exai-20240630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 6-K/A

___________________________________

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Section 13a-16 OR 15d-16

of the Securities Exchange Act of 1934

for the Month of August 2024

Commission File Number: 001-40850

___________________________________

Exscientia plc

(Translation of registrant’s name into English)

___________________________________

The Schrödinger Building

Oxford Science Park

Oxford OX4 4GE

United Kingdom

(Address of principal executive office)

___________________________________

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

☒ Form 20-F ☐ Form 40-F

EXPLANATORY NOTE

Exscientia plc (the “Company”) is furnishing this amendment to the Report of Foreign Issuer on Form 6-K that was originally furnished to the U.S. Securities and Exchange Commission on August 15, 2024 (the “Original Filing”), solely for the purpose of revising note 2 to the unaudited condensed consolidated financial statements and the Known Trends, Events, and Uncertainties section of Management’s Discussion and Analysis of Financial Condition and Results of Operations contained therein. Other than the foregoing, no part of the Original Filing is being amended by this amendment.

The Company’s unaudited condensed consolidated financial statements as of and for the period ended June 30, 2024 are attached as Exhibit 99.1 and Management’s Discussion and Analysis of Financial Condition and Results of Operations is attached as Exhibit 99.2 and are incorporated by reference herein. The information in the attached Exhibits 99.1 and 99.2 shall be deemed to be incorporated by reference into the Company’s registration statements on Form F-3 (File No. 333-278132) and Form S-8 (File Nos. 333-278128 and 333-260315) and the related prospectuses, respectively, as such registration statements and prospectuses may be amended from time to time, and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX


Exhibit No.						Description
99.1						Unaudited Condensed Consolidated Financial Statements as of June 30, 2024 and 2023 and for the Three and Six Months ended June 30, 2024 and 2023
9 9.2						Management’s Discussion and Analysis of Financial Condition and Results of Operations

SIGNATURE

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 authorised on this 30th day of August, 2024.


EXSCIENTIA PLC

By:			/s/ David Hallett
Name:			David Hallett, Ph.D.
Title:			Interim Chief Executive Officer

Exhibit 99.1

Exscientia plc


Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Loss for the three and six months ended June 30, 2024 and 2023


		Three months ended June 30,		Six months ended June 30,
		2024	2023	2024	2023
	Note	£’000	£’000	£’000	£’000
Revenue	4	4,419	3,006	9,709	8,767
Cost of sales		(7,759)	(6,269)	(15,166)	(14,726)
Gross loss		(3,340)	(3,263)	(5,457)	(5,959)

Research and development expenses		(25,112)	(32,993)	(48,672)	(66,405)
General and administrative expenses		(16,802)	(11,635)	(20,232)	(22,549)
Foreign exchange gains/(losses)		70	(452)	927	(1,644)
Other income	5	5,977	1,834	7,216	4,439
Operating loss	6	(39,207)	(46,509)	(66,218)	(92,118)

Finance income	7	3,866	4,214	7,704	7,777
Finance expenses		(302)	(273)	(562)	(536)
Share of loss of joint venture	12	(383)	(155)	(924)	(614)
Loss before taxation		(36,026)	(42,723)	(60,000)	(85,491)

Income tax (charge)/benefit	8	(213)	6,752	2,754	11,877
Loss for the period		(36,239)	(35,971)	(57,246)	(73,614)

Other comprehensive loss:
Items that may be reclassified to profit or loss
Foreign currency loss on translation of foreign operations		(497)	(1,205)	(1,164)	(1,681)
Total other comprehensive loss for the period, net of tax		(497)	(1,205)	(1,164)	(1,681)

Total comprehensive loss for the period		(36,736)	(37,176)	(58,410)	(75,295)

Basic and diluted loss per share (£)	9	(0.29)	(0.29)	(0.45)	(0.60)

The above unaudited condensed consolidated statement of profit or loss and other comprehensive loss should be read in conjunction with the accompanying notes.

Exscientia plc


Unaudited Condensed Consolidated Statement of Financial Position as at June 30, 2024 and December 31, 2023


		June 30, 2024	December 31, 2023
	Note	£’000	£’000
ASSETS

Non-current assets
Goodwill	10	6,048	6,186
Other intangible assets, net	10	25,736	28,459
Property, plant and equipment, net	11	44,078	48,954
Investment in joint venture	12	436	173
Right-of-use assets, net	13	17,736	18,513
Other receivables	14	657	663
Investments in equity instruments	15	2,145	2,145
Deferred tax asset, net		749	690
Total non-current assets		97,585	105,783

Current assets
Trade receivables		234	3,372
Other receivables	14	14,667	15,351
Current tax assets		32,507	23,166
Short term bank deposits	15	153,457	103,586
Cash and cash equivalents		139,327	259,463
Total current assets		340,192	404,938

Total assets		437,777	510,721

EQUITY AND LIABILITIES

Capital and reserves
Share capital	16	64	63
Share premium		364,658	364,639
Capital redemption reserve		3	3
Foreign exchange reserve		(672)	492
Share-based payment reserve		35,975	46,984
Fair value reserve		(199)	(199)
Merger reserve		54,213	54,213
Accumulated losses		(158,007)	(110,469)
Total equity attributable to owners of the parent		296,035	355,726

Exscientia plc


Unaudited Condensed Consolidated Statement of Financial Position as at June 30, 2024 and December 31, 2023 (continued)


		June 30, 2024	December 31, 2023
	Note	£’000	£’000
LIABILITIES

Non-current liabilities
Loans		299	306
Lease liabilities	13	17,027	16,221
Deferred tax liability, net		5,097	5,774
Contract liabilities and other advances	17	60,578	65,466
Provisions	18	1,364	2,157
Total non-current liabilities		84,365	89,924

Current liabilities
Trade payables		7,750	11,336
Lease liabilities	13	4,060	2,396
Contract liabilities and other advances	17	21,986	27,006
Other payables	19	23,581	24,333
Total current liabilities		57,377	65,071

Total liabilities		141,742	154,995

Total equity and liabilities		437,777	510,721

The above unaudited condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.

Exscientia plc


Unaudited Condensed Consolidated Statement of Changes in Equity for the three months ended June 30, 2024 and 2023



	Share capital	Share premium	Capital Redemption Reserve	Foreign exchange reserve	Share-based payment reserve	Fair value reserve	Merger Reserve	Retained earnings/ (accumulated losses)	Total equity
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000

As at March 31, 2023	62	364,609	3	1,348	40,741	(199)	54,213	(13,053)	447,724

Loss for the period	—	—	—	—	—	—	—	(35,971)	(35,971)
Foreign exchange loss on translation of subsidiaries	—	—	—	(1,205)	—	—	—	—	(1,205)
Total comprehensive loss for the period	—	—	—	(1,205)	—	—	—	(35,971)	(37,176)

Share-based payment charge	—	—	—	—	6,836	—	—	—	6,836
Exercise of share-based payment awards	—	9	—	—	(2,713)	—	—	2,592	(112)
As at June 30, 2023	62	364,618	3	143	44,864	(199)	54,213	(46,432)	417,272


As at March 31, 2024	63	364,648	3	(175)	37,203	(199)	54,213	(125,165)	330,591

Loss for the period	—	—	—	—	—	—	—	(36,239)	(36,239)
Foreign exchange loss on translation of subsidiaries	—	—	—	(497)	—	—	—	—	(497)
Total comprehensive loss for the period	—	—	—	(497)	—	—	—	(36,239)	(36,736)

Share-based payment charge	—	—	—	—	2,317	—	—	—	2,317
Exercise of share-based payment awards	1	10	—	—	(3,545)	—	—	3,397	(137)
As at June 30, 2024	64	364,658	3	(672)	35,975	(199)	54,213	(158,007)	296,035

The above unaudited condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Exscientia plc


Unaudited Condensed Consolidated Statement of Changes in Equity for the six months ended June 30, 2024 and 2023



	Share capital	Share premium	Capital Redemption Reserve	Foreign exchange reserve	Share-based payment reserve	Fair value reserve	Merger Reserve	Retained earnings/ (accumulated losses)	Total equity
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000

As at January 1, 2023	61	364,603	3	1,824	35,267	(199)	54,213	23,106	478,878

Loss for the period	—	—	—	—	—	—	—	(73,614)	(73,614)
Foreign exchange loss on translation of subsidiaries	—	—	—	(1,681)	—	—	—	—	(1,681)
Total comprehensive loss for the period	—	—	—	(1,681)	—	—	—	(73,614)	(75,295)

Share-based payment charge	—	—	—	—	13,794	—	—	—	13,794
Exercise of share-based payment awards	1	15	—	—	(4,197)	—	—	4,076	(105)
As at June 30, 2023	62	364,618	3	143	44,864	(199)	54,213	(46,432)	417,272



As at January 1, 2024	63	364,639	3	492	46,984	(199)	54,213	(110,469)	355,726

Loss for the period	—	—	—	—	—	—	—	(57,246)	(57,246)
Foreign exchange loss on translation of subsidiaries	—	—	—	(1,164)	—	—	—	—	(1,164)
Total comprehensive loss for the period	—	—	—	(1,164)	—	—	—	(57,246)	(58,410)

Share-based payment charge	—	—	—	—	(1,080)	—	—	—	(1,080)
Exercise of share-based payment awards*	1	19	—	—	(9,929)	—	—	9,708	(201)
As at June 30, 2024	64	364,658	3	(672)	35,975	(199)	54,213	(158,007)	296,035

*includes amounts transferred from the share-based payment reserve to accumulated losses relating to vested share options that were forfeited during the period, see note 21.

The above unaudited condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Exscientia plc


Unaudited Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2024 and 2023



		June 30, 2024	June 30, 2023
	Note	£’000	£’000
Cash flows from operating activities
Loss before tax		(60,000)	(85,491)
Adjustments to reconcile loss before tax to net cash flows from operating activities:
Depreciation of right-of-use assets	6	1,916	1,775
Depreciation of property, plant and equipment	11	4,989	2,689
Amortisation of intangible assets	10	2,300	2,326
Impairment of right-of-use assets	13	1,619	—
Impairment of plant and equipment	11	1,958	—
Loss recognised from joint venture	12	924	614
Finance income	7	(7,704)	(7,777)
Finance expenses		562	536
R&D expenditure tax credits	5	(7,017)	(3,446)
Share-based payment (credit)/charge	21	(1,080)	13,794
Foreign exchange (gain)/loss		(755)	1,827

Changes in working capital:
Decrease/(increase) in trade receivables		3,138	(806)
Decrease/(increase) in other receivables and contract assets		885	(988)
Decrease in contract liabilities and other advances		(9,909)	(11,893)
Decrease in trade payables		(2,139)	(15,295)
(Decrease)/increase in other payables		(53)	3,625
Decrease in inventories		—	50

Interest received		3,455	4,904
Interest paid		(3)	(9)
R&D expenditure tax credits received		—	1,881
Income taxes received		—	7,015
Income taxes paid		(150)	—
Net cash flows used in operating activities		(67,064)	(84,669)

Cash flows from investing activities
Purchase of property, plant and equipment		(4,461)	(19,264)
Purchase of intangible assets	10	(154)

Amendment: SEC Form 6-K/A filed by Exscientia Plc