Burcon NutraScience Corp

TSX:BU

Earnings Call Transcript 2025-Q2

[Operator]

Good afternoon, ladies and gentlemen, and welcome to the Burcon NutraScience Corporation 2024 Investor Day Conference Call. [Operator Instructions]. This call is being recorded today, November 20, 2024, and I would now like to turn the conference over to Kip Underwood, Chief Executive Officer. Please go ahead.

[Kip Underwood, executive]

Thank you. Good morning, good afternoon and good evening to our shareholders around the world. Thank you for your time today and for your investment and interest in Burcon. Today is an exciting day for Burcon over the past 18 months, we have cleared several milestones. We have validated our value propositions validating their differentiation. We've received affirmation of the performance of our products from former customers, prospective customers and industry peers. We have the technology, we have the demand. We have not been able to secure consistent high-quality supply to the manufacture of our products.

This has been Burcon's fundamental challenge since long before even I became CEO. Today, that changes. Today, we will cover our plans for a direct route to market, a potential to unlock tremendous value for Burcon and for our shareholders.

As you all know, we are a publicly traded company, so our safe harbor statement. Our discussion topics today will include our retail market, as I mentioned, production and sales. We're talking about an innovative capital structure and business operating model. And most importantly, maybe we'll talk about the investment opportunity for our shareholders, the opportunity to come along for us with for the ride.

I'm joined by Rob Peets, our CFO, who will cover a few key pieces of our presentation today. And additionally, we will cover also the update on Burcon, where we are today and where we are going in the future.

This is truly a transformative opportunity for Burcon. Midsummer, we hired a search firm to scout for additional capacity, a potential new facility with the capability to produce our entire portfolio. We quickly discovered a handful of viable sites and began thinking through funding offers. Here, a strategic buying group emerged, led by one of our Board members and the opportunity to leverage from our strategic buyer, our real estate financing approach, with a tried and true industry contract manufacturer business operating model.

The combination of those gives us a unique opportunity to leverage our strategic partners' strength, for Burcon to have full control over the production and sale of our products, our technology to accelerate our capital-light business model and truly launch our entire portfolio, including our most exciting offering sunflower protein.

I mentioned an innovative business structure and a business approach. There are 2 aspects of this. First is how do we fund the operations. So our strategic buying group, part of our alliance will be responsible for the funding to acquire the production facility and to put in the capability and capacity needed to produce our portfolio. Burcon will then be the operator. We will lease and operate the facility, we will produce and sell our proteins.

Several advantages with this approach, again, efficient use of capital, as I've mentioned, a direct route to market for our technology, for our products, the opportunity to scale and deliver better unit economics and assuming we hit our time lines, the opportunity to be online with commercial production during the first half of 2025.

I -- right now with our alliance with our partner, we are in late-stage discussion evaluating multiple sites, trying to determine which one has the best fit. Given where we are in these discussions, we believe the acquisition will close sometime during Q1 of 2025.

As I mentioned, we announced a rights offering at the close of market today. I'll give you a few highlights now, and Rob will cover this in detail towards the end of the presentation. But again, we are seeking to raise up to $12 million. The offering is at a discount to the current market. The proceeds will be used to fund our operations at the new facility through to a cash flow positive state. So from the operations, support our sales and marketing efforts, all things encompassing with operating facility.

We are doing the fundraise concurrent with our partners' efforts to acquire a facility. And this is critically important. Because as we land these things together, the immediately the facility is acquired, then we are prepared to begin our efforts to produce and launch our proteins into the marketplace.

A few things haven't changed. One is, we are targeting an exciting market, the expanding protein plant protein market. Our foundation is our revolutionary plant proceeds -- plant processing technology, proprietary platform with game-changing protein ingredients. And as I mentioned, we are still driving a capital-light, high-margin business model with forecasted profitability in calendar 2026.

Let's talk about the market for a minute. As you can see by these headlines, at the consumer level, protein is hot. Protein is in demand. And in particular, plant protein is in demand, which is as relevant to us. The headlines work through industry groups, key brand owners seeking to deliver protein and/or plant protein to their consumers. And they're doing that because their consumers are seeking protein in general and consumers continue to plant proteins because they know they are both good for them for their own health as well as the health of our planet.

This is why this market is fundamentally exciting and why our different technology is highly relevant.

Our market opportunity, it is significant, right? Again, the opportunity we're discussing today will allow us to launch our entire portfolio, be sunflower, pea, canola, soy and hemp. Each of these proteins have unique strengths. Each of these proteins have unique applicability in different types of food. Oftentimes, we'll have potential customers to actually blend these proteins to end up with a better answer for their end consumers.

One I want to highlight in particular really is sunflower protein. We believe, I particularly believe that sunflower protein is our most disruptive technology. It has key attributes that food scientists that food companies desire. First, it is white and color and very clean and flavored. Therefore, it gives a blank campus to food technologies to create the foods that we all love and by the grocery store.

Second, sunflower is the third largest oilseed crop in the world. What that means for us is a highly abundant highly available raw material, critical to ongoing business success.

And third and maybe most importantly, from a halo perspective, from a position perspective, sunflower protein, it is protein from the sun. And I promise you brand owners around the world will be excited to position this to their end consumers.

As many of you know, we have been in the market with our hemp and canola proteins. This is a look at our robust sales pipeline for hemp, right? There's a few key things to point out here. First is the applicability of canola across a variety of food applications food types. That can be a ready to drink beverage, could be a ready-to-mix or powder beverage. It could be into plant-based foods or even into baked goods where our canola protein actually can deliver better results than traditional egg protein. It's not about a plant protein. It's just a better performing protein delivering cost and use to brand ownership.

This funnel right now is robust and in a place to deliver multimillion dollar growth for us in the future. On the right-hand side, you see some quotes from our prospective customers. And these are the types of feedback we want to hear from food companies.

You want to hear that it is easy to use. If you're a protein, you want to know that it has high protein quality. You want to know that has great taste or the taste exceeds expectations. And you want to know that it has a unique functional properties like foam stability that creates a foam. This is the perfect feedback you want as potential customers receiving our products, they test them in their labs and give us the feedback that wow, this product now it doesn't perform as expected, it actually exceeds my expectations. We are in a phased approach.

So right now, as Burcon, we are in Phase I, the build phase. This is where we are building the capability to produce, launch and sell our products. This is the focus for the next 18 to 24 months. Phase II is in that 12- to 36-month range, this is scale. How do we drive sales volume, drive production volume to get unit economies of scale, drive cost down and validate unit economics.

Once we get that piece, we moved to the most exciting piece, which is Phase III. Once Burcon has proven our technology in the marketplace, proven customer demand put ourselves on a strong financial footing, then we are in a position to further leverage that technology through our licensing or technology sale approach for rapid scale around the world through partners.

So very exciting, again, Phase I today, Phase II in near future, exciting margin expansion when we get to Phase III through the licensing and the sale of technology.

With that, I will turn it over to Rob to talk through our financial expectations and the rights offering. Rob, please take it away.

[Robert Peets, executive]

Thanks, Ken. As Burcon grows and evolves over the coming years, so to our expected profit margins. And as Kip just outlined, Burcon expects to evolve our strategy over the coming years the build, the scale to the license and sell phases that we just outlined, the Phase I to II to III.

And as we sort of built those different phases, we are seeking to optimize operations and at each stage of our development to both produce excellent products and commercial qualities, establish market credibility with our customers on the quality and availability of our proteins and we have over 80 potential customers who are interested in our isolates, and we really need to provide them with the product that they deserve and want.

But our focus on the long-term strategy is on the high-margin licensing strategy, which Kip just spoke about and that you can see in Phase III really adding to the gross margin in the outer years. So to support this financing structure, we've got 3 immediate steps within the next 2 months, which will provide the foundation for really explosive growth for Burcon.

Step one. We just closed our next tranche of $1 million in financing from our existing long-term note facility, which will provide us with near-term cash to go through the next couple of steps. For step two, we're working with our strategic partners to identify, procure and prepare a facility, which can support them with multistage growth that we're currently targeting over the next coming years. And finally, step three, we're undertaking the rights offering, which was just announced today to provide working capital and to support the sales and marketing efforts as long -- as well as new product launches over the coming years. This was just announced today, and we'll be closing on February 12.

In greater detail, this -- so the step one has been completed and the step two is currently in progress. The rights offering itself, as we announced, it was just today, we're targeting up to $12 million in proceeds. This offering represents 1 right for each share that we will provide to shareholders, and we'll provide Burcon with the capital that we require to achieve the strategic plan we presented today. Not only the operational ramp-up plan, but also the sales and marketing efforts that include the launch of several new proteins, but also the collaboration with partners and customers in order to have broad and deep revenue opportunities with these groups.

We already have participation commitments from a significant number of Board members, large existing and new shareholders and management. This financing should provide the necessary capital to support the aggressive growth that Burcon has over the coming years, right through profit -- sorry, right through the cash flow positive position and then through to the future.

You can see on the right, there are some key offering highlights that were announced in the letter today and the target of $12 million and priced at $0.085 and -- per share for that rights offering and closing on February 12 of next year.

And with that, I'll turn it back to Kip.

[Kip Underwood, executive]

Thanks, Rob. Thank you for reviewing the detailed information. So when I first started, one of the things we did, we laid out some strategic imperatives for Burcon and hopefully, some of you have seen this before, right? And these are based on both Burcon's experience and my experience in the food industry, right? There were 3 imperatives.

One is additional revenue streams, right? So we felt we have done that both through the contract research work we have done in our facility with launching new products we have identified, today's effort help us.

We certainly have interacting with customers and in markets. We had to understand and understand what the customers want. What do they not want. What do they like? When do they not like what will they pay for?

So our efforts in launching canola and hemp, we've been able to gain a great understanding of what our potential customers desires are.

The third pillar, again, has been our challenge. We've laid out an imperative influence over the manufacturing of our products to our technology. We wanted to ensure that when our products reach our customer store, it met, if not exceeded their expectations. What we've learned is influence is not enough.

And I can't reiterate enough how excited we are the path we're going on to now have control over the production and sale of our products to ensure again that when they meet our customers, arrive at our customers' door, they exceed their expectations.

Once we complete the acquisition with our partner in the alliance of the facility, this all becomes about execution. We have the technology, we have the price, we have the demand. If we do our job and execute profit will follow -- what follows profit this tremendous shareholder value.

I'll look into the future, our road map is laid out here, so we would anticipate Q1 to be the launch of the balance of our portfolio, again, including sunflower protein. Q2, calendar Q2 will be really those recurring production trials, ensuring we can make high-quality product consistently. We expect Q3 to be those first initial supply contract with customers moving into Q4 where we began the first pieces of recurring revenue. tremendously excited to move once we're successful in the acquisition, move into this execution phase for Burcon, producing and selling our technology.

Hopefully, those on the phone are -- can share in the excitement of what today is all about. Again, a transformative opportunity, a truly innovative approach, both to fund this type of business activity and then downstream to operate. We have a robust sales funnel. We have customer demand. We have differentiated technology. This path -- this puts on us a path to really, for the first time, deal with Burcon's long-time final challenge, how do we produce our products and bring them to market under our control.

The rights offering that we announced today, we believe gives our shareholders the opportunity to participate in this exciting future here for Burcon. Again, we are seeking proceeds up to $12 million with time lines, key time lines, again, parallel path on the acquisition and the rights offering. So we expect the acquisition of a facility to close inside of 2025. And again, the rights offering closes in mid-February.

With that, I want to thank you all for your time, for your interest and look forward to receiving questions here today and the ongoing discussions about this exciting opportunity in front of us as Burcon. Operator?

[Operator]

[Operator Instructions]. Your first question comes from the line of Dave Storms from Stonegate.

[David Storms, analyst]

Just a couple of questions here. My first one is around the production facility. Once that is acquired, how do you anticipate the logistics looking for rolling out the lines of production. Will this be a phased approach through the balance of 2025? Or do you anticipate that once the necessary upgrades are made, you'll be able to kind of turn on production like a light switch?

[Kip Underwood, executive]

Well, certainly, there's 3 phases to this right day. So first, we'll need to -- in any facility, we'll need to provide upgrades to that facility to price our entire portfolio, right? And we anticipate that will happen in early 2025.

The second thing we need to prove -- validate commercial-scale production again in that same time frame. We do -- we do have plans to launch our entire portfolio. So very quickly out of the gate, we will produce initial commercial scale quantities required to drive the sales process and then on a parallel path, then we will move forward with the fine-tuning of the facility. So we expect to launch our entire portfolio within the first half of 2025 and have commercial scale capability validated for the entire portfolio as well.

[David Storms, analyst]

Understood. That's very helpful. And then it might be too early for this question. But just looking forward, any further expansion that you would do? Do you think it would be done in concert with a strategic partner again? Or are there other avenues that you consider for expansion? Or is that just so far down on the time line that you're not quite there yet?

[Kip Underwood, executive]

Well, thanks, Dave, because we're surely excited about our future. And we believe there is future opportunity, right, to expand internally. Again, each of our technologies, once we get up to scale, we have a choice. Do we work with our partner to build? Do we partner with somebody else? Do we license the technology to drive future revenue? Or do we sell a technology?

So -- we have that choice in the [indiscernible] technology and tremendously excited to get to that Phase III. Right now, our focus is on execution and executing the plans that we laid out today.

[David Storms, analyst]

Understood. Turning to the sales funnel. Is there any way you can kind of characterize the breakout between early stage and late stage. I know on the slides, you said there was about $15 million clients indicate an interest. Just kind of what you're seeing there and maybe how you're seeing that sales cycle change as you introduce new proteins.

[Kip Underwood, executive]

So what I can say about logistics and others. So we -- we have 80 prospective customers that are actively working with commercial scale production of canola, right? So they are allocating their time, their own time, money and effort to evaluate canola to see how it can perform in their individual projects. And we call that a qualified project, right? When we know our customers allocating their time line and effort to evaluate the performance in their shop. So that's where that funnel sits.

Now what we -- what will be better for us in the future as we launch new products, right, is now that we've established a sales funnel process, we've established an approach, we've established the discipline it's like anything, when you do something in the second, third and fourth time, you're better at it, you're more efficient.

And we've developed relationships because sometimes a customer that might have a need for canola protein, that same customer probably has a need for a sunflower or maybe a pea protein. Seen our learnings from hemp and canola to drive faster adoption for our new approaches in the future.

[David Storms, analyst]

That's very helpful. Last one for me. You spent some time talking about sunflower and the 3 key attributes that are expected to really hopefully make that go on for you guys. Anything you could tell us about the time line and maybe current steps to get sunflower more ramped up?

[Kip Underwood, executive]

SP-8 Sure. So sunflower really one of the first ones we will launch. It will take a little bit longer then there are other proteins for it to get adoption because it is brand new, right? So we would expect sales of canola or pea protein probably to happen faster because those are more known products in the marketplace. Sun will take a little longer as people understand and appreciate its differentiation.

But once they do, we expect significant ramp-up for that kind of late year 2 into year 3.

[Operator]

[Operator Instructions]. Your next question comes from the line of Daniel Shahrabani from Fard Investments.

[Daniel Shahrabani, analyst]

It's Danny Shahrabani from Montreal. It sounds exciting. I just would like to just maybe get a bit of clarification from you regarding the balance sheet. So I was just a bit concerned when the cash balance fell almost only since March from $4.2 million to $1 million. And I'm wondering if that's going to be a big issue.

And second of all, with all the progress that we're making, I'm wondering why the sales went from almost [ $180,000 ] to [ $40,000 ]. So my question is, do you feel that we needed this drastic change of getting of the strategic alliance to basically improve the situation?

And last, just with my mind you stuck on it. Would -- since you were so close with Merit, wouldn't have been -- wouldn't merit probably be a good target for your strategic alliance partner? And these are my questions.

[Kip Underwood, executive]

Thank you, Dave. Let me deal with these in succession. So relative to the balance sheet, right? So there's a couple of pieces of the puzzle here. So one, we do still have access to our tranche 2 loans. So there's $3 million remaining on that that we can pull. And we have access to that to bridge us into this fund risk completion.

What we'll also say is as we -- what is not reflected yet in our plans is that we will -- as we move from R&D to more production and sales, we will be executing some pretty significant cost savings efforts that will extend our runway.

And then again, the other piece of the puzzle is in our forward outlook. We don't cap the sales yet in that outlook, right? So when we combine access to tranche to cost-cutting measures, future revenue, we feel our balance sheet is very strong. And then on completion of this rate fully funds us well into cash flow positive. So we feel pretty good about that.

You mentioned kind of significant change. We don't -- we see our strategy is fundamentally the same, right? So we are still with our partner being the one to have the capital to purchase and equip the facility, we are still executing then the facility is now on our balance sheet, right, in the future. So we are still fundamentally executing our capital-light model.

The difference in the curricula -- difference in our critical learning is that we are executing the production ourselves. We are there ensuring that the production is at a cost and a quality that allows us to meet our customers' needs. So really, it's an acceleration of our strategy with 1 fundamental change of who controls production.

And then -- and lastly, you mentioned Merit, right? So the Merit facility is still for sale, right? We remain in ongoing contact with them. And we're always open and trying to look and see if we can put a deal together that would be right for Burcon and right for our strategic buying group that we're in align with.

[Daniel Shahrabani, analyst]

Okay. So it's kind of fit and play, that's what you're saying?

[Kip Underwood, executive]

Yes.

[Operator]

[Operator Instructions]. There are no further questions at this time. I will now turn the call over to Paul Lam. Please continue.

[Paul Lam, executive]

We have a few questions from the webcast, and I'm going to start with -- the first question comes from Christian [indiscernible] . You had a production facility with Merit and that didn't work. Why is this different?

[Kip Underwood, executive]

Thank you, Christian. Again, I think the difference goes even when there was a production facility with Merit, somebody else was fun and responsible for the day-to-day production, the quality and the delivery of that product to their customers, right? And what we've learned is that doesn't work.

They don't -- other parties don't understand our technology like we do -- they don't understand how to produce. They don't have the go-to-market experience that I personally have and will bring to the organization through other individuals.

So the key difference is we are going to do this. We are responsible for production of a high-quality, efficient product. We are responsible for delivering that product to meet our customers' needs, and we're responsible to meet exceed their needs so they buy from us again and again. And Christian, so the biggest change here really is that we are able to both do 2 things at the same time, maintain our capital-light strategy for efficient use of our capital and also have direct control of the production of sale of our products again to ensure our products meet if not exceed our customers' expectations. Thanks, Christian.

[Paul Lam, executive]

Next question comes from private investor. Actually, 2 questions. The first one is what are the projected costs to acquire and retrofit a plant?

[Kip Underwood, executive]

We're not prepared to go through the actual cost. What I can say is one thing that's different about our approach is how we're doing this, right? So, what we are looking to is existing facilities, right, that we can buy much cheaper than trying to go build some in your own and facilities then we can retrofit relatively quickly to meet our needs.

So when you go into an existing facility that maybe doesn't meet someone else's as our needs, it allows us to buy it right, which is critical in the business. It allows us to get to market quickly, which speed matters. So we won't get into the actual cost, but in our fundamental approach, we're buying right and we're delivering speed to market with minimal upgrades or change the facility to go from its current state to the production of our portfolio.

[Paul Lam, executive]

Okay. The second question from the same investor. Can you discuss the Board members' level of comfort in the technology and in making this investment?

[Kip Underwood, executive]

Yes. I think the most important piece is actually speak louder than words, right? So the Board member leading this group as part of our alliance is confident enough, both in the market, in our technology and our ability to execute that they are very comfortable putting up the capital to actually buy and register the facility.

So the adage of action peaks louder than words. I looked at what they're doing and how they log with their pocketbook that speaks to their confidence both in the technology and equally important, our ability to execute to produce and sell products to customers.

[Paul Lam, executive]

Okay. Next question comes from Paul Brunet. Are there -- is this a share dilution for current shareholders?

[Kip Underwood, executive]

Paul, thanks for the question. And this is really key. I think the dilution aspect was one of the reasons we chose the rights offering as the fundraising vehicle. So every shareholder has the opportunity to maintain their existing percent ownership by taking up their rights.

And it was very important to our leadership and to our Board that we use this fundraising ability to get every shareholder the opportunity to participate in this to maintain their existing ownership as we move forward. And we hope all do. We're excited about the future and -- and again, but it's really important for us so that everybody had that opportunity.

[Paul Lam, executive]

Okay. Next question comes from Manfred Lee. Would subscription rights be traded at the exchange.

[Kip Underwood, executive]

I'm sorry, Paul, you broke up. Could you repeat that question, please?

[Paul Lam, executive]

The next question comes from Manfred Lee. Will the subscription be traded at the exchange.

[Kip Underwood, executive]

Yes, the rights will be traded and the details on that are in the press release, but yes, the rights will be traded on the Toronto Stock Exchange.

[Paul Lam, executive]

Okay. Next question comes from Harry Amos. Are the new partners owning Burcon shares is yes by what percentage?

[Kip Underwood, executive]

So the members -- there's 2 pieces that I believe, right? So one, yes, the individual, the Board member leading the buying group is a significant shareholder of Burcon.

And maybe it gives me a chance to speak to a related point in that in order to -- in this process in order to ensure that shareholders' best interests are taking into account. We have also formed a committee of independent board members, right? And they will be governing in the shareholder voice to be sure as we move through this process, we're transparent and the shareholders' best interests are always in the forefront of any action that we take.

[Paul Lam, executive]

Okay. Last question, I think. This comes from Robert Hodgkinson. Whether it be availability for oversubscription of the rights or participation in the oversubscription of the rights? And then I believe his other question [indiscernible] so this is probably the only outstanding one. So just a question regarding the oversubscription of rights.

[Kip Underwood, executive]

So yes, Robert, each shareholder has the opportunity to oversubscribe right, as part of the process. And then if all rights are not taken up at the end, then there's the opportunity for that oversubscription to be fulfilled. So absolutely. And we do have -- we believe we have lots of interest moving forward, and we expect that I would be surprised if many of our shareholders did take that. There's a lot of excitement here about this, and we're excited to move forward. Thank you, Rob.

[Paul Lam, executive]

Okay. That's all the time we have for questions. Kip, I'm going to pass it back over to you for closing remarks.

[Kip Underwood, executive]

Thanks, Paul. And again, just thanks to all of our investors here on the call, again, first, for your time and for your investment and confidence in us. I sincerely hope that you're feeling the excitement that you're feeling this new day for Burcon and that you will all come along with the ride with us and take advantage of what we believe is just a tremendous opportunity. So thank you all, and have a great day.

[Operator]

Thank you. Ladies and gentlemen, this concludes today's conference call. Thank you for your participation. You may now disconnect.