Each one in plain English, with the numbers worked through for a shareholder.
10 Aug 2026listing compliance notice▼ BadMajor
Arcadia fell below Nasdaq's $1.00 minimum bid price requirement for a third time (after 2017 and 2022) -- the clearest sign yet of the company's prolonged distress following the Roosevelt merger's collapse.
15 June 2026capital raising announcement▼ BadMajor
Arcadia raised about $4 million in another pre-funded-warrant-and-options private placement, priced at $1.0299 per unit -- continued reliance on dilutive, option-heavy financing to stay funded after the failed Roosevelt merger.
Arcadia dismissed Deloitte as its independent auditor. Deloitte's own audit reports had carried a going-concern qualification over Arcadia's accumulated deficit and insufficient cash resources, and the company's 10-K disclosed material weaknesses in internal controls -- serious financial-health warning signs, even though there was no disagreement with Deloitte over accounting matters.
Weeks after the Roosevelt deal collapsed, Arcadia induced holders of older investment options (originally priced at $9.00, issued across four financings from Dec 2020 through Mar 2023) to exercise at a steeply reduced $2.575, raising about $2.1 million -- in exchange, holders got new options at an even lower $2.325 strike -- another round of option-recycling to raise emergency cash.
29 Dec 2025material agreement termination▼ BadMajor
Roosevelt terminated the Exchange Agreement -- the deal never closed by its extended deadline -- ending Arcadia's year-long attempt to reverse-merge in an oil-and-gas business. Neither side owes a break-up fee, but Arcadia remains a standalone shell facing the same cash constraints the S-4 had warned about.
Amendment No. 1 to the registration statement for Arcadia's reverse takeover by Roosevelt Resources LP, now written around the April 25, 2025 first amendment to the exchange agreement. Arcadia would issue 12,303,360 shares to Roosevelt's limited partners, leaving them with 90% of the company and existing Arcadia shareholders with 10% - plus a reverse-split proposal on the same ballot - against a Northland fairness opinion that put an implied enterprise value of about $47 million on the Texas oil and gas business coming in.
The Roosevelt Exchange Agreement's termination deadline was pushed back three months, from May 15 to August 15, 2025 -- signaling the deal was taking longer to close than originally planned.
Arcadia settled with an unnamed licensing counterparty: the counterparty returned certain previously-licensed IP rights and paid Arcadia $750,000, while Arcadia transferred its reduced-gluten and oxidative-stability wheat patent portfolios to the counterparty and gave up any future royalty rights under the older agreement -- a modest legacy-IP cleanup running alongside the pending Roosevelt transaction.
This is the document in which Arcadia Biosciences stops being an agricultural company: it would issue 12,284,475 shares -- about $34.5 million at $2.77 -- to the partners of Roosevelt Resources LP, a Texas oil and gas partnership, in exchange for all of Roosevelt's equity, leaving Roosevelt's limited partners with roughly 90% of Arcadia and existing Arcadia shareholders with about 10% (contractually never less than 80/20). Shareholders were asked to approve a 1-for-2 to 1-for-5 reverse split alongside it, and Arcadia warned that without the deal or another funding source it could have to cut back, seek bankruptcy protection or dissolve.
Arcadia announced an all-stock business combination with Roosevelt Resources, LP, a Texas oil-and-gas exploration and production limited partnership formed in 2011 -- structured as a reverse merger in which Roosevelt's limited partners would end up owning approximately 90% of the combined company and existing Arcadia stockholders just 10%, effectively taking Roosevelt public through Arcadia's Nasdaq shell rather than a conventional biotech/ag transaction.
20 May 2024asset acquisition disposition▼ BadMajor
Arcadia exited its GoodWheat specialty-wheat business, selling the assets to Above Food Corp (through subsidiary Arcadia Wellness) -- and paying Above Food $2 million cash as part of the deal -- in exchange for a $6 million promissory note from Above Food, payable in three annual installments over three years and secured by the purchased assets. The unusual structure (paying cash to divest) suggests GoodWheat's ongoing costs outweighed a clean sale price.
17 May 2024asset acquisition disposition▲ GoodMajor
Arcadia sold and licensed its resistant starch durum wheat trait IP to Pioneer Hi-Bred International (a Corteva subsidiary that had worked on the trait since 2017) for $4 million cash -- monetizing a legacy licensing relationship.
Arcadia raised capital in a private placement at $9.00/share (666,334 shares or pre-funded warrants) plus Series A and Series B investment options -- pricing consistent with a reverse stock split having taken effect since the 2022 sub-$1 financings.
Arcadia raised capital via a registered direct offering at $1.05876/share (4,722,506 shares or pre-funded warrants), with separately-priced long-dated investment options -- pricing now hovering near the $1.00 level that periodically triggers Nasdaq bid-price deficiencies.
6 July 2021asset acquisition disposition▲ GoodMajor
Arcadia sold all of its remaining BIOX shares -- $17,970,303 in a block sale to 5D+ Draco I Latam Income Plus, plus $4,125,403 more in open-market sales -- fully cashing out the equity portion of the November 2020 Bioceres deal for roughly $22.1 million combined, on top of the original $5 million cash and ongoing royalties.
21 May 2021asset acquisition disposition▲ GoodMajor
Arcadia acquired substantially all assets of three CBD/wellness brands (Eko Holdings, Lief Holdings, Live Zola) through new subsidiary Arcadia Wellness for $4 million cash plus 827,400 shares -- expanding beyond the Archipelago Hawaii JV into owned CBD consumer brands -- and hired a new Chief Growth Officer to run the business.
29 Jan 2021capital raising announcement▲ GoodMajor
Arcadia's largest financing yet: 7,876,784 shares at $3.1925 plus warrants for another 3.9 million shares, with a registration rights agreement obligating the company to register the shares for resale by specific deadlines or pay liquidated damages.
What it means for a shareholder
7.9m new shares at US$3.19 to raise about US$25.1m. That's 37% dilution: every existing holder's slice gets 37% smaller. If you held US$1,000 of shares (313 at the issue price), your slice goes from 0.00233% to 0.00147% of the company. To keep it you'd need 183 more shares - about US$584 at the issue price.
Another Wainwright-placed offering, 2,618,658 shares at $2.93 -- the lowest price yet in this recurring financing pattern.
What it means for a shareholder
2.6m new shares at US$2.93 to raise about US$7.7m. That's 19% dilution: every existing holder's slice gets 19% smaller. If you held US$1,000 of shares (341 at the issue price), your slice goes from 0.00315% to 0.00254% of the company. To keep it you'd need 83 more shares - about US$243 at the issue price.
18 Nov 2020asset acquisition disposition▲ GoodMajor
Arcadia exited its 50/50 Verdeca joint venture with Bioceres, selling its stake to Bioceres Crop Solutions Corp (BIOX) for $5 million cash plus 1.875 million BIOX shares, with up to $3 million more in milestone payments and ongoing royalties (6% on HB4 soybean sales, 25% on wheat sales, capped at $10 million) -- converting a capital-intensive JV into a licensing/royalty relationship with BIOX for South and Central America.
A further warrant-inducement exercise (641,416 shares, price cut from $10.7258 to $3.975, ~$2.55 million expected) -- proceeds earmarked specifically to cover Arcadia's funding obligations to Verdeca, its joint venture with Bioceres.
The warrant exercise closed, raising the expected $6.82 million and issuing 1,392,345 shares; Wainwright received its own warrants and cash/management fees as placement agent.
What it means for a shareholder
1.4m new shares at about US$4.90 to raise about US$6.8m. That's 14% dilution: every existing holder's slice gets 14% smaller. If you held US$1,000 of shares (204 at the issue price), your slice goes from 0.00236% to 0.00203% of the company. To keep it you'd need 33 more shares - about US$162 at the issue price.
Arcadia induced holders of its 2018 warrants to exercise early by cutting the exercise price from $9.94 to $4.90, expected to raise about $6.82 million -- in exchange, the holders received new warrants at a lower $4.775 strike, another round of the same warrant-recycling pattern.
Arcadia borrowed $1,107,700 under the federal Paycheck Protection Program via MidFirst Bank, with potential forgiveness if used on payroll and other qualifying costs -- pandemic-era relief funding.
A further Wainwright-placed offering at $7.52/share, with warrant coverage reduced to 50% of shares sold -- somewhat improved terms versus the June raise.
Arcadia formed a new joint venture, Archipelago Ventures Hawaii, with Legacy Ventures Hawaii (50.75%/49.25% split) to develop and commercialize hemp-derived CBD products grown in Hawaii -- diversifying beyond its core ag-biotech licensing business, with both partners committing up to roughly $2.5 million in capital.
Another Wainwright-placed offering, 1,489,575 shares at $4.91 -- roughly half the per-share price of a year earlier, reflecting the stock's continued decline.
What it means for a shareholder
1.5m new shares at US$4.91 to raise about US$7.3m. That's 24% dilution: every existing holder's slice gets 24% smaller. If you held US$1,000 of shares (204 at the issue price), your slice goes from 0.00426% to 0.00325% of the company. To keep it you'd need 64 more shares - about US$314 at the issue price.