SEC Filing Summary
Reporting period: Fiscal year ended December 31, 2021. This is an annual Form 20-F, not a standalone fourth-quarter report. The filing identifies the issuer as MeaTech 3D Ltd.; the request metadata names Steakholder Foods Ltd.
Business context
The company was an early-stage cultivated-meat technology developer with operations in Israel and Belgium. Its focus included 3D bioprinting structured meat, cell-culturing processes and cultured avian fat through its acquisition of Peace of Meat. It had not generated operating revenue and had no products approved for sale.
In December 2021, it announced a 3.67-ounce cultivated steak made primarily from cultivated fat and muscle tissue. This was a development milestone, not a commercial product launch.
Financial results and position
Amounts below are in USD millions, except per-share data. Financial statements are prepared under IFRS.
| Metric | 2021 | 2020 |
|---|---|---|
| Revenue | None | None |
| Research and development expense | $7.6 | $2.5 |
| Marketing expense | $1.6 | $0.5 |
| General and administrative expense | $8.0 | $5.4 |
| Operating loss | $17.2 | $18.5 |
| Net loss | $18.0 | $18.5 |
| Net cash used in operating activities | $14.0 | $3.8 |
| Net cash used in investing activities | $9.3 | $1.9 |
| Net cash provided by financing activities | $29.0 | $17.3 |
| Cash and cash equivalents at year-end | $19.2 | $13.6 |
| Total assets at year-end | $40.7 | $17.5 |
| Total liabilities at year-end | $3.0 | $1.8 |
| Total equity at year-end | $37.6 | $15.6 |
Gross margin and operating margin are not meaningful because the company reported no revenue. Basic and diluted loss per ordinary share was $0.155 in 2021 versus $0.308 in 2020; weighted-average shares increased to 116.0 million from 60.1 million. The company reported an accumulated deficit of approximately $37.0 million.
Year-end liabilities included $0.4 million of trade payables, $2.2 million of other payables and $0.4 million of lease liabilities. The filing reports no material conventional borrowings. Current assets were $22.1 million and current liabilities $2.8 million.
Changes versus prior year
- R&D expense rose 205% as staffing, materials and professional-services spending increased; marketing expense rose 222% and general and administrative expense rose 49%.
- Reported net loss declined slightly from $18.5 million to $18.0 million. However, 2020 included a $10.2 million non-cash public-listing expense; excluding that item, the 2021 net loss increased by approximately $9.7 million, or 116%, according to management.
- Operating cash use increased to $14.0 million, while investing cash use rose mainly due to Peace of Meat and equipment purchases.
- The company raised approximately $28 million gross in its March 2021 Nasdaq IPO, with approximately $24.7 million net proceeds. Financing cash flow also included share and warrant issuance and option exercises.
Outlook, risks and unusual items
- Liquidity and going concern: Management estimated that year-end cash would fund operations through the fourth quarter of 2022. The auditor’s report and the financial statements state that recurring losses and negative operating cash flows raise substantial doubt about the company’s ability to continue as a going concern. Additional financing was expected to be necessary; availability and terms were uncertain.
- Commercial outlook: No formal revenue or earnings guidance was provided. The company described substantial further R&D and scale-up work before licensing or commercial sales. It estimated that Peace of Meat-related hybrid products might reach the market as early as 2025, an expectation subject to development and regulatory risks.
- Acquisition: Peace of Meat was acquired for consideration of up to approximately $19.9 million, including cash, shares and milestone-based payments. The company had achieved the first two milestones by the date of the filing; future milestone consideration was not provisioned before achievement.
- Contingencies: The company recorded a provision for a proposed $0.2 million settlement with the Israel Securities Authority concerning predecessor-company reports from 2017–2018; settlement approval remained pending. A separate claim against the merger settlement fund was approximately $0.8 million, which the company considered unlikely to result in a final judgment against the fund. The filing states that the company’s exposure to those predecessor-related claims was limited by the settlement arrangements.
- Key risks: Technology may not scale or achieve market acceptance; regulatory requirements for cultured meat are evolving; the company depends on future financing and potential collaborators; and it faces supplier, manufacturing, intellectual-property, competition, foreign-currency and Israel-related risks. COVID-19 had temporarily delayed development after a facility closure, though the company could not reliably assess future effects.
- Subsequent events: In January 2022, the CEO, chairman and another director left their roles; Arik Kaufman became CEO and Yaron Kaiser chairman. In March 2022, the company moved to a new facility with annual rent of about $0.7 million, linked to Israeli CPI.
Important facts for investors to verify
- Confirm the issuer’s legal name and the relationship between the requested company name, Steakholder Foods Ltd., and the filing’s name, MeaTech 3D Ltd.
- Review the audited IFRS statements and going-concern disclosure, particularly the estimated cash runway and assumptions behind it.
- Track subsequent financing, cash burn and any changes to management’s stated runway; the filing’s estimate extended only through Q4 2022.
- Verify progress on Peace of Meat milestones, their cash and share consideration, and whether anticipated product timing has changed.
- Check the status and final outcome of the ISA settlement and the claim involving the merger settlement fund.
- Assess the dilution implications of the IPO, outstanding options, warrants, earn-out rights and BlueSoundWaves compensation arrangements.