues60,262  55,421  4,841  8.7 %
Operating expenses
Cost of products14,230  16,224  (1,994) (12.3)%
Cost of services14,306  15,310  (1,004) (6.6)%
Research and development33,099  55,177  (22,078) (40.0)%
Selling, general and administrative41,757  50,299  (8,542) (17.0)%
Impairment of goodwill9,635  —  9,635  N/A
Impairment of assets12,406  —  12,406  N/A
Total operating expenses125,433  137,010  (11,577) (8.4)%
Operating loss(65,171) (81,589) 16,418  (20.1)%
Total other expense, net(7,603) (2,174) (5,429) >200%
Equity in loss of affiliates(602) (1,464) 862  (58.9)%
Loss from continuing operations before income taxes(73,376) (85,227) 11,851  (13.9)%
Income tax benefit80  22  58  >200%
Loss from continuing operations(73,296) (85,205) 11,909  (14.0)%
Loss from discontinued operations, net of income taxes (2)(26,056) (15,862) (10,194) 64.3 %
Net loss(99,352) (101,067) 1,715  (1.7)%
Net loss attributable to noncontrolling interests—  1,592  (1,592) (100.0)%
Net loss attributable to Precigen$(99,352) $(99,475) $123  (0.1)%
(1)Includes $230 and $10,692 from related parties for the six months ended June 30, 2020 and 2019, respectively.
(2)The results of operations in the table above include the operations related to the Transactions, as well as adjustments to those businesses as a result of the Transactions, all of which are included as loss from discontinued operations, net of income taxes. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 3" appearing elsewhere in this Quarterly Report.
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Collaboration and licensing revenues
The following table shows the collaboration and licensing revenues recognized for the six months ended June 30, 2020 and 2019, together with the changes in those items.
 Six Months Ended 
 June 30,
Dollar
Change
 20202019
 (In thousands)
ZIOPHARM Oncology, Inc.$100  $1,699  $(1,599) 
Oragenics, Inc.230  382  (152) 
Intrexon Energy Partners, LLC—  1,773  (1,773) 
Intrexon Energy Partners II, LLC—  924  (924) 
Fibrocell Science, Inc.14,573  2,845  11,728  
Harvest start-up entities (1)—  4,762  (4,762) 
Other133  36  97  
Total$15,036  $12,421  $2,615  
(1)For the six months ended June 30, 2019, revenues recognized from collaborations with Harvest start-up entities include: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
Collaboration and licensing revenues increased $2.6 million, or 21%, over the six months ended June 30, 2019 primarily due to the accelerated recognition of previously deferred revenue upon the mutual termination of a collaboration with Fibrocell in February 2020. This increase was partially offset by a decrease in collaboration revenues related to programs that have been paused since the second half of 2019 while the other parties evaluate the status of the projects and their desired future development activities.
Product revenues and gross margin
Product revenues were comparable to the six months ended June 30, 2019 as expected. Gross margin on products improved in the current period as a result of operational efficiencies gained through reductions in workforce and improved inventory management and a decrease in the cost of cows used in production.
Service revenues and gross margin
Service revenues increased $1.5 million, or 5%, over the six months ended June 30, 2019. Trans Ova's service revenues and gross margins thereon increased due to an increase in services performed for new and existing customers and the expansion of its commercial dairy business. Gross margin increased primarily due to a reduction in third-party royalty rate obligations for certain licensed technologies.
Research and development expenses
Research and development expenses decreased $22.1 million, or 40%, from the six months ended June 30, 2019. Salaries, benefits, and other personnel costs decreased $6.9 million, and contract research organization costs and lab supplies decreased $12.8 million as we suspended MBP Titan's operations and deprioritized certain programs at ActoBio. The decrease in salaries, benefits, and other personnel costs is offset by $1.8 million of one-time severance costs incurred related primarily to MBP Titan employees.
Selling, general and administrative expenses
SG&A expenses decreased $8.5 million, or 17%, from the six months ended June 30, 2019. Professional fees decreased $6.5 million primarily due to the expiration of the services agreement with Third Security on December 31, 2019. Other corporate expenses, such as travel, marketing, and supplies, decreased $1.4 million due to scaling back our corporate functions and the impact of the COVID-19 pandemic on travel. Salaries, benefits, and other personnel costs decreased as a result of reduced corporate headcount as we scaled down our corporate functions to support our more streamlined organization. These decreased costs were offset by increased share-based compensation expense attributable to equity grants made in January 2020 as well as one-time severance costs incurred related to MBP Titan and certain corporate employees.
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Impairment of goodwill and assets
In conjunction with the suspension of MBP Titan's operations in the second quarter of 2020, we recorded $22.0 million of impairment charges related to goodwill and long-lived assets.
Total other expense, net
Total other expense, net, is comprised primarily of interest expense and interest income in 2020 whereas 2019 also included the net effect of $3.1 million of other income related to our deconsolidation of AquaBounty in the second quarter.
Segment performance
The following table summarizes Segment Adjusted EBITDA, which is our primary measure of segment performance, for the six months ended June 30, 2020 and 2019, for each of our reportable segments and for All Other segments combined, as well as unallocated corporate costs.
 Six Months Ended 
 June 30,
Dollar
Change
Percent
Change
 20202019
 (In thousands) 
Segment Adjusted EBITDA:
PGEN Therapeutics$(12,617) $(14,836) $2,219  15.0 %
ActoBio(3,125) (6,562) 3,437  52.4 %
MBP Titan(13,963) (17,214) 3,251  18.9 %
Trans Ova5,329  2,706  2,623  96.9 %
Human Biotherapeutics(1,833) (577) (1,256) <(200)%
All Other1,129  (3,717) 4,846  130.4 %
Unallocated corporate costs17,526  29,448  (11,922) (40.5)%
For a reconciliation of Segment Adjusted EBITDA to net loss before income taxes, see "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 19" appearing elsewhere in this Quarterly Report.
The following table summarizes revenues from external customers for the six months ended June 30, 2020 and 2019, for each of our reportable segments and for All Other segments combined.
 Six Months Ended 
 June 30,
Dollar
Change
Percent
Change
 20202019
 (In thousands) 
PGEN Therapeutics$378  $1,730  $(1,352) (78.2)%
ActoBio230  582  (352) (60.5)%
MBP Titan—  2,696  (2,696) (100.0)%
Trans Ova40,630  39,326  1,304  3.3 %
Human Biotherapeutics14,573  2,845  11,728  >200%
All Other4,397  8,095  (3,698) (45.7)%
PGEN Therapeutics
Revenues for PGEN Therapeutics declined from 2019 to 2020 because we had no significant collaborations requiring services in 2020. Segment Adjusted EBITDA improved due to higher costs for contract research organizations and lab supplies incurred in 2019 for preclinical activities on programs that entered clinical trials in late 2019. Additionally, fewer costs related to the PRGN-3005 Phase 1 trials were incurred in April and May 2020 as enrollment of new patients in this trial was temporarily suspended due to a mandated hold on certain early and late-stage clinical trials at the Fred Hutchinson Cancer Research Center in Seattle instituted in light of the COVID-19 pandemic. Costs related to PGEN Therapeutics' clinical trials are expected to
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increase in the third quarter of 2020 and beyond as the trials progress. Additionally, capital expenditures decreased in the current period as PGEN Therapeutics completed an expansion of its lab facilities in 2019.
ActoBio
Segment Adjusted EBITDA has improved as ActoBio incurred fewer costs with contract research organizations due to deprioritizing certain programs in late 2019 and fewer AG019 trial costs in the current period due to the temporary suspension of the last cohort of the Phase 1b/2a clinical trial.
MBP Titan
Revenues for MBP Titan have decreased as our partnered programs have been paused since the fourth quarter of 2019. Segment Adjusted EBITDA improved in 2020 because we reduced our workforce during the first quarter of 2020 and suspended MBP Titan's operations in the second quarter of 2020.
Trans Ova
The improvement in both Trans Ova's Segment Adjusted EBITDA and revenues was primarily due to increased service revenues and improved margins thereon as a result of more procedures performed for new and existing customers, including expansion of its commercial dairy business and a reduction in third-party royalty rate obligations for certain licensed technologies. Additionally, Segment Adjusted EBITDA improved due to operational efficiencies gained through reductions in workforce and improved inventory management and a decrease in the cost of cows used in production.
Human Biotherapeutics
The increase in Human Biotherapeutics' revenues was due to the accelerated recognition of previously deferred revenue upon the mutual termination of a collaboration with Fibrocell. Segment Adjusted EBITDA decreased due to one-time severance costs associated with workforce reductions in the first quarter of 2020.
All Other
Segment Adjusted EBITDA improved period over period as a result of the closure of two reporting units in 2019, as well as an improvement in Exemplar's Segment Adjusted EBITDA due to increased revenues and reduced costs. Revenues in All Other decreased in 2020 as our partnered programs with Harvest start-up entities have been paused since the third quarter of 2019.
Unallocated Corporate Costs
Unallocated corporate costs decreased primarily due to a 25% reduction of corporate employees as we scaled down our corporate functions to support our more streamlined organization, as well as a decrease in professional fees as we eliminated third-party vendors that were not critical to our most valuable enterprises.
Liquidity and capital resources
Sources of liquidity
We have incurred losses from operations since our inception, and as of June 30, 2020, we had an accumulated deficit of $1.8 billion. From our inception through June 30, 2020, we have funded our operations principally with proceeds received from private and public equity and debt offerings, cash received from our collaborators, and through product and service sales made directly to customers. As of June 30, 2020, we had cash and cash equivalents of $46.7 million and short-term investments of $86.3 million. Cash in excess of immediate requirements is typically invested primarily in money market funds and U.S. government debt securities in order to maintain liquidity and preserve capital.
We currently generate cash receipts primarily from sales of products and services and from strategic transactions.
As of June 30, 2020, Trans Ova was in compliance with the debt covenants associated with its line of credit as discussed in "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 11" appearing elsewhere in this Quarterly Report.
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Cash flows
The following table sets forth the significant sources and uses of cash for the periods set forth below:
 Six Months Ended 
 June 30,
 20202019
 (In thousands)
Net cash provided by (used in):
Operating activities$(41,548) $(76,637) 
Investing activities(12,586) 18,565  
Financing activities32,891  6,894  
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(59) (418) 
Net decrease in cash, cash equivalents, and restricted cash$(21,302) $(51,596) 
Cash flows from operating activities:
During the six months ended June 30, 2020, our net loss was $99.4 million, which includes the following significant noncash expenses totaling $73.0 million from both continuing and discontinued operations: (i) $27.0 million of accumulated foreign currency translation losses that were realized upon the closing of the Transactions, (ii) $22.0 million of impairment losses related to goodwill and long-lived assets, (iii) $9.6 million of depreciation and amortization expense, (iv) $9.3 million of stock-based compensation expense, and (v) $5.1 million accretion of debt discount and amortization of deferred financing costs. These expenses were partially offset by the recognition of $10.0 million of previously deferred revenue upon the mutual termination of a collaboration agreement with Fibrocell in February 2020.
During the six months ended June 30, 2019, our net loss was $101.1 million, which includes the following significant noncash expenses totaling $35.4 million from both continuing and discontinued operations: (i) $12.7 million of depreciation and amortization expense, (ii) $9.1 million of stock-based compensation expense, (iii) $5.7 million of shares issued as payment for services, (iv) $4.5 million accretion of debt discount and amortization of deferred financing costs, and (v) $3.4 million of equity in net loss of affiliates. These expenses were partially offset by $5.7 million of noncash net unrealized gains on our equity securities and preferred stock. Additionally, we had an $8.4 million net increase in our operating assets and liabilities, including the receipt of $10.0 million cash payment from Surterra Holdings, Inc., as upfront consideration for a collaboration agreement in the second quarter of 2019.
Our cash outflows from operations during the six months ended June 30, 2020 decreased $35.1 million from the six months ended June 30, 2019 primarily due to (i) the reduction in cash required to fund the businesses sold in the TS Biotechnology Sale, (ii) the reduction in cash requirements for MBP Titan as we suspended those operations in the second quarter of 2020, and (iii) reductions in operating expenses for our ActoBio and corporate operations as we streamlined both in order to further prioritize the use of our capital.
Cash flows from investing activities:
During the six months ended June 30, 2020, we purchased $76.3 million of investments, net of maturities, primarily using the $64.2 million of proceeds received from the Transactions, net of cash sold, and the private placement discussed below.
During the six months ended June 30, 2019, we received net proceeds of $52.8 million from the maturities of investments and we used $25.4 million for purchases of property, plant and equipment. Additionally, our cash balance decreased $7.2 million as a result of the deconsolidation of AquaBounty.
Cash flows from financing activities:
During the six months ended June 30, 2020, we received $35.0 million proceeds from the sale of our common stock in a private placement to TS Biotechnology.
During the six months ended June 30, 2019, we received $6.6 million in net proceeds from an underwritten public offering completed by AquaBounty in March 2019.
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Future capital requirements
We believe our existing liquid assets will enable us to fund our operating expenses and capital requirements for at least the next 12 months. Our future capital requirements will depend on many factors, including:
progress in our research and development programs, as well as the magnitude of these programs;
any delays or potential delays to our clinical trials as a result of the COVID-19 pandemic;
the timing of regulatory approval of our product candidates and those of our collaborations;
the timing, receipt and amount of any payments received in connection with strategic transactions;
the timing, receipt, and amount of upfront, milestone, and other payments, if any, from present and future collaborators, if any;
the timing, receipt, and amount of sales and royalties, if any, from our product candidates;
the timing and capital requirements to scale up our various product candidates and service offerings and customer acceptance thereof;
our ability to maintain and establish additional collaborative arrangements and/or new strategic initiatives;
the resources, time, and cost required for the preparation, filing, prosecution, maintenance, and enforcement of our intellectual property portfolio;
strategic mergers and acquisitions, if any, including both the upfront acquisition cost as well as the cost to integrate, maintain, and expand the strategic target;
the costs associated with legal activities, including litigation, arising in the course of our business activities and our ability to prevail in any such legal disputes; and
the effects, duration, and severity of the ongoing COVID-19 pandemic and the actions we have taken or may take in response, any of which could significantly impact our business, operations, and financial results.
Until such time, if ever, as we can regularly generate positive operating cash flows, we plan to finance our cash needs through a combination of equity offerings, debt financings, government or other third-party funding, strategic alliances, sales of assets, and licensing arrangements. As the COVID-19 pandemic continues to negatively impact the economy, our future access to capital on favorable terms may be materially impacted. We may not be able to raise sufficient additional funds on terms that are favorable to us, if at all. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interests of our common shareholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common shareholders. Our current stock price may make it more difficult to pursue equity financings and lead to substantial dilution if the price of our common stock does not increase. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends. If we raise additional funds through strategic transactions, collaborations, or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs, or product candidates, or to grant licenses on terms that may not be favorable to us.
We are subject to a number of risks similar to those of other companies conducting high-risk, early stage research and development of product candidates. Principal among these risks are dependence on key individuals and intellectual property, competition from other products and companies, and the technical risks associated with the successful research, development, and clinical manufacturing of its product candidates. Our success is dependent upon our ability to continue to raise additional capital in order to fund ongoing research and development, obtain regulatory approval of our products, successfully commercialize our products, generate revenue, meet our obligations, and, ultimately, attain profitable operations. Our ability to achieve what is necessary for our success may be negatively impacted by the uncertainty caused by the COVID-19 pandemic.
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Contractual obligations and commitments
The following table summarizes our significant contractual obligations and commitments as of June 30, 2020 and the effects such obligations are expected to have on our liquidity and cash flows in future periods:
TotalLess Than 1 Year1 - 3 Years3 - 5 YearsMore Than 5 Years
 (In thousands)
Operating leases$33,530  $7,139  $13,580  $11,143  $1,668  
Convertible debt (1)256,680  56,680  —  200,000  —  
Cash interest payable on convertible debt24,500  7,000  14,000  3,500  —  
Long-term debt, excluding convertible debt3,973  428  687  744  2,114  
Total$318,683  $71,247  $28,267  $215,387  $3,782  
(1)Of the $256.7 million convertible debt, $200.0 million may be converted into Precigen common stock and $56.7 million may be converted into either Precigen common stock or the common stock of certain of our subsidiaries. See "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 11" appearing elsewhere in this Quarterly Report for further discussion of these instruments.
In addition to the obligations in the table above, as of June 30, 2020 we also have the following significant contractual obligations described below.
In conjunction with the formation of our JVs, we committed to making future capital contributions subject to certain conditions and limitations. As of June 30, 2020, our remaining capital contribution commitments to our JVs were $14.2 million. These future capital contributions are not included in the table above due to the uncertainty of the timing and amounts of such contributions.
We are party to in-licensed research and development agreements with various academic and commercial institutions where we could be required to make future payments for annual maintenance fees as well as for milestones and royalties we might receive upon commercial sales of products that incorporate their technologies. These agreements are generally subject to termination by us and therefore no amounts are included in the tables above. As of June 30, 2020, we also had research and development commitments with third parties totaling $13.5 million that had not yet been incurred.
Net operating losses
As of June 30, 2020, we had net operating loss carryforwards of approximately $675.2 million for U.S. federal income tax purposes available to offset future taxable income, including $422.5 million generated after 2017, U.S. capital loss carryforwards of $199.7 million, and U.S. federal and state research and development tax credits of approximately $10.1 million, prior to consideration of annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986, as amended, or Section 382. Net operating loss carryforwards generated prior to 2018 begin to expire in 2022, and capital loss carryforwards will begin to expire if unutilized in 2024. Our foreign subsidiaries included in continuing operations have foreign loss carryforwards of approximately $74.2 million, most of which do not expire. Excluding certain deferred tax liabilities totaling $2.7 million, our remaining net deferred tax assets, which primarily relate to these loss carryforwards, are offset by a valuation allowance due to our history of net losses.
As a result of our past issuances of stock, as well as due to prior mergers and acquisitions, certain of our net operating losses have been subject to limitations pursuant to Section 382. As of June 30, 2020, Precigen has utilized all net operating losses subject to Section 382 limitations, other than those losses inherited via acquisitions. As of June 30, 2020, approximately $42.1 million of domestic net operating losses were inherited via acquisitions and are limited based on the value of the target at the time of the transaction. Future changes in stock ownership may also trigger an ownership change and, consequently, a Section 382 limitation.
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Off-balance sheet arrangements
We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements as defined under Securities and Exchange Commission, or SEC, rules.
Critical accounting policies and estimates
Our management's discussion and analysis of our financial condition and results of operations is based on our condensed consolidated financial statements, which we have prepared in accordance with generally accepted accounting principles in the United States. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported revenues and expenses during the reporting periods. We evaluate these estimates and judgments on an ongoing basis. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Our actual results may differ from these estimates under different assumptions or conditions.
There have been no material changes to our critical accounting policies from those described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report.
Recent accounting pronouncements
For information with respect to recent accounting pronouncements and the impact of these pronouncements on our condensed consolidated financial statements, see "Notes to the Condensed Consolidated Financial Statements (Unaudited) - Note 2" appearing elsewhere in this Quarterly Report.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The following sections provide quantitative information on our exposure to interest rate risk, stock price risk, and foreign currency exchange risk. We make use of sensitivity analyses that are inherently limited in estimating actual losses in fair value that can occur from changes in market conditions.
Interest rate risk
We had cash, cash equivalents and short-term investments of $133.0 million and $75.1 million as of June 30, 2020 and December 31, 2019, respectively. Our cash and cash equivalents and short-term investments consist of cash, money market funds, U.S. government debt securities, and certificates of deposit. The primary objectives of our investment activities are to preserve principal, maintain liquidity, and maximize income without significantly increasing risk. Our investments consist of U.S. government debt securities and certificates of deposit, which may be subject to market risk due to changes in prevailing interest rates that may cause the fair values of our investments to fluctuate. We believe that a hypothetical 100 basis point increase in interest rates would not materially affect the fair value of our interest-sensitive financial instruments and any such losses would only be realized if we sold the investments prior to maturity.
Foreign currency exchange risk
We have international subsidiaries in Belgium and Germany. These subsidiaries' assets, liabilities, and current revenues and expenses are denominated in their respective foreign currency. We do not hedge our foreign currency exchange rate risk. The effect of a hypothetical 10 percent change in foreign currency exchange rates applicable to our business would not have a material impact on our condensed consolidated financial statements.
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Item 4. Controls and Procedures
Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we carried out an evaluation, under supervision and with the participation of our management, including our Chief Executive Officer ("CEO"), who is our principal executive officer, and our Chief Financial Officer ("CFO"), who is our principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined under Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, as of the end of the period covered by this report, our CEO and CFO concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
There has been no change in our internal control over financial reporting during the three months ended June 30, 2020, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. As a result of the COVID-19 pandemic, certain employees of the Company have been working remotely, but these changes to the working environment did not have a material effect on the Company's internal control over financial reporting.
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Table of Contents
PART II. OTHER INFORMATION 
Item 1. Legal Proceedings
We may become subject to other claims, assessments, and governmental investigations from time to time in the ordinary course of business. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. We accrue liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of June 30, 2020, we do not believe that any such matters, individually or in the aggregate, will have a material adverse effect on our business, financial condition, results of operations, or cash flows.
See "Notes to the Condensed Consolidated Financial Statements - Note 16" appearing elsewhere in this Quarterly Report for further discussion of ongoing legal matters.
Item 1A. Risk Factors
As disclosed in "Item 1A. Risk Factors" in our Annual Report, there are a number of risks and uncertainties that may have a material effect on the operating results of our business and our financial condition. There are no additional material updates or changes to our risk factors since the filing of our Annual Report, except as follows:
The ongoing COVID-19 pandemic could cause a disruption of the development of our product candidates and adversely impact our healthcare business.
In response to the COVID-19 pandemic, ActoBio took the initiative to temporarily suspend the last remaining cohort of the Phase1b/2a trial for AG019, which is the combination of AG019 plus teplizumab in patients 12 to 17 years of age, as a proactive measure to protect the welfare and safety of patients, caregivers, clinical site staff, and our employees and contractors. This voluntary suspension was lifted in June 2020, and the study is recruiting patients again. Further, from April to May 2020, enrollment of new patients in our PRGN-3005 Phase 1 trial was temporarily suspended due to a mandated hold on certain early and late-stage clinical trials at the Fred Hutchinson Cancer Research Center in Seattle instituted in light of the COVID-19 pandemic. As the COVID-19 pandemic continues to evolve, we may experience delays in the development of our product candidates, including as a result of declines in new patient enrollment for new and existing trials, ability to recruit and retain principal investigators and site staff who, as healthcare providers, may have heightened exposure to COVID-19 if an outbreak occurs in their geography, site closures, reduced availability of other key personnel, availability of supplies, or for other reasons that may be difficult to anticipate. For example, we recently received IND clearance to initiate a Phase 1/2 trial to study PRGN-2009 in participants with HPV+ cancers, but our ability to initiate such a trial may be delayed or impeded by any of the foregoing factors as a result of the COVID-19 pandemic. In addition, the FDA or other regulatory authorities may have their resources diverted to responding to, or otherwise may be disrupted by, the COVID-19 pandemic, which could result in delays of reviews, approvals, and communications with regulatory authorities related to our clinical trials and product candidates. As the focus of our business is on healthcare, disruptions to our clinical trials could result in increased costs, delays in advancing product candidates, or ultimately, termination of clinical trials altogether resulting in a material adverse impact to our overall business. Furthermore, a failure to achieve meaningful clinical trial results, or even progress toward those results, could have a material adverse effect on the value of our securities and our ability to secure needed additional capital.
The effects of the COVID-19 pandemic have disrupted, and will likely continue to disrupt, our business operations, which could have a material adverse effect on our results of operations, cash flows, and financial position.
We are closely monitoring the impacts of COVID-19 on all aspects of our business. The operations of our businesses may be adversely impacted by COVID-19, including, for example, if we are unable to secure necessary supplies, including personal protection equipment for our employees. We also rely on third parties for various aspects of our business, including developing some of our product candidates. These third parties may experience similar disruptions or negative impacts to their businesses due to COVID-19, which may result in additional delays or otherwise adversely impact our operations.
While our established bovine genetics company, Trans Ova, experienced a strong half of 2020, the significant disruptions from COVID-19 and its cascading effects could mean that the business may be materially adversely affected in the future, including by a decrease in sales or overall demand for our products, the inability of our customers to pay for our services and products, similar negative effects on our suppliers, and disruptions to the global supply chain generally. There have already been a number of initial reports regarding such disruptions to the beef and dairy industry as a result of the COVID-19 pandemic, which impact both Trans Ova's potential customers and its sources of certain resources, such as embryos. Exemplar, our subsidiary that develops MiniSwine models to enable the study of life-threatening diseases, could face similar types of challenges,
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including its customers delaying or refusing shipments because of delays in their research and development operations similar to, or more severe than, the challenges and risks we face with our operations.
In addition to the potential impacts to our operations, we have initiated several precautions to mitigate the spread of the illness across our businesses, which may impact our ability to carry out our business as usual, including additional sanitation and cleaning procedures in our laboratories and other facilities, instituting remote working when possible, and implementing social distancing and staggered worktime requirements for our employees that must work on-site. The increase in remote working may also result in elevated susceptibility to cyber security risks. We have incurred additional costs as a result of these measures and will likely continue to do so as a result of these and any future measures necessary to ensure the safety of our employees and the continuity of our operations. These measures could also lead to reduced efficiency in our operations.
Several of our subsidiaries are leanly staffed and rely on key personnel to manage operations. The loss of our key scientific staff, personnel, or other key employees, as a result of illness or otherwise, could negatively impact our business and operations, particularly if we are unable to adequately find or train replacements. Certain of our subsidiaries, such as Trans Ova and Exemplar, that operate in industries in which remote working is not possible may be particularly at risk.
Given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic on our ongoing business, results of operations, and overall financial performance for the balance of 2020 and beyond cannot be reasonably estimated at this time, and it could have a material adverse effect on our results of operations, cash flows, and financial position, including resulting in impairments to goodwill, long-lived assets, and additional credit losses.
The future of our MBP platform is uncertain, and the impacts of the COVID-19 pandemic may create additional challenges in the future with respect to MBP's operations and related opportunities.
We previously announced that we are assessing the appropriate next steps with respect to the future of our MBP platform, which could include a financing directly into MBP Titan or other strategic alternatives. At this time, a financing or other strategic alternative does not appear imminent, and the market uncertainty driven by the COVID-19 pandemic and the current state of the energy sector raise additional challenges for the strategic alternatives we have been pursuing for the MBP platform in the near term. In the second quarter of 2020, we suspended MBP Titan operations and are assessing potential next steps with respect to the MBP platform and related long-lived assets. As a result of the current situation and the actions we have taken, we will continue to incur costs associated with the MBP platform, but we have placed on hold the developmental advancement of the underlying technology. It may be more difficult in the future to raise funds for the MBP platform or pursue strategic alternatives, and we may lose value that we have created in the MBP platform. In the second quarter of 2020, we incurred $22.0 million of impairment charges related to goodwill and other long-lived assets associated with MBP Titan.
The COVID-19 pandemic has created significant volatility, uncertainty, and economic disruption that could have an adverse effect on the Company's access to capital on favorable terms.
Our operations have consumed substantial amounts of cash since our inception. We expect to continue to spend substantial amounts to continue the preclinical and clinical development of our current and future programs. We are and will continue to be dependent on public or private financings, new collaborations or licensing arrangements with strategic partners, or additional debt financing sources to fund continuing operations. As the COVID-19 pandemic continues to negatively impact the economy, our future access to capital on favorable terms may be materially impacted. We may not be able to raise sufficient additional funds on terms that are favorable to us, if at all. Given the rapid evolution of the COVID-19 pandemic and the uncertainty surrounding it, its impact to our financial condition, including but not limited to, possible impairment, restructuring, and other changes, cannot be reliably quantified or estimated.
In evaluating our risks, readers also should carefully consider the risk factors discussed in our Annual Report, which could materially affect our business, financial condition or operating results, in addition to the other information set forth in this report and in our other filings with the SEC.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults on Senior Securities
None.
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Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
Item 6. Exhibits
Exhibit
No.
 Description
3.1*
Amended and Restated Bylaws, effective June 3, 2020 (incorporated by reference to Exhibit 3.1 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 4, 2020).
4.1*
Specimen certificate evidencing shares of common stock (incorporated by reference to Exhibit 4.1 of the Company's Registration Statement of Form S-3 (File No. 333-239366), filed on June 22, 2020).
10.1†*
Amendment to the Precigen, Inc. Amended and Restated 2013 Omnibus Incentive Plan, as Amended, effective as of June 19, 2020 (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 19, 2020).
31.1 
31.2 
32.1** 
32.2** 
101** 
Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2020, formatted in Inline XBRL (eXtensible Business Reporting Language)).
 
Attached as Exhibit 101.0 to this Quarterly Report on Form 10-Q are the following documents formatted in XBRL: (i) the Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019, (ii) the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2020 and 2019, (iii) the Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended June 30, 2020 and 2019, (iv) the Condensed Consolidated Statements of Shareholders' and Total Equity for the three and six months ended June 30, 2020 and 2019, (v) the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019, and (vi) the Notes to the Condensed Consolidated Financial Statements.
104** Cover Page Interactive Data File (embedded within the Inline XBRL document).
* Previously filed.
** Furnished herewith.
† Indicates management contract or compensatory plan.

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 Precigen, Inc.
 (Registrant)
Date: August 10, 2020 By: /s/  Rick L. Sterling
  Rick L. Sterling
  Chief Financial Officer
  (Principal Financial and Accounting Officer)

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Document

Exhibit 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Helen Sabzevari, certify that:
 
1.I have reviewed this Quarterly Report on Form 10-Q of Precigen, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: August 10, 2020
 
/s/ HELEN SABZEVARI
Helen Sabzevari
Chief Executive Officer
(Principal Executive Officer)

Document

Exhibit 31.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Rick L. Sterling, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Precigen, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 Date: August 10, 2020
 
/s/ RICK L. STERLING
Rick L. Sterling
Chief Financial Officer
(Principal Financial Officer)

Document

Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
I, Helen Sabzevari, Chief Executive Officer of Precigen, Inc. (the "Company"), do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2020 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: August 10, 2020
 
/s/ HELEN SABZEVARI
Helen Sabzevari
Chief Executive Officer
(Principal Executive Officer)
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
This certification accompanies the Form 10-Q to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.


Document

Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
I, Rick L. Sterling, Chief Financial Officer of Precigen, Inc. (the "Company"), do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2020 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: August 10, 2020
 
/s/ RICK L. STERLING
Rick L. Sterling
Chief Financial Officer
(Principal Financial Officer)
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
This certification accompanies the Form 10-Q to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.


v3.20.2
Cover Page - shares
6 Months Ended
Jun. 30, 2020
Jul. 31, 2020
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2020  
Document Transition Report false  
Entity File Number 001-36042  
Entity Registrant Name PRECIGEN, INC.  
Entity Incorporation, State or Country Code VA  
Entity Tax Identification Number 26-0084895  
Entity Address, Address Line One 20374 Seneca Meadows Parkway  
Entity Address, City or Town Germantown,  
Entity Address, State or Province MD  
Entity Address, Postal Zip Code 20876  
City Area Code 301  
Local Phone Number 556-9900  
Title of 12(b) Security Common Stock, no par value  
Trading Symbol PGEN  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   172,311,228
Amendment Flag false  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q2  
Entity Central Index Key 0001356090  
Current Fiscal Year End Date --12-31  
v3.20.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Current assets    
Cash and cash equivalents $ 46,713 $ 65,793
Short-term investments 86,292 9,260
Receivables    
Trade, less allowance for credit losses of $5,690 and $5,201 as of June 30, 2020 and December 31, 2019, respectively 23,337 20,650
Related parties, less allowance for credit losses of $2,312 as of June 30, 2020 and December 31, 2019 294 600
Other 364 4,978
Inventory 12,729 16,097
Prepaid expenses and other 3,266 6,444
Current assets held for sale 0 110,821
Total current assets 172,995 234,643
Property, plant and equipment, net 46,956 60,969
Intangible assets, net 64,759 68,346
Goodwill 54,122 63,754
Investments in affiliates 859 1,461
Right-of-use assets 20,683 25,228
Other assets 1,341 1,362
Total assets 361,715 455,763
Current liabilities    
Accounts payable 3,650 5,917
Accrued compensation and benefits 7,719 14,091
Other accrued liabilities 9,342 12,049
Deferred revenue, including $0 and $877 from related parties as of June 30, 2020 and December 31, 2019, respectively 6,592 5,697
Lines of credit 0 1,922
Current portion of long-term debt, including $31,680 and $31,211 to related parties as of June 30, 2020 and December 31, 2019, respectively 32,108 31,670
Current portion of lease liabilities 4,514 4,182
Related party payables 175 51
Current liabilities held for sale 0 47,333
Total current liabilities 64,100 122,912
Long-term debt, net of current portion, including $25,000 to related parties as of June 30, 2020 and December 31, 2019 191,205 186,321
Deferred revenue, net of current portion, including $31,020 and $30,182 from related parties as of June 30, 2020 and December 31, 2019, respectively 32,858 48,136
Lease liabilities, net of current portion 21,212 23,849
Deferred tax liabilities 2,698 2,834
Other long-term liabilities 100 0
Total liabilities 312,173 384,052
Commitments and contingencies (Note 16)
Shareholders' equity    
Common stock, no par value, 400,000,000 shares authorized as of June 30, 2020 and December 31, 2019; 172,285,932 shares and 163,274,880 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively 0 0
Additional paid-in capital 1,802,413 1,752,048
Accumulated deficit (1,752,221) (1,652,869)
Accumulated other comprehensive loss (650) (27,468)
Total shareholders' equity 49,542 71,711
Total liabilities and shareholders' equity $ 361,715 $ 455,763
v3.20.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Accounts receivable allowance for credit losses $ 5,690 $ 5,201
Related party receivable, allowance for credit losses 2,312 2,312
Deferred revenue, related party 6,592 5,697
Current portion of long-term debt, related party 32,108 31,670
Long-term debt, net of current portion, related party 191,205 186,321
Deferred revenue, net of current portion, related party $ 32,858 $ 48,136
Common stock, no par value (in usd per share) $ 0 $ 0
Common stock, shares authorized (in shares) 400,000,000 400,000,000
Common stock, shares issued (in shares) 172,285,932 163,274,880
Common stock, shares outstanding (in shares) 172,285,932 163,274,880
Related Parties, Aggregated    
Deferred revenue, related party $ 0 $ 877
Current portion of long-term debt, related party 31,680 31,211
Long-term debt, net of current portion, related party 25,000 25,000
Deferred revenue, net of current portion, related party $ 31,020 $ 30,182
v3.20.2
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Revenues        
Revenues from external customers $ 30,424 $ 32,836 $ 60,262 $ 55,421
Operating Expenses        
Impairment of goodwill 9,635 0 9,635 0
Impairment of assets 12,406 0 12,406 0
Other Expense, Net        
Unrealized and realized appreciation in fair value of equity securities and preferred stock, net     (106) 5,702
Equity in net loss of affiliates     (640) (3,387)
Loss from continuing operations before income taxes (43,474) (32,314) (73,376) (85,227)
Loss from discontinued operations, net of income taxes 0 (6,626) (26,056) (15,862)
Net loss (43,354) (38,931) (99,352) (101,067)
Net loss attributable to the noncontrolling interests 0 165 0 1,592
Net loss attributable to Precigen (43,354) (38,766) (99,352) (99,475)
Amounts Attributable to Precigen        
Net loss from continuing operations attributable to Precigen (43,354) (32,140) (73,296) (83,613)
Net loss from discontinued operations attributable to Precigen 0 (6,626) (26,056) (15,862)
Net loss attributable to Precigen $ (43,354) $ (38,766) $ (99,352) $ (99,475)
Net Loss per Share        
Net loss from continuing operations attributable to Precigen per share, basic and diluted (in dollars per share) $ (0.26) $ (0.21) $ (0.45) $ (0.55)
Net loss from discontinued operations attributable to Precigen per share, basic and diluted (in dollars per share) 0 (0.04) (0.16) (0.10)
Net loss attributable to Precigen per share, basic and diluted (in dollars per share) $ (0.26) $ (0.25) $ (0.61) $ (0.65)
Weighted average shares outstanding, basic and diluted (in shares) 164,065,087 153,749,929 162,201,915 153,351,208
Collaborative Arrangement        
Revenues        
Revenues from external customers $ 4,315 $ 6,450 $ 15,036 $ 12,421
Continuing Operations        
Revenues        
Revenues from external customers 30,424 32,836 60,262 55,421
Operating Expenses        
Research and development 14,208 28,239 33,099 55,177
Selling, general and administrative 18,739 19,250 41,757 50,299
Operating expenses 69,899 64,209 125,433 137,010
Operating loss (39,475) (31,373) (65,171) (81,589)
Other Expense, Net        
Unrealized and realized appreciation in fair value of equity securities and preferred stock, net 0 5,760 0 6,209
Interest expense (4,592) (4,353) (9,184) (8,658)
Interest and dividend income 773 1,024 1,446 2,385
Other income (expense), net 71 (2,656) 135 (2,110)
Total other expense, net (3,748) (225) (7,603) (2,174)
Equity in net loss of affiliates (251) (716) (602) (1,464)
Loss from continuing operations before income taxes (43,474) (32,314) (73,376) (85,227)
Income tax benefit 120 9 80 22
Loss from continuing operations (43,354) (32,305) (73,296) (85,205)
Continuing Operations | Collaborative Arrangement        
Revenues        
Revenues from external customers 4,315 6,450 15,036 12,421
Continuing Operations | Products        
Revenues        
Revenues from external customers 8,540 7,800 13,501 12,637
Operating Expenses        
Cost of products and services 8,141 8,502 14,230 16,224
Continuing Operations | Services        
Revenues        
Revenues from external customers 17,381 18,400 31,327 29,783
Operating Expenses        
Cost of products and services 6,770 8,218 14,306 15,310
Continuing Operations | Other        
Revenues        
Revenues from external customers $ 188 $ 186 $ 398 $ 580
v3.20.2
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Related Party Transaction [Line Items]        
Revenues from external customers $ 30,424 $ 32,836 $ 60,262 $ 55,421
Continuing Operations        
Related Party Transaction [Line Items]        
Revenues from external customers 30,424 32,836 60,262 55,421
Collaborative Arrangement        
Related Party Transaction [Line Items]        
Revenues from external customers 4,315 6,450 15,036 12,421
Collaborative Arrangement | Continuing Operations        
Related Party Transaction [Line Items]        
Revenues from external customers 4,315 6,450 15,036 12,421
Collaborative Arrangement | Continuing Operations | Related Parties, Aggregated        
Related Party Transaction [Line Items]        
Revenues from external customers $ 32 $ 5,902 $ 230 $ 10,692
v3.20.2
Condensed Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Statement of Comprehensive Income [Abstract]        
Net loss $ (43,354) $ (38,931) $ (99,352) $ (101,067)
Other comprehensive income (loss):        
Unrealized gain (loss) on investments (300) 59 272 106
Gain (loss) on foreign currency translation adjustments 1,004 26 (411) 311
Release of cumulative foreign currency translation adjustments to loss from discontinued operations 0 0 26,957 0
Comprehensive loss (42,650) (38,846) (72,534) (100,650)
Comprehensive loss attributable to the noncontrolling interests 0 199 0 1,581
Comprehensive loss attributable to Precigen $ (42,650) $ (38,647) $ (72,534) $ (99,069)
v3.20.2
Condensed Consolidated Statements of Shareholders' and Total Equity - USD ($)
$ in Thousands
Total
Total Precigen Shareholders' Equity
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive Loss
Accumulated Deficit
Noncontrolling Interests
Balances (in shares) at Dec. 31, 2018     160,020,466        
Balances at Dec. 31, 2018 $ 378,722 $ 362,855 $ 0 $ 1,722,012 $ (28,612) $ (1,330,545) $ 15,867
Increase (Decrease) in Stockholders' Equity              
Stock-based compensation expense 9,115 9,046   9,046     69
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants (in shares)     632,015        
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants $ 307 57   57     250
Shares issued for accrued compensation (in shares) 150,908            
Shares issued for accrued compensation $ 1,102 1,102   1,102      
Shares issued as payment for services (in shares)     1,114,035        
Shares issued as payment for services 5,688 5,688   5,688      
Shares and warrants issued in public and private offerings, net of issuance costs 6,611           6,611
Deconsolidation of subsidiary (21,672)           (21,672)
Adjustments for noncontrolling interests 0 (456)   (456)     456
Net loss (101,067) (99,475)       (99,475) (1,592)
Release of cumulative foreign currency translation adjustments to loss from discontinued operations 0            
Other comprehensive income (loss) 417 406     406   11
Balances (in shares) at Jun. 30, 2019     161,917,424        
Balances at Jun. 30, 2019 279,223 279,223 $ 0 1,737,449 (28,206) (1,430,020) 0
Balances (in shares) at Mar. 31, 2019     160,615,416        
Balances at Mar. 31, 2019 334,823 313,029 $ 0 1,732,608 (28,325) (1,391,254) 21,794
Increase (Decrease) in Stockholders' Equity              
Stock-based compensation expense 61 56   56     5
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants (in shares)     345,378        
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants 0 0   0     0
Shares issued as payment for services (in shares)     956,630        
Shares issued as payment for services 4,857 4,857   4,857      
Deconsolidation of subsidiary (21,672)           (21,672)
Adjustments for noncontrolling interests 0 (72)   (72)     72
Net loss (38,931) (38,766)       (38,766) (165)
Release of cumulative foreign currency translation adjustments to loss from discontinued operations 0            
Other comprehensive income (loss) 85 119     119   (34)
Balances (in shares) at Jun. 30, 2019     161,917,424        
Balances at Jun. 30, 2019 $ 279,223 279,223 $ 0 1,737,449 (28,206) (1,430,020) $ 0
Balances (in shares) at Dec. 31, 2019 163,274,880   163,274,880        
Balances at Dec. 31, 2019   71,711 $ 0 1,752,048 (27,468) (1,652,869)  
Increase (Decrease) in Stockholders' Equity              
Stock-based compensation expense   9,269   9,269      
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants (in shares)     840,468        
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants   66   66      
Shares issued for accrued compensation (in shares)     1,805,405        
Shares issued for accrued compensation   5,100   5,100      
Shares issued as payment for services (in shares)     392,483        
Shares issued as payment for services   930   930      
Shares issued in private placement (in shares)     5,972,696        
Shares and warrants issued in public and private offerings, net of issuance costs   35,000   35,000      
Net loss $ (99,352) (99,352)       (99,352)  
Release of cumulative foreign currency translation adjustments to loss from discontinued operations $ 26,957 26,957     26,957    
Other comprehensive income (loss)   (139)     (139)    
Balances (in shares) at Jun. 30, 2020 172,285,932   172,285,932        
Balances at Jun. 30, 2020   49,542 $ 0 1,802,413 (650) (1,752,221)  
Balances (in shares) at Mar. 31, 2020     170,656,834        
Balances at Mar. 31, 2020   87,229 $ 0 1,797,450 (1,354) (1,708,867)  
Increase (Decrease) in Stockholders' Equity              
Stock-based compensation expense   4,897   4,897      
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants (in shares)     171,682        
Shares issued upon vesting of restricted stock units and for exercises of stock options and warrants   66   66      
Shares issued for accrued compensation (in shares)     1,457,416        
Shares issued for accrued compensation   0   0      
Net loss $ (43,354) (43,354)       (43,354)  
Release of cumulative foreign currency translation adjustments to loss from discontinued operations $ 0            
Other comprehensive income (loss)   704     704    
Balances (in shares) at Jun. 30, 2020 172,285,932   172,285,932        
Balances at Jun. 30, 2020   $ 49,542 $ 0 $ 1,802,413 $ (650) $ (1,752,221)  
v3.20.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Cash flows from operating activities    
Net loss $ (99,352) $ (101,067)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 9,593 12,690
Loss on disposals of assets, net 991 1,286
Impairment of goodwill 9,635 0
Impairment of assets 12,406 0
Gain on sale of discontinued operations 672 0
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations 26,957 0
Unrealized and realized (appreciation) depreciation on equity securities and preferred stock, net 106 (5,702)
Amortization of discounts on investments, net (500) (693)
Equity in net loss of affiliates 640 3,387
Stock-based compensation expense 9,269 9,115
Shares issued as payment for services 930 5,688
Provision for credit losses 679 344
Accretion of debt discount and amortization of deferred financing costs 5,101 4,532
Deferred income taxes (136) (981)
Other noncash items (112) 3,141
Receivables:    
Trade (3,679) (3,743)
Related parties (17) (3,317)
Other 1,725 296
Inventory 3,125 3,096
Prepaid expenses and other 3,261 45
Other assets 3 (1,202)
Accounts payable (1,955) (3,686)
Accrued compensation and benefits (1,440) (347)
Other accrued liabilities (3,034) (7,855)
Deferred revenue (15,007) 8,890
Lease liabilities (188) (36)
Related party payables 123 67
Other long-term liabilities 0 (585)
Net cash used in operating activities (41,548) (76,637)
Cash flows from investing activities    
Purchases of investments (133,260) (37,163)
Sales and maturities of investments 57,000 90,000
Proceeds from sales of equity securities 0 589
Investments in affiliates 0 (2,370)
Decrease in cash from deconsolidation of subsidiary   (7,244)
Purchases of property, plant and equipment (5,034) (25,423)
Proceeds from sale of assets 1,526 176
Proceeds from sale of discontinued operations, net of cash sold 64,240  
Proceeds from repayment of notes receivable 2,942 0
Net cash provided by (used in) investing activities (12,586) 18,565
Cash flows from financing activities    
Proceeds from issuance of shares in a private placement 35,000 0
Proceeds from issuance of shares and warrants in public offering, net of issuance costs 0 6,611
Advances from lines of credit 10,005 3,250
Repayments of advances from lines of credit (11,927) (3,329)
Proceeds from long-term debt, net of issuance costs 0 376
Payments of long-term debt (253) (321)
Proceeds from stock option and warrant exercises 66 307
Net cash provided by financing activities 32,891 6,894
Effect of exchange rate changes on cash, cash equivalents, and restricted cash (59) (418)
Net decrease in cash, cash equivalents, and restricted cash (21,302) (51,596)
Cash, cash equivalents, and restricted cash    
Beginning of period 68,434 110,182
End of period 47,132 58,586
Supplemental disclosure of cash flow information    
Cash paid during the period for interest 3,612 3,637
Cash paid during the period for income taxes 40 40
Significant noncash activities    
Accrued compensation paid in equity awards 5,100 1,102
Purchases of property and equipment included in accounts payable and other accrued liabilities 259 1,010
Cash, cash equivalents, and restricted cash    
Cash, cash equivalents, and restricted cash $ 47,132 $ 58,586
v3.20.2
Organization
6 Months Ended
Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization Organization
Precigen, Inc. ("Precigen"), a Virginia corporation, is a synthetic biology company with an increasing focus on its discovery and clinical stage activities to advance the next generation of gene and cellular therapies to target the most urgent and intractable challenges in immuno-oncology, autoimmune disorders, and infectious diseases.
PGEN Therapeutics, Inc. ("PGEN Therapeutics") is a dedicated discovery and clinical stage biopharmaceutical company advancing the next generation of gene and cellular therapies using precision technology to target urgent and intractable diseases in immuno-oncology, autoimmune disorders, and infectious diseases. PGEN Therapeutics is a wholly owned subsidiary of Precigen with primary operations in Maryland.
Precigen ActoBio, Inc. ("ActoBio") is pioneering a proprietary class of microbe-based biopharmaceuticals that enable expression and local delivery of disease-modifying therapeutics and is a wholly owned subsidiary of Precigen with primary operations in Belgium.
Exemplar Genetics, LLC, doing business as Precigen Exemplar, ("Exemplar") is committed to enabling the study of life-threatening human diseases through the development of MiniSwine Yucatan miniature pig research models and services, as well as enabling the production of cells and organs in its genetically engineered swine for regenerative medicine applications and is a wholly owned subsidiary of Precigen with primary operations in Iowa.
Trans Ova Genetics, L.C. ("Trans Ova"), and Progentus, L.C. ("Progentus"), providers of reproductive technologies, including services and products sold to cattle breeders and other producers, are wholly owned subsidiaries with primary operations in California, Iowa, Maryland, Missouri, New York, Oklahoma, Texas, and Washington.
Effective October 1, 2019, Precigen transferred substantially all of its proprietary methane bioconversion platform assets to a wholly owned subsidiary, MBP Titan LLC ("MBP Titan"). MBP Titan's proprietary technology is designed to convert natural gas into more valuable and usable energy and chemical products through novel, highly engineered bacteria that utilize specific energy feedstocks. During the second quarter of 2020, the Company suspended MBP Titan's operations and focused on the preservation of MBP Titan's intellectual property. The Company is assessing potential next steps related to this intellectual property and MBP Titan's other long-lived assets. See Notes 2, 9, and 10 for further discussion, including discussion related to impairment charges recorded related to MBP Titan. Prior to October 1, 2019, the operation transferred to MBP Titan was an operating division within Precigen.
Through April 8, 2019, Precigen consolidated AquaBounty Technologies, Inc. ("AquaBounty"), a company focused on improving productivity in commercial aquaculture and whose common stock is listed on the Nasdaq Stock Market. On April 9, 2019, AquaBounty completed an underwritten public offering that resulted in Precigen no longer having the contractual right to control AquaBounty's board of directors, and accordingly, Precigen deconsolidated AquaBounty resulting in a loss on deconsolidation of $2,648, which is included in other expense, net, on the accompanying condensed consolidated statements of operations for the three and six months ended June 30, 2019. After deconsolidating the entity in April 2019, Precigen held its AquaBounty equity securities, which it accounted for using the fair value option, until October 2019 when the independent members of the Company's board of directors, with the recommendation of the audit committee and an independent special committee of the Board, unanimously approved the sale of the Company's common shares held in AquaBounty to an affiliate of Third Security, LLC ("Third Security"), a related party.
On January 31, 2020, Precigen completed the sale of the majority of its bioengineering assets and operations to an affiliate of Third Security, which are presented as discontinued operations for all periods presented. See Notes 3 and 13 for further discussion.
Precigen and its consolidated subsidiaries are hereinafter referred to as the "Company."
v3.20.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2020
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Basis of Presentation
The accompanying interim condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain information and footnote disclosures normally included in the Company's annual financial statements have been condensed or omitted. These interim condensed consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for fair statement of the Company's financial position as of June 30, 2020 and results of operations and cash flows for the interim periods ended June 30, 2020 and 2019. The year-end condensed consolidated balance sheet data was derived from the Company's audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2020, or for any other future annual or interim period. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
The accompanying condensed consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated.
Liquidity
Management believes that existing liquid assets as of June 30, 2020 will allow the Company to continue its operations for at least a year from the issuance date of these condensed consolidated financial statements. These condensed consolidated financial statements are presented in United States dollars and are prepared under U.S. GAAP. The Company is subject to a number of risks similar to those of other companies conducting high-risk, early-stage research and development of product candidates. Principal among these risks are dependence on key individuals and intellectual property, competition from other products and companies, and the technical risks associated with the successful research, development and clinical manufacturing of its and its collaborators' product candidates. Additionally, the accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. During the six months ended June 30, 2020, the Company incurred a net loss of $99,352 and, as of June 30, 2020, had an accumulated deficit of $1,752,221. Management expects operating losses and negative cash flows to continue for the foreseeable future and, as a result, the Company will require additional capital to fund its operations and execute its business plan. In the absence of a significant source of recurring revenue, the Company's long-term success is dependent upon its ability to continue to raise additional capital in order to fund ongoing research and development, reduce uses of cash for operating and investing activities for non-healthcare businesses, obtain regulatory approval of its products, successfully commercialize its products, generate revenue, meet its obligations and, ultimately, attain profitable operations.
Risks and Uncertainties
COVID-19 has had and continues to have an extensive impact on the global health and economic environments.
Commencing in the second half of March, the Company's healthcare business began to experience delays to certain of its clinical trials as a result of COVID-19. For example, starting in March, ActoBio temporarily suspended the Phase 1b/2a cohort for AG019 as a proactive measure to protect the welfare and safety of patients, caregivers, clinical site staff, its employees, and contractors. The temporary suspension of the AG019 trial was voluntary and was not related to any patient safety issues in the study. The voluntary suspension of the AG019 trial was lifted in June 2020, and the study is recruiting patients again. Additionally, from April to May 2020, enrollment of new patients in the Company's PRGN-3005 Phase 1 trial was temporarily suspended due to a mandated hold on certain early and late-stage clinical trials at the Fred Hutchinson Cancer Research Center in Seattle instituted in light of the COVID-19 pandemic. The temporary suspension of the PRGN-3005 trial was not related to safety issues in the studies, and in May 2020, recruitment resumed in the PRGN-3005 trial.
During the second quarter of 2020, as a result of market uncertainty driven by the COVID-19 pandemic and the current state of the energy sector, the Company suspended MBP Titan's operations.
The Company is closely monitoring the impact of COVID-19 on these and other aspects of its business, including Trans Ova and Exemplar. Given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic on the Company's ongoing business, results of operations, and overall financial performance for the balance of 2020 and beyond cannot be reasonably estimated at this time, and it could have a material adverse effect on the Company's results of operations, cash flows, and financial position, including resulting impairments to goodwill, long-lived assets, and additional credit losses.
Equity Method Investments
The Company accounts for its investments in each of its joint ventures ("JVs") and for its investments in start-up entities backed by the Harvest Intrexon Enterprise Fund I, LP ("Harvest"), all of which are related parties, using the equity method of accounting based upon relative ownership interest. The Company's investments in these entities are included in investments in affiliates in the accompanying condensed consolidated balance sheets. See additional discussion related to certain of the Company's JVs in Note 4.
Variable Interest Entities
As of June 30, 2020 and December 31, 2019, the Company determined that certain of its collaborators and JVs, as well as Harvest, were variable interest entities ("VIEs"). The Company was not the primary beneficiary for these entities since it did not have the power to direct the activities that most significantly impact the economic performance of the VIEs. The Company's aggregate investment balances of these VIEs as of June 30, 2020 and December 31, 2019 were $859 and $1,461, respectively, which represents the Company's maximum risk of loss related to the identified VIEs. See Note 4 for discussion of the Company's future funding commitments for the significant JVs.
Accounts Receivable
Effective January 1, 2020, the Company applies Financial Accounting Standards Board ("FASB") Accounting Standard Update ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). This ASU replaces the incurred loss impairment model with an expected credit loss impairment model for financial instruments, including trade receivables. The amendment requires entities to consider forward-looking information to estimate expected credit losses, resulting in earlier recognition of losses for receivables that are current or not yet due, which were not considered under the previous accounting guidance.

The Company is exposed to credit losses primarily through sales of products and services by Trans Ova in the normal course of business. The Company's expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions, and a review of the current status of customers' accounts receivables. The Company's monitoring activities include timely account reconciliation, routine follow-up on past due accounts, and consideration of customers' financial condition, as well as macroeconomic conditions. Past due status is determined based upon contractual terms. Balances are written off at the point when collection attempts have been exhausted.

Estimates are used to determine the loss allowance, which is based on assessment of anticipated payment and other historical, current, and future information that is reasonably available.
The following table shows the activity in the allowance for credit losses for the six months ended June 30, 2020:
Balance at December 31, 2019$7,513  
Charged to operating expenses679  
Write offs of accounts receivable, net of recoveries(190) 
Balance at June 30, 2020$8,002  
Segment Information
The Company realigned its business in April 2019, and as a result, its chief operating decision maker ("CODM") now regularly reviews disaggregated financial information for various operating segments. As of June 30, 2020, the Company's reportable segments were (i) PGEN Therapeutics, (ii) ActoBio, (iii) MBP Titan, (iv) Trans Ova, and (v) the Human Biotherapeutics division, which is an operating division of Precigen. All of Precigen's consolidated subsidiaries and operating divisions that did not meet the quantitative thresholds to report separately are combined and reported in a single category, All Other. See Note 1 for a description of PGEN Therapeutics, ActoBio, MBP Titan, and Trans Ova. See Note 19 for a description of the Human Biotherapeutics division. Corporate expenses, which are not allocated to the segments and are managed at a consolidated level, include costs associated with general and administrative functions, including the Company's finance, accounting, legal, human resources, information technology, corporate communication, and investor relations functions. Corporate expenses exclude interest expense, depreciation and amortization, stock-based compensation expense, and equity in net loss of affiliates and, for 2019, include unrealized and realized gains and losses on the Company's securities portfolio as well as dividend income. See Note 19 for further discussion of the Company's segments.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Recently Adopted Accounting Pronouncements
In October 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 ("ASU 2018-18"). The provisions of ASU 2018-18 clarify when certain transactions between collaborative arrangement participants should be accounted for under Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC 606"), and incorporates unit-of-account guidance consistent with ASC 606 to aid in this determination. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities ("ASU 2018-17"). The provisions of ASU 2018-17 modify the guidance under ASC Topic 810 related to the evaluation of indirect interests held through related parties under common control when determining whether fees paid to decision makers and service providers are variable interests. Indirect interests held through related parties that are under common control are no longer considered to be the equivalent of direct interests in their entirety and instead should be considered on a proportional basis. This guidance more closely aligns with accounting of how indirect interests held through related parties under common control are considered for determining whether a reporting entity must consolidate a VIE. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ("ASU 2018-15"). The provisions of ASU 2018-15 clarify the accounting for implementation costs of a hosting arrangement that is a service contract. The new standard requires an entity (customer) in a hosting arrangement that is a service contract to follow existing internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. Capitalized implementation costs of a hosting arrangement that is a service contract should be amortized over the term of the hosting arrangement, which might extend beyond the noncancelable period if there are options to extend or terminate. ASU 2018-15 also specifies the financial statement presentation of capitalized implementation costs and related amortization, in addition to required disclosures for material capitalized implementation costs related to hosting arrangements that are service contracts. The Company adopted this standard effective January 1, 2020, on a prospective basis, and there was no material impact to the accompanying consolidated financial statements.
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurements ("ASU 2018-13"). The provisions of ASU 2018-13 modify the disclosures related to recurring and nonrecurring fair value measurements. Disclosures related to the transfer of assets between Level 1 and Level 2 hierarchies have been eliminated and various additional disclosures related to Level 3 fair value measurements have been added, modified, or removed. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In June 2016, the FASB issued ASU 2016-13, which modifies the impairment model to utilize an expected loss methodology in place of the previous incurred loss methodology, and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company adopted this standard effective January 1, 2020, and there was no material impact to the accompanying consolidated financial statements.
Recently Issued Accounting Pronouncements
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). This ASU is intended to simplify various aspects related to accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740 and clarifying certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective for annual periods beginning after December 15, 2020 and interim periods within those annual periods, with early adoption permitted. An entity that elects early adoption must adopt all the amendments in the same period. Most amendments within this ASU are required to be applied on a prospective basis, while
certain amendments must be applied on a retrospective or modified retrospective basis. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures.
v3.20.2
Discontinued Operations
6 Months Ended
Jun. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
On January 1, 2020, the Company and TS Biotechnology Holdings, LLC ("TS Biotechnology"), a related party and an entity managed by Third Security, entered into a Stock and Asset Purchase Agreement pursuant to which the Company agreed to sell a majority of the Company's bioengineering assets and operations to TS Biotechnology for $53,000 and certain contingent payment rights (the "TS Biotechnology Sale"). The TS Biotechnology Sale closed on January 31, 2020. The assets and operations sold in the TS Biotechnology Sale included the following wholly owned subsidiaries, as well as certain equity securities held in Oragenics, Inc. ("Oragenics") and SH Parent, Inc. that were directly related to the subsidiaries sold:
Intrexon Produce Holdings, Inc., the parent company of two companies focused on the development and sale of non-browning apples, Okanagan Specialty Fruits, Inc. and Fruit Orchard Holdings, Inc.;
Intrexon UK Holdings, Inc., the parent company of Oxitec Limited and its subsidiaries, which is a pioneering company in biological insect solutions;
ILH Holdings, Inc., a company focused on the production of certain fine chemicals focused primarily on microbial production of therapeutic compounds; and
Blue Marble AgBio LLC which was formed in January 2020 and included certain agriculture biotechnology assets and operations which were previously an operating division within Precigen.
Additionally, on January 2, 2020, the Company sold its equity interest in EnviroFlight, LLC ("EnviroFlight"), a JV with Darling Ingredients, Inc. ("Darling"), and related intellectual property rights to Darling for $12,200 (the "EnviroFlight Sale"). Unless referenced separately, the TS Biotechnology Sale and the EnviroFlight Sale are collectively referred to as the "Transactions".
The Transactions were approved by the Company's independent members of the board of directors in December 2019. The Transactions represented a strategic shift of the Company towards the Company becoming a primarily healthcare company advancing technologies and products that address complex healthcare challenges. The assets, liabilities, and operations related to the Transactions are reclassified and presented as discontinued operations in the accompanying condensed consolidated financial statements for all periods.
Upon the closing of the TS Biotechnology Sale in January 2020, the cumulative foreign currency translation losses totaling $26,957 were released to earnings and included in loss from discontinued operations. See further discussion below.
The carrying values of the major classes of assets and liabilities included in assets and liabilities held for sale for the Transactions as of December 31, 2019 are as follows:
 TS Biotechnology SaleEnviroFlight SaleTotal
Assets
Cash and cash equivalents$2,223  $—  $2,223  
Other current assets9,698  —  9,698  
Property, plant and equipment, net51,975  —  51,975  
Intangible assets, net20,891  4,383  25,274  
Investments in affiliates—  7,817  7,817  
Right-of-use assets13,622  —  13,622  
Other noncurrent assets212  —  212  
Total assets held for sale$98,621  $12,200  $110,821  
Liabilities
Deferred revenue, current (1)$8,723  $—  $8,723  
Operating lease liabilities, current2,459  —  2,459  
Other current liabilities3,058  41  3,099  
Deferred revenue, net of current portion (2)19,410  —  19,410  
Operating lease liabilities, net of current portion12,623  —  12,623  
Other long-term liabilities1,019  —  1,019  
Total liabilities held for sale$47,292  $41  $47,333  
(1)Includes deferred revenue, current, from related parties of $1,243.
(2)Includes deferred revenue, net of current portion, from related parties of $6,836.
The following table presents the financial results of discontinued operations for the six months ended June 30, 2020. There were no discontinued operations for the three months ended June 30, 2020.
 Six Months Ended June 30, 2020
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$1,294  $—  $1,294  
Operating expenses896  —  896  
Operating income398  —  398  
Gain on sale of discontinued operations633  39  672  
Loss on release of cumulative foreign currency translation adjustment(26,957) —  (26,957) 
Other expense, net(129) —  (129) 
Equity in net loss of affiliates—  (38) (38) 
Income (loss) before income taxes(26,055)  (26,054) 
Income tax expense(2) —  (2) 
Income (loss) from discontinued operations$(26,057) $ $(26,056) 
(1)Includes revenues recognized from related parties of $436.
The following tables present the financial results of discontinued operations for the three and six months ended June 30, 2019.
 Three Months Ended June 30, 2019
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$3,150  $—  $3,150  
Operating expenses9,069  117  9,186  
Operating loss(5,919) (117) (6,036) 
Other expense, net(75) —  (75) 
Equity in net loss of affiliates—  (1,031) (1,031) 
Loss before income taxes(5,994) (1,148) (7,142) 
Income tax benefit516  —  516  
Loss from discontinued operations$(5,478) $(1,148) $(6,626) 
(1)Includes revenues recognized from related parties of $1,208.
 Six Months Ended June 30, 2019
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$3,900  $—  $3,900  
Operating expenses18,188  235  18,423  
Operating loss(14,288) (235) (14,523) 
Other expense, net(497) —  (497) 
Equity in net loss of affiliates—  (1,923) (1,923) 
Loss before income taxes(14,785) (2,158) (16,943) 
Income tax benefit1,081  —  1,081  
Loss from discontinued operations$(13,704) $(2,158) $(15,862) 
(1)Includes revenues recognized from related parties of $230.
The following table presents the significant non-cash items and purchases of property, plant and equipment for the discontinued operations that are included in the accompanying condensed consolidated statements of cash flows.
Six Months Ended 
 June 30,
20202019
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization$—  $2,483  
Unrealized and realized depreciation on equity securities and preferred stock, net106  507  
Equity in net loss of EnviroFlight38  1,923  
Stock-based compensation expense(1,346) 1,351  
Deferred income taxes—  (935) 
Gain on sale of discontinued operations(672) —  
Loss on release of cumulative foreign currency translation adjustment26,957  —  
Cash flows from investing activities
Purchases of property, plant and equipment(382) (18,275) 
Also see Note 13 below.
Equity Method Investments
The Company accounted for its investment in EnviroFlight using the equity method of accounting.
Summarized financial data for EnviroFlight are shown in the following tables for the periods in which the Company held the equity method investment.
December 31,
 2019
Current assets$703  
Noncurrent assets30,549  
Total assets31,252  
Current liabilities2,352  
Non-current liabilities88  
Total liabilities2,440  
Net assets$28,812  
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 201920202019
Revenues$130  $16  $224  
Operating expenses2,200  92  4,081  
Operating loss(2,070) (76) (3,857) 
Other, net —  12  
Net loss$(2,062) $(76) $(3,845) 
Where applicable, the notes to the accompanying condensed consolidated financial statements have been updated to reflect information pertaining to the Company's continuing operations.
Out-of-Period Adjustment
During the six months ended June 30, 2020, the Company recorded an out-of-period adjustment of $26,572 to loss from discontinued operations which relates to the effect of cumulative foreign translation losses associated with the entities sold in the TS Biotechnology Sale. This charge, which is entirely noncash, should have been recorded in the year ended December 31, 2019 as an additional impairment charge included in loss from discontinued operations. There was no impact to net loss from continuing operations, cash and short-term investments, cash flows, or Segment Adjusted EBITDA. The error also had no impact on the cash consideration received upon closing of the TS Biotechnology Sale nor the representations and warranties made by the Company in the transaction. The Company evaluated the effects of this out-of-period adjustment, both qualitatively and quantitatively, and concluded that this adjustment was not material to the Company's financial position or results of operations for the six months ended June 30, 2020 or the year ended December 31, 2019.
v3.20.2
Investments in Joint Ventures
6 Months Ended
Jun. 30, 2020
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Joint Ventures Investments in Joint Ventures
Intrexon Energy Partners
In March 2014, the Company and certain investors (the "IEP Investors"), including an affiliate of Third Security, a related party, entered into a Limited Liability Company Agreement that governs the affairs and conduct of business of Intrexon Energy Partners, LLC ("Intrexon Energy Partners"), a JV formed to optimize and scale-up the Company's methane bioconversion platform technology for the production of certain fuels and lubricants. The Company also entered into an exclusive channel collaboration ("ECC") with Intrexon Energy Partners providing exclusive rights to the Company's technology for the use in bioconversion for the production of certain fuels and lubricants, as a result of which the Company received a technology access fee of $25,000 while retaining a 50% membership interest in Intrexon Energy Partners. The IEP Investors made initial capital contributions, totaling $25,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners totaling 50%. In addition, Precigen has committed to make capital contributions of up to $25,000, and the IEP Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners, have committed to make additional capital contributions of up to $25,000, at the request of Intrexon Energy Partners' board of managers (the "Intrexon Energy Partners Board") and subject to certain limitations. As of June 30, 2020, the Company's remaining commitment was $4,225. Intrexon Energy Partners is governed by the Intrexon Energy Partners Board, which has five members. Two members of the Intrexon Energy Partners Board are designated by the Company and three members are designated by a majority of the IEP Investors. The Company and the IEP Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners Board.
The Company's investment in Intrexon Energy Partners was $(423) as of June 30, 2020 and December 31, 2019, and is included in other accrued liabilities in the accompanying condensed consolidated balance sheets, which represents the Company's equity in losses for contractually committed contributions to Intrexon Energy Partners.
Intrexon Energy Partners II
In December 2015, the Company and certain investors (the "IEPII Investors"), including Harvest, entered into a Limited Liability Company Agreement that governs the affairs and conduct of business of Intrexon Energy Partners II, LLC ("Intrexon Energy Partners II"), a JV formed to utilize the Company's methane bioconversion platform technology for the production of 1,4-butanediol, an industrial chemical used to manufacture spandex, polyurethane, plastics, and polyester. The Company also entered into an ECC with Intrexon Energy Partners II that provides exclusive rights to the Company's technology for use in the
field, as a result of which the Company received a technology access fee of $18,000 while retaining a 50% membership interest in Intrexon Energy Partners II. The IEPII Investors made initial capital contributions, totaling $18,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners II totaling 50%. In December 2015, the owners of Intrexon Energy Partners II made a capital contribution of $4,000, half of which was paid by the Company. Precigen has committed to make additional capital contributions of up to $10,000, and the IEPII Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners II, have committed to make additional capital contributions of up to $10,000, at the request of Intrexon Energy Partners II's board of managers (the "Intrexon Energy Partners II Board") and subject to certain limitations. As of June 30, 2020, the Company's remaining commitment was $10,000. Intrexon Energy Partners II is governed by the Intrexon Energy Partners II Board, which has five members. One member of the Intrexon Energy Partners II Board is designated by the Company and four members are designated by a majority of the IEPII Investors. The Company and the IEPII Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners II Board.
The Company's investment in Intrexon Energy Partners II was $(434) and $(435) as of June 30, 2020 and December 31, 2019, respectively, and is included in other accrued liabilities in the accompanying condensed consolidated balance sheets, which represents the Company's equity in losses for contractually committed contributions to Intrexon Energy Partners II.
v3.20.2
Collaboration and Licensing Revenue
6 Months Ended
Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Collaboration and Licensing Revenue Collaboration and Licensing Revenue
The Company's collaborations and licensing agreements may provide for multiple promises to be satisfied by the Company and typically include a license to the Company's technology platforms, participation in collaboration committees, and performance of certain research and development services. Based on the nature of the promises in the Company's collaboration and licensing agreements, the Company typically combines most of its promises into a single performance obligation because the promises are highly interrelated and not individually distinct. Options to acquire additional services are considered to determine if they constitute material rights. At contract inception, the transaction price is typically the upfront payment received and is allocated to the performance obligations. The Company has determined the transaction price should be recognized as revenue based on its measure of progress under the agreement primarily based on inputs necessary to fulfill the performance obligation.
The Company recognizes the reimbursement payments received for research and development efforts in the period when the services are performed, in connection with the single performance obligation discussed above. The reimbursements relate specifically to the Company's efforts to provide services, and the reimbursements are consistent with what the Company would typically charge other collaborators for similar services. The Company assesses the uncertainty of when and if any milestones will be achieved to determine whether the milestone is included in the transaction price. The Company then assesses whether the revenue is constrained based on whether it is probable that a significant reversal of revenue would not occur when the uncertainty is resolved. Royalties, including sales-based milestones, received under the agreements will be recognized as revenue when sales have occurred because the Company applies the sales- or usage-based royalties recognition exception provided for under ASC 606. The Company determined the application of this exception is appropriate because at the time the royalties are generated, the technology license granted in the agreement is the predominant item to which the royalties relate.
The Company determines whether collaborations and licensing agreements are individually significant for disclosure based on a number of factors, including total revenue recorded by the Company pursuant to collaboration and licensing agreements, collaborators or licensees with equity method investments, or other qualitative factors. Collaboration and licensing revenues generated from consolidated subsidiaries are eliminated in consolidation.
The following table summarizes the amounts recorded as revenue in the condensed consolidated statements of operations for each significant counterparty to a collaboration or licensing agreement for the three and six months ended June 30, 2020 and 2019.
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
ZIOPHARM Oncology, Inc.$—  $533  $100  $1,699  
Oragenics, Inc.32  181  230  382  
Intrexon Energy Partners, LLC—  796  —  1,773  
Intrexon Energy Partners II, LLC—  420  —  924  
Fibrocell Science, Inc.4,210  2,462  14,573  2,845  
Harvest start-up entities (1)—  2,039  —  4,762  
Other73  19  133  36  
Total$4,315  $6,450  $15,036  $12,421  
(1)For the three and six months ended June 30, 2019, revenues recognized from collaborations with Harvest start-up entities include: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
Except for the agreements discussed below, there have been no significant changes to the agreements with our collaborators and licensees in the six months ended June 30, 2020. See also Note 20.
Fibrocell Science Collaborations
In October 2012, the Company entered into an ECC (the "2012 Fibrocell ECC") with Fibrocell Science, Inc. ("Fibrocell"), a then publicly traded cell and gene therapy company focused on diseases affecting the skin and connective tissue and a related party until the acquisition of Fibrocell by a third party as discussed in Note 17. Pursuant to the 2012 Fibrocell ECC, at the transaction effective date, Fibrocell received a license to the Company's technology platform to develop and commercialize genetically modified and non-genetically modified autologous fibroblasts and autologous dermal cells in the United States of America. The 2012 Fibrocell ECC was subsequently amended in June 2013 to expand the field of use defined in the ECC agreement. In March 2020, the Company and Fibrocell terminated the 2012 Fibrocell ECC by mutual agreement ("Termination Agreement") with the parties agreeing that the two drug product candidates, FCX-007 and FCX-013, pursuant to the ECC would be treated as "Retained Products" under the terms of the 2012 Fibrocell ECC. As Retained Products, Fibrocell retains a license under the 2012 Fibrocell ECC to continue to develop and commercialize the Retained Products within the field of use of the 2012 Fibrocell ECC for so long as Fibrocell continues to pursue such development and commercialization. No further licenses to the Company's technology within the field of use are provided to Fibrocell. Royalty provisions set forth in the 2012 Fibrocell ECC remain in effect for the Retained Products. Additionally, the Termination Agreement provides for the Company to perform certain drug product manufacturing activities related to the Retained Products. The Termination Agreement was accounted for as a new contract, and the remaining deferred revenue from the 2012 Fibrocell ECC is being recognized prospectively as the manufacturing activities are performed.
In December 2015, the Company entered into a second ECC with Fibrocell (the "2015 Fibrocell ECC"). Pursuant to the ECC, at the transaction effective date, Fibrocell received a license to the Company's technology platform to develop and commercialize genetically-modified fibroblasts to treat chronic inflammatory and degenerative diseases of the joint, including arthritis and related conditions. In February 2020, the Company and Fibrocell mutually agreed to terminate the 2015 Fibrocell ECC, and accordingly, the Company recognized the remaining balance of deferred revenue associated with the 2015 Fibrocell ECC totaling $10,000.
Deferred Revenue
Deferred revenue primarily consists of consideration received for the Company's collaboration and licensing agreements. Deferred revenue consisted of the following:
June 30,
2020
December 31,
2019
Collaboration and licensing agreements$36,152  $50,593  
Prepaid product and service revenues3,033  2,805  
Other265  435  
Total$39,450  $53,833  
Current portion of deferred revenue$6,592  $5,697  
Long-term portion of deferred revenue32,858  48,136  
Total$39,450  $53,833  
Revenue is recognized under the collaboration and licensing agreements as services are performed. Certain of the arrangements are not active while the other party evaluates the status of the project and its desired future development activities. The following table summarizes the remaining balance of deferred revenue associated with upfront and milestone payments for each significant counterparty to a collaboration or licensing agreement as of June 30, 2020 and December 31, 2019, as well as the estimated remaining performance period as of June 30, 2020.
Average Remaining Performance Period (Years)June 30,
2020
December 31,
2019
Oragenics, Inc.3.9$2,823  $2,864  
Intrexon Energy Partners, LLC3.78,362  8,362  
Intrexon Energy Partners II, LLC4.412,843  12,843  
Fibrocell Science, Inc.1.03,308  17,697  
Harvest start-up entities (1)4.76,993  6,993  
Other2.31,823  1,834  
Total$36,152  $50,593  
(1)As of June 30, 2020 and December 31, 2019, the balance of deferred revenue for collaborations with Harvest start-up entities includes: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
v3.20.2
Short-term Investments
6 Months Ended
Jun. 30, 2020
Investments, Debt and Equity Securities [Abstract]  
Short-term Investments Short-term Investments
The Company's investments are classified as available-for-sale. The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of June 30, 2020:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Aggregate
Fair Value
U.S. government debt securities$85,749  $279  $—  $86,028  
Certificates of deposit264  —  —  264  
Total$86,013  $279  $—  $86,292  
The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of December 31, 2019:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Aggregate
Fair Value
U.S. government debt securities$8,989  $ $—  $8,996  
Certificates of deposit264  —  —  264  
Total$9,253  $ $—  $9,260  
As of June 30, 2020, all of the available-for-sale investments were due within one year based on their contractual maturities.
Changes in market interest rates and bond yields cause certain investments to fall below their cost basis, resulting in unrealized losses on investments. None of the Company's debt security investments were in an unrealized loss position as of June 30, 2020.
v3.20.2
Fair Value Measurements
6 Months Ended
Jun. 30, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The carrying amount of cash and cash equivalents, receivables, accounts payable, accrued compensation and benefits, other accrued liabilities, and related party payables approximate fair value due to the short maturity of these instruments.
Assets
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, as of June 30, 2020:
Quoted Prices in Active Markets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
June 30,
2020
Assets
U.S. government debt securities$—  $86,028  $—  $86,028  
Other—  264  —  264  
Total$—  $86,292  $—  $86,292  
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, as of December 31, 2019:
Quoted Prices in Active Markets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
December 31,
2019
Assets
U.S. government debt securities$—  $8,996  $—  $8,996  
Other—  264  —  264  
Total$—  $9,260  $—  $9,260  
The method used to estimate the fair value of the Level 2 short-term debt investments in the tables above is based on professional pricing sources for identical or comparable instruments, rather than direct observations of quoted prices in active markets.
Liabilities
The carrying values of the Company's long-term debt, excluding the 3.50% convertible senior notes due 2023 (the "Convertible Notes"), approximates fair value due to the length of time to maturity and/or the existence of interest rates that approximate prevailing market rates.
The calculated fair value of the Convertible Notes (Note 11) was approximately $73,000 and $126,000 as of June 30, 2020 and December 31, 2019, respectively, and is based on the recent third-party trades of the instrument as of the balance sheet date. The fair value of the Convertible Notes is classified as Level 2 within the fair value hierarchy as there is not an active market for the Convertible Notes, however, third-party trades of the instrument are considered observable inputs. The Convertible Notes are reflected on the accompanying condensed consolidated balance sheets at amortized cost, which was $162,661 and $157,560 as of June 30, 2020 and December 31, 2019, respectively.
As of June 30, 2020, the Company's contingent consideration liability, which was $585 as of December 31, 2019, was reduced to $0 as the period for potential payment of this contingent consideration expired without payment in June 2020. The contingent consideration liability was remeasured to fair value at each reporting date until the contingency was resolved, and those changes in fair value were recognized in earnings. The changes in the fair value of the Level 3 liability during the six months ended June 30, 2020 were as follows:
Balance at December 31, 2019$585  
Change in fair value of contingent consideration recognized in selling, general and administrative expenses(585) 
Balance at June 30, 2020$—  
See Notes 9 and 10 for discussion of non-recurring fair value estimates used in calculating impairment charges recorded during the three and six months ended June 30, 2020.
v3.20.2
Inventory
6 Months Ended
Jun. 30, 2020
Inventory Disclosure [Abstract]  
Inventory Inventory
Inventory consists of the following:
June 30,
2020
December 31,
2019
Supplies, embryos and other production materials$2,214  $2,282  
Work in process3,470  3,702  
Livestock5,777  7,553  
Feed1,268  2,560  
Total inventory$12,729  $16,097  
v3.20.2
Property, Plant and Equipment, Net
6 Months Ended
Jun. 30, 2020
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment, Net Property, Plant and Equipment, Net
Property, plant and equipment consist of the following:
June 30,
2020
December 31,
2019
Land and land improvements$9,814  $9,814  
Buildings and building improvements11,765  11,765  
Furniture and fixtures1,293  1,315  
Equipment47,456  54,448  
Leasehold improvements9,016  12,821  
Breeding stock5,587  5,191  
Computer hardware and software8,922  9,434  
Construction and other assets in progress4,799  5,313  
98,652  110,101  
Less: Accumulated depreciation and amortization(51,696) (49,132) 
Property, plant and equipment, net$46,956  $60,969  
Depreciation expense was $2,900 and $2,932 for the three months ended June 30, 2020 and 2019, respectively, and $5,831 and $6,110 for the six months ended June 30, 2020 and 2019, respectively.
During the three months ended June 30, 2020, the Company suspended MBP Titan's operations. As a result, the Company reviewed the related property, plant and equipment and right-of-use assets for impairment. Based on the estimated undiscounted cash flows, the Company determined that the related asset values were not fully recoverable and calculated estimated fair values using market participant assumptions and discounted cash flow models. The estimated fair values were lower than the carrying values, and the Company recorded impairment losses of $9,914 related to property, plant, and equipment and $2,492 related to the right-of-use assets, which are included in impairment of assets on the accompanying condensed consolidated statements of operations.
v3.20.2
Goodwill and Intangible Assets, Net
6 Months Ended
Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, Net Goodwill and Intangible Assets, Net
The changes in the carrying amount of goodwill for the six months ended June 30, 2020 were as follows:
Balance at December 31, 2019$63,754  
Impairment(9,635) 
Foreign currency translation adjustments 
Balance at June 30, 2020$54,122  
The Company had $53,278 and $43,643 of cumulative impairment losses as of June 30, 2020 and December 31, 2019, respectively.
During the three and six months ended June 30, 2020, the Company recorded $9,635 of goodwill impairment in conjunction with the suspension of MBP Titan's operations. The Company estimated the fair value of MBP Titan using discounted cash flows and determined that the carrying value exceeded its estimated fair value, resulting in the impairment charge.
Intangible assets consist of the following as of June 30, 2020:
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$90,686  $(29,603) $61,083  
Customer relationships10,850  (8,883) 1,967  
Trademarks5,900  (4,191) 1,709  
Total$107,436  $(42,677) $64,759  
Intangible assets consist of the following as of December 31, 2019:
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$90,659  $(26,619) $64,040  
Customer relationships10,700  (8,440) 2,260  
Trademarks5,900  (3,854) 2,046  
Total$107,259  $(38,913) $68,346  
Amortization expense was $1,883 and $1,931 for the three months ended June 30, 2020 and 2019, respectively, and $3,762 and $4,097 for the six months ended June 30, 2020 and 2019, respectively.
v3.20.2
Lines of Credit and Long-Term Debt
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Lines of Credit and Long-Term Debt Lines of Credit and Long-Term Debt
Lines of Credit
Trans Ova has a $5,000 revolving line of credit with First National Bank of Omaha that matures on April 1, 2021. The line of credit bears interest at the greater of the U.S. Prime Rate or 3.00%, and the actual rate was 3.25% as of June 30, 2020. As of June 30, 2020, there was no outstanding balance. The amount available under the line of credit is based on eligible accounts receivable and inventory up to the maximum principal amount and was $4,930 as of June 30, 2020. The line of credit is collateralized by certain of Trans Ova's assets and contains certain restricted covenants that include maintaining minimum tangible net worth and working capital and maximum allowable annual capital expenditures.
Exemplar has a $700 revolving line of credit with American State Bank that matures on October 31, 2020. The line of credit bears interest at 5.50% per annum. As of June 30, 2020, there was no outstanding balance.
Long-Term Debt
Long-term debt consists of the following:
June 30,
2020
December 31,
2019
Convertible debt$219,341  $213,771  
Notes payable3,868  4,089  
Other104  131  
Long-term debt223,313  217,991  
Less current portion32,108  31,670  
Long-term debt, less current portion$191,205  $186,321  
Convertible Debt
Precigen Convertible Notes
In July 2018, Precigen completed a registered underwritten public offering of $200,000 aggregate principal amount of Convertible Notes and issued the Convertible Notes under an indenture (the "Base Indenture") between Precigen and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by the First Supplemental Indenture (together with the Base Indenture, the "Indenture"). Precigen received net proceeds of $193,958 after deducting underwriting discounts and offering expenses of $6,042.
The Convertible Notes are senior unsecured obligations of Precigen and bear interest at a rate of 3.50% per year, payable semiannually in arrears on January 1 and July 1 of each year beginning on January 1, 2019. The Convertible Notes mature on July 1, 2023, unless earlier repurchased or converted. The Convertible Notes are convertible into cash, shares of Precigen's common stock or a combination of cash and shares, at Precigen's election. The initial conversion rate of the Convertible Notes is 58.6622 shares of Precigen common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $17.05 per share of common stock). The conversion rate is subject to adjustment upon the occurrence of certain events, but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date as defined in the Indenture, Precigen will increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event in certain circumstances. Prior to April 1, 2023, the holders may convert the Convertible Notes at their option only upon the satisfaction of the following circumstances:
During any calendar quarter commencing after the calendar quarter ended on September 30, 2018, if the last reported sales price of Precigen's common stock for at least 20 trading days (whether or not consecutive) during the last 30 consecutive trading days of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;
During the five business day period after any five consecutive trading day period in which the trading price, as defined in the Indenture, for the Convertible Notes is less than 98% of the product of the last reported sales price of Precigen's common stock and the conversion rate for the Convertible Notes on each such trading day; or
Upon the occurrence of specified corporate events as defined in the Indenture.
None of the above events allowing for conversion prior to April 1, 2023 occurred during the three months ended June 30, 2020. On or after April 1, 2023 until June 30, 2023, holders may convert their Convertible Notes at any time. Precigen may not redeem the Convertible Notes prior to the maturity date.
If Precigen undergoes a fundamental change, as defined in the Indenture, holders of the Convertible Notes may require Precigen to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Indenture contains customary events of default, as defined in the agreement, and, if any of the events occur, could require repayment of a portion or all of the Convertible Notes, including accrued and unpaid interest. Additionally, the Indenture provides that Precigen shall not consolidate with or merge with or into, or sell, convey, transfer or lease all or substantially all of its properties and assets to, another entity, unless (i) the surviving entity is organized under the laws of the United States and such entity expressly assumes all of Precigen's obligations under the Convertible Notes and the Indenture; and (ii) immediately after such transaction, no default or event of default has occurred and is continuing under the Indenture.
The net proceeds received from the issuance of the Convertible Notes were initially allocated between long-term debt, the liability component, in the amount of $143,723, and additional paid-in capital, the equity component, in the amount of $50,235. Additional paid-in capital was further reduced by $13,367 of deferred taxes resulting from the difference between the carrying amount and the tax basis of the Convertible Notes that is created by the equity component, which also resulted in deferred tax benefit recognized from the reversal of valuation allowances on the then current year domestic operating losses in the same amount. As of June 30, 2020, the outstanding principal balance on the Convertible Notes was $200,000 and the carrying value of long-term debt was $162,661. The effective interest rate on the Convertible Notes, including amortization of the long-term debt discount and debt issuance costs, is 11.02%. As of June 30, 2020, the unamortized long-term debt discount and debt issuance costs totaled $37,339.
The components of interest expense related to the Convertible Notes were as follows:
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Cash interest expense$1,750  $1,750  $3,500  $3,500  
Non-cash interest expense2,585  2,319  5,101  4,532  
Total interest expense$4,335  $4,069  $8,601  $8,032  
Accrued interest of $3,500 is included in other accrued liabilities on the accompanying condensed consolidated balance sheet as of June 30, 2020.
ActoBio Convertible Notes
In September 2018, ActoBio issued $30,000 of convertible promissory notes (the "ActoBio Notes") to a related party in conjunction with an asset acquisition with Harvest. The ActoBio Notes have a maturity date of September 6, 2020, accrue interest at 3.0% compounded annually ("accrued PIK interest"), are convertible into shares of ActoBio common stock at any time by the holder, and are automatically convertible in shares of ActoBio common stock upon the closing of certain financing events as defined in the ActoBio Notes. If the ActoBio Notes have not been converted to ActoBio common stock by the maturity date, ActoBio can pay the principal and accrued PIK interest in cash or with shares of Precigen common stock at its election. There are no embedded features that are required to be separated from the debt host and accounted for separately, so the ActoBio Notes were recorded at $30,000. Interest expense was $234 and $228 for the three months ended June 30, 2020 and 2019, respectively, and $469 and $453 for the six months ended June 30, 2020 and 2019, respectively. As of June 30, 2020, the carrying value of the ActoBio Notes, including accrued interest, was $31,680.
Precigen and PGEN Therapeutics Convertible Note
In December 2018, in conjunction with the Securities Purchase, Assignment and Assumption Agreement with Ares Trading S.A. ("Ares Trading"), Precigen and PGEN Therapeutics jointly and severally issued a $25,000 convertible note (the "Merck Note") to Ares Trading in exchange for cash. The Merck Note has a maturity date of June 28, 2021 although it automatically converts to Precigen common stock on the first trading day following the second anniversary of issuance if not otherwise converted prior to that date. Prior to the automatic conversion, Ares Trading may convert the Merck Note, at their election, into (i) Precigen common stock at any time, (ii) Precigen common stock upon the Company's closing of qualified financing as defined in the agreement, (iii) PGEN Therapeutics equity upon PGEN Therapeutics closing a qualified financing as defined in the agreement, and (iv) PGEN Therapeutics common stock upon the closing of a qualified initial public offering ("IPO") of PGEN Therapeutics common stock. There is no stated interest rate on the Merck Note. However, in the event of a conversion upon a qualified IPO, the conversion price will be 90% of the IPO price. In the event Ares Trading elects to convert the Merck Note into PGEN Therapeutics equity, the Merck Note accrues interest at a rate of 5% per year ("PIK interest") and will be converted with the outstanding principal. The Company determined that the potential PIK interest and IPO conversion discount represented embedded derivatives requiring bifurcation from the debt host but had no significant value as of June 30, 2020. The Merck Note is classified as long-term as of June 30, 2020 and December 31, 2019 since the Merck Note will be settled through a conversion to common stock, and no cash payment is required.
Notes Payable
Trans Ova has a note payable to American State Bank that matures in April 2033 and had an outstanding principal balance of $3,868 as of June 30, 2020. Trans Ova pays monthly installments of $39, which includes interest at 3.95%. The note payable is collateralized by certain of Trans Ova's real estate and non-real estate assets.
Future Maturities
Future maturities of long-term debt are as follows:
2020$56,945  
2021330  
2022344  
2023200,357  
2024372  
2025387  
Thereafter1,918  
Total$260,653  
v3.20.2
Income Taxes
6 Months Ended
Jun. 30, 2020
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
Tax provisions for interim periods are calculated using an estimate of actual taxable income or loss for the respective period, rather than estimating the Company's annual effective income tax rate, as the Company is currently unable to reliably estimate its income for the full year. The Company has U.S. taxable loss of approximately $27,700 and $55,700 for the three months ended June 30, 2020 and 2019, respectively, and $107,000 and $147,300 for the six months ended June 30, 2020 and 2019, respectively. The following table presents the components of income tax benefit from continuing operations.
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Current foreign income tax expense from continuing operations$16  $10  $56  $24  
Deferred income tax benefit from continuing operations(136) (19) (136) (46) 
Total income tax benefit from continuing operations$(120) $(9) $(80) $(22) 
The Company's net deferred tax assets, excluding certain deferred tax liabilities totaling $2,698, are offset by a valuation allowance due to the Company's history of net losses combined with an inability to confirm recovery of the tax benefits of the Company's losses and other net deferred tax assets. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
As of June 30, 2020, the Company has operating loss carryforwards for U.S. federal income tax purposes of approximately $675,200 available to offset future taxable income, including approximately $422,500 generated after 2017, U.S. capital loss carryforwards of approximately $199,700, and federal and state research and development tax credits of approximately $10,100, prior to consideration of annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986, as amended. Carryforwards generated prior to 2018 begin to expire in 2022, and capital loss carryforwards will begin to expire if unutilized in 2024. As of June 30, 2020, the Company's foreign subsidiaries have foreign loss carryforwards of approximately $74,200, most of which do not expire.
v3.20.2
Shareholders' Equity
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
Shareholders' Equity Shareholders' Equity
Issuances of Precigen Common Stock
Concurrent with entering into the TS Biotechnology Sale on January 1, 2020, the Company also entered into a subscription agreement with TS Biotechnology pursuant to which TS Biotechnology purchased 5,972,696 shares of the Company's common stock for $35,000 on January 31, 2020.
Share Lending Agreement
Concurrently with the offering of the Convertible Notes (Note 11), Precigen entered into a share lending agreement (the "Share Lending Agreement") with J.P. Morgan Securities LLC (the "Share Borrower") pursuant to which Precigen loaned and delivered 7,479,431 shares of its common stock (the "Borrowed Shares") to the Share Borrower. The Share Lending Agreement will terminate, and the Borrowed Shares will be returned to Precigen within five business days of such termination, upon (i) termination by the Share Borrower or (ii) the earliest to occur of (a) October 1, 2023 and (b) the date, if any, on which the Share Lending Agreement is either mutually terminated or terminated by one party upon a default by the other party. The Share Borrower maintains collateral in the form of cash or certain permitted non-cash collateral with a market value at least equal to the market value of the Borrowed Shares as security for the obligation of the Share Borrower to return the Borrowed Shares when required by the terms above. The Borrowed Shares were offered and sold to the public at a price of $13.37 per share under a registered offering (the "Borrowed Shares Offering"). Precigen did not receive any proceeds from the sale of the Borrowed Shares to the public or any lending fees from the Share Lending Agreement. The Share Borrower or its affiliates received all the proceeds from the sale of the Borrowed Shares to the public. Affiliates of Third Security purchased all of the shares of common stock in the Borrowed Shares Offering.
The Share Lending Agreement was entered into at fair value and met the requirements for equity classification. Therefore, the value is netted against the issuance of the Borrowed Shares in additional paid-in capital. Additionally, the Borrowed Shares are not included in the denominator for loss per share attributable to Precigen shareholders unless the Share Borrower defaults on the Share Lending Agreement.
Issuances of AquaBounty Common Stock
In March 2019, AquaBounty completed an underwritten public offering that resulted in net proceeds of $6,611 after deducting discounts, fees, and expenses. See Note 1 for additional discussion of issuances of AquaBounty common stock in April 2019, which resulted in the deconsolidation of AquaBounty.
Components of Accumulated Other Comprehensive Loss
The components of accumulated other comprehensive loss are as follows:
June 30,
2020
December 31,
2019
Unrealized gain on investments$279  $ 
Loss on foreign currency translation adjustments(929) (27,475) 
Total accumulated other comprehensive loss$(650) $(27,468) 
See Note 3 for further discussion of the release of cumulative losses on foreign currency translation adjustments upon the closing of the TS Biotechnology Sale.
v3.20.2
Share-Based Payments
6 Months Ended
Jun. 30, 2020
Share-based Payment Arrangement [Abstract]  
Share-Based Payments Share-Based Payments
The Company measures the fair value of stock options and restricted stock units ("RSUs") issued to employees and nonemployees as of the grant date for recognition of stock-based compensation expense. Stock-based compensation expense for employees and nonemployees is recognized over the requisite service period, which is typically the vesting period. Stock-based compensation costs included in the condensed consolidated statements of operations are presented below:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Cost of products$ $ $ $12  
Cost of services35  52  64  117  
Research and development364  1,360  953  2,701  
Selling, general and administrative4,496  (1,900) 9,592  4,934  
Discontinued operations—  545  (1,346) 1,351  
Total$4,897  $61  $9,269  $9,115  
Precigen Stock Option Plans
In April 2008, Precigen adopted the 2008 Equity Incentive Plan (the "2008 Plan") for employees and nonemployees pursuant to which Precigen's board of directors granted share-based awards, including stock options, to officers, key employees and nonemployees. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the "2013 Plan"), no new awards may be granted under the 2008 Plan. As of June 30, 2020, there were 223,451 stock options outstanding under the 2008 Plan.
Precigen adopted the 2013 Plan for employees and nonemployees pursuant to which Precigen's board of directors may grant share-based awards, including stock options and shares of common stock, to employees, officers, consultants, advisors, and nonemployee directors. The 2013 Plan became effective in August 2013, and as of June 30, 2020, there were 27,000,000 shares authorized for issuance under the 2013 Plan, of which 10,388,996 stock options and 1,399,669 RSUs were outstanding and 6,848,044 shares were available for grant.
In April 2019, Precigen adopted the 2019 Incentive Plan for Non-Employee Service Providers (the "2019 Plan"), which became effective upon shareholder approval in June 2019. The 2019 Plan permits the grant of share-based awards, including stock options, restricted stock awards, and RSUs, to non-employee service providers, including board members. As of June 30, 2020, there were 5,000,000 shares authorized for issuance under the 2019 Plan, of which 770,592 stock options and 497,512 RSUs were outstanding and 2,582,279 shares were available for grant.
Stock option activity was as follows:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 20199,022,282  $21.94  6.10
Granted5,287,092  10.43  
Exercised(20,780) (3.17) 
Forfeited(834,286) (16.27) 
Expired(2,071,269) (27.30) 
Balances at June 30, 202011,383,039  16.07  7.55
Exercisable at June 30, 20205,604,412  20.02  5.86
RSU activity was as follows:
Number of Restricted Stock UnitsWeighted Average Grant Date Fair ValueWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 20191,781,982  $8.71  1.24
Granted3,103,819  3.08  
Vested(2,625,093) (3.97) 
Forfeited(363,527) (8.57) 
Balances at June 30, 20201,897,181  6.09  0.87
Precigen currently uses authorized and unissued shares to satisfy share award exercises.
The Company's Executive Chairman ("Executive Chairman"), who previously served as the Company's Chief Executive Officer ("CEO") until January 1, 2020, received a base salary of $200 per month through March 31, 2020, payable in fully-vested shares of Precigen common stock with such shares subject to a three-year lock-up on resale. The monthly number of shares of common stock was calculated based on the closing price on the last trading day of each month through March 2019 and based on the volume weighted average of the price of Precigen common stock over the 30 day period ending on the last calendar day of each month thereafter, and the shares were issued pursuant to the terms of a Restricted Stock Unit Agreement ("RSU Agreement") between Precigen and the Executive Chairman pursuant to the terms of the 2013 Plan. The RSU Agreement expired March 31, 2020. The fair value of the shares issued as compensation for services is included in selling, general, and administrative expenses in the Company's condensed consolidated statements of operations and totaled $495 for the three months ended June 30, 2019, and $454 and $981 for the six months ended June 30, 2020 and 2019, respectively.
v3.20.2
Operating Leases
6 Months Ended
Jun. 30, 2020
Leases [Abstract]  
Operating Leases Operating Leases
The Company leases certain facilities and equipment under operating leases. Leases with a lease term of twelve months or less are considered short-term leases and are not recorded on the balance sheet, and expense for these leases is recognized over the term of the lease. All other leases have remaining terms of one to ten years, some of which may include options to extend the lease and some of which may include options to terminate the lease within one year. The Company uses judgment to determine whether it is reasonably possible to extend the lease beyond the initial term or terminate before the initial term ends and the length of the possible extension or early termination. The leases are renewable at the option of the Company and do not contain residual value guarantees, covenants, or other restrictions.
The components of lease costs were as follows:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Operating lease costs$1,756  $1,777  $3,516  $3,618  
Short-term lease costs415  535  852  1,014  
Variable lease costs544  508  1,037  1,022  
Lease costs$2,715  $2,820  $5,405  $5,654  
As of June 30, 2020, maturities of lease liabilities, excluding short-term and variable leases, were as follows:
2020$3,281  
20217,465  
20226,993  
20235,819  
20245,718  
20253,428  
Thereafter826  
Total33,530  
Present value adjustment(7,804) 
Total$25,726  
Current portion of operating lease liabilities$4,514  
Long-term portion of operating lease liabilities21,212  
Total$25,726  
Other information related to operating leases in continuing operations was as follows:
June 30,
2020
December 31,
2019
Weighted average remaining lease term (years)4.805.24
Weighted average discount rate10.97 %10.96 %
Six Months Ended 
 June 30,
20202019
Supplemental disclosure of cash flow information
Cash paid for operating lease liabilities$3,764  $3,627  
Operating lease right-of-use assets added in exchange for new lease liabilities65  —  
v3.20.2
Commitments and Contingencies
6 Months Ended
Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Contingencies
In March 2012, Trans Ova was named as a defendant in a licensing and patent infringement suit brought by XY, LLC ("XY"), alleging that Trans Ova's sale of semen-sorting products and services breached a 2004 licensing agreement and infringed on XY's patents related to semen sorting. Trans Ova counterclaimed for breach of contract, antitrust, and patent invalidity, and the matter proceeded to a jury trial in the United States District Court for the District of Colorado in January 2016. The jury determined that XY and Trans Ova had each breached the licensing agreement and that Trans Ova had infringed on XY's patents. In April 2016, the court issued its post-trial final judgment, awarding $528 in damages to Trans Ova and $6,066 in damages to XY. The order also provided Trans Ova with the ability to continue to practice XY's technology, subject to an ongoing royalty obligation of 12.5% of gross proceeds on Trans Ova's standard sorted semen products, plus a 2% enhancement on those products utilizing "reverse-sorted semen", or semen that is frozen before being sorted. In addition, the court assigned a $5.00 minimum royalty for a straw of sexed semen. Both parties appealed the district court's order. In May 2018, the Court of Appeals for the Federal Circuit denied Trans Ova's appeal of its claims for antitrust, breach of contract and patent invalidity (except as to one patent, for which the Federal Circuit affirmed invalidity in a separate, same-day ruling in a third-party case). The Federal Circuit remanded the district court's calculation of the ongoing royalty and instructed the district court to re-calculate the ongoing royalty in light of post-verdict economic factors. In March 2019, the district court clarified the royalty base and reset the royalty rates consistent with the Federal Circuit's opinion. In an amended final judgment, the district court increased the royalty rate on Trans Ova's standard sorted semen products to 18.75%. For the reverse-sort enhancement, however, it applied a weighted, blended royalty of 12.63% to Trans Ova's entire in vitro fertilization ("IVF") service cycle that utilizes reverse-sorted semen. The district court also changed the minimum royalty for a straw of sexed semen to $6.25 for a 2-
million cell straw (prorated appropriately for straws of higher cell counts), and assigned a minimum royalty for a sexed embryo at $6.25 per embryo. The new royalty rates were made retroactive to February 2016 (the end date of the trial).
Since the inception of the 2004 licensing agreement, Trans Ova has remitted payments to XY pursuant to the terms of that agreement, or pursuant to the terms of the district court's April 2016 post-trial order and its March 2019 post-remand order, and has recorded these payments in cost of services in the condensed consolidated statements of operations for the respective periods. For the period from inception of the 2004 licensing agreement through the district court's April 2016 order, aggregate royalty and license payments were $3,170, of which $2,759 had not yet been deposited by XY. In 2016, the Company recorded the expense of $4,228, representing the excess of the net damages awarded to XY, including prejudgment interest, over the liability previously recorded by Trans Ova for uncashed checks previously remitted to XY. In August 2016, Trans Ova deposited the net damages amount, including prejudgment interest, into the district court's registry, to be held until the appeals process was complete and final judgment amounts were determined. After the appeal, the district court subsequently released the funds held in its registry to XY in January 2019. As for post-trial damages, Trans Ova continued to remit payment to XY every quarter based on the original ongoing royalty rates set by the district court, though XY refused to cash those checks.
Under the district court's March 2019 post-remand order clarifying the royalty base and resetting the royalty rates, Trans Ova recalculated royalties owed from February 2016 through the first quarter of 2019, plus applicable pre- and post-judgment interest, and remitted that payment, totaling $5,801, to XY in May 2019. In June 2019, XY deposited the $5,801 into the district court's registry while the parties resolved a separate dispute over the appropriate calculation of royalties. XY filed a motion claiming over $1,000 in additional back royalties. Trans Ova contested XY's motion. On February 6, 2020, the district court denied XY's motion without prejudice, holding that XY failed to satisfy its obligation under the court's local rules to meaningfully confer with Trans Ova before filing its motion. The district court held that, should XY choose to re-file its motion, it must include a substantial certificate of conferral demonstrating that it seriously and in good faith tried to resolve its disputes with Trans Ova.
Since 2016, seven of XY's patents subject to the ongoing royalty have expired or been invalidated. The remaining three patents, which all expire in the first half of 2022, are limited to the use of reverse-sorted semen. In December 2019, shortly after XY's last patent not limited to reverse-sorting expired, Trans Ova moved for partial relief from judgment. Trans Ova sought an appropriate reduction in its royalty obligation in light of the fact that many of its products and services do not employ reverse sorting, whereas all of XY's remaining non-expired patents are limited to reverse sorting. On May 5, 2020, the court granted Trans Ova's motion in its entirety and issued a second amended final judgment, which substantially reduced Trans Ova's royalty obligation. The court held that, as of December 4, 2019, Trans Ova's royalty obligation on standard sorted semen products terminated. For the reverse-sort enhancement, the court held that, from December 4, 2019 through January 14, 2022, Trans Ova owes a weighted, blended royalty of 3.93% on the entire IVF service cycle. From January 15, 2022 through May 21, 2022, Trans Ova will owe XY a royalty rate of 5% on just the reverse-sort and IVF procedure components of the IVF service cycle, with no royalty being owed on the ovum pick-up and IVF drug components of the cycle. The order is subject to appeal by XY. On May 22, 2022, Trans Ova will cease owing XY any royalty for the litigated patents.
In June 2020, XY filed a notice of appeal with the Federal Circuit, seeking reversal of the district court's May 5 order and second amended final judgment that reduced Trans Ova's royalty obligation. XY's appeal is expected to be argued and decided sometime in 2021.
In December 2016, XY filed a complaint for patent infringement, trade secret misappropriation, and various state law claims against Trans Ova in the United States District Court for the Western District of Texas in Waco, Texas. Since the claims in the 2016 complaint directly relate to the parties' other litigation, Trans Ova succeeded in transferring the case to the same Colorado district court that presided over the 2012 litigation. That court subsequently dismissed nine of the complaint's twelve counts, including all five non-patent counts and four patent counts. The court subsequently dismissed a fifth patent count after ruling that the patent was invalid, leaving only two patent counts left in the case. In February 2019, a Wisconsin district court invalidated one of the two remaining patents, which XY had asserted against another competitor. After initially appealing the Wisconsin court's invalidation of its patent, XY subsequently withdrew the appeal. In March 2019, the Colorado district court stayed the two remaining patent counts (including the one later invalidated by the Wisconsin court) and entered final judgment against XY's ten other dismissed counts. The 2016 litigation is administratively closed, pending disposition of XY's appeal to the Federal Circuit, in which XY has appealed the district court's dismissal of four of its patent causes of action. XY did not appeal the dismissal of any of the non-patent causes of action. The Federal Circuit opinion was issued on July 31, 2020. The appellate court reversed the Colorado district court's dismissal of the appealed patents and remanded the disposition of those patents back to the district court for further proceedings consistent with its opinion.
Trans Ova shall continue to utilize the technology consistent with the determinations of the court proceedings. Nonetheless, these disputes remain subject to a number of uncertainties, including the outcome of appellate proceedings, the possibility of
further claims by XY, and the impact of these matters on Trans Ova's ability to utilize the technology. Trans Ova and the Company could elect to enter into a settlement agreement in order to avoid the further costs and uncertainties of litigation.
In October 2018, the Company received a subpoena from the Division of Enforcement of the Securities and Exchange Commission ("SEC") informing the Company of a non-public, fact-finding investigation concerning the Company's disclosures regarding its methane bioconversion platform. The Company has produced documents to, and met with, the staff of the SEC and is voluntarily cooperating with the SEC investigation. In November 2019, the staff of the SEC informed the Company that its investigative work was largely completed. The Company and the staff of the SEC continue to engage in discussions about potential resolutions, but there can be no assurance regarding the ultimate outcome of the investigation.
On July 10, 2020, the Company received a notice of arbitration from Harvest pursuant to the Collaboration Investment Opportunity Agreement dated March 13, 2015. The Company intends to defend itself vigorously, but there can be no assurance as to the ultimate outcome of this arbitration.
The Company has previously entered into strategic collaborations, including ECCs and JVs, to fund and develop products enabled by its technologies. These relationships involve complex interests, and the Company's interests may diverge with those of its collaborators, which can occur as a result of operations under those collaborations, business or technological developments, or as the Company transitions away from, or terminates, certain strategic collaborations. The Company has had, and has, disagreements and disputes with certain collaborators and JV partners, including Harvest, the IEP Investors, and the IEPII Investors. While the Company believes it is entitled to payment for work performed per its collaborations and JVs, consistent with its policy for accounting for accounts receivable, the Company has fully reserved the amount of any disputed accounts receivable that remained outstanding as of June 30, 2020. These disagreements and disputes may result in litigation, unfavorable settlements, or concessions by the Company, adverse regulatory action, or management distraction, any of which could harm the Company's business or operations.
The Company may become subject to other claims, assessments, and governmental investigations from time to time in the ordinary course of business. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. The Company accrues liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of June 30, 2020, the Company does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company's business, financial condition, results of operations, or cash flows.
v3.20.2
Related Party Transactions
6 Months Ended
Jun. 30, 2020
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
Third Security and Affiliates
The Company's Executive Chairman and a member of the board of directors is also the Senior Managing Director and CEO of Third Security and owns 100% of the equity interests of Third Security. Through December 2019, the Company was party to a Services Agreement ("Services Agreement") with Third Security pursuant to which Third Security provided the Company with certain professional, legal, financial, administrative, and other support services necessary to support the Company and its Executive Chairman. Under the Services Agreement, as consideration for providing these services, Third Security was entitled to a fee paid in the form of fully-vested shares of Precigen common stock that approximated $800 per month. In 2019, the number of shares of common stock was calculated based on the volume weighted average of the closing price of the Company's common stock over the 30-day period ending on the 15th day of the calendar month when the applicable services were provided. For the three and six months ended June 30, 2019, the Company issued 483,279 shares and 839,993 shares, respectively, with values of $2,284 and $4,362, respectively, to Third Security as payment for services rendered pursuant to the Services Agreement.
Following the expiration of the Services Agreement, the Company entered into a new agreement with Third Security under which the Company reimburses Third Security for certain tax-related services performed by Third Security as requested by the Company. The Company also reimburses Third Security for certain out-of-pocket expenses incurred on the Company's behalf prior to and after the expiration of the Services Agreement under a separate agreement. The total expenses incurred by the Company under these arrangements were $38 and $1 for the three months ended June 30, 2020 and 2019, respectively, and $76 and $18 for the six months ended June 30, 2020 and 2019, respectively.
See also Note 14 regarding compensation arrangements between the Company and its Executive Chairman.
The Company also subleases certain administrative offices to Third Security. The significant terms of the lease mirror the terms of the Company's lease with the landlord, and the Company recorded sublease income of $24 and $22 for the three months ended June 30, 2020 and 2019, respectively, and $46 and $44 for the six months ended June 30, 2020 and 2019, respectively.
See Notes 1, 3, and 13 regarding additional transactions with affiliates of Third Security.
Transactions with ECC Parties
Collaborators in which the Company holds more than a de minimis equity interest, including interests received as upfront or milestone payments through collaborations, are considered related parties. The Company held Series A Convertible Preferred Stock (the "Convertible Preferred Shares"), a convertible note, common shares of Fibrocell, and warrants to purchase shares of Fibrocell common stock previously acquired through collaborations and other transactions. In December 2019, Fibrocell was acquired by Castle Creek Pharmaceutical Holdings, Inc. ("Castle Creek"), a privately held company focused on developing medicine for rare genetic disorders. As a result, the Company received $1,280 in December 2019 for its shares of Fibrocell common stock and received a total of $3,311 in January 2020 for the Convertible Preferred Shares and the convertible note, including accrued interest thereon. The $3,311 is included in other receivables on the accompanying condensed consolidated balance sheet as of December 31, 2019. Subsequent to the acquisition by Castle Creek, Fibrocell is no longer a related party.
v3.20.2
Net Loss per Share
6 Months Ended
Jun. 30, 2020
Earnings Per Share [Abstract]  
Net Loss per Share Net Loss per Share
The following table presents the computation of basic and diluted net loss per share:
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Historical net loss per share:
Numerator:
Net loss from continuing operations attributable to Precigen$(43,354) $(32,140) $(73,296) $(83,613) 
Net loss from discontinued operations attributable to Precigen—  (6,626) (26,056) (15,862) 
Net loss attributable to Precigen$(43,354) $(38,766) $(99,352) $(99,475) 
Denominator:
Weighted average shares outstanding, basic and diluted164,065,087  153,749,929  162,201,915  153,351,208  
Net loss per share:
Net loss from continuing operations attributable to Precigen per share, basic and diluted
$(0.26) $(0.21) $(0.45) $(0.55) 
Net loss from discontinued operations attributable to Precigen per share, basic and diluted
—  (0.04) (0.16) (0.10) 
Net loss attributable to Precigen per share, basic and diluted
$(0.26) $(0.25) $(0.61) $(0.65) 
The following potentially dilutive securities as of June 30, 2020 and 2019, have been excluded from the above computations of diluted weighted average shares outstanding for the three and six months then ended as they would have been anti-dilutive:
June 30,
20202019
Convertible debt24,750,914  19,667,765  
Options11,383,039  11,730,954  
Restricted stock units1,897,181  2,271,277  
Warrants133,264  133,264  
Total38,164,398  33,803,260  
v3.20.2
Segments
6 Months Ended
Jun. 30, 2020
Segment Reporting [Abstract]  
Segments Segments
In April 2019, the Company initiated efforts to better deploy resources, realize inherent synergies, and position the Company for growth with a core focus on healthcare and initiated plans to achieve this through various corporate activities ultimately resulting in the closing of the Transactions in January 2020 (Note 3). Beginning in the second quarter of 2019, the Company's CODM assessed the operating performance of and allocated resources for several operating segments using Segment Adjusted EBITDA. Management believes this financial metric is a key indicator of operating results since it excludes noncash revenues and expenses that are not reflective of the underlying business performance of an individual enterprise. The Company defines Segment Adjusted EBITDA as net loss before (i) interest expense, (ii) income tax expense or benefit, (iii) depreciation and amortization, (iv) stock-based compensation expense, (v) adjustments for bonuses paid in equity awards, (vi) loss on impairment of goodwill and other long-lived assets, (vii) equity in net loss of affiliates, and (viii) recognition of previously deferred revenue associated with upfront and milestone payments as well as cash outflows from capital expenditures and investments in affiliates. For the six months ended June 30, 2020, the Company modified the current period definition of Segment Adjusted EBITDA to exclude adjustments recorded to reverse the difference of bonuses accrued as of December 31, 2019 compared to the value of equity awards granted, as the Company determined in March 2020 that those accrued bonuses would be paid through the grant of equity awards instead of cash. Segment Adjusted EBITDA for the three and six months ended June 30, 2019 was not impacted by this change.
Because the Company uses Segment Adjusted EBITDA as its primary measure of segment performance, it has included this measure in its discussion of segment operating results. The Company has also disclosed revenues from external customers and intersegment revenues for each reportable segment. Corporate expenses are not allocated to the segments and are managed at a consolidated level. The CODM does not use total assets by segment to evaluate segment performance or allocate resources, and accordingly, these amounts are not required to be disclosed. The Company's CODM now regularly reviews disaggregated financial information for each of the Company's operating segments. The Company's segment presentation excludes consideration of all of the businesses included in the Transactions (Note 3).
For the three and six months ended June 30, 2020, the Company's reportable segments were (i) PGEN Therapeutics, (ii) ActoBio, (iii) MBP Titan, (iv) Trans Ova, and (v) the Human Biotherapeutics division. These identified reportable segments met the quantitative thresholds to be reported separately for the six months ended June 30, 2020. See Note 1 for a description of PGEN Therapeutics, ActoBio, MBP Titan, and Trans Ova. The Company's Human Biotherapeutics division is an operating division within Precigen which includes the Company's majority-owned subsidiary, Triple-Gene LLC, and its collaborations with Fibrocell (Note 5). The All Other category as reported below reflects Precigen's other operating segments that do not meet the quantitative thresholds to be reported separately. The Company has also recast 2019 segment information on the same basis as the current presentation.
Information by reportable segment was as follows:
Three Months Ended June 30, 2020
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$218  $32  $—  $23,845  $4,210  $2,105  $30,410  
Intersegment revenues1,612  (3) —  90  —  —  1,699  
Total segment revenues$1,830  $29  $—  $23,935  $4,210  $2,105  $32,109  
Segment Adjusted EBITDA$(5,698) $(1,135) $(5,199) $6,528  $(495) $637  $(5,362) 
Three Months Ended June 30, 2019
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$549  $181  $1,215  $24,392  $2,462  $3,998  $32,797  
Intersegment revenues2,412  52   674  —  60  3,200  
Total segment revenues$2,961  $233  $1,217  $25,066  $2,462  $4,058  $35,997  
Segment Adjusted EBITDA$(7,467) $(4,124) $(9,188) $4,932  $(354) $(2,479) $(18,680) 
Six Months Ended June 30, 2020
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$378  $230  $—  $40,630  $14,573  $4,397  $60,208  
Intersegment revenues3,715  (3)  199  —  281  4,199  
Total segment revenues$4,093  $227  $ $40,829  $14,573  $4,678  $64,407  
Segment Adjusted EBITDA$(12,617) $(3,125) $(13,963) $5,329  $(1,833) $1,129  $(25,080) 
Six Months Ended June 30, 2019
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$1,730  $582  $2,696  $39,326  $2,845  $8,095  $55,274  
Intersegment revenues4,777  495   947  —  73  6,294  
Total segment revenues$6,507  $1,077  $2,698  $40,273  $2,845  $8,168  $61,568  
Segment Adjusted EBITDA$(14,836) $(6,562) $(17,214) $2,706  $(577) $(3,717) $(40,200) 
The table below reconciles total segment revenues from reportable segments to total consolidated revenues:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Total segment revenues from reportable segments$30,004  $31,939  $59,729  $53,400  
Other revenues, including from other operating segments2,526  4,097  5,740  8,315  
Elimination of intersegment revenues(2,106) (3,200) (5,207) (6,294) 
Total consolidated revenues$30,424  $32,836  $60,262  $55,421  
The table below reconciles Segment Adjusted EBITDA for reportable segments to consolidated net loss from continuing operations before income taxes:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Segment Adjusted EBITDA for reportable segments$(5,999) $(16,201) $(26,209) $(36,483) 
All Other Segment Adjusted EBITDA637  (2,479) 1,129  (3,717) 
Remove cash paid for capital expenditures and investments in affiliates1,879  4,155  4,620  7,667  
Add recognition of previously deferred revenue associated with upfront and milestone payments5,573  6,247  18,046  10,859  
Other expenses:
Interest expense(4,592) (4,353) (9,184) (8,658) 
Depreciation and amortization(4,783) (4,863) (9,593) (10,207) 
Impairment losses(22,041) —  (22,041) —  
Stock-based compensation expense(4,897) 484  (10,615) (7,764) 
Adjustment related to bonuses paid in equity awards—  —  2,833  —  
Equity in net loss of affiliates(251) (716) (602) (1,464) 
Other —  12  —  
Unallocated corporate costs(7,344) (11,426) (17,526) (29,448) 
Eliminations(1,659) (3,162) (4,246) (6,012) 
Consolidated net loss from continuing operations before income taxes$(43,474) $(32,314) $(73,376) $(85,227) 
As of June 30, 2020 and December 31, 2019, the Company had $5,997 and $6,724, respectively, of long-lived assets in foreign countries from continuing operations. The Company recognized revenues from continuing operations derived in foreign countries totaling $122 and $233 for the three months ended June 30, 2020 and 2019, respectively, and $363 and $765 for the six months ended June 30, 2020 and 2019, respectively.
v3.20.2
Subsequent Events
6 Months Ended
Jun. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events Subsequent EventsIn July 2020, the Company and Oragenics, a related party, mutually agreed to terminate the ECC for the treatment of oral mucositis effective immediately. Accordingly, the Company will recognize the remaining balance of deferred revenue associated with the ECC totaling $2,823 as collaboration and licensing revenue during the third quarter of 2020.
v3.20.2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2020
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying interim condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain information and footnote disclosures normally included in the Company's annual financial statements have been condensed or omitted. These interim condensed consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for fair statement of the Company's financial position as of June 30, 2020 and results of operations and cash flows for the interim periods ended June 30, 2020 and 2019. The year-end condensed consolidated balance sheet data was derived from the Company's audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2020, or for any other future annual or interim period. The accompanying interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.
Consolidation The accompanying condensed consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated.
Equity Method Investments Equity Method InvestmentsThe Company accounts for its investments in each of its joint ventures ("JVs") and for its investments in start-up entities backed by the Harvest Intrexon Enterprise Fund I, LP ("Harvest"), all of which are related parties, using the equity method of accounting based upon relative ownership interest. The Company's investments in these entities are included in investments in affiliates in the accompanying condensed consolidated balance sheets.
Variable Interest Entities Variable Interest EntitiesAs of June 30, 2020 and December 31, 2019, the Company determined that certain of its collaborators and JVs, as well as Harvest, were variable interest entities ("VIEs"). The Company was not the primary beneficiary for these entities since it did not have the power to direct the activities that most significantly impact the economic performance of the VIEs.
Accounts Receivable
Accounts Receivable
Effective January 1, 2020, the Company applies Financial Accounting Standards Board ("FASB") Accounting Standard Update ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). This ASU replaces the incurred loss impairment model with an expected credit loss impairment model for financial instruments, including trade receivables. The amendment requires entities to consider forward-looking information to estimate expected credit losses, resulting in earlier recognition of losses for receivables that are current or not yet due, which were not considered under the previous accounting guidance.

The Company is exposed to credit losses primarily through sales of products and services by Trans Ova in the normal course of business. The Company's expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions, and a review of the current status of customers' accounts receivables. The Company's monitoring activities include timely account reconciliation, routine follow-up on past due accounts, and consideration of customers' financial condition, as well as macroeconomic conditions. Past due status is determined based upon contractual terms. Balances are written off at the point when collection attempts have been exhausted.

Estimates are used to determine the loss allowance, which is based on assessment of anticipated payment and other historical, current, and future information that is reasonably available.
Segment Information Segment InformationThe Company realigned its business in April 2019, and as a result, its chief operating decision maker ("CODM") now regularly reviews disaggregated financial information for various operating segments. As of June 30, 2020, the Company's reportable segments were (i) PGEN Therapeutics, (ii) ActoBio, (iii) MBP Titan, (iv) Trans Ova, and (v) the Human Biotherapeutics division, which is an operating division of Precigen. All of Precigen's consolidated subsidiaries and operating divisions that did not meet the quantitative thresholds to report separately are combined and reported in a single category, All Other. See Note 1 for a description of PGEN Therapeutics, ActoBio, MBP Titan, and Trans Ova. See Note 19 for a description of the Human Biotherapeutics division. Corporate expenses, which are not allocated to the segments and are managed at a consolidated level, include costs associated with general and administrative functions, including the Company's finance, accounting, legal, human resources, information technology, corporate communication, and investor relations functions. Corporate expenses exclude interest expense, depreciation and amortization, stock-based compensation expense, and equity in net loss of affiliates and, for 2019, include unrealized and realized gains and losses on the Company's securities portfolio as well as dividend income.
Use of Estimates
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Recently Issued and Adopted Accounting Pronouncements
Recently Adopted Accounting Pronouncements
In October 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 ("ASU 2018-18"). The provisions of ASU 2018-18 clarify when certain transactions between collaborative arrangement participants should be accounted for under Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC 606"), and incorporates unit-of-account guidance consistent with ASC 606 to aid in this determination. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities ("ASU 2018-17"). The provisions of ASU 2018-17 modify the guidance under ASC Topic 810 related to the evaluation of indirect interests held through related parties under common control when determining whether fees paid to decision makers and service providers are variable interests. Indirect interests held through related parties that are under common control are no longer considered to be the equivalent of direct interests in their entirety and instead should be considered on a proportional basis. This guidance more closely aligns with accounting of how indirect interests held through related parties under common control are considered for determining whether a reporting entity must consolidate a VIE. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ("ASU 2018-15"). The provisions of ASU 2018-15 clarify the accounting for implementation costs of a hosting arrangement that is a service contract. The new standard requires an entity (customer) in a hosting arrangement that is a service contract to follow existing internal-use software guidance to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. Capitalized implementation costs of a hosting arrangement that is a service contract should be amortized over the term of the hosting arrangement, which might extend beyond the noncancelable period if there are options to extend or terminate. ASU 2018-15 also specifies the financial statement presentation of capitalized implementation costs and related amortization, in addition to required disclosures for material capitalized implementation costs related to hosting arrangements that are service contracts. The Company adopted this standard effective January 1, 2020, on a prospective basis, and there was no material impact to the accompanying consolidated financial statements.
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurements ("ASU 2018-13"). The provisions of ASU 2018-13 modify the disclosures related to recurring and nonrecurring fair value measurements. Disclosures related to the transfer of assets between Level 1 and Level 2 hierarchies have been eliminated and various additional disclosures related to Level 3 fair value measurements have been added, modified, or removed. The Company adopted this standard effective January 1, 2020, and there was no impact to the accompanying consolidated financial statements.
In June 2016, the FASB issued ASU 2016-13, which modifies the impairment model to utilize an expected loss methodology in place of the previous incurred loss methodology, and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company adopted this standard effective January 1, 2020, and there was no material impact to the accompanying consolidated financial statements.
Recently Issued Accounting Pronouncements
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). This ASU is intended to simplify various aspects related to accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740 and clarifying certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective for annual periods beginning after December 15, 2020 and interim periods within those annual periods, with early adoption permitted. An entity that elects early adoption must adopt all the amendments in the same period. Most amendments within this ASU are required to be applied on a prospective basis, while
certain amendments must be applied on a retrospective or modified retrospective basis. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures.
v3.20.2
Summary of Significant Accounting Policies (Tables)
6 Months Ended
Jun. 30, 2020
Accounting Policies [Abstract]  
Accounts Receivable, Allowance for Credit Loss
The following table shows the activity in the allowance for credit losses for the six months ended June 30, 2020:
Balance at December 31, 2019$7,513  
Charged to operating expenses679  
Write offs of accounts receivable, net of recoveries(190) 
Balance at June 30, 2020$8,002  
v3.20.2
Discontinued Operations (Tables)
6 Months Ended
Jun. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]  
Disposal Groups, Including Discontinued Operations
The carrying values of the major classes of assets and liabilities included in assets and liabilities held for sale for the Transactions as of December 31, 2019 are as follows:
 TS Biotechnology SaleEnviroFlight SaleTotal
Assets
Cash and cash equivalents$2,223  $—  $2,223  
Other current assets9,698  —  9,698  
Property, plant and equipment, net51,975  —  51,975  
Intangible assets, net20,891  4,383  25,274  
Investments in affiliates—  7,817  7,817  
Right-of-use assets13,622  —  13,622  
Other noncurrent assets212  —  212  
Total assets held for sale$98,621  $12,200  $110,821  
Liabilities
Deferred revenue, current (1)$8,723  $—  $8,723  
Operating lease liabilities, current2,459  —  2,459  
Other current liabilities3,058  41  3,099  
Deferred revenue, net of current portion (2)19,410  —  19,410  
Operating lease liabilities, net of current portion12,623  —  12,623  
Other long-term liabilities1,019  —  1,019  
Total liabilities held for sale$47,292  $41  $47,333  
(1)Includes deferred revenue, current, from related parties of $1,243.
(2)Includes deferred revenue, net of current portion, from related parties of $6,836.
The following table presents the financial results of discontinued operations for the six months ended June 30, 2020. There were no discontinued operations for the three months ended June 30, 2020.
 Six Months Ended June 30, 2020
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$1,294  $—  $1,294  
Operating expenses896  —  896  
Operating income398  —  398  
Gain on sale of discontinued operations633  39  672  
Loss on release of cumulative foreign currency translation adjustment(26,957) —  (26,957) 
Other expense, net(129) —  (129) 
Equity in net loss of affiliates—  (38) (38) 
Income (loss) before income taxes(26,055)  (26,054) 
Income tax expense(2) —  (2) 
Income (loss) from discontinued operations$(26,057) $ $(26,056) 
(1)Includes revenues recognized from related parties of $436.
The following tables present the financial results of discontinued operations for the three and six months ended June 30, 2019.
 Three Months Ended June 30, 2019
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$3,150  $—  $3,150  
Operating expenses9,069  117  9,186  
Operating loss(5,919) (117) (6,036) 
Other expense, net(75) —  (75) 
Equity in net loss of affiliates—  (1,031) (1,031) 
Loss before income taxes(5,994) (1,148) (7,142) 
Income tax benefit516  —  516  
Loss from discontinued operations$(5,478) $(1,148) $(6,626) 
(1)Includes revenues recognized from related parties of $1,208.
 Six Months Ended June 30, 2019
 TS Biotechnology SaleEnviroFlight SaleTotal
Revenues (1)$3,900  $—  $3,900  
Operating expenses18,188  235  18,423  
Operating loss(14,288) (235) (14,523) 
Other expense, net(497) —  (497) 
Equity in net loss of affiliates—  (1,923) (1,923) 
Loss before income taxes(14,785) (2,158) (16,943) 
Income tax benefit1,081  —  1,081  
Loss from discontinued operations$(13,704) $(2,158) $(15,862) 
(1)Includes revenues recognized from related parties of $230.
The following table presents the significant non-cash items and purchases of property, plant and equipment for the discontinued operations that are included in the accompanying condensed consolidated statements of cash flows.
Six Months Ended 
 June 30,
20202019
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization$—  $2,483  
Unrealized and realized depreciation on equity securities and preferred stock, net106  507  
Equity in net loss of EnviroFlight38  1,923  
Stock-based compensation expense(1,346) 1,351  
Deferred income taxes—  (935) 
Gain on sale of discontinued operations(672) —  
Loss on release of cumulative foreign currency translation adjustment26,957  —  
Cash flows from investing activities
Purchases of property, plant and equipment(382) (18,275) 
Also see Note 13 below.
Equity Method Investments
The Company accounted for its investment in EnviroFlight using the equity method of accounting.
Summarized financial data for EnviroFlight are shown in the following tables for the periods in which the Company held the equity method investment.
December 31,
 2019
Current assets$703  
Noncurrent assets30,549  
Total assets31,252  
Current liabilities2,352  
Non-current liabilities88  
Total liabilities2,440  
Net assets$28,812  
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 201920202019
Revenues$130  $16  $224  
Operating expenses2,200  92  4,081  
Operating loss(2,070) (76) (3,857) 
Other, net —  12  
Net loss$(2,062) $(76) $(3,845) 
v3.20.2
Collaboration and Licensing Revenue (Tables)
6 Months Ended
Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Summarized Collaboration and Licensing Revenues
The following table summarizes the amounts recorded as revenue in the condensed consolidated statements of operations for each significant counterparty to a collaboration or licensing agreement for the three and six months ended June 30, 2020 and 2019.
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
ZIOPHARM Oncology, Inc.$—  $533  $100  $1,699  
Oragenics, Inc.32  181  230  382  
Intrexon Energy Partners, LLC—  796  —  1,773  
Intrexon Energy Partners II, LLC—  420  —  924  
Fibrocell Science, Inc.4,210  2,462  14,573  2,845  
Harvest start-up entities (1)—  2,039  —  4,762  
Other73  19  133  36  
Total$4,315  $6,450  $15,036  $12,421  
(1)For the three and six months ended June 30, 2019, revenues recognized from collaborations with Harvest start-up entities include: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
Summary of Deferred Revenue Deferred revenue consisted of the following:
June 30,
2020
December 31,
2019
Collaboration and licensing agreements$36,152  $50,593  
Prepaid product and service revenues3,033  2,805  
Other265  435  
Total$39,450  $53,833  
Current portion of deferred revenue$6,592  $5,697  
Long-term portion of deferred revenue32,858  48,136  
Total$39,450  $53,833  
Summary of Deferred Revenue by Collaborator The following table summarizes the remaining balance of deferred revenue associated with upfront and milestone payments for each significant counterparty to a collaboration or licensing agreement as of June 30, 2020 and December 31, 2019, as well as the estimated remaining performance period as of June 30, 2020.
Average Remaining Performance Period (Years)June 30,
2020
December 31,
2019
Oragenics, Inc.3.9$2,823  $2,864  
Intrexon Energy Partners, LLC3.78,362  8,362  
Intrexon Energy Partners II, LLC4.412,843  12,843  
Fibrocell Science, Inc.1.03,308  17,697  
Harvest start-up entities (1)4.76,993  6,993  
Other2.31,823  1,834  
Total$36,152  $50,593  
(1)As of June 30, 2020 and December 31, 2019, the balance of deferred revenue for collaborations with Harvest start-up entities includes: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
v3.20.2
Short-term Investments (Tables)
6 Months Ended
Jun. 30, 2020
Investments, Debt and Equity Securities [Abstract]  
Summary of Amortized Cost, Gross Unrealized Gains and Losses, and Fair Value of Short-term Investments The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of June 30, 2020:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Aggregate
Fair Value
U.S. government debt securities$85,749  $279  $—  $86,028  
Certificates of deposit264  —  —  264  
Total$86,013  $279  $—  $86,292  
The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of December 31, 2019:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Aggregate
Fair Value
U.S. government debt securities$8,989  $ $—  $8,996  
Certificates of deposit264  —  —  264  
Total$9,253  $ $—  $9,260  
v3.20.2
Fair Value Measurements (Tables)
6 Months Ended
Jun. 30, 2020
Fair Value Disclosures [Abstract]  
Summary of Placement in the Fair Value Hierarchy of Financial Assets that are Measured at Fair Value on a Recurring Basis
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, as of June 30, 2020:
Quoted Prices in Active Markets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
June 30,
2020
Assets
U.S. government debt securities$—  $86,028  $—  $86,028  
Other—  264  —  264  
Total$—  $86,292  $—  $86,292  
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, as of December 31, 2019:
Quoted Prices in Active Markets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
December 31,
2019
Assets
U.S. government debt securities$—  $8,996  $—  $8,996  
Other—  264  —  264  
Total$—  $9,260  $—  $9,260  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation The changes in the fair value of the Level 3 liability during the six months ended June 30, 2020 were as follows:
Balance at December 31, 2019$585  
Change in fair value of contingent consideration recognized in selling, general and administrative expenses(585) 
Balance at June 30, 2020$—  
v3.20.2
Inventory (Tables)
6 Months Ended
Jun. 30, 2020
Inventory Disclosure [Abstract]  
Schedule of Inventory
Inventory consists of the following:
June 30,
2020
December 31,
2019
Supplies, embryos and other production materials$2,214  $2,282  
Work in process3,470  3,702  
Livestock5,777  7,553  
Feed1,268  2,560  
Total inventory$12,729  $16,097  
v3.20.2
Property, Plant and Equipment, Net (Tables)
6 Months Ended
Jun. 30, 2020
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant and Equipment
Property, plant and equipment consist of the following:
June 30,
2020
December 31,
2019
Land and land improvements$9,814  $9,814  
Buildings and building improvements11,765  11,765  
Furniture and fixtures1,293  1,315  
Equipment47,456  54,448  
Leasehold improvements9,016  12,821  
Breeding stock5,587  5,191  
Computer hardware and software8,922  9,434  
Construction and other assets in progress4,799  5,313  
98,652  110,101  
Less: Accumulated depreciation and amortization(51,696) (49,132) 
Property, plant and equipment, net$46,956  $60,969  
v3.20.2
Goodwill and Intangible Assets, Net (Tables)
6 Months Ended
Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Carrying Amount of Goodwill
The changes in the carrying amount of goodwill for the six months ended June 30, 2020 were as follows:
Balance at December 31, 2019$63,754  
Impairment(9,635) 
Foreign currency translation adjustments 
Balance at June 30, 2020$54,122  
Schedule of Intangible Assets
Intangible assets consist of the following as of June 30, 2020:
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$90,686  $(29,603) $61,083  
Customer relationships10,850  (8,883) 1,967  
Trademarks5,900  (4,191) 1,709  
Total$107,436  $(42,677) $64,759  
Intangible assets consist of the following as of December 31, 2019:
Gross Carrying AmountAccumulated AmortizationNet
Patents, developed technologies and know-how$90,659  $(26,619) $64,040  
Customer relationships10,700  (8,440) 2,260  
Trademarks5,900  (3,854) 2,046  
Total$107,259  $(38,913) $68,346  
v3.20.2
Lines of Credit and Long-Term Debt (Tables)
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt Instruments
Long-term debt consists of the following:
June 30,
2020
December 31,
2019
Convertible debt$219,341  $213,771  
Notes payable3,868  4,089  
Other104  131  
Long-term debt223,313  217,991  
Less current portion32,108  31,670  
Long-term debt, less current portion$191,205  $186,321  
Schedule of Components of Interest Expense The components of interest expense related to the Convertible Notes were as follows:
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Cash interest expense$1,750  $1,750  $3,500  $3,500  
Non-cash interest expense2,585  2,319  5,101  4,532  
Total interest expense$4,335  $4,069  $8,601  $8,032  
Schedule of Future Maturities of Long-Term Debt
Future maturities of long-term debt are as follows:
2020$56,945  
2021330  
2022344  
2023200,357  
2024372  
2025387  
Thereafter1,918  
Total$260,653  
v3.20.2
Income Taxes (Tables)
6 Months Ended
Jun. 30, 2020
Income Tax Disclosure [Abstract]  
Schedule of Effective Income Tax Rate Reconciliation The following table presents the components of income tax benefit from continuing operations.
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Current foreign income tax expense from continuing operations$16  $10  $56  $24  
Deferred income tax benefit from continuing operations(136) (19) (136) (46) 
Total income tax benefit from continuing operations$(120) $(9) $(80) $(22) 
v3.20.2
Shareholders' Equity (Tables)
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
Components of Accumulated Other Comprehensive Loss
The components of accumulated other comprehensive loss are as follows:
June 30,
2020
December 31,
2019
Unrealized gain on investments$279  $ 
Loss on foreign currency translation adjustments(929) (27,475) 
Total accumulated other comprehensive loss$(650) $(27,468) 
v3.20.2
Share-Based Payments (Tables)
6 Months Ended
Jun. 30, 2020
Share-based Payment Arrangement [Abstract]  
Schedule of Stock-Based Compensation Costs Stock-based compensation costs included in the condensed consolidated statements of operations are presented below:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Cost of products$ $ $ $12  
Cost of services35  52  64  117  
Research and development364  1,360  953  2,701  
Selling, general and administrative4,496  (1,900) 9,592  4,934  
Discontinued operations—  545  (1,346) 1,351  
Total$4,897  $61  $9,269  $9,115  
Schedule of Stock Option Activity
Stock option activity was as follows:
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 20199,022,282  $21.94  6.10
Granted5,287,092  10.43  
Exercised(20,780) (3.17) 
Forfeited(834,286) (16.27) 
Expired(2,071,269) (27.30) 
Balances at June 30, 202011,383,039  16.07  7.55
Exercisable at June 30, 20205,604,412  20.02  5.86
Schedule of Restricted Stock Unit Activity
RSU activity was as follows:
Number of Restricted Stock UnitsWeighted Average Grant Date Fair ValueWeighted Average Remaining Contractual Term (Years)
Balances at December 31, 20191,781,982  $8.71  1.24
Granted3,103,819  3.08  
Vested(2,625,093) (3.97) 
Forfeited(363,527) (8.57) 
Balances at June 30, 20201,897,181  6.09  0.87
v3.20.2
Operating Leases (Tables)
6 Months Ended
Jun. 30, 2020
Leases [Abstract]  
Components of Lease Costs
The components of lease costs were as follows:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Operating lease costs$1,756  $1,777  $3,516  $3,618  
Short-term lease costs415  535  852  1,014  
Variable lease costs544  508  1,037  1,022  
Lease costs$2,715  $2,820  $5,405  $5,654  
Other information related to operating leases in continuing operations was as follows:
June 30,
2020
December 31,
2019
Weighted average remaining lease term (years)4.805.24
Weighted average discount rate10.97 %10.96 %
Six Months Ended 
 June 30,
20202019
Supplemental disclosure of cash flow information
Cash paid for operating lease liabilities$3,764  $3,627  
Operating lease right-of-use assets added in exchange for new lease liabilities65  —  
Maturities of Lease Liabilities
As of June 30, 2020, maturities of lease liabilities, excluding short-term and variable leases, were as follows:
2020$3,281  
20217,465  
20226,993  
20235,819  
20245,718  
20253,428  
Thereafter826  
Total33,530  
Present value adjustment(7,804) 
Total$25,726  
Current portion of operating lease liabilities$4,514  
Long-term portion of operating lease liabilities21,212  
Total$25,726  
v3.20.2
Net Loss per Share (Tables)
6 Months Ended
Jun. 30, 2020
Earnings Per Share [Abstract]  
Computation of Basic and Diluted Net Loss per Share
The following table presents the computation of basic and diluted net loss per share:
 Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
 2020201920202019
Historical net loss per share:
Numerator:
Net loss from continuing operations attributable to Precigen$(43,354) $(32,140) $(73,296) $(83,613) 
Net loss from discontinued operations attributable to Precigen—  (6,626) (26,056) (15,862) 
Net loss attributable to Precigen$(43,354) $(38,766) $(99,352) $(99,475) 
Denominator:
Weighted average shares outstanding, basic and diluted164,065,087  153,749,929  162,201,915  153,351,208  
Net loss per share:
Net loss from continuing operations attributable to Precigen per share, basic and diluted
$(0.26) $(0.21) $(0.45) $(0.55) 
Net loss from discontinued operations attributable to Precigen per share, basic and diluted
—  (0.04) (0.16) (0.10) 
Net loss attributable to Precigen per share, basic and diluted
$(0.26) $(0.25) $(0.61) $(0.65) 
Schedule of Antidilutive Securities Excluded from Computation of Net Loss per Share
The following potentially dilutive securities as of June 30, 2020 and 2019, have been excluded from the above computations of diluted weighted average shares outstanding for the three and six months then ended as they would have been anti-dilutive:
June 30,
20202019
Convertible debt24,750,914  19,667,765  
Options11,383,039  11,730,954  
Restricted stock units1,897,181  2,271,277  
Warrants133,264  133,264  
Total38,164,398  33,803,260  
v3.20.2
Segments (Tables)
6 Months Ended
Jun. 30, 2020
Segment Reporting [Abstract]  
Information by Reportable Segment
Information by reportable segment was as follows:
Three Months Ended June 30, 2020
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$218  $32  $—  $23,845  $4,210  $2,105  $30,410  
Intersegment revenues1,612  (3) —  90  —  —  1,699  
Total segment revenues$1,830  $29  $—  $23,935  $4,210  $2,105  $32,109  
Segment Adjusted EBITDA$(5,698) $(1,135) $(5,199) $6,528  $(495) $637  $(5,362) 
Three Months Ended June 30, 2019
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$549  $181  $1,215  $24,392  $2,462  $3,998  $32,797  
Intersegment revenues2,412  52   674  —  60  3,200  
Total segment revenues$2,961  $233  $1,217  $25,066  $2,462  $4,058  $35,997  
Segment Adjusted EBITDA$(7,467) $(4,124) $(9,188) $4,932  $(354) $(2,479) $(18,680) 
Six Months Ended June 30, 2020
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$378  $230  $—  $40,630  $14,573  $4,397  $60,208  
Intersegment revenues3,715  (3)  199  —  281  4,199  
Total segment revenues$4,093  $227  $ $40,829  $14,573  $4,678  $64,407  
Segment Adjusted EBITDA$(12,617) $(3,125) $(13,963) $5,329  $(1,833) $1,129  $(25,080) 
Six Months Ended June 30, 2019
PGEN TherapeuticsActoBioMBP TitanTrans OvaHuman BiotherapeuticsAll OtherTotal
Revenues from external customers$1,730  $582  $2,696  $39,326  $2,845  $8,095  $55,274  
Intersegment revenues4,777  495   947  —  73  6,294  
Total segment revenues$6,507  $1,077  $2,698  $40,273  $2,845  $8,168  $61,568  
Segment Adjusted EBITDA$(14,836) $(6,562) $(17,214) $2,706  $(577) $(3,717) $(40,200) 
Reconciliation of Operating Profit (Loss) from Segments to Consolidated
The table below reconciles total segment revenues from reportable segments to total consolidated revenues:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Total segment revenues from reportable segments$30,004  $31,939  $59,729  $53,400  
Other revenues, including from other operating segments2,526  4,097  5,740  8,315  
Elimination of intersegment revenues(2,106) (3,200) (5,207) (6,294) 
Total consolidated revenues$30,424  $32,836  $60,262  $55,421  
The table below reconciles Segment Adjusted EBITDA for reportable segments to consolidated net loss from continuing operations before income taxes:
Three Months Ended 
 June 30,
Six Months Ended 
 June 30,
2020201920202019
Segment Adjusted EBITDA for reportable segments$(5,999) $(16,201) $(26,209) $(36,483) 
All Other Segment Adjusted EBITDA637  (2,479) 1,129  (3,717) 
Remove cash paid for capital expenditures and investments in affiliates1,879  4,155  4,620  7,667  
Add recognition of previously deferred revenue associated with upfront and milestone payments5,573  6,247  18,046  10,859  
Other expenses:
Interest expense(4,592) (4,353) (9,184) (8,658) 
Depreciation and amortization(4,783) (4,863) (9,593) (10,207) 
Impairment losses(22,041) —  (22,041) —  
Stock-based compensation expense(4,897) 484  (10,615) (7,764) 
Adjustment related to bonuses paid in equity awards—  —  2,833  —  
Equity in net loss of affiliates(251) (716) (602) (1,464) 
Other —  12  —  
Unallocated corporate costs(7,344) (11,426) (17,526) (29,448) 
Eliminations(1,659) (3,162) (4,246) (6,012) 
Consolidated net loss from continuing operations before income taxes$(43,474) $(32,314) $(73,376) $(85,227) 
v3.20.2
Organization (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Deconsolidation, loss amount $ (2,648) $ (2,648)
v3.20.2
Summary of Significant Accounting Policies - Liquidity - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Accounting Policies [Abstract]          
Net loss attributable to Precigen $ (43,354) $ (38,766) $ (99,352) $ (99,475)  
Accumulated deficit $ (1,752,221)   $ (1,752,221)   $ (1,652,869)
v3.20.2
Summary of Significant Accounting Policies - Variable Interest Entities - Additional Information (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Accounting Policies [Abstract]    
Maximum risk of loss related to the identified VIEs $ 859 $ 1,461
v3.20.2
Summary of Significant Accounting Policies - Accounts Receivable - Allowance for Credit Losses (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Accounts Receivable, Allowance for Credit Loss [Roll Forward]    
Balance at beginning of period $ 7,513  
Charged to operating expenses 679 $ 344
Write offs of accounts receivable, net of recoveries (190)  
Balance at end of period $ 8,002  
v3.20.2
Discontinued Operations - Narrative (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jan. 31, 2020
Jan. 02, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations $ 26,957 $ 0    
Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations 26,957      
TS Biotechnology Sale | Discontinued Operations, Disposed of by Sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Consideration     $ 53,000  
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations 26,957      
TS Biotechnology Sale | Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations 26,957      
Prior period adjustment, loss 26,572      
EnviroFlight Sale | Discontinued Operations, Disposed of by Sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Consideration       $ 12,200
EnviroFlight Sale | Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on release of cumulative foreign currency translation adjustments to loss from discontinued operations $ 0      
v3.20.2
Discontinued Operations - Carrying Value of Major Classes of Assets and Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Assets    
Cash and cash equivalents $ 0 $ 2,223
Discontinued Operations, Held-for-sale    
Assets    
Cash and cash equivalents   2,223
Other current assets   9,698
Property, plant and equipment, net   51,975
Intangible assets, net   25,274
Investments in affiliates   7,817
Right-of-use assets   13,622
Other noncurrent assets   212
Total assets held for sale   110,821
Liabilities    
Deferred revenue, current   8,723
Operating lease liabilities, current   2,459
Other current liabilities   3,099
Deferred revenue, net of current portion   19,410
Operating lease liabilities, net of current portion   12,623
Other long-term liabilities   1,019
Total liabilities held for sale   47,333
TS Biotechnology Sale | Discontinued Operations, Held-for-sale    
Assets    
Cash and cash equivalents   2,223
Other current assets   9,698
Property, plant and equipment, net   51,975
Intangible assets, net   20,891
Right-of-use assets   13,622
Other noncurrent assets   212
Total assets held for sale   98,621
Liabilities    
Deferred revenue, current   8,723
Operating lease liabilities, current   2,459
Other current liabilities   3,058
Deferred revenue, net of current portion   19,410
Operating lease liabilities, net of current portion   12,623
Other long-term liabilities   1,019
Total liabilities held for sale   47,292
EnviroFlight Sale | Discontinued Operations, Held-for-sale    
Assets    
Cash and cash equivalents   0
Other current assets   0
Property, plant and equipment, net   0
Intangible assets, net   4,383
Investments in affiliates   7,817
Right-of-use assets   0
Other noncurrent assets   0
Total assets held for sale   12,200
Liabilities    
Deferred revenue, current   0
Operating lease liabilities, current   0
Other current liabilities   41
Deferred revenue, net of current portion   0
Operating lease liabilities, net of current portion   0
Other long-term liabilities   0
Total liabilities held for sale   41
Related Parties, Aggregated | TS Biotechnology Sale | Discontinued Operations, Held-for-sale    
Liabilities    
Deferred revenue, current   1,243
Deferred revenue, net of current portion   $ 6,836
v3.20.2
Discontinued Operations - Summary of Financial Results (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on release of cumulative foreign currency translation adjustment     $ (26,957,000) $ 0
Income (loss) from discontinued operations $ 0 $ (6,626,000) (26,056,000) (15,862,000)
Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Revenue   3,150,000 1,294,000 3,900,000
Operating expenses   9,186,000 896,000 18,423,000
Operating income (loss)   (6,036,000) 398,000 (14,523,000)
Gain on sale of discontinued operations     672,000  
Loss on release of cumulative foreign currency translation adjustment     (26,957,000)  
Other expense, net   (75,000) (129,000) (497,000)
Equity in net loss of affiliates   (1,031,000) (38,000) (1,923,000)
Income (loss) before income taxes   (7,142,000) (26,054,000) (16,943,000)
Income tax benefit (expense)   516,000 (2,000) 1,081,000
Income (loss) from discontinued operations $ 0 (6,626,000) (26,056,000) (15,862,000)
TS Biotechnology Sale | Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Revenue   3,150,000 1,294,000 3,900,000
Operating expenses   9,069,000 896,000 18,188,000
Operating income (loss)   (5,919,000) 398,000 (14,288,000)
Gain on sale of discontinued operations     633,000  
Loss on release of cumulative foreign currency translation adjustment     (26,957,000)  
Other expense, net   (75,000) (129,000) (497,000)
Income (loss) before income taxes   (5,994,000) (26,055,000) (14,785,000)
Income tax benefit (expense)   516,000 (2,000) 1,081,000
Income (loss) from discontinued operations   (5,478,000) (26,057,000) (13,704,000)
EnviroFlight Sale | Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Revenue   0 0 0
Operating expenses   117,000 0 235,000
Operating income (loss)   (117,000) 0 (235,000)
Gain on sale of discontinued operations     39,000  
Loss on release of cumulative foreign currency translation adjustment     0  
Other expense, net   0 0 0
Equity in net loss of affiliates   (1,031,000) (38,000) (1,923,000)
Income (loss) before income taxes   (1,148,000) 1,000 (2,158,000)
Income tax benefit (expense)   0 0 0
Income (loss) from discontinued operations   (1,148,000) 1,000 (2,158,000)
Related Parties, Aggregated | TS Biotechnology Sale | Discontinued Operations, Held-for-sale        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Revenue   $ 1,208,000 $ 436,000 $ 230,000
v3.20.2
Discontinued Operations - Summary of Significant Non-Cash Items and Purchases of Property, Plant and Equipment on Cash Flows (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Adjustments to reconcile net loss to net cash used in operating activities    
Depreciation and amortization $ 9,593 $ 12,690
Unrealized and realized (appreciation) depreciation on equity securities and preferred stock, net 106 (5,702)
Equity in net loss of EnviroFlight 640 3,387
Stock-based compensation expense 9,269 9,115
Deferred income taxes (136) (981)
Gain on sale of discontinued operations (672) 0
Loss on release of cumulative foreign currency translation adjustment 26,957 0
Cash flows from investing activities    
Purchases of property, plant and equipment (5,034) (25,423)
TS Biotechnology Holdings LLC and EnviroFlight LLC | Discontinued Operations, Held-for-sale    
Adjustments to reconcile net loss to net cash used in operating activities    
Depreciation and amortization 0 2,483
Unrealized and realized (appreciation) depreciation on equity securities and preferred stock, net 106 507
Equity in net loss of EnviroFlight 38 1,923
Stock-based compensation expense (1,346) 1,351
Deferred income taxes 0 (935)
Gain on sale of discontinued operations (672) 0
Loss on release of cumulative foreign currency translation adjustment 26,957 0
Cash flows from investing activities    
Purchases of property, plant and equipment $ (382) $ (18,275)
v3.20.2
Discontinued Operations - Summary of Financial Data for Equity Method Investments Included in Discontinued Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Current assets $ 172,995   $ 172,995   $ 234,643
Total assets 361,715   361,715   455,763
Current liabilities 64,100   64,100   122,912
Total liabilities 312,173   312,173   384,052
Net loss $ (43,354) $ (38,931) (99,352) $ (101,067)  
Equity Method Investment, Nonconsolidated Investee or Group of Investees | EnviroFlight Sale | Discontinued Operations, Held-for-sale          
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Current assets         703
Noncurrent assets         30,549
Total assets         31,252
Current liabilities         2,352
Non-current liabilities         88
Total liabilities         2,440
Net assets         $ 28,812
Revenues   130 16 224  
Operating expenses   2,200 92 4,081  
Operating loss   (2,070) (76) (3,857)  
Other income (expense), net   8 0 12  
Net loss   $ (2,062) $ (76) $ (3,845)  
v3.20.2
Investments in Joint Ventures - Intrexon Energy Partners - Additional Information (Details)
1 Months Ended
Mar. 31, 2014
USD ($)
Jun. 30, 2020
USD ($)
board_seat
Dec. 31, 2019
USD ($)
Jun. 30, 2014
USD ($)
Schedule of Equity Method Investments [Line Items]        
Investment   $ 859,000 $ 1,461,000  
Intrexon Energy Partners, LLC        
Schedule of Equity Method Investments [Line Items]        
Ownership interest       50.00%
Maximum additional capital contribution committed       $ 25,000,000
Additional capital contributions committed, remaining commitment   $ 4,225,000    
Total number of seats on the joint venture's governing board | board_seat   5    
Total number of seats on the joint venture's governing board, internally selected | board_seat   2    
Total number of seats on the joint venture's governing board, externally selected | board_seat   3    
Intrexon Energy Partners, LLC | Other Accrued Liabilities        
Schedule of Equity Method Investments [Line Items]        
Investment   $ (423,000) $ (423,000)  
Intrexon Energy Partners, LLC | Investors        
Schedule of Equity Method Investments [Line Items]        
Ownership interest       50.00%
Capital contributions $ 25,000,000      
Maximum additional capital contribution committed       $ 25,000,000
Intrexon Energy Partners, LLC | Collaborative Arrangement        
Schedule of Equity Method Investments [Line Items]        
Collaborative arrangement consideration received, value $ 25,000,000      
v3.20.2
Investments in Joint Ventures - Intrexon Energy Partners II - Additional Information (Details)
1 Months Ended
Dec. 31, 2015
USD ($)
board_seat
Jun. 30, 2020
USD ($)
Dec. 31, 2019
USD ($)
Schedule of Equity Method Investments [Line Items]      
Investment   $ 859,000 $ 1,461,000
Intrexon Energy Partners II, LLC      
Schedule of Equity Method Investments [Line Items]      
Ownership interest 50.00%    
Maximum additional capital contribution committed $ 10,000,000    
Additional capital contributions committed, remaining commitment   10,000,000  
Total number of seats on the joint venture's governing board | board_seat 5    
Total number of seats on the joint venture's governing board, internally selected | board_seat 1    
Total number of seats on the joint venture's governing board, externally selected | board_seat 4    
Intrexon Energy Partners II, LLC | Other Accrued Liabilities      
Schedule of Equity Method Investments [Line Items]      
Investment   $ (434,000) $ (435,000)
Intrexon Energy Partners II, LLC | Investors      
Schedule of Equity Method Investments [Line Items]      
Ownership interest 50.00%    
Capital contributions $ 18,000,000    
Maximum additional capital contribution committed 10,000,000    
Intrexon Energy Partners II, LLC | All Investors      
Schedule of Equity Method Investments [Line Items]      
Capital contributions 4,000,000    
Intrexon Energy Partners II, LLC | Collaborative Arrangement      
Schedule of Equity Method Investments [Line Items]      
Collaborative arrangement consideration received, value $ 18,000,000    
v3.20.2
Collaboration and Licensing Revenue - Summarized Collaboration and Licensing Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers $ 30,424 $ 32,836 $ 60,262 $ 55,421
Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers 4,315 6,450 15,036 12,421
ZIOPHARM Oncology, Inc. | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers 0 533 100 1,699
Oragenics, Inc. | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers 32 181 230 382
Intrexon Energy Partners, LLC | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers 0 796 0 1,773
Intrexon Energy Partners II, LLC | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers 0 420 0 924
Fibrocell Science, Inc. | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers 4,210 2,462 14,573 2,845
Harvest start-up entities | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers [1] 0 2,039 0 4,762
Other | Collaborative Arrangement        
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]        
Revenues from external customers $ 73 $ 19 $ 133 $ 36
[1] For the three and six months ended June 30, 2019, revenues recognized from collaborations with Harvest start-up entities include: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
v3.20.2
Collaboration and Licensing Revenue - Fibrocell Science Collaboration (Details)
$ in Thousands
1 Months Ended
Feb. 29, 2020
USD ($)
Fibrocell Science, Inc. | Collaborative Arrangement  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Revenues $ 10,000
v3.20.2
Collaboration and Licensing Revenue - Summary of Deferred Revenue (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 39,450 $ 53,833
Current portion of deferred revenue 6,592 5,697
Long-term portion of deferred revenue 32,858 48,136
Collaborative Arrangement    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue 36,152 50,593
Prepaid product and service revenues    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue 3,033 2,805
Other    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 265 $ 435
v3.20.2
Collaboration and Licensing Revenue - Summary of Deferred Revenue by Collaborator, Current Year (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue   $ 50,593
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 36,152  
Oragenics, Inc. | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue   2,864
Oragenics, Inc. | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01    
Contract With Customer, Asset And Liability [Line Items]    
Average Remaining Performance Period (Years) 3 years 10 months 24 days  
Oragenics, Inc. | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 2,823  
Intrexon Energy Partners, LLC | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue   8,362
Intrexon Energy Partners, LLC | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01    
Contract With Customer, Asset And Liability [Line Items]    
Average Remaining Performance Period (Years) 3 years 8 months 12 days  
Intrexon Energy Partners, LLC | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 8,362  
Intrexon Energy Partners II, LLC | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue   12,843
Intrexon Energy Partners II, LLC | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01    
Contract With Customer, Asset And Liability [Line Items]    
Average Remaining Performance Period (Years) 4 years 4 months 24 days  
Intrexon Energy Partners II, LLC | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 12,843  
Fibrocell Science, Inc. | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue   17,697
Fibrocell Science, Inc. | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01    
Contract With Customer, Asset And Liability [Line Items]    
Average Remaining Performance Period (Years) 1 year  
Fibrocell Science, Inc. | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 3,308  
Harvest start-up entities | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue [1]   6,993
Harvest start-up entities | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01    
Contract With Customer, Asset And Liability [Line Items]    
Average Remaining Performance Period (Years) 4 years 8 months 12 days  
Harvest start-up entities | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue [1] $ 6,993  
Other | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue   $ 1,834
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01    
Contract With Customer, Asset And Liability [Line Items]    
Average Remaining Performance Period (Years) 2 years 3 months 18 days  
Other | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Upfront and milestone payments    
Contract With Customer, Asset And Liability [Line Items]    
Deferred revenue $ 1,823  
[1] As of June 30, 2020 and December 31, 2019, the balance of deferred revenue for collaborations with Harvest start-up entities includes: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
v3.20.2
Collaboration and Licensing Revenue - Summary of Deferred Revenue by Collaborator, Prior Year (Details) - Upfront and milestone payments
$ in Thousands
Dec. 31, 2019
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue $ 50,593
Oragenics, Inc.  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue 2,864
Intrexon Energy Partners, LLC  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue 8,362
Intrexon Energy Partners II, LLC  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue 12,843
Fibrocell Science, Inc.  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue 17,697
Harvest start-up entities  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue 6,993 [1]
Other  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Deferred revenue $ 1,834
[1] As of June 30, 2020 and December 31, 2019, the balance of deferred revenue for collaborations with Harvest start-up entities includes: Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; and AD Skincare, Inc.
v3.20.2
Short-term Investments - Summary of Amortized Cost, Gross Unrealized Gains and Losses, and Fair Value of Short-term Investments (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost $ 86,013 $ 9,253
Gross Unrealized Gains 279 7
Gross Unrealized Losses 0 0
Aggregate Fair Value 86,292 9,260
U.S. government debt securities    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 85,749 8,989
Gross Unrealized Gains 279 7
Gross Unrealized Losses 0 0
Aggregate Fair Value 86,028 8,996
Certificates of deposit    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 264 264
Gross Unrealized Gains 0 0
Gross Unrealized Losses 0 0
Aggregate Fair Value $ 264 $ 264
v3.20.2
Fair Value Measurements - Summary of Placement in the Fair Value Hierarchy of Financial Assets that are Measured at Fair Value on a Recurring Basis (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Assets    
Fair value of financial assets measured at fair value on a recurring basis $ 86,292 $ 9,260
Quoted Prices in Active Markets (Level 1)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 0 0
Significant Other Observable Inputs (Level 2)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 86,292 9,260
Significant Unobservable Inputs (Level 3)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 0 0
U.S. government debt securities    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 86,028 8,996
U.S. government debt securities | Quoted Prices in Active Markets (Level 1)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 0 0
U.S. government debt securities | Significant Other Observable Inputs (Level 2)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 86,028 8,996
U.S. government debt securities | Significant Unobservable Inputs (Level 3)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 0 0
Other    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 264 264
Other | Quoted Prices in Active Markets (Level 1)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 0 0
Other | Significant Other Observable Inputs (Level 2)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis 264 264
Other | Significant Unobservable Inputs (Level 3)    
Assets    
Fair value of financial assets measured at fair value on a recurring basis $ 0 $ 0
v3.20.2
Fair Value Measurements - Additional Information (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Jul. 31, 2018
Significant Unobservable Inputs (Level 3)      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Fair value of financial liabilities measured at fair value on a recurring basis $ 0 $ 585  
3.5% Convertible Notes Due 2023      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Debt instrument, interest rate, stated percentage 3.50%   3.50%
Fair value of convertible debt $ 73,000 126,000  
Carrying value of convertible debt $ 162,661 $ 157,560 $ 143,723
v3.20.2
Fair Value Measurements - Changes in the Fair Value of Level 3 Liabilities (Details) - Significant Unobservable Inputs (Level 3)
$ in Thousands
6 Months Ended
Jun. 30, 2020
USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]  
Balance at December 31, 2019 $ 585
Change in fair value of contingent consideration recognized in selling, general and administrative expenses (585)
Balance at June 30, 2020 $ 0
v3.20.2
Inventory (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Inventory [Line Items]    
Inventory $ 12,729 $ 16,097
Supplies, embryos and other production materials    
Inventory [Line Items]    
Inventory 2,214 2,282
Work in process    
Inventory [Line Items]    
Inventory 3,470 3,702
Livestock    
Inventory [Line Items]    
Inventory 5,777 7,553
Feed    
Inventory [Line Items]    
Inventory $ 1,268 $ 2,560
v3.20.2
Property, Plant and Equipment, Net - Schedule of Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Property, Plant and Equipment [Abstract]    
Land and land improvements $ 9,814 $ 9,814
Buildings and building improvements 11,765 11,765
Furniture and fixtures 1,293 1,315
Equipment 47,456 54,448
Leasehold improvements 9,016 12,821
Breeding stock 5,587 5,191
Computer hardware and software 8,922 9,434
Construction and other assets in progress 4,799 5,313
Property, plant and equipment, gross 98,652 110,101
Less: Accumulated depreciation and amortization (51,696) (49,132)
Property, plant and equipment, net $ 46,956 $ 60,969
v3.20.2
Property, Plant and Equipment, Net - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 2,900 $ 2,932 $ 5,831 $ 6,110
Impairment of property, plant, and equipment 9,914   9,914  
Operating lease, impairment loss $ 2,492   $ 2,492  
v3.20.2
Goodwill and Intangible Assets, Net - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Goodwill        
Beginning balance     $ 63,754  
Impairment $ (9,635) $ 0 (9,635) $ 0
Foreign currency translation adjustments     3  
Ending balance $ 54,122   $ 54,122  
v3.20.2
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]          
Goodwill accumulated impairment losses $ 53,278   $ 53,278   $ 43,643
Impairment of goodwill 9,635 $ 0 9,635 $ 0  
Amortization expense $ 1,883 $ 1,931 $ 3,762 $ 4,097  
v3.20.2
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount $ 107,436 $ 107,259
Accumulated Amortization (42,677) (38,913)
Net 64,759 68,346
Patents, developed technologies and know-how    
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount 90,686 90,659
Accumulated Amortization (29,603) (26,619)
Net 61,083 64,040
Customer relationships    
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount 10,850 10,700
Accumulated Amortization (8,883) (8,440)
Net 1,967 2,260
Trademarks    
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount 5,900 5,900
Accumulated Amortization (4,191) (3,854)
Net $ 1,709 $ 2,046
v3.20.2
Lines of Credit and Long-Term Debt - Lines of Credit - Additional Information (Details) - Revolving Line of Credit
Jun. 30, 2020
USD ($)
Trans Ova Genetics, LC | First National Bank of Omaha  
Line of Credit Facility [Line Items]  
Line of credit facility, maximum borrowing capacity $ 5,000,000
Line of credit facility, interest rate at period end 3.25%
Line of credit facility, outstanding balance $ 0
Line of credit facility, current borrowing capacity $ 4,930,000
Trans Ova Genetics, LC | First National Bank of Omaha | Minimum  
Line of Credit Facility [Line Items]  
Debt instrument, interest rate, stated percentage 3.00%
Exemplar Genetics, LLC | American State Bank  
Line of Credit Facility [Line Items]  
Line of credit facility, maximum borrowing capacity $ 700,000
Debt instrument, interest rate, stated percentage 5.50%
Line of credit facility, outstanding balance $ 0
v3.20.2
Lines of Credit and Long-Term Debt - Schedule of Long-Term Debt Instruments (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Long-term debt $ 223,313 $ 217,991
Less current portion 32,108 31,670
Long-term debt, less current portion 191,205 186,321
Convertible debt    
Debt Instrument [Line Items]    
Long-term debt 219,341 213,771
Notes payable    
Debt Instrument [Line Items]    
Long-term debt 3,868 4,089
Other    
Debt Instrument [Line Items]    
Long-term debt $ 104 $ 131
v3.20.2
Lines of Credit and Long-Term Debt - Long-Term Debt - Additional Information (Details)
1 Months Ended 3 Months Ended 6 Months Ended
Dec. 31, 2018
USD ($)
Jul. 31, 2018
USD ($)
day
$ / shares
Jun. 30, 2020
USD ($)
Jun. 30, 2019
USD ($)
Jun. 30, 2020
USD ($)
Jun. 30, 2019
USD ($)
Dec. 31, 2019
USD ($)
Sep. 30, 2018
USD ($)
Debt Instrument [Line Items]                
Proceeds from long-term debt, net of issuance costs         $ 0 $ 376,000    
Deferred income taxes         136,000 981,000    
Accrued interest     $ 3,500,000   3,500,000      
Long-term debt     223,313,000   223,313,000   $ 217,991,000  
Convertible debt                
Debt Instrument [Line Items]                
Long-term debt     219,341,000   219,341,000   213,771,000  
Notes payable                
Debt Instrument [Line Items]                
Long-term debt     3,868,000   3,868,000   4,089,000  
Precigen ActoBio Inc. | Convertible debt | Harvest Intrexon Enterprise Fund I, LP                
Debt Instrument [Line Items]                
Debt instrument, interest rate, stated percentage               3.00%
Interest expense     234,000 $ 228,000 469,000 $ 453,000    
Long-term debt     $ 31,680,000   $ 31,680,000      
Trans Ova Genetics, LC | Notes payable | American State Bank                
Debt Instrument [Line Items]                
Debt instrument, interest rate, stated percentage     3.95%   3.95%      
Long-term debt     $ 3,868,000   $ 3,868,000      
Debt instrument, periodic payment         39,000      
Harvest Intrexon Enterprise Fund I, LP | Precigen ActoBio Inc.                
Debt Instrument [Line Items]                
Aggregate principal amount               $ 30,000,000
3.5% Convertible Notes Due 2023                
Debt Instrument [Line Items]                
Aggregate principal amount   $ 200,000,000 $ 200,000,000   $ 200,000,000      
Proceeds from long-term debt, net of issuance costs   193,958,000            
Debt issuance costs   $ 6,042,000            
Debt instrument, interest rate, stated percentage   3.50% 3.50%   3.50%      
Conversion rate   58.6622            
Principal amount used in conversion   $ 1,000            
Conversion price (in usd per share) | $ / shares   $ 17.05            
Debt instrument redemption price, percentage   100.00%            
Carrying value of convertible debt   $ 143,723,000 $ 162,661,000   $ 162,661,000   $ 157,560,000  
Equity component of convertible debt, net of issuance costs and deferred taxes   50,235,000            
Deferred income taxes   $ 13,367,000            
Effective interest rate on convertible notes     11.02%   11.02%      
Convertible notes, unamortized discount and issuance costs     $ 37,339,000   $ 37,339,000      
3.5% Convertible Notes Due 2023 | Minimum                
Debt Instrument [Line Items]                
Common stock price trading days | day   20            
Common stock price consecutive trading days | day   30            
Percentage of common share price over conversion price for conversion   130.00%            
3.5% Convertible Notes Due 2023 | Maximum                
Debt Instrument [Line Items]                
Common stock price trading days | day   5            
Common stock price consecutive trading days | day   5            
Debt instrument redemption price, percentage   98.00%            
Merck Convertible Note                
Debt Instrument [Line Items]                
Aggregate principal amount $ 25,000,000              
Conversion rate upon IPO 0.90              
Interest rate applicable to IPO conversion event 0.05              
v3.20.2
Lines of Credit and Long-Term Debt - Schedule of Components of Interest Expense (Details) - 3.5% Convertible Notes Due 2023 - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Debt Instrument [Line Items]        
Cash interest expense $ 1,750 $ 1,750 $ 3,500 $ 3,500
Non-cash interest expense 2,585 2,319 5,101 4,532
Total interest expense $ 4,335 $ 4,069 $ 8,601 $ 8,032
v3.20.2
Lines of Credit and Long-Term Debt - Schedule of Future Maturities of Long-Term Debt (Details)
$ in Thousands
Jun. 30, 2020
USD ($)
Debt Disclosure [Abstract]  
2020 $ 56,945
2021 330
2022 344
2023 200,357
2024 372
2025 387
Thereafter 1,918
Total $ 260,653
v3.20.2
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Operating Loss Carryforwards [Line Items]        
Deferred tax liabilities $ 2,698   $ 2,698  
Domestic        
Operating Loss Carryforwards [Line Items]        
Taxable loss (27,700) $ (55,700) (107,000) $ (147,300)
Operating loss carryforwards 675,200   675,200  
Deferred tax assets, capital loss carryforwards 199,700   199,700  
Research and development tax credits 10,100   10,100  
Foreign        
Operating Loss Carryforwards [Line Items]        
Operating loss carryforwards 74,200   74,200  
Generated After 2017        
Operating Loss Carryforwards [Line Items]        
Operating loss carryforwards $ 422,500   $ 422,500  
v3.20.2
Income Taxes - Components of Income Tax Benefits (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Operating Loss Carryforwards [Line Items]        
Deferred income taxes     $ (136) $ (981)
Continuing Operations        
Operating Loss Carryforwards [Line Items]        
Total income tax benefit from continuing operations $ (120) $ (9) (80) (22)
Deferred income taxes (136) (19) (136) (46)
Continuing Operations | Foreign        
Operating Loss Carryforwards [Line Items]        
Current income tax expense from continuing operations $ 16 $ 10 $ 56 $ 24
v3.20.2
Shareholders' Equity - Issuances of Precigen Common Stock (Details) - USD ($)
$ in Thousands
6 Months Ended
Jan. 31, 2020
Jun. 30, 2019
Class of Stock [Line Items]    
Shares issued during the period, value   $ 6,611
TS Biotechnology Holdings LLC    
Class of Stock [Line Items]    
Shares issued (in shares) 5,972,696  
Shares issued during the period, value $ 35,000  
v3.20.2
Shareholders' Equity - Share Lending Agreement (Details)
1 Months Ended
Jul. 31, 2018
$ / shares
shares
Equity [Abstract]  
Borrowed shares, number issued (in shares) | shares 7,479,431
Share lending agreement, length of time for shares to be returned upon termination 5 days
Borrowed shares, public offering price per share (in usd per share) | $ / shares $ 13.37
v3.20.2
Shareholders' Equity - Issuances of AquaBounty Common Stock (Details) - USD ($)
$ in Thousands
1 Months Ended 6 Months Ended
Mar. 31, 2019
Jun. 30, 2019
Class of Stock [Line Items]    
Shares and warrants issued in public and private offerings, net of issuance costs   $ 6,611
AquaBounty Technologies, Inc.    
Class of Stock [Line Items]    
Shares and warrants issued in public and private offerings, net of issuance costs $ 6,611  
v3.20.2
Shareholders' Equity - Components of Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Precigen shareholders' equity $ 49,542 $ 71,711
Unrealized gain on investments    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Precigen shareholders' equity 279 7
Loss on foreign currency translation adjustments    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Precigen shareholders' equity (929) (27,475)
Total accumulated other comprehensive loss    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Precigen shareholders' equity $ (650) $ (27,468)
v3.20.2
Share-Based Payments - Schedule of Stock-Based Compensation Costs (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock-based compensation costs $ 4,897 $ 61 $ 9,269 $ 9,115
Cost of products        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock-based compensation costs 2 4 6 12
Cost of services        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock-based compensation costs 35 52 64 117
Research and development        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock-based compensation costs 364 1,360 953 2,701
Selling, general and administrative        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock-based compensation costs 4,496 (1,900) 9,592 4,934
Discontinued operations        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock-based compensation costs $ 0 $ 545 $ (1,346) $ 1,351
v3.20.2
Share-Based Payments - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Mar. 31, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Aug. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Shares issued as payment for services     $ 930 $ 5,688  
Executive Chairman, former Chief Executive Officer          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Monthly compensation, in the form of equity $ 200        
Lock-up period     3 years    
Executive Chairman, former Chief Executive Officer | Selling, general and administrative          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Shares issued as payment for services   $ 495 $ 454 $ 981  
Precigen Stock Option Plan 2008 Plan          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining shares available to grant (in shares)         0
Options outstanding (in shares)     223,451    
Precigen Stock Option Plan 2013 Plan          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining shares available to grant (in shares)     6,848,044    
Options outstanding (in shares)     10,388,996    
Number of shares authorized for issuance (in shares)     27,000,000    
RSUs outstanding (in shares)     1,399,669    
Precigen Stock Option Plan 2019 Plan          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining shares available to grant (in shares)     2,582,279    
Options outstanding (in shares)     770,592    
Number of shares authorized for issuance (in shares)     5,000,000    
RSUs outstanding (in shares)     497,512    
v3.20.2
Share-Based Payments - Schedule of Stock Option Activity (Details) - Precigen Stock Option Plans - $ / shares
6 Months Ended 12 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Number of Shares    
Balances at beginning of period (in shares) 9,022,282  
Granted (in shares) 5,287,092  
Exercised (in shares) (20,780)  
Forfeited (in shares) (834,286)  
Expired (in shares) (2,071,269)  
Balances at end of period (in shares) 11,383,039 9,022,282
Exercisable at end of period (in shares) 5,604,412  
Weighted Average Exercise Price    
Balances at beginning of period (in usd per share) $ 21.94  
Granted (in usd per share) 10.43  
Exercised (in usd per share) (3.17)  
Forfeited (in usd per share) (16.27)  
Expired (in usd per share) (27.30)  
Balances at period end (in usd per share) 16.07 $ 21.94
Exercisable, weighted average exercise price, at end of period (in usd per share) $ 20.02  
Weighted Average Remaining Contractual Term (Years)    
Balances, weighted average remaining contractual period 7 years 6 months 18 days 6 years 1 month 6 days
Exercisable at period end, weighted average remaining contractual period 5 years 10 months 9 days  
v3.20.2
Share-Based Payments - Schedule of Restricted Stock Unit Activity (Details) - Precigen Stock Option Plans - $ / shares
6 Months Ended 12 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Number of Restricted Stock Units    
Balances at beginning of period (in shares) 1,781,982  
Granted (in shares) 3,103,819  
Vested (in shares) (2,625,093)  
Forfeited (in shares) (363,527)  
Balances at end of period (in shares) 1,897,181 1,781,982
Weighted Average Grant Date Fair Value    
Balances at beginning of period (in usd per share) $ 8.71  
Granted (in usd per share) 3.08  
Vested (in usd per share) (3.97)  
Forfeited (in usd per share) (8.57)  
Balances at end of period (in usd per share) $ 6.09 $ 8.71
Additional Information    
Weighted Average Remaining Contractual Term (Years) 10 months 13 days 1 year 2 months 26 days
v3.20.2
Operating Leases - Additional Information (Details)
6 Months Ended
Jun. 30, 2020
Lessee, Lease, Description [Line Items]  
Termination period 1 year
Minimum  
Lessee, Lease, Description [Line Items]  
Term of contract 1 year
Maximum  
Lessee, Lease, Description [Line Items]  
Term of contract 10 years
v3.20.2
Operating Leases - Components of Lease Costs (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Leases [Abstract]        
Operating lease costs $ 1,756 $ 1,777 $ 3,516 $ 3,618
Short-term lease costs 415 535 852 1,014
Variable lease costs 544 508 1,037 1,022
Lease costs $ 2,715 $ 2,820 $ 5,405 $ 5,654
v3.20.2
Operating Leases - Maturities of Lease Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2020
Dec. 31, 2019
Lessee, Operating Lease, Liability, Payment, Due [Abstract]    
2020 $ 3,281  
2021 7,465  
2022 6,993  
2023 5,819  
2024 5,718  
2025 3,428  
Thereafter 826  
Total 33,530  
Present value adjustment (7,804)  
Total 25,726  
Current portion of lease liabilities 4,514 $ 4,182
Long-term portion of operating lease liabilities $ 21,212 $ 23,849
v3.20.2
Operating Leases - Lease Terms and Discount Rates (Details)
Jun. 30, 2020
Dec. 31, 2019
Leases [Abstract]    
Weighted average remaining lease term (years) 4 years 9 months 18 days 5 years 2 months 26 days
Weighted average discount rate 10.97% 10.96%
v3.20.2
Operating Leases - Other Information (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Supplemental disclosure of cash flow information    
Cash paid for operating lease liabilities $ 3,764 $ 3,627
Operating lease right-of-use assets added in exchange for new lease liabilities $ 65 $ 0
v3.20.2
Commitments and Contingencies - Contingencies - Additional Information (Details)
1 Months Ended 4 Months Ended 12 Months Ended 25 Months Ended 148 Months Ended
Jun. 30, 2019
USD ($)
May 31, 2019
USD ($)
Mar. 31, 2019
USD ($)
claim
Feb. 28, 2019
claim
Dec. 31, 2016
claim
Apr. 30, 2016
USD ($)
May 21, 2022
Dec. 31, 2016
USD ($)
Jan. 14, 2022
Jan. 31, 2019
claim
Apr. 30, 2016
USD ($)
Jun. 30, 2020
patent
Loss Contingencies [Line Items]                        
Number of expired or invalidated patents | patent                       7
Number of limited use patents | patent                       3
Licensing and patent infringement suit                        
Loss Contingencies [Line Items]                        
Damages awarded to Trans Ova | $           $ 528,000            
Litigation settlement, aggregate royalty and license payment | $   $ 5,801,000                 $ 3,170,000  
Royalty payments not yet deposited | $           2,759,000         $ 2,759,000  
Litigation settlement expense | $               $ 4,228,000        
Back royalties | $ $ 1,000,000                      
Licensing and patent infringement suit | XY, LLC                        
Loss Contingencies [Line Items]                        
Damages awarded against Trans Ova | $           $ 6,066,000            
Litigation settlement, ongoing royalty percentage     18.75%     12.50%            
Enhancement rate on products utilizing reverse sorting           2.00%            
Cumulative payments for royalties and licenses | $     $ 6.25     $ 5.00            
Weighted blended royalty rate     12.63%                  
Claims dismissed                   9    
Loss contingency, new claims filed, number         12              
Loss contingency, claims dismissed, non-patent counts, number                   5    
Loss contingency, claims dismissed, patent counts, number                   4    
Claims pending resolution                   2    
Loss contingency, claims invalidated, number       1                
Loss contingency, claims stayed, number     2                  
Loss contingency, claims dismissed, final judgement, number     10                  
Forecast | Licensing and patent infringement suit | XY, LLC                        
Loss Contingencies [Line Items]                        
Weighted blended royalty rate                 3.93%      
Royalty rate             5.00%          
v3.20.2
Related Party Transactions - Additional Information (Details) - USD ($)
$ in Thousands
1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Jan. 31, 2020
Dec. 31, 2019
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Related Party Transaction [Line Items]              
Shares issued as payment for services       $ 4,857   $ 5,688  
Proceeds from sales of equity securities         $ 0 589  
Other receivables   $ 4,978 $ 364   364   $ 4,978
Third Security, LLC              
Related Party Transaction [Line Items]              
Expense for services     38 $ 1 76 $ 18  
Common stock calculation period             30 days
Shares issued as payment for services (in shares)       483,279   839,993  
Shares issued as payment for services       $ 2,284   $ 4,362  
Sublease rental income     $ 24 $ 22 $ 46 $ 44  
Third Security, LLC | Common Stock              
Related Party Transaction [Line Items]              
Expense for services             $ 800
Fibrocell Science, Inc.              
Related Party Transaction [Line Items]              
Proceeds from sales of equity securities   1,280          
Proceeds from convertible notes receivable and investment in preferred stock $ 3,311            
Other receivables   $ 3,311         $ 3,311
Third Security, LLC | Executive Chairman              
Related Party Transaction [Line Items]              
Ownership interest     100.00%   100.00%    
v3.20.2
Net Loss per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Numerator:        
Net loss from continuing operations attributable to Precigen $ (43,354) $ (32,140) $ (73,296) $ (83,613)
Net loss from discontinued operations attributable to Precigen 0 (6,626) (26,056) (15,862)
Net loss attributable to Precigen $ (43,354) $ (38,766) $ (99,352) $ (99,475)
Denominator:        
Weighted average shares outstanding, basic and diluted (in shares) 164,065,087 153,749,929 162,201,915 153,351,208
Net Loss Per Share [Abstract]        
Net loss from continuing operations attributable to Precigen per share, basic and diluted (in dollars per share) $ (0.26) $ (0.21) $ (0.45) $ (0.55)
Net loss from discontinued operations attributable to Precigen per share, basic and diluted (in dollars per share) 0 (0.04) (0.16) (0.10)
Net loss attributable to Precigen per share, basic and diluted (in dollars per share) $ (0.26) $ (0.25) $ (0.61) $ (0.65)
v3.20.2
Net Loss per Share - Schedule of Antidilutive Securities Excluded from Calculation of Net Loss per Share (Details) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities excluded from computation of net loss per share (in shares) 38,164,398 33,803,260 38,164,398 33,803,260
Convertible debt        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities excluded from computation of net loss per share (in shares) 24,750,914 19,667,765 24,750,914 19,667,765
Options        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities excluded from computation of net loss per share (in shares) 11,383,039 11,730,954 11,383,039 11,730,954
Restricted stock units        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities excluded from computation of net loss per share (in shares) 1,897,181 2,271,277 1,897,181 2,271,277
Warrants        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities excluded from computation of net loss per share (in shares) 133,264 133,264 133,264 133,264
v3.20.2
Segments - Information by Reportable Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Segment Reporting Information [Line Items]        
Revenues from external customers $ 30,424 $ 32,836 $ 60,262 $ 55,421
Segment Adjusted EBITDA (5,362) (18,680) (25,080) (40,200)
PGEN Therapeutics        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA (5,698) (7,467) (12,617) (14,836)
ActoBio        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA (1,135) (4,124) (3,125) (6,562)
MBP Titan        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA (5,199) (9,188) (13,963) (17,214)
Trans Ova        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA 6,528 4,932 5,329 2,706
Human Biotherapeutics        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA (495) (354) (1,833) (577)
All Other        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA 637 (2,479) 1,129 (3,717)
Operating segments        
Segment Reporting Information [Line Items]        
Revenues from external customers 30,410 32,797 60,208 55,274
Revenues 32,109 35,997 64,407 61,568
Operating segments | PGEN Therapeutics        
Segment Reporting Information [Line Items]        
Revenues from external customers 218 549 378 1,730
Revenues 1,830 2,961 4,093 6,507
Operating segments | ActoBio        
Segment Reporting Information [Line Items]        
Revenues from external customers 32 181 230 582
Revenues 29 233 227 1,077
Operating segments | MBP Titan        
Segment Reporting Information [Line Items]        
Revenues from external customers 0 1,215 0 2,696
Revenues 0 1,217 7 2,698
Operating segments | Trans Ova        
Segment Reporting Information [Line Items]        
Revenues from external customers 23,845 24,392 40,630 39,326
Revenues 23,935 25,066 40,829 40,273
Operating segments | Human Biotherapeutics        
Segment Reporting Information [Line Items]        
Revenues from external customers 4,210 2,462 14,573 2,845
Revenues 4,210 2,462 14,573 2,845
Operating segments | All Other        
Segment Reporting Information [Line Items]        
Revenues from external customers 2,105 3,998 4,397 8,095
Revenues 2,105 4,058 4,678 8,168
Intersegment revenues        
Segment Reporting Information [Line Items]        
Revenues 1,699 3,200 4,199 6,294
Intersegment revenues | PGEN Therapeutics        
Segment Reporting Information [Line Items]        
Revenues 1,612 2,412 3,715 4,777
Intersegment revenues | ActoBio        
Segment Reporting Information [Line Items]        
Revenues (3) 52 (3) 495
Intersegment revenues | MBP Titan        
Segment Reporting Information [Line Items]        
Revenues 0 2 7 2
Intersegment revenues | Trans Ova        
Segment Reporting Information [Line Items]        
Revenues 90 674 199 947
Intersegment revenues | Human Biotherapeutics        
Segment Reporting Information [Line Items]        
Revenues 0 0 0 0
Intersegment revenues | All Other        
Segment Reporting Information [Line Items]        
Revenues $ 0 $ 60 $ 281 $ 73
v3.20.2
Segments - Reconciliation of Revenues from Reportable Segments to Consolidated Revenues (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Segment Reporting, Asset Reconciling Item [Line Items]        
Revenues from external customers $ 30,424 $ 32,836 $ 60,262 $ 55,421
Other revenues, including from other operating segments        
Segment Reporting, Asset Reconciling Item [Line Items]        
Revenues 2,526 4,097 5,740 8,315
Elimination of intersegment revenues        
Segment Reporting, Asset Reconciling Item [Line Items]        
Revenues (2,106) (3,200) (5,207) (6,294)
Total segment revenues from reportable segments        
Segment Reporting, Asset Reconciling Item [Line Items]        
Revenues $ 30,004 $ 31,939 $ 59,729 $ 53,400
v3.20.2
Segments - Reconciliation of Net Loss Before Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA $ (5,362) $ (18,680) $ (25,080) $ (40,200)
Other expenses:        
Depreciation and amortization     (9,593) (12,690)
Stock-based compensation expense (4,897) (61) (9,269) (9,115)
Equity in net loss of affiliates     (640) (3,387)
Other     112 (3,141)
Loss before income taxes (43,474) (32,314) (73,376) (85,227)
Operating segments        
Segment Reporting Information [Line Items]        
Remove cash paid for capital expenditures and investments in affiliates 1,879 4,155 4,620 7,667
Operating segments | Upfront And Milestone Payments [Member]        
Segment Reporting Information [Line Items]        
Add recognition of previously deferred revenue associated with upfront and milestone payments 5,573 6,247 18,046 10,859
Corporate And Reconciling Items        
Other expenses:        
Interest expense (4,592) (4,353) (9,184) (8,658)
Depreciation and amortization (4,783) (4,863) (9,593) (10,207)
Impairment losses (22,041) 0 (22,041) 0
Stock-based compensation expense (4,897) 484 (10,615) (7,764)
Adjustment related to bonuses paid in equity awards 0 0 2,833 0
Equity in net loss of affiliates (251) (716) (602) (1,464)
Other 3 0 12 0
Unallocated corporate costs        
Other expenses:        
Loss before income taxes (7,344) (11,426) (17,526) (29,448)
Eliminations        
Other expenses:        
Loss before income taxes (1,659) (3,162) (4,246) (6,012)
Segment Adjusted EBITDA for reportable segments        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA (5,999) (16,201) (26,209) (36,483)
All Other        
Segment Reporting Information [Line Items]        
Segment Adjusted EBITDA $ 637 $ (2,479) $ 1,129 $ (3,717)
v3.20.2
Segments - Additional Information (Details) - Non-US - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Segment Reporting Information [Line Items]          
Long-lived assets $ 5,997   $ 5,997   $ 6,724
Revenues $ 122 $ 233 $ 363 $ 765  
v3.20.2
Subsequent Events (Details)
$ in Thousands
3 Months Ended
Sep. 30, 2020
USD ($)
ECC Termination, Oragenics | Subsequent Event | Collaborative Arrangement | Forecast  
Subsequent Event [Line Items]  
Revenue from external customers $ 2,823
v3.20.2
Label Element Value
Restricted Cash and Cash Equivalents, Noncurrent us-gaap_RestrictedCashAndCashEquivalentsNoncurrent $ 419,000
Restricted Cash and Cash Equivalents, Noncurrent us-gaap_RestrictedCashAndCashEquivalentsNoncurrent $ 418,000