View Filing Data

$ 1,108

$ 1,268

$ 1,431

$ 1,343

23,712

8,732

10,041

7,226

16,900

45,612

37,569

5,517

1,891

300

75,949

49,460

13,199

2,897

275

Trade receivables

2,959

2,971

Subsidies receivables

9,140

17,173

15,617

13,194

15,333

20,385

388

340,522

451,501

^[1]

256,380

254,568

391,520

485,502

487,641

Premiums related to the share capital

467,469

534,961

500,840

Shareholders' equity

Share capital

2,767

2,765

843,478

828,525

(22,641)

(16,668)

Retained deficit

(406,390)

(326,628)

Total shareholders' equity - Group Share

(102,091)

(78,693)

315,123

409,301

Non-controlling interests

40,347

40,970

Total shareholders' equity

355,470

450,272

^[2]

$ 283,986

^[2],[3]

$ 272,984

^[2],[3]

46,540

32,737

1,018

2,855

2,042

2,681

49,395

34,779

3,699

1,067

4,076

333

29,264

15,883

20,033

20,454

20,754

3,743

1,127

1,530

8,497

8,369

62,604

49,910

46,869

Cash flows from operating activities

$ 467,469

$ 534,961

$ 500,840

[1]	The 2019 Consolidated Financial Statements have been prepared according to the new IFRS 16 “Leases” standard with a new “right-of-use assets” category and a resulting significant increase of “lease debts” compared to the previous period (see note 2.2 for discussion of the application of IFRS 16 “Leases” from January 1, 2019 under the modified retrospective transition method). Prior periods have not been restated for the adoption.
[2]	Corresponds to the impact of Calyxt stock options exercises during the period.
[3]	Reflects the application of IFRS15 with effect from January 1, 2018 using the full retrospective method.

Statements of Consolidated Cash Flows - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Net loss for the period

$ (115,212)

^[1]

$ (88,333)

$ (103,683)

Reconciliation of net loss and of the cash provided by (used in) operating activities

Amortization and depreciation

6,875

^[1]

2,377

3,371

Net loss (income) on disposals

^[1]

Net financial loss (gain)

(8,340)

^[1]

(16,758)

11,032

26,880

^[1]

37,218

50,418

Provisions

2,093

^[1]

(468)

2,908

Other non cash items

^[1]

Interest (paid) / received

6,808

^[1]

6,905

1,371

Operating cash flows before change in working capital

(80,796)

^[1]

(59,040)

(34,540)

Decrease (increase) in inventories

(2,627)

^[1]

(37)

(109)

Decrease (increase) in trade receivables and other current assets

(2,674)

^[1]

(3,696)

(549)

Decrease (increase) in subsidies receivables

7,359

^[1]

(8,257)

305

(Decrease) increase in trade payables and other current liabilities

9,635

^[1]

9,374

(335)

(Decrease) increase in deferred income

(39)

^[1]

(6,480)

(17,099)

Change in working capital

11,654

^[1]

(9,096)

(17,787)

Net cash flows provided by (used in) operating activities

(69,142)

^[1]

(68,137)

(52,327)

Cash flows from investing activities

Proceeds from disposal of property, plant and equipment

414

^[1]

1,262

7,164

Acquisition of intangible assets

(45)

^[1]

(171)

(273)

Acquisition of property, plant and equipment

(12,913)

^[1]

(4,715)

(2,383)

Net change in non-current financial assets

(3,636)

^[1]

221

(125)

Sale (Acquisition) of current financial assets

(19,692)

^[1]

39,025

(2,598)

Net cash flows provided by (used in) investing activities

(35,872)

^[1]

35,623

1,784

Cash flows from financing activities

Increase in share capital net of transaction costs

^[1]

186,382

2,930

Shares of Calyxt issued to / (purchased from) third parties

(469)

^[1]

49,942

38,257

Decrease in borrowings

^[1]

(127)

(41)

Payments on lease debts

^[1]

(3,393)

Treasury shares

^[1]

297

120

Net cash flows provided by (used in) financing activities

(3,862)

^[1]

236,494

41,266

(Decrease) increase in cash and cash equivalents

(108,876)

^[1]

203,981

(9,277)

Cash and cash equivalents at the beginning of the year

451,501

^[1]

256,380

254,568

Effect of exchange rate changes on cash

(2,103)

^[1]

(8,860)

11,089

Cash and cash equivalents at the end of the period

$ 340,522

^[1]

$ 451,501

^[1]

$ 256,380

[1]

The 2019 Consolidated Financial Statements have been prepared according to the new IFRS 16 “Leases” standard with a new “right-of-use assets” category and a resulting significant increase of “lease debts” compared to the previous period (see note 2.2 for discussion of the application of IFRS 16 “Leases” from January 1, 2019 under the modified retrospective transition method). Prior periods have not been restated for the adoption.

Information Concerning the Group's Consolidated Operations - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2014 Agreement
Consolidated operations [line items]
Number of collaboration agreements \| Agreement				2
Decrease (increase) in financial income and expenses	$ 8,400,000	$ (27,800,000)
Decrease (increase) in net foreign exchange gain	6,700,000	(27,000,000)
Decrease (increase) in interest income and expenses	2,600,000	(4,800,000)
Decrease (increase) in foreign exchange derivatives fair value adjustment	600,000	4,000,000
Other immaterial variances	100,000
Credits and net operating loss carryforwards	$ (102,112,000)	(65,555,000)	$ (51,640,000)
Carryforwards limit that can be offset against future taxable profit, additional percentage of profit exceeding the limit	50.00%
Products & services	$ 7,373,000	92,000	97,000
Increase decrease others	200,000
ALLO715 [Member]
Consolidated operations [line items]
Revenue from performance obligation	5,000,000
Top of Range [member]
Consolidated operations [line items]
Carryforwards limit that can be offset against future taxable profit	1,000,000
France [member]
Consolidated operations [line items]
Credits and net operating loss carryforwards	(246,000,000)	(186,000,000)	(144,000,000)
United States [member]
Consolidated operations [line items]
Credits and net operating loss carryforwards	162,000,000	86,000,000	62,000,000
Calyxt Inc [member]
Consolidated operations [line items]
Revenues from technology licenses	$ 300,000	$ 300,000	$ 500,000
Client A [member]
Consolidated operations [line items]
Percentage of Revenue	36.00%	55.00%	11.00%
Client B [member]
Consolidated operations [line items]
Percentage of Revenue	28.00%	21.00%	69.00%
Calyxt [Member] \| High Oleic Soyabean Meal [Member]
Consolidated operations [line items]
Revenue from sale of food	$ 5,600,000
Calyxt [Member] \| High Oleic Soyabean Oil [Member]
Consolidated operations [line items]
Products & services	1,700,000
Calyxt [Member] \| United States [member] \| Indefinite Carry Forward [Member]
Consolidated operations [line items]
Credits and net operating loss carryforwards	64,000,000
Calyxt [Member] \| United States [member] \| 2019 [Member]
Consolidated operations [line items]
Credits and net operating loss carryforwards	0
Calyxt [Member] \| United States [member] \| 2032 and beyond [Member]
Consolidated operations [line items]
Credits and net operating loss carryforwards	$ 41,900,000

Current Financial Assets and Cash and Cash Equivalents - Summary of Current Financial Assets and Cash and Cash Equivalents (Detail) - USD ($)
$ in Thousands

Dec. 31, 2019

Jan. 01, 2019

Dec. 31, 2018

Dec. 31, 2017

Dec. 31, 2016

Disclosure of current financial assets and cash and cash equivalents [line items]

$ 20,385

^[1]

$ 388

Disclosure of current financial assets and cash and cash equivalents [line items]

340,522

^[1]

$ 451,501

451,501

^[1]

$ 256,380

$ 254,568

Carrying Value [member]

20,385

388

Current financial assets and cash and cash equivalents

340,522

451,501

360,907

451,889

Estimated Fair Value [member]

Disclosure of current financial assets and cash and cash equivalents [line items]

20,385

388

Current financial assets and cash and cash equivalents

340,522

451,501

$ 360,907

$ 451,889

[1]

The Company

12 Months Ended

Dec. 31, 2019

Disclosure of financial assets and liabilities [line items]

The Company

Note 1. The Company

Cellectis S.A. (hereinafter “Cellectis” or “we”) is a limited liability company (“société anonyme”) registered and domiciled in Paris, France. We are a clinical-stage biotechnological company, employing our core proprietary technologies to develop

best-in-class

products in the field of immuno-oncology. Our product candidates, based on gene-edited

T-cells

that express chimeric antigen receptors, or CARs, seek to harness the power of the immune system to target and eradicate cancer cells. Our gene-editing technologies allow us to create allogeneic CAR

T-cells,

meaning they are derived from healthy donors rather than the patients themselves. Our gene editing expertise also enables us to develop product candidates that feature additional safety and efficacy attributes, including control properties designed to prevent them from attacking healthy tissues, to enable them to tolerate standard oncology treatments, and to equip them to resist mechanisms that inhibit immune-system activity. In addition to our focus on immuno-oncology, we are exploring the use of our gene-editing technologies in other therapeutic applications, as well as through our subsidiary, Calyxt, to deliver plant-based solutions that are healthy and sustainable.

Cellectis S.A., Cellectis, Inc., Cellectis Biologics Inc. (which was incorporated on January 18, 2019) and Calyxt, Inc. are sometimes referred to as a consolidated group of companies as the “Group.”

Financial Assets and Liabilities - Additional Information (Detail) - USD ($)

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Jan. 01, 2019

Dec. 31, 2017

Dec. 31, 2016

Derivative financial assets

$ 0

Finance lease liabilities

47,600,000

US Dollar [member] | Cash Cash and Cash Equivalents and Current Assets [member]

$ 340,522,000

^[1]

$ 451,501,000

^[1]

$ 451,501,000

$ 256,380,000

$ 254,568,000

Disclosure of financial assets and liabilities [line items]

Currency denominated percentage

63.00%

66.00%

[1]

Other Current Liabilities - Summary of Other Current Liabilities (Detail) - USD ($)
$ in Thousands

Dec. 31, 2019

Jan. 01, 2019

Dec. 31, 2018

Miscellaneous current liabilities [abstract]

VAT Payables

$ 130

$ 291

Accruals for personnel related expenses

7,295

7,041

Other

1,072

1,037

Total

$ 8,497

^[1]

$ 8,369

[1]

Accounting Principles - Summary of Operating lease commitments disclosed under IAS 17 (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2019
Schedule Of Operating Lease Commitments Under IAS17 [Abstract]
Sale and lease-back agreement	$ 31,668
Facility lease agreements	28,230
Total	59,898
-Discounting impact & assumption changes	(18,966)
-Facility lease termination	(4,220)
-Other	101
Total lease debt	$ 1,018	$ 46,540

Financial assets and liabilities

12 Months Ended

Dec. 31, 2019

Financial assets and liabilities

Note

. Financial assets and liabilities

.1 Accounting principles

The new standard IFRS 9 “Financial instruments” is of mandatory application since January 1, 2018. Cellectis elected not to restate the 2016 and 2017 comparative periods, as authorized by the standard. Such adoption did not lead to any adjustment recorded in the Group opening equity at January 1, 2018.

IFRS 9 comprises three phases: classification and measurement of financial assets and liabilities, impairment of financial assets and hedge accounting. Cellectis was not affected by the new classification required by the standard to determine the way financial assets are recognized and measured.

Financial assets

Under IFRS 9, Cellectis holds either:

•

financial assets measured at amortized cost or;

•

financial assets measured at fair value through profit or loss.

Non-current

financial assets are recorded at the amortized cost and correspond to security deposits mainly relating to our facilities rents.

Current financial assets correspond to investments and are recorded at fair value through profit and loss, which is the nominal value of the investment adjusted with the daily

mark-to-market

value and also restricted cash.

Trade and other receivables are recorded at fair value, which is the nominal value of invoices unless payment terms require a material adjustment for the time value discounting effect at market interest rates. Trade receivables are subsequently measured at amortized cost. A provision for expected credit losses for trade and other receivables is recognized if their recoverable amount is less than their carrying amount. The introduction of a new expected loss model for impairment of financial assets under IFRS 9 had no significant impact on the initial recognition of Cellectis trade and other receivables.

Receivables are classified as current assets, except for those with a maturity exceeding 12 months after the reporting date.

Government grants to Cellectis related to research and development expenses for research programs are recognized as subsidies receivables in the period in which the expenses subject to the subsidy have been incurred, provided there is a reasonable assurance that we will comply with conditions attached to the subsidy and that the subsidy will be received.

Financial liabilities

The application of IFRS 9 has no impact on the Cellectis’ accounting policy regarding financial liabilities.

Financial liabilities include trade and other payables, finance leases and conditional advances.

We initially recognize financial liabilities on the transaction date, which is the date that we become a party to the contractual provisions of the instrument.

We derecognize financial liabilities when our contractual obligations are discharged, canceled or expire.

Financial liabilities are valued at amortized cost. The amount of interest recognized in financial expenses is calculated by applying the financial liability’s effective interest rate to its carrying amount. Any difference between the expense calculated using the effective interest rate and the actual interest payment impacts the value at which the financial liability is recognized.

Liabilities for short term employee benefits are included in financial liabilities. They are recognized for the amount expected to be paid under short-term cash bonus or profit-sharing plans if we have a present legal or constructive obligation to pay the amount as a result of past service provided by the employee, and the obligation can be estimated reliably.

.2 Detail of financial assets and liabilities

The following table shows the carrying amounts and fair values of financial assets and financial liabilities.


	Accounting category				Book value on the statement of financial position		Fair Value
2018	Fair value through profit and loss		Amortized cost		Book value on the statement of financial position		Fair Value
	$ in thousands
Financial assets
Non-current financial assets		—		1,891		1,891		1,891
Trade receivables		—		2,971		2,971		2,971
Subsidies receivables		—		17,173		17,173		17,173
Current financial assets		7		381		388		388
Cash and cash equivalents		451,501		—		451,501		451,501

Total financial assets		451,508		22,416		473,924		473,924

Financial liabilities
Non-current financial liabilities		—		1,018		1,018		1,018
Current financial liabilities		—		333		333		333
Trade payables		—		15,883		15,883		15,883
Other current liabilities		—		8,369		8,369		8,369

Total financial liabilities		—		25,603		25,603		25,603


	Accounting category				Book value on the statement of financial position		Fair Value
2019	Fair value through profit and loss		Amortized cost		Book value on the statement of financial position		Fair Value
	$ in thousands
Financial assets
Non-current financial assets		—		5,517		5,517		5,517
Trade receivables		—		2,959		2,959		2,959
Subsidies receivables		—		9,140		9,140		9,140
Current financial assets		—		20,385		20,385		20,385
Cash and cash equivalents		340,522		—		340,522		340,522

Total financial assets		340,522		38,001		378,523		378,523

Financial liabilities
Non-current financial liabilities		—		46,540		46,540		46,540
Current financial liabilities		—		1,067		1,067		1,067
Trade payables		—		29,264		29,264		29,264
Other current liabilities		—		8,497		8,497		8,497

Total financial liabilities		—		85,368		85,368		85,368

.3. Financial risks management

We have exposure to the following risks arising from financial instruments:

Foreign exchange risk

A portion of our revenue is generated in currencies other than euro. Although our strategy is to favor the euro as our transaction currency when signing contracts, some agreements have been signed in US dollars (primarily our agreement with Allogene Therapeutics, Inc.).

As of December 31, 2018, 66% of our cash and cash equivalents were denominated in US dollars. As of December 31, 2019, 63% of our cash and cash equivalents were denominated in US dollars.

Cellectis hedging policy is not affected by the application of IFRS 9

As of December 31, 2018 and 2019, we did not hold derivative financial instruments to hedge foreign currency exchange risks.

Liquidity risk

Our financial debt consists of lease

debt

s for

$47.6 million as of December 31, 2019.

We have incurred losses and cumulative negative cash flows from operations since our inception in 2000, and we anticipate that we will continue to incur losses for at least the next several years. As of December 31, 2019, we held $340.5 million in cash and cash equivalents.

Interest rate risk

We seek to engage in prudent management of our cash and cash equivalents, mainly cash on hand and common financial instruments (typically short- and

mid-term

deposits). Furthermore, the interest rate risk related to cash, cash equivalents and common financial instruments is not significant based on the quality of the financial institutions with which we work.

Credit risk

Credit risk is the risk of our financial loss if a customer or counterparty to a financial instrument defaults on its contract commitments. We are exposed to credit risk due to our trade receivables, subsidies receivables and cash equivalents.

Our policy is to manage our risk by dealing with third parties with good credit standards.

Property, Plant and Equipment - Additional Information (Detail) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2019 EUR (€)
Disclosure of detailed information about property, plant and equipment [line items]
Assets pledged as security for financial liabilities \| €				€ 0
Additions to tangible assets	$ 17,584	$ 6,263	$ 2,501
IAS 17 [Member]
Disclosure of detailed information about property, plant and equipment [line items]
Net deferred losses recognised	1,800
Assets Under Construction [member]
Disclosure of detailed information about property, plant and equipment [line items]
Additions to tangible assets	16,563	$ 1,942	878
Assets Under Construction [member] \| Paris [member]
Disclosure of detailed information about property, plant and equipment [line items]
Additions to tangible assets	4,900
Assets Under Construction [member] \| North Carolina [Member]
Disclosure of detailed information about property, plant and equipment [line items]
Additions to tangible assets	8,800
Calyxt Inc and Cellectis BioResearch Inc [member]
Disclosure of detailed information about property, plant and equipment [line items]
Additions to tangible assets	300
Other equipment	$ 700
Calyxt Inc. [member]
Disclosure of detailed information about property, plant and equipment [line items]
Net book value of assets sold			$ 9,200

Capital - Schedule of Information Relating to Subsidiaries that Reported Non-Controlling Interest (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Jan. 01, 2019

Disclosure of non-controlling interests [line items]

Revenue

$ 15,190

^[1]

$ 12,731

$ 25,188

Net Profit (Loss)

(115,212)

^[1]

(88,333)

(103,683)

Net Profit (Loss) attributable to NCI

(13,121)

^[1]

(9,640)

(4,315)

Other comprehensive income

(6,000)

(19,122)

22,997

Total comprehensive income

(121,212)

(107,455)

(80,686)

Total comprehensive income attributable to NCI

(12,856)

(10,330)

$ (4,723)

Current assets

391,520

^[1]

487,641

$ 485,502

Non-current assets

75,949

^[1]

13,199

49,460

Current liabilities

62,604

^[1]

46,869

49,910

Non-current liabilities

49,395

^[1]

3,699

$ 34,779

Calyxt Inc. [member]

Disclosure of non-controlling interests [line items]

Revenue

7,294

236

Net Profit (Loss)

(40,142)

(28,517)

Net Profit (Loss) attributable to NCI

(13,121)

(9,640)

Other comprehensive income

(1,237)

(5,373)

Total comprehensive income

(41,378)

(33,891)

Total comprehensive income attributable to NCI

(12,856)

(10,330)

Current assets

63,528

97,735

Non-current assets

22,518

4,539

Current liabilities

6,642

5,460

Non-current liabilities

15,121

826

Net assets

64,283

95,987

Net assets attributable to NCI

$ 19,973

$ 29,257

[1]

Share-Based Payments - Summary of Information on Warrants Activity (Detail) - Warrants [member]	12 Months Ended
	Dec. 31, 2019 EUR (€)	Dec. 31, 2018 EUR (€)	Dec. 31, 2017 EUR (€)
Disclosure Of Number And Weighted Average Exercise Prices Of Share Options and awards [Line Items]
Option exercisable, beginning balance	852,260	687,252	469,436
Option exercisable, ending balance		852,260	687,252
Weighted- average exercise price per share, beginning balance	€ 35.35	€ 27.74	€ 28.80
Weighted- average exercise price per share, exercised
Weighted- average exercise price per share, ending balance		€ 35.35	€ 27.74
Option outstanding, beginning balance	918,927	918,927	1,100,969
Warrants outstanding, granted		0	0
Warrants outstanding, exercised		0	(1,867)
Warrants outstanding, forfeited or expired		0	(180,175)
Option outstanding, ending balance		918,927	918,927
Weighted average exercise price per share, beginning balance	€ 35.12	€ 26.74	€ 27.23
Weighted average exercise price per share, granted		0.00	0.00
Weighted average exercise price per share, exercised		0.00	6.16
Weighted average exercise price per share, forfeited or expired		0.00	29.95
Weighted average exercise price per share, ending balance		€ 35.12	€ 26.74
Remaining Average Useful Life	6 years 10 months 24 days	7 years 2 months 12 days	8 years 2 months 12 days

Capital - Schedule of Classes of Share Capital (Detail) - USD ($)
$ / shares in Units, $ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Disclosure of classes of share capital [line items]

Balance at beginning of year

^[1]

$ 450,272

$ 283,986

^[2]

$ 272,984

^[2]

42,430,069

35,960,062

35,335,060

Capital increase by issuance of common shares

35,600

6,146,000

466,950

Exercise of share warrants, employee warrants and stock options

324,007

158,052

$ (40)

$ (38)

$ 355,470

^[3]

$ 450,272

^[1]

$ 283,986

^[1],[2]

Reserve of Share-based Payments [member]

42,465,669

42,430,069

35,960,062

Nominal value

$ 0.05

Nominal value

$ 0.05

Disclosure of classes of share capital [line items]

Disclosure of classes of share capital [line items]

$ 14,951

$ 28,507

$ 42,968

Capital increase by issuance of common shares

^[1]

828,525

614,037

^[2]

568,185

^[2]

178,230

Exercise of share warrants, employee warrants and stock options

7,751

2,921

(37)

Share Capital Ordinary Shares [member]

843,478

828,525

^[1]

614,037

^[1],[2]

Disclosure of classes of share capital [line items]

^[1]

2,765

2,367

^[2]

2,332

^[2]

Exercise of share warrants, employee warrants and stock options

379

$ 2,767

$ 2,765

^[1]

$ 2,367

^[1],[2]

[1]	Corresponds to the impact of Calyxt stock options exercises during the period.
[2]	Reflects the application of IFRS15 with effect from January 1, 2018 using the full retrospective method.
[3]	The 2019 Consolidated Financial Statements have been prepared according to the new IFRS 16 “Leases” standard with a new “right-of-use assets” category and a resulting significant increase of “lease debts” compared to the previous period (see note 2.2 for discussion of the application of IFRS 16 “Leases” from January 1, 2019 under the modified retrospective transition method). Prior periods have not been restated for the adoption.

Information Concerning the Group's Consolidated Operations - Details of Operating Expenses by Nature (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Total research and development expenses

$ (92,042)

^[1]

$ (76,567)

$ (79,227)

Total selling, general and administrative expenses

(43,017)

^[1]

(47,248)

(44,750)

Research and Development Expenses [member]

(11,392)

^[1]

(2,739)

(2,620)

Social charges on free shares and stock option grants

Royalty expenses

(2,112)

(2,739)

(2,620)

Wages and salaries

(21,294)

(16,452)

(12,986)

(1,357)

(99)

(1,088)

Purchases and external expenses

(12,260)

(18,057)

(23,832)

Personnel expenses

(34,911)

(34,608)

(37,906)

(49,251)

(40,458)

(38,458)

Other

(7,880)

(1,501)

(2,863)

Cost of good sold

(9,280)

Personnel Expenses [member]

(11,392)

(2,739)

(2,620)

Social charges on free shares and stock option grants

Wages and salaries

(34,116)

(27,825)

(20,005)

(1,848)

(128)

(1,969)

Selling, General and Administrative Expenses [member]

(26,881)

(37,218)

(50,418)

Personnel expenses

(62,845)

(65,171)

(72,392)

Social charges on free shares and stock option grants

Wages and salaries

(12,822)

(11,373)

(7,019)

(491)

(29)

(881)

Purchases and external expenses

(14,621)

(19,161)

(26,586)

Personnel expenses

(27,934)

(30,563)

(34,486)

(11,431)

(14,251)

(9,138)

Other

$ (3,652)

$ (2,433)

$ (1,126)

[1]

Trade Receivables and Other Current Assets - Disclosure of Trade Receivables (Detail) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Trade and other receivables [abstract]
Trade receivables	$ 3,513	$ 3,353
Valuation allowance	(554)	(382)
Total net value of trade receivables	$ 2,959	$ 2,971

Earnings per share

12 Months Ended

Dec. 31, 2019

Earnings per share

Note 1

. Earnings per share

Accounting policy

Basic earnings per share are calculated by dividing profit attributable to our ordinary shareholders by the weighted average number of ordinary shares outstanding during the period, adjusted to take into account the impact of treasury shares.

Diluted earnings per share is calculated by adjusting profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, for the effects of all potentially dilutive ordinary shares (stock-options, free shares, share warrants, employee warrants).

Detail of earnings per share


	For the year ended December 31,
	2017			2018			2019
Net income (loss) attributable to shareholders of Cellectis ($ in thousands)		(99,368	)		(78,693	)		(102,091	)
Adjusted weighted average number of outstanding shares, used to calculate both basic and diluted net result per share		35,690,636			40,774,197			42,442,136
Basic / Diluted net income (loss) per share ($ / share)
Basic net income (loss) per share ($ /share)		(2.78	)		(1.93	)		(2.41	)
Diluted net income (loss) per share ($ /share)		(2.78	)		(1.93	)		(2.41	)

Provisions (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Estimation of Retirement Indemnity to Employee

Details of Provisions

Details of provisions


	01/01/2018		Additions		Amounts used during the period			Reversals			OCI			12/31/2018
	$ in thousands
Pension		2,193		314		(54	)		—			(175	)		2,278
Loss on contract		1,876		—		(834	)		—			1			1,043
Employee litigation and severance		1		43		—			(1	)		(2	)		41
Commercial litigation		782		646		—			(570	)		(8	)		850
Redundancy plan		7		—		—			(6	)		(1	)		—

Total		4,858		1,003		(888	)		(577	)		(186	)		4,211

Non-current provisions		3,430		314		(888	)		—			(175	)		2,681
Current provisions		1,427		688		—			(577	)		(11	)		1,528


	01/01/2019 as restated		Reclassification		Additions		Amounts used during the period			Reversals			OCI			12/31/2019
Pension		2,278		—		314		—			—			263			2,855
Loss on contract*		—		1,043		690		(1,461	)		—			—			272
Employee litigation and severance		41		—		715		(43	)		(75	)		1			639
Commercial litigation		850		—		2,604		(595	)		(17	)		(11	)		2,832

Total		3,169		1,043		4,323		(2,099	)		(92	)		253			6,598

Non-current provisions		2,278				314		—			—			263			2,855
Current provisions		891		1,043		4,009		(2,099	)		(92	)		(10	)		3,743

As part of the estimation of the retirement indemnity to employee, the following assumptions were used for all categories of employees:


	2017		2018		2019
% social security contributions		45.00 %		45.00%		45.00%
Salary increases		3.50%		3.50%		3.50%
Discount rate		1.75%		1.75%		1.00 %
Terms of retirement		voluntary retirement
Retirement age		65 years old		65 years old		65 years old

Summary of Net Defined Benefit Liability and Components

The following table shows reconciliation from the opening balances to the closing balances for net defined benefit liability and its components.


	$ in thousands
As of January 1, 2017		(562	)

Current service cost		(925	)
Interest cost		(24	)
Actuarial gains and losses		(515	)
Reclassification/CTA		(168	)
As of December 31, 2017		(2,194	)

Current service cost		(276	)
Interest cost		(38	)
Benefit paid		54
Actuarial gains and losses		70
Reclassification/CTA		105
As of December 31, 2018		(2,278	)

Current service cost		(275	)
Interest cost		(39	)
Benefit paid		—
Actuarial gains and losses		(303	)
Reclassification/CTA		40
As of December 31, 2019		(2,855	)

Financial Assets and Liabilities - Summary of Financial Assets and Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss	$ 340,522	$ 451,508
Accounting category amortized cost	38,001	22,416
Book value on the statement of financial position	378,523	473,924
Fair value	378,523	473,924
Accounting category fair value through profit and loss	0	0
Accounting category amortized cost	85,368	25,603
Book value on the statement of financial position	85,368	25,603
Fair value	85,368	25,603
Non-Current Financial Assets [member]
Disclosure of financial assets and liabilities [line items]
Accounting category amortized cost	5,517	1,891
Book value on the statement of financial position	5,517	1,891
Fair value	5,517	1,891
Trade Receivables [member]
Disclosure of financial assets and liabilities [line items]
Accounting category amortized cost	2,959	2,971
Book value on the statement of financial position	2,959	2,971
Fair value	2,959	2,971
Subsidies Receivables [member]
Disclosure of financial assets and liabilities [line items]
Accounting category amortized cost	9,140	17,173
Book value on the statement of financial position	9,140	17,173
Fair value	9,140	17,173
Current Financial Assets [member]
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss		7
Accounting category amortized cost	20,385	381
Book value on the statement of financial position	20,385	388
Fair value	20,385	388
Cash and Cash Equivalents [member]
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss	340,522	451,501
Book value on the statement of financial position	340,522	451,501
Fair value	340,522	451,501
Non-Current Financial Liabilities [member]
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss	0	0
Accounting category amortized cost	46,540	1,018
Book value on the statement of financial position	46,540	1,018
Fair value	46,540	1,018
Current Financial Liabilities [member]
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss	0	0
Accounting category amortized cost	1,067	333
Book value on the statement of financial position	1,067	333
Fair value	1,067	333
Trade Payables [member]
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss	0	0
Accounting category amortized cost	29,264	15,883
Book value on the statement of financial position	29,264	15,883
Fair value	29,264	15,883
Other Current Liabilities1 [member]
Disclosure of financial assets and liabilities [line items]
Accounting category fair value through profit and loss	0	0
Accounting category amortized cost	8,497	8,369
Book value on the statement of financial position	8,497	8,369
Fair value	$ 8,497	$ 8,369

Share-based payments

12 Months Ended

Dec. 31, 2019

Share-based payments

Note 15. Share-based payments

15.1 Detail of Cellectis equity awards

Holders of vested Cellectis stock options and warrants are entitled to exercise such options and warrants to purchase Cellectis Ordinary shares at a fixed exercise price established at the time of such options and warrants are granted during their useful life.

For stock options and warrants, we estimate the fair value of each option on the grant date or other measurement date if applicable using a Black-Scholes option-pricing model, which requires us to make predictive assumptions regarding future stock price volatility, employee exercise behavior, dividend yield, and the forfeiture rate. We estimate our future stock price volatility based on Cellectis historical closing share prices over the expected term period. Our expected term represents the period of time that options granted are expected to be outstanding determined using the simplified method. The risk-free interest rate for periods during the expected term of the options is based on the French government securities with maturities similar to the expected term of the options in effect at the time of grant. We have never declared or paid any cash dividends and do not presently plan to pay cash dividends in the foreseeable future. Consequently, we used an expected dividend yield of zero. Options may be priced at 100 percent or more of the fair market value on the date of grant, and generally vest over four years after the date of grant. Options generally expire within ten years after the date of grant.

Stock Options

The weighted-average fair values of stock options granted and the assumptions used for the Black-Scholes option pricing model were as follows:


	2016	2017	2018

Weighted-Average fair values of stock options granted	10.53€	14.30€	8.89€
Assumptions:
Risk-free interest rate	0.00% - 0.03%	0.03%	0.13%
Share entitlement per options	1	1	1
Exercise price	17.90€ - 22.44€	22.57€	24.80€
Grant date share fair value	16.42€ - 22.48€	24.01€	17.78€
Expected volatility	62.8% - 63.2%	65.6%	63.3%
Expected term (in years)	6.11 - 6.12	6.12	6.25
Vesting conditions	Service	Service	Service
Vesting period	Graded	Graded	Graded

Information on stock option activity follows:


	Options Exercisable		Weighted- Average Exercise Price Per Share		Options Outstanding			Weighted- Average Exercise Price Per Share		Remaining Average Useful Life
Balance as of December 31, 2016		1,355,680		33.75 €		8,436,255			25.43 €		9.09y
Granted		—		—		1,220,000			22.57 €
Exercised		—		—		(31,873	)		20.40 €
Forfeited or Expired		—		—		(291,778	)		22.19 €
Balance as of December 31, 2017		3,822,772		28.02 €		9,332,604			25.17 €		8.31y
Granted		—		—		100,000			24.80 €
Exercised		—		—		(319,568	)		19.72 €
Forfeited or Expired		—		—		(174,930	)		23.68 €
Balance as of December 31, 2018		5,644,044		27.47 €		8,938,106			25.39 €		7.32y

Share-based compensation expense related to stock option awards was $26.0 million in 2018, $36.8 million in 2017, and $45.6 million in 2016.

Warrants

The weighted-average fair values of warrants granted and the assumptions used for the Black-Scholes option pricing model were as follows:


	2016	2017
Weighted-Average fair values of warrants granted	9.33€	13.20€
Assumptions:
Risk-free interest rate	0.00% - 0.04%	0.12%
Share entitlement per options	1	1
Exercise price	18.68€ - 27.37€	24.34€

Grant date share fair value	16.42€ - 22.48€	24.95€

Expected volatility	62.8% - 63.1%	64.7%
Expected term (in years)	6.00	6.00
Vesting conditions	Service	Service
Vesting period	Graded	Graded

Information on warrants activity follows:


	Warrants Exercisable		Weighted- Average Exercise Price Per Share		Warrants Outstanding			Weighted- Average Exercise Price Per Share		Remaining Average Useful Life
Balance as of December 31, 2016		315,928		23.00 €		1,027,261			25.91 €		7.78y
Granted		—		—		240,000			24.34 €
Exercised		—		—		(126,179	)		13.75 €
Forfeited or Expired		—		—		(40,113	)		18.67 €

Balance as of December 31, 2017		469,436		28.80 €		1,100,969			27.23 €		8.20y
Granted		—		—		0			0.00 €
Exercised		—		—		(1,867	)		6.16 €
Forfeited or Expired		—		—		(180,175	)		29.95 €

Balance as of December 31, 2018		687,252		27.74 €		918,927			26.74 €		7.22y

Share-based compensation expense related to warrants awards was $2.3 million in 2018, $3.5 million in 2017, and $4.7 million in 2016.

Free shares

The free shares granted prior to 2018 are subject to a

two-year

vesting period for French employees and four years for foreign citizens. The free shares granted in 2018 and after are subject to a

one-year

vesting period for French employees and

two-years

for foreign citizens.

Information on free shares activity follows:


	Number of Free shares Outstanding			Weighted- Average Grant Date Fair Value
Unvested balance at December 31, 201 7		15,600			28.17 €
Granted		56,000			17.37 €
Vested		0			0.00 €
Cancelled		0			0.00 €

Unvested balance at December 31, 201 8		71,600			27.37 €
Granted		57,000			13.04 €
Vested		(35,600	)		25.74 €
Cancelled		(26,000	)		21.65 €

Unvested balance at December 31, 201 9		67,000			13.98 €

The fair value of free shares corresponds to the grant date share fair value.

We have never declared or paid any cash dividends and do not presently plan to pay cash dividends in the foreseeable future. Consequently, we used an expected dividend yield of zero in determining fair value.

Share-based compensation expense related to free shares awards was $0.7 million in 201

, $0.2 million in 201

, and $2.6 million in 201

.2 Detail of Calyxt equity awards

Stock Options

The estimated fair values of stock options granted and the assumptions used for the Black-Scholes option pricing model were as follows:


	201 7	201 8	201 9
Weighted-Average fair values of stock options granted	$4.00	$9.09	$10.21
Assumptions:
Risk-free interest rate	1.96%	2.45% - 2.89%	1.7% - 2.5%
Share entitlement per options	1	1	1
Exercise price	$13.29	$14.24 - $23.39	$4.05 - $15.39
Grant date share fair value	$13.29	$14.24 - $23.39	$4.05 - $15.39
Expected volatility	25%	40.86% - 57.22%	52.6% - 78.9%
Expected term (in years)	6.6	5.6 - 10.0	6.8 - 10.0
Vesting conditions	Service	Service	Service
Vesting period	Graded	Graded	Graded

Calyxt estimates the fair value of each option on the grant date or other measurement date if applicable using a Black-Scholes option-pricing model, which requires Calyxt to make predictive assumptions regarding future stock price volatility, employee exercise behavior, dividend yield, and the forfeiture rate. Calyxt estimates its future stock price volatility using the historical volatility of comparable public companies over the expected term of the option.

Our expected term represents the period of time that options granted are expected to be outstanding determined using the simplified method.

The risk-free interest rate for periods during the expected term of the options is based on the U.S. Treasury

zero-coupon

yield curve in effect at the time of grant.

Calyxt has not paid and does not expect to pay dividends for the foreseeable future.

Options may be priced at 100 percent or more of the fair market value on the date of grant, and generally vest over

six

years after the date of grant. Options generally expire within

ten

years after the date of grant. Certain awards granted before Calyxt’s IPO contained accelerated vesting provisions if certain events occurred as defined in the option agreement.

Information on stock option activity follows:


	Options Exercisable		Weighted- Average Exercise Price Per Share		Options Outstanding			Weighted- Average Exercise Price Per Share		Remaining Average Useful Life
Balance as of December 31, 201 7		1,244,968	$	5.20		3,883,432		$	9.16		8.8y
Granted						554,243		$	16.69
Exercised						(592,342	)	$	4.43
Forfeited or Expired						(643,446	)	$	12.52

Balance as of December 31, 201 8		1,278,038	$	7.45		3,201,887		$	10.67		8.2y
Granted						1,590,000		$	13.80
Exercised						(95,327	)	$	3.61
Forfeited or Expired						(227,696	)	$	14.68
Other activity						12,495		$	13.29

Balance as of December 31, 201 9		1,789,567	$	8.73		4,481,359		$	11.73		6.8y

Stock-based compensation expense related to stock option awards was $6.8 million in 2019, $3.2 million in 2018 and $3.8 million in 2017. The options granted under the plans were originally only exercisable upon a triggering event or initial public offering as defined by the plans.

Restricted Stock Units

Units settled in stock subject to a restricted period may be granted to key employees under the 2017 Omnibus Plan. Restricted stock units generally vest and become unrestricted over five years after the date of grant.

Information on restricted stock unit activity follows:


	Number of Restricted Stock Units Outstanding			Weighted-Average Grant Date Fair Value
Unvested balance at December 31, 201 7		1,373,933		$	13.29
Granted		315,825		$	16.68
Vested		(261,507	)	$	14.07
Cancelled		(376,837	)	$	13.30

Unvested balance at December 31, 201 8		1,051,414		$	14.11
Granted		100,000		$	12.48
Vested		(324,043	)	$	9.69
Cancelled		(13,845	)	$	12.72

Unvested balance at December 31, 201 9		813,526		$	9.41

The fair value of restricted stock units corresponds to the grant date share fair value.

Calyxt has not paid and does not expect to pay dividends for the foreseeable future.

Share-based compensation expense related to restricted stock units awards was $4.9 million in 2019, $5.5 million in 2018 and $4.7 million in 2017.

Performance Stock Unit

In June 2019, Calyxt granted performance stock units, which carry a market condition based on Calyxt share price. These awards contain a continuous service period of three years, the performance period, from the date of grant, followed by a restricted period of two years if the shares are issued following the performance period during which the grantee is required to provide continuous service and the awarded shares must be held by the grantee until the end of the period. The number of shares of common stock delivered following the performance period depends upon the change in Calyxt share price during the performance period. Calyxt granted a targeted 311,667 performance stock units, the performance criteria allow for the actual payout to be between zero and 120 percent of target. The fair value of the performance stock units and the assumptions used for the Monte Carlo simulation were as follows:


Date of grant	06/28/2019
Estimated fair values of performance stock units granted	$	7.06
Assumptions:
Risk-free interest rate		1.71	%
Expected volatility		75.0	%
Expected term (in years)		3.0 years

Information on performance stock unit activity follows:


	Number of Performance Stock Units Outstanding		Weighted- Average Grant Date Fair Value
Unvested balance at December 31, 2018	$	—	$	—
Granted		311,667	$	7.06
Vested	$	—	$	—
Cancelled	$	—	$	—

Unvested balance at December 31, 2019		311,667	$	7.06

Share-based compensation expense related to performance stock units awards was $0.2 million in 2019.

Information Concerning the Group's Consolidated Operations - Revenues by Country of Origin and Other Income (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Total revenues and other income

$ 15,190

^[1]

$ 12,731

$ 25,188

Research tax credit

7,800

8,561

8,327

Subsidies and other

140

201

Other income

7,800

^[1]

8,701

8,528

22,990

^[1]

21,432

33,715

France [member]

7,896

12,495

24,680

United States [member]

Disclosure of changes in accounting estimates [line items]

$ 7,294

$ 236

$ 508

[1]

- Definition

Expiry date 2020-01-01: The income arising in the course of an entity's ordinary activities. Income is increases in economic benefits during the accounting period in the form of inflows or enhancements of assets or decreases of liabilities that result in an increase in equity, other than those relating to contributions from equity participants. Effective 2020-01-01: The income arising in the course of an entity's ordinary activities. Income is increases in assets, or decreases in liabilities, that result in increases in equity, other than those relating to contributions from holders of equity claims.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2019-01-01
-Paragraph 28
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2019-en-r&anchor=para_28_a&doctype=Standard
-URIDate 2019-03-27

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2019-01-01
-Paragraph 23
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2019-en-r&anchor=para_23_a&doctype=Standard
-URIDate 2019-03-27

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2019-01-01
-Paragraph 32
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2019-en-r&anchor=para_32&doctype=Standard
-URIDate 2019-03-27

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2019-01-01
-Paragraph 33
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2019-en-r&anchor=para_33_a&doctype=Standard
-URIDate 2019-03-27

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2019-01-01
-Paragraph 34
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2019-en-r&anchor=para_34&doctype=Standard
-URIDate 2019-03-27

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Name IAS
-Number 1
-IssueDate 2019-01-01
-Paragraph 82
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2019-en-r&anchor=para_82_a&doctype=Standard
-URIDate 2019-03-27

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Name IAS
-Number 1
-IssueDate 2019-01-01
-Paragraph 103
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2019-en-r&anchor=para_103&doctype=Standard
-URIDate 2019-03-27

Reference 8: http://www.xbrl.org/2003/role/exampleRef
-Name IAS
-Number 1
-IssueDate 2019-01-01
-Paragraph 102
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2019-en-r&anchor=para_102&doctype=Standard
-URIDate 2019-03-27

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 5
-IssueDate 2019-01-01
-Paragraph 33
-Subparagraph b
-Clause i
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=5&code=ifrs-tx-2019-en-r&anchor=para_33_b_i&doctype=Standard
-URIDate 2019-03-27

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 12
-IssueDate 2019-01-01
-Paragraph B12
-Subparagraph b
-Clause v
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=12&code=ifrs-tx-2019-en-r&anchor=para_B12_b_v&doctype=Appendix&subtype=B
-URIDate 2019-03-27

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Name IFRS
-Number 12
-IssueDate 2019-01-01
-Paragraph B10
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=12&code=ifrs-tx-2019-en-r&anchor=para_B10_b&doctype=Appendix&subtype=B
-URIDate 2019-03-27

+ Details

Information Concerning the Group's Consolidated Operations - Disclosure of Income Tax (Expense or Income) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Major components of tax expense (income) [abstract]
Income (loss) before taxes from continuing operations	$ (115,212)	$ (88,333)	$ (103,683)
Theoretical group tax rate	25.35%	23.66%	34.43%
Theoretical tax benefit (expense)	$ 29,208	$ 20,901	$ 35,698
Permanent differences	(1,131)	832	293
Research tax credit	2,786	2,079	2,926
Share-based compensation & other IFRS adjustments	(7,828)	(8,065)	(8,297)
Non recognition of deferred tax assets related to tax losses and temporary differences	(23,079)	(15,652)	(30,713)
Other differences	43	(95)	92
Effective tax expense	$ 0
Effective tax rate	0.00%	0.00%	0.00%

Share-Based Payments - Detailed Disclosure Detail Of Stock Unit Activity Performance Stock (Detail)	12 Months Ended
	Dec. 31, 2019 USD ($) shares
Disclosure Detail Of Stock Unit Activity Performance Stock [Line Items]
Number of performance stock units outstanding, Granted	1,707,800
Number of performance stock units outstanding, Vested	35,600
Number of performance stock units outstanding, Cancelled	982,524
Performance Stock Unit [Member] \| Calyxt [Member]
Disclosure Detail Of Stock Unit Activity Performance Stock [Line Items]
Number of free shares outstanding, beginning balance	0
Number of performance stock units outstanding, Granted	311,667
Number of performance stock units outstanding, Vested	0
Number of performance stock units outstanding, Cancelled	0
Number of free shares outstanding, ending balance	311,667
Weighted average grant date fair value, beginning balance \| $	$ 0
Weighted average grant date fair Value, granted \| $	7.06
Weighted average grant date fair value, vested \| $	0
Weighted average grant date fair Value, cancelled \| $	0
Weighted average grant date fair value, ending balance \| $	$ 7.06

Information Concerning the Group's Consolidated Operations - Disclosure of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Changes in deferred tax liability (asset) [abstract]
Credits and net operating loss carryforwards	$ 102,112	$ 65,555	$ 51,640
Pension commitments	714	569	548
Leases	47	(4)	(12)
Impairment of assets	1	10	10
Revenue recognition	197	200
Other	284	491	604
Total unrecognized deferred tax assets, net	$ (103,354)	$ (66,823)	$ (52,790)

Accounting Principles - Additional Information (Detail)

12 Months Ended

May 22, 2018

USD ($)

$ / shares

Jul. 25, 2017

USD ($)

$ / shares

Dec. 31, 2019

USD ($)

$ / shares

Dec. 31, 2018

USD ($)

$ / shares

Dec. 31, 2017

USD ($)

$ / shares

Dec. 31, 2016

USD ($)

Subsidiaries

$ / shares

Jan. 01, 2019

USD ($)

Jan. 01, 2017

USD ($)

Equity adjustment

$ 355,470,000

^[1]

$ 450,272,000

^[2]

$ 283,986,000

^[2],[3]

$ 272,984,000

^[2],[3]

$ 450,272,000

Gross proceeds

$ 57,000,000

$ 64,400,000

Par value per share | $ / shares

$ 0.05

Number of subsidiaries | Subsidiaries

20,000,000

Payment Of Lease Liabilities

1.00%

^[1]

$ 3,393,000

IFRS 16 [Member]

Disclosure of changes in accounting estimates [line items]

Lease Rent

4,000,000

Amortization On Lease

4,600,000

Interest Expense On Lease Liabilities

$ 2,600,000

Paris [Member]

Disclosure of changes in accounting estimates [line items]

Disclosure of changes in accounting estimates [line items]

2.00%

Roseville [Member]

Disclosure of changes in accounting estimates [line items]

8.00%

Minnesota [Member]

Disclosure of changes in accounting estimates [line items]

8.00%

Raleigh [Member]

Disclosure of changes in accounting estimates [line items]

8.00%

North Carolina [Member]

Disclosure of changes in accounting estimates [line items]

8.00%

New York [Member]

Top of Range [member] | IFRS 16 [Member]

4.40%

Disclosure of changes in accounting estimates [line items]

Threshold limit of underlying asset

$ 5,000

Cellectis, Inc. [member]

Disclosure of changes in accounting estimates [line items]

Ownership interest in subsidiary

100.00%

Calyxt Inc [member]

Disclosure of changes in accounting estimates [line items]

Ownership interest in subsidiary

68.90%

69.50%

Gross proceeds

$ 57,000,000

$ 64,400,000

$ 58,000,000

Common stock sold | shares

4,057,500

8,050,000

Par value per share | $ / shares

$ 15.00

$ 8

Selling price per common share | $ / shares

$ 20,000,000

$ 15.00

Common stock for exercising underwriters' option | shares

457,500

Underwriting discounts and commissions

$ 3,200,000

$ 3,100,000

Offering expense

$ 700,000

Non-controlling shareholders interest

31.10%

30.50%

20.30%

Calyxt Inc [member] | IFRS 16 [Member]

Disclosure of changes in accounting estimates [line items]

Increase in right of used assets

$ 1,800,000

Calyxt Inc [member] | Cellectis [Member]

Disclosure of changes in accounting estimates [line items]

Purchase of common stock | shares

550,000

Purchase of common stock, value

$ 8,300,000

Adjustments [member] | Increase (Decrease) Due to Application of IFRS 15 [member]

Disclosure of changes in accounting estimates [line items]

Equity adjustment

$ 1,700,000

[1]	The 2019 Consolidated Financial Statements have been prepared according to the new IFRS 16 “Leases” standard with a new “right-of-use assets” category and a resulting significant increase of “lease debts” compared to the previous period (see note 2.2 for discussion of the application of IFRS 16 “Leases” from January 1, 2019 under the modified retrospective transition method). Prior periods have not been restated for the adoption.
[2]	Corresponds to the impact of Calyxt stock options exercises during the period.
[3]	Reflects the application of IFRS15 with effect from January 1, 2018 using the full retrospective method.

Right-of-use Assets - Details Information About Breakdown Of Right Of Use Assets (Detail)
$ in Thousands

12 Months Ended

Dec. 31, 2019

USD ($)

Disclosure of quantitative information about right-of-use assets [line items]

Right-of-use assets [member]

$ 45,612

^[1]

Disclosure of quantitative information about right-of-use assets [line items]

37,569

12,873

(4,578)

(252)

45,612

Accumulated depreciation at end of period

50,328

(4,716)

Building lease [member] | Right-of-use assets [member]

Disclosure of quantitative information about right-of-use assets [line items]

36,061

11,357

(4,058)

(248)

43,112

Accumulated depreciation at end of period

47,175

(4,063)

Office and laboratory equipment [member] | Right-of-use assets [member]

Disclosure of quantitative information about right-of-use assets [line items]

1,508

1,516

(520)

(4)

2,500

Accumulated depreciation at end of period

3,153

$ (653)

[1]

Trade Receivables and Other Current Assets - Disclosure of Other Current Assets (Detail) - USD ($)
$ in Thousands

Dec. 31, 2019

Jan. 01, 2019

Dec. 31, 2018

Other Current Assets [abstract]

VAT receivables

$ 3,044

$ 1,679

Prepaid expenses and other prepayments

11,829

10,985

Tax and social receivables

150

244

Deferred expenses and other current assets

594

2,425

Total other current assets

$ 15,617

^[1]

$ 13,194

$ 15,333

[1]

Subsequent Events - Additional Information (Detail) - Jan. 01, 2020 - Allo five zero one and five zero one A [member] - Amendment to license agreement [member] € in Millions, $ in Millions	USD ($)	EUR (€)
Upfront payment [member]
Disclosure of non-adjusting events after reporting period [line items]
Milestone payment received in advance		€ 25
Development And Commercial Milestones [Member]
Disclosure of non-adjusting events after reporting period [line items]
Potential milestones to receive	$ 410	€ 370

Current financial assets and Cash and cash equivalents

12 Months Ended

Dec. 31, 2019

Current financial assets and Cash and cash equivalents

Note 1

. Current financial assets and Cash and cash equivalents


As of December 31, 2018	Carrying amount		Unrealized Gains/(Losses)		Estimated fair value
			$ in thousands
Current financial assets		388		—		388
Cash and cash equivalents		451,501		—		451,501

Current financial assets and cash and cash equivalents		451,889		—		451,889


As of December 31, 2019	Carrying amount		Unrealized Gains/(Losses)		Estimated fair value
			$ in thousands
Current financial assets		20,385		—		20,385
Cash and cash equivalents		340,522		—		340,522

Current financial assets and cash and cash equivalents		360,907		—		360,907

.1 Current financial assets

Accounting policies

Current financial assets include current restricted cash and other current financial assets.

As of December 31, 2019, restricted cash consists of:

deposit to secure commitment to supplier regarding the manufacturing facility construction for $

million classified as short-term restricted cash,

ii.

deposits to secure a Calyxt furniture and equipment sale-leaseback for $

1.5

million of which $

0.4

million are classified as short-term restricted cash.

As of December 31, 2018, restricted cash consists of deposits to secure a Calyxt furniture and equipment sale-leaseback for $1.5 million of which $0.4 million are classified as short-term restricted cash.

Financial assets are measured at fair value through profit or loss in accordance with IAS 39 include the following:

•

Financial assets including embedded derivatives for which Cellectis elected to designate at fair value through profit or loss;

•

Financial assets managed on a fair value basis; and

•

Derivative instruments that are not documented in hedging relationships.

IFRS 13 (Fair Value Measurement) requires counterparty and own credit risk to be taken into account when measuring the fair value of financial instruments. This risk is estimated on the basis of observable, publicly-available statistical data.

.2 Cash and cash equivalents

Accounting policy

Cash and cash equivalents are held for the purpose of meeting short-term cash commitments rather than for the purpose of investment or for other purposes. They are readily convertible into a known amount of cash and are subject to an insignificant risk of changes in value. Cash and cash equivalents include cash, bank accounts, money market funds and fixed bank deposits that meet the definition of a cash equivalent. Cash equivalents are fair valued at the end of each reporting period.

Details of cash and cash equivalents


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
Cash and bank accounts		398,178		270,630
Money market funds		13,248		13,722
Fixed bank deposits		40,075		56,170

Total cash and cash equivalents		451,501		340,522

Money market funds earn interest and are refundable overnight. Fixed bank deposits have fixed terms that are less than three months or are readily convertible to a known amount of cash.

Capital - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands

12 Months Ended

May 22, 2018

Jul. 25, 2017

Oct. 28, 2014

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Jan. 01, 2019

Dec. 31, 2016

Oct. 28, 2011

Number of shares ordinary outstanding

$ 57,000

$ 64,400

Voting right description

At December 31, 2019, we had 42,465,669 ordinary shares outstanding of which 4,389,581 had a double voting right.

At December 31, 2018, we had 42,430,069 ordinary shares outstanding of which 5,016,911 had a double voting right.

At December 31, 2017, we had 35,960,062 ordinary shares outstanding of which 5,155,335 had a double voting right

42,465,669

42,430,069

35,960,062

35,335,060

Number of shares ordinary having double voting right

4,389,581

5,016,911

5,155,335

Par value per share

$ 0.05

$ 20,000

$ 5,517

^[1]

$ 1,891

$ 300

$ 1,891

BSA [member]

1,470,836

12,195,113

Hold Two Years [member]

Voting right description

After a shareholder continuously holds ordinary shares for two years, each ordinary share held by such shareholder is entitled to two votes.

Calyxt Inc [member]

4,057,500

8,050,000

Underwriting discounts and commissions

$ 57,000

$ 64,400

58,000

$ 3,200

$ 3,100

Par value per share

$ 15.00

$ 8

Non-controlling shareholders interest

$ 20,000

31.10%

30.50%

20.30%

Offering expense

$ 700

BSA [member]

$ 16,400

Calyxt Inc. [member]

Calyxt Inc. [member] | Cellectis [member]

4,057,500

8,050,000

Equity interests

6.10%

3.10%

9.80%

Compensation expense

$ 4,400

$ 3,300

$ 5,200

Purchase of common stock, value

Purchase of common stock

550,000

$ 8,300

Natixis [member] | Treasury Shares [member]

Initial advance payment on liquidity contract

$ 400

Capital revolution 2017 [member]

31,873

Options exercise

31,873

Capital revolution 2017 [member] | BSA [member]

$ 734,234

Number of non-employee warrants subscribed

$ 252,171

228,000

Capital revolution 2018 [member]

Options exercise

322,068

Underwriting discounts and commissions

$ 230,629

$ 178,611,687

Capital revolution 2018 [member] | BSA [member]

Number of employee warrants exercisable

6,146,000

1,867

Number of non-employee warrants subscribed

$ 7,525,542

160,000

BSPCE [member] | Capital revolution 2017 [member]

Number of employee warrants exercisable

126,179

121,492

Free Shares [member] | Capital revolution 2017 [member]

$ 2,173,058

Number of shares converted

466,950

Free Shares [member] | Capital revolution 2018 [member]

Free Shares [member] | Capital Revolution 2019 [member] | BSA [member]

1,939

Number of shares converted

35,600

[1]

Accounting Principles - Schedule Of Information About Lease Assets And Liabilities (Detail) - USD ($)
$ in Thousands

Dec. 31, 2019

^[1]

Jan. 01, 2019

Dec. 31, 2018

Dec. 31, 2017

Dec. 31, 2016

$ 1,108

$ 1,268

$ 1,431

$ 1,343

23,712

8,732

10,041

7,226

16,900

45,612

37,569

5,517

1,891

300

75,949

49,460

13,199

2,897

275

Trade receivables

2,959

2,971

Subsidies receivables

9,140

17,173

15,617

13,194

15,333

20,385

388

340,522

451,501

^[1]

256,380

254,568

391,520

485,502

487,641

Premiums related to the share capital

467,469

534,961

500,840

Shareholders' equity

Share capital

2,767

2,765

843,478

828,525

Treasury share reserve

Retained earnings (deficit)

(22,641)

(16,668)

(406,390)

(326,628)

Total shareholders' equity - Group Share

(102,091)

(78,693)

315,123

409,301

Non-controlling interests

40,347

40,970

Total shareholders' equity

355,470

450,272

^[2]

$ 283,986

^[2],[3]

$ 272,984

^[2],[3]

46,540

32,737

1,018

2,855

2,042

2,681

49,395

34,779

3,699

1,067

4,076

333

29,264

15,883

20,033

20,454

20,754

3,743

1,127

1,530

8,497

8,369

62,604

49,910

46,869

Previously stated [member]

$ 467,469

534,961

$ 500,840

1,268

10,041

1,891

13,199

275

Trade receivables

2,971

Subsidies receivables

17,173

15,333

388

451,501

487,641

Premiums related to the share capital

500,840

Shareholders' equity

Share capital

2,765

828,525

Treasury share reserve

Retained earnings (deficit)

(16,668)

(326,628)

Total shareholders' equity - Group Share

(78,693)

409,301

Non-controlling interests

40,970

Total shareholders' equity

450,272

1,018

2,681

3,699

333

15,883

20,754

1,530

8,369

46,869

Increase Decrease Due To Application Of IFRS 16 [Member]

500,840

(1,309)

37,569

36,260

(2,139)

(2,139)

34,121

31,720

(639)

31,081

3,743

(299)

(403)

3,041

$ 34,121

[1]	The 2019 Consolidated Financial Statements have been prepared according to the new IFRS 16 “Leases” standard with a new “right-of-use assets” category and a resulting significant increase of “lease debts” compared to the previous period (see note 2.2 for discussion of the application of IFRS 16 “Leases” from January 1, 2019 under the modified retrospective transition method). Prior periods have not been restated for the adoption.
[2]	Corresponds to the impact of Calyxt stock options exercises during the period.
[3]	Reflects the application of IFRS15 with effect from January 1, 2018 using the full retrospective method.

Share-based Payments - Summary of assumptions Vesting Details (Detail) - Equity awards [member] - € / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disclosure of terms and conditions of share-based payment arrangement [line items]
Weighted-Average fair values of stock options granted	€ 10.19	€ 8.84	€ 14.30
Share entitlement per options	€ 1	€ 1	€ 1
Expected term (in years)		6 years 3 months
Vesting conditions	Service	Service	Service
Vesting period	Graded	Graded	Graded
Bottom of Range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Risk-free interest rate	(0.38%)	0.13%
Exercise price	€ 11.06	€ 18.37
Grant date share fair value	€ 11.32	€ 16
Expected volatility	60.00%	63.30%	65.60%
Expected term (in years)	5 years 9 months 10 days
Top of Range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Risk-free interest rate	0.09%	0.21%	0.03%
Exercise price	€ 18.25	€ 24.80	€ 22.57
Grant date share fair value	€ 17.80	€ 17.78	€ 24.01
Expected volatility	66.60%	63.40%
Expected term (in years)	6 years 3 months		6 years 1 month 13 days

Share-Based Payments - Detailed Description Inputs Stock Options Granted Performance Stock (Detail) - Performance Stock Unit [Member] - Calyxt [Member]	Jun. 28, 2019 yr $ / shares
Disclosure Description Of Inputs Stock Options Granted Performance Stock [Line Items]
Estimated fair values of performance stock units granted \| $ / shares	$ 7.06
Assumptions:
Risk-free interest rate	1.71%
Expected volatility	75.00%
Expected term (in years) \| yr	3.0

Right-of-use assets

12 Months Ended

Dec. 31, 2019

Note

Right-of-use

assets

Accounting policy

Lease contracts recognition

Lease contracts, as defined by IFRS 16 “Leases”, are recorded in the statement of consolidated financial position, which leads to the recognition of:

•

an asset representing a right of use of the asset leased during the lease term of the contract

“right-of-use”;

and

•

a liability related to the payment obligation “lease debt”.

Measurement of the

right-of

use asset

At the commencement date, the

right-of-use

asset is measured at cost and comprises:

•

the amount of the initial measurement of the lease liability, to which is added, if applicable, any lease payments made at or before the commencement date, less any lease incentives received;

•

where relevant, any initial direct costs incurred by the lessee for the conclusion of the contract. These are incremental costs which would not have been incurred if the contract had not been concluded; and

•

estimated costs for restoration of the leased asset according to the terms of the contract.

Following the initial recognition, the

right-of-use

asset must be depreciated over the useful life of the underlying assets as lease term for the rental component.

Measurement of the lease liability

At the commencement date, the lease liability is recognized for an amount equal to the present value of the lease payments over the lease term.

Amounts involved in the measurement of the lease liability are:

•

fixed payments (including

in-substance

fixed payments; meaning that even if they are variable in form, they are

in-substance

unavoidable);

•

variable lease payments that depend on an index or a rate, initially measured using the index or the rate in force at the lease commencement date; amounts expected to be payable by the lessee under residual value guarantees; and

•

payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

The lease liability is subsequently measured based on a process similar to the amortized cost method using the discount rate:

•

the liability is increased by the accrued interests resulting from the discounting of the lease liability, at the beginning of the lease period; and

•

payments made are deducted.

The interest cost for the period as well as variable payments, not taken into account in the initial measurement of the lease liability and incurred over the relevant period are recognized as costs.

In addition, the lease liability may be remeasured in the following situations:

•

the occurrence of a change in the lease term or a modification related to the assessment of the reasonably certain nature (or not) of the exercise of an option,

•

a remeasurement linked to residual value guarantees,

•

the occurrence of an adjustment to the rates and indices according to which the rents are calculated when rent adjustments occur.

Main contracts applicable

Based on its analysis, the Group has identified lease contracts according to the standard concerning office buildings, laboratories, production facilities and storage facilities.

For purposes of IFRS 16, the lease term reflects the Group’s reasonable expectation of the period during which the underlying asset will be used.

The discount rate used to calculate the lease debt is determined, for each portfolio of assets, according to the incremental borrowing rate at the contract date.

The incremental borrowing rate is the rate of interest that a lessee would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the

right-of-use

asset in a similar economic environment.

The rental charges relating to short terms and low value lease remains classified as leases expenses in operating expenses.

Details of

Right-of-use

assets

IFRS 16 “Leases” is applicable for annual periods beginning on or after January 1, 2019. The consequence of the application of this standard is to recognize a right of use and lease liability on the balance sheet.

For the leaseback on Calyxt Headquarters, according to IFRS 16, the value of the

right-of-use

asset has been adjusted for the amount of the net deferred losses recognized in the statement of financial position immediately before the date of initial application, which was $1.8 million.

The breakdown of

right-of-use

assets is as follows:


	Building lease			Office and laboratory equipment			Total
	$ in thousands
Net book value as of January 1, 2019 as restated		36,061			1,508			37,569

Additions		11,357			1,516			12,873
Depreciation expense		(4,058	)		(520	)		(4,578	)
Translation adjustments		(248	)		(4	)		(252	)

Net book value as of December 31, 2019		43,112			2,500			45,612

Gross value at end of period		47,175			3,153			50,328
Accumulated depreciation at end of period		(4,063	)		(653	)		(4,716	)

Share-Based Payments - Summary of Information on Stock Option Activity (Detail) - Stock options [member]	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2019 EUR (€)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 EUR (€)	Dec. 31, 2017 USD ($)	Dec. 31, 2017 EUR (€)
Disclosure Of Number And Weighted Average Exercise Prices Of Share Options and awards [Line Items]
Option exercisable, beginning balance	5,644,044	5,644,044			3,822,772	3,822,772
Option exercisable, ending balance	6,922,172	6,922,172	5,644,044	5,644,044
Weighted- average exercise price per share, beginning balance \| €		€ 27.47				€ 28.02
Weighted- average exercise price per share, exercised \| €
Weighted- average exercise price per share, ending balance \| €		€ 26.30		€ 27.47
Option outstanding, beginning balance	8,978,106	8,978,106			9,332,604	9,332,604
Option outstanding, granted	1,650,800	1,650,800	140,000	140,000
Option outstanding, exercised	0	0	(319,568)	(319,568)
Option outstanding, forfeited or expired	(956,524)	(956,524)	(174,930)	(174,930)
Option outstanding, ending balance	9,672,382	9,672,382	8,978,106	8,978,106
Weighted average exercise price per share, beginning balance \| €		€ 25.36				€ 25.17
Weighted average exercise price per share, granted \| €		17.90		€ 22.96
Weighted average exercise price per share, exercised \| €		0		19.72
Weighted average exercise price per share, forfeited or expired \| €		24.01		23.68
Weighted average exercise price per share, ending balance \| €		€ 24.22		€ 25.36
Remaining Average Useful Life	6 years 9 months 18 days	6 years 9 months 18 days	7 years 3 months 18 days	7 years 3 months 18 days	8 years 3 months 18 days	8 years 3 months 18 days
Calyxt Inc. [member]
Disclosure Of Number And Weighted Average Exercise Prices Of Share Options and awards [Line Items]
Option exercisable, beginning balance	1,278,038	1,278,038			1,244,968	1,244,968
Option exercisable, ending balance	1,789,567	1,789,567	1,278,038	1,278,038
Weighted- average exercise price per share, beginning balance \| $	$ 7.45				$ 5.20
Weighted- average exercise price per share, ending balance \| $	$ 8.73		$ 7.45
Option outstanding, beginning balance	3,201,887	3,201,887			3,883,432	3,883,432
Option outstanding, granted	1,590,000	1,590,000	554,243	554,243
Option outstanding, exercised	(95,327)	(95,327)	(592,342)	(592,342)
Option outstanding, forfeited or expired	(227,696)	(227,696)	(643,446)	(643,446)
Option outstanding, other activity	12,495	12,495
Option outstanding, ending balance	4,481,359	4,481,359	3,201,887	3,201,887
Weighted average exercise price per share, beginning balance \| $	$ 10.67				$ 9.16
Weighted average exercise price per share, granted \| $	13.80		$ 16.69
Weighted average exercise price per share, exercised \| $	3.61		4.43
Weighted average exercise price per share, forfeited or expired \| $	14.68		12.52
Weighted average exercise price per share, other activity \| $	13.29
Weighted average exercise price per share, ending balance \| $	$ 11.73		$ 10.67
Remaining Average Useful Life	6 years 9 months 18 days	6 years 9 months 18 days	8 years 2 months 12 days	8 years 2 months 12 days	8 years 9 months 18 days	8 years 9 months 18 days

Deferred Revenues and Contract Liabilities - Summary of Deferred Revenues and Contract Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Accruals and deferred income [abstract]
Deferred revenues and contract liabilities	$ 20,033	$ 20,454
Others		299
Total Deferred revenue and contract liabilities	$ 20,033	$ 20,754

Deferred revenues and contract liabilities

12 Months Ended

Dec. 31, 2019

Note 14. Deferred revenues and contract liabilities

Details of deferred revenues and deferred income


	As of December 31, 2018		As of December 31, 2019
	$ in thousands
Deferred revenues and c ontract liab ilities		20,454		20,033
Others		299		—

Total Deferred revenue and contract liabilities		20,754		20,033

Deferred revenues

The deferred revenues and contract liabilities correspond mainly to upfront payments for the collaboration agreements with Les Laboratoires Servier and Institut de Recherche Servier (together “Servier”). At December 31, 2019, certain development programs were put on hold.

Share-Based Payment - Summary of Number of Shares Outstanding and Weighted Average Grant Date Fair Value (Detail) - S A free shares [member]	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2019 EUR (€)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 EUR (€)
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of free shares outstanding, beginning balance	71,600	71,600	15,600	15,600
Number of free shares outstanding, granted	57,000	57,000	56,000	56,000
Number of free shares outstanding, vested	(35,600)	(35,600)	0	0
Number of free shares outstanding, cancelled	(26,000)	(26,000)	0	0
Number of free shares outstanding, ending balance	67,000	67,000	71,600	71,600
Weighted average grant date fair value, beginning balance				€ 28.17
Weighted average grant date fair Value, granted		€ 13.04		17.37
Weighted average grant date fair value, vested		25.74		0.00
Weighted average grant date fair Value, cancelled		€ 21.65		€ 0.00
Weighted average grant date fair value, ending balance \| $	$ 13.98		$ 27.37

Property, plant and equipment

12 Months Ended

Dec. 31, 2019

Property, plant and equipment

Note

. Property, plant and equipment

Accounting policy

Property, plant and equipment are recognized at acquisition cost less accumulated depreciation and any impairment losses. Acquisition costs include expenditures that are directly attributable to the acquisition of the asset and costs to ready it for use.

Depreciation is expensed on a straight-line basis over the estimated useful lives of the assets. If components of property, plant and equipment have different useful lives, they are accounted for separately.

The estimated useful lives are as follows:

•

Buildings and other outside

improvements 10-20

years

•

Leasehold

improvements 5-10

years

•

Office furniture 10 years

•

Laboratory

equipment 3-10

years

•

Office equipment 5 years

•

IT equipment 3 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted, if appropriate.

Any gain or loss on disposal of an item of property, plants and equipment is determined by comparing the proceeds from disposal with the carrying amount of the item. The net amount is recognized in the statement of consolidated operations under the line item “Other operating income and expenses.”

Before IFRS 16 adoption as of January 1, 2019, payments made under operating leases were expensed on a straight-line basis over the term of the lease. Lease incentives received were recognized as an integral part of the total lease expense, over the term of the lease.

If, according to the terms of a lease, it appeared that substantially all the risks and rewards incidental to ownership were transferred from the lessor to the lessee, the associated leased assets were initially recognized as an asset at the lower of their fair value and the present value of the minimum lease payments and subsequently depreciated or impaired, as necessary. The associated financial obligations were reported in the line item

“non-current

financial debt” and “current financial debt.”

Details of property, plant and equipment


	Lands and Buildings			Technical equipment			Fixtures, fittings and other equipment			Assets under construction			Total
	$ in thousands
Net book value as of January 1, 2017		12,436			2,858			707			898			16,900

Additions to tangible assets		718			701			203			878			2,501
Disposal of tangible assets		(9,243	)		(103	)		2			(109	)		(9,453	)
Reclassification		14			47			18			(79	)		—
Depreciation expense		(972	)		(1,126	)		(245	)		(798	)		(3,140	)
Translation adjustments		206			127			68			18			418

Net book value as of December 31, 2017		3,159			2,505			753			809			7,226

Gross value at end of period		6,936			12,114			1,447			1,606			22,103
Accumulated depreciation and impairment at end of period		(3,777	)		(9,609	)		(693	)		(798	)		(14,877	)

Net book value as of January 1, 2018		3,159			2,505			753			809			7,226

Additions to tangible assets		879			1,622			1,820			1,942			6,263
Disposal of tangible assets		—			(49	)		(690	)		(426	)		(1,164	)
Reclassification		39			216			793			(1,053	)		(6	)
Depreciation expense		(758	)		(854	)		(478	)		—			(2,091	)
Translation adjustments		(90	)		(46	)		(27	)		(25	)		(188	)

Net book value as of December 31, 2018		3,229			3,393			2,172			1,247			10,041

Gross value at end of period		7,604			13,297			3,215			2,045			26,160
Accumulated depreciation and impairment at end of period		(4,375	)		(9,903	)		(1,043	)		(798	)		(16,119	)

Net book value as of January 1, 2019 as restated*		3,229			2,084			2,172			1,247			8,732

Additions to tangible assets		318			374			329			16,563			17,584
Disposal of tangible assets		—			(10	)		(1	)		(419	)		(430	)
Reclassification		15			1,974			630			(2,624	)		(5	)
Depreciation expense		(192	)		(1,247	)		(684	)		—			(2,123	)
Translation adjustments		(40	)		(15	)		(11	)		20			(46	)

Net book value as of December 31, 2019		3,330			3,160			2,435			14,787			23,712

Gross value at end of period		7,833			13,962			4,149			15,585			41,529
Accumulated depreciation and impairment at end of period		(4,503	)		(10,802	)		(1,714	)		(798	)		(17,817	)

*	See note 2.2 on IFRS16 application

assets have been pledged as security for financial liabilities. There is no restriction on title of property, plant and equipment.

In 2017, Calyxt entered into a transaction whereby it sold a certain land and building (with a total net book value of $

9.2

million), which was considered a sale under applicable accounting guidance and then entered into an operating lease for this property.

The sale and lease-back agreement has a defined lease term and was classified as an operating lease agreement under IAS 17. According to IFRS 16, this lease receives the standard accounting treatment for operating leases existing at the date of initial application and the value of the right-of-use asset is adjusted for the amount of the net deferred losses recognized in the statement of financial position immediately before the date of initial application, which was $1.8 million.

For the year ended December 31, 2019, we continued our investments in research and development equipment in both the United States of America and France. The addition in tangible assets reflects improvements of Calyxt and Cellectis sites for $

0.3

million and other equipment for $

0.7

million.

Assets under construction as of December 31, 2019 primarily relates to Cellectis’ new raw materials manufacturing facility in Paris ($

4.9

million), a new commercial manufacturing facility in Raleigh, North Carolina ($

8.8

million), and the balance relates to capital expenditure in the Plants Segment.

Financial Liabilities - Schedule of Financial Liabilities (Detail) - USD ($)
$ in Thousands

Dec. 31, 2019

Jan. 01, 2019

Dec. 31, 2018

Categories of financial liabilities [abstract]

Lease debts / Finance lease

$ 46,540

^[1]

$ 32,737

$ 1,018

Total non-current financial liabilities

46,540

1,018

Lease debts / Finance lease

1,067

^[1]

$ 4,076

333

Total current financial liabilities

1,067

333

29,264

15,883

Total Financial liabilities

8,497

8,369

$ 85,368

$ 25,603

[1]

Information Concerning the Group's Consolidated Operations - Details of Financial Income and Expenses (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Finance income expense [abstract]

Interest income

$ 6,985

$ 6,787

$ 1,974

Foreign exchange gain

4,481

13,597

1,185

Other financial revenues

505

188

4,102

Total financial revenues

11,971

^[1]

20,572

7,262

Interest expenses

(3)

(39)

Interest expenses for leases

(2,603)

(7)

(4)

Foreign exchange loss

(671)

(3,090)

(17,734)

Other financial expenses

(354)

(677)

(556)

Total financial expenses

(3,631)

^[1]

(3,813)

(18,294)

Total

$ 8,340

^[1]

$ 16,758

$ (11,032)

[1]

Other current liabilities (Tables)

12 Months Ended

Dec. 31, 2019

Summary of Other Current Liabilities


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
VAT Payables		291		130
Accruals for personnel related expenses		7,041		7,295
Other		1,037		1,072

Total		8,369		8,497

Related Parties - Additional Information (Detail)	12 Months Ended
Related Parties - Additional Information (Detail)	Dec. 31, 2019 USD ($) Agreement shares	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2019 € / shares
Disclosure of transactions between related parties [line items]
Key management personnel compensation, short-term employee benefits \| $	$ 5,200,000	$ 4,400,000	$ 3,600,000
Key management personnel compensation, share-based payments in shares	602.000
Key management personnel non-cash stock-based compensation expense recognized \| $	$ 2,500,000
Mr. Godard [member]
Disclosure of transactions between related parties [line items]
Number of service agreements \| Agreement	2
Compensation paid for consultancy services \| $	$ 71,000	70,000	38,000
Transactions with related parties, amount outstanding \| $	$ 0	$ 0	$ 0
Mr. Godard [member] \| Non-Employee Warrant One [member]
Disclosure of transactions between related parties [line items]
Number of non-employee warrants exercisable to obtain shares	220,175
Number of shares to be obtained upon exercise of warrants	50,000
Number of shares to be obtained upon exercise of warrants, strike price \| € / shares				€ 38.45
Mr. Godard [member] \| Non-Employee Warrant Two [member]
Disclosure of transactions between related parties [line items]
Number of non-employee warrants exercisable to obtain shares	50,000
Number of shares to be obtained upon exercise of warrants	50,000
Number of shares to be obtained upon exercise of warrants, strike price \| € / shares				28.01
Mr. Godard [member] \| Non-Employee Warrant Three [member]
Disclosure of transactions between related parties [line items]
Number of non-employee warrants exercisable to obtain shares	40,175
Number of shares to be obtained upon exercise of warrants	40,175
Number of shares to be obtained upon exercise of warrants, strike price \| € / shares				27.37
Mr. Godard [member] \| Non-Employee Warrant Four [member]
Disclosure of transactions between related parties [line items]
Number of non-employee warrants exercisable to obtain shares	40,000
Number of shares to be obtained upon exercise of warrants	40,000
Number of shares to be obtained upon exercise of warrants, strike price \| € / shares				18.68
Mr. Godard [member] \| Non Employee Warrant Five [member]
Disclosure of transactions between related parties [line items]
Number of non-employee warrants exercisable to obtain shares	40,000
Number of shares to be obtained upon exercise of warrants	40,000
Number of shares to be obtained upon exercise of warrants, strike price \| € / shares				€ 24.34

Property, plant and equipment (Tables)

12 Months Ended

Dec. 31, 2019

Summary of Property Plant and Equipment Estimated Useful Lives

The estimated useful lives are as follows:

•

Buildings and other outside

improvements 10-20

years

•

Leasehold

improvements 5-10

years

•

Office furniture 10 years

•

Laboratory

equipment 3-10

years

•

Office equipment 5 years

•

IT equipment 3 years

Details of Property, Plant and Equipment

Details of property, plant and equipment


	Lands and Buildings			Technical equipment			Fixtures, fittings and other equipment			Assets under construction			Total
	$ in thousands
Net book value as of January 1, 2017		12,436			2,858			707			898			16,900

Additions to tangible assets		718			701			203			878			2,501
Disposal of tangible assets		(9,243	)		(103	)		2			(109	)		(9,453	)
Reclassification		14			47			18			(79	)		—
Depreciation expense		(972	)		(1,126	)		(245	)		(798	)		(3,140	)
Translation adjustments		206			127			68			18			418

Net book value as of December 31, 2017		3,159			2,505			753			809			7,226

Gross value at end of period		6,936			12,114			1,447			1,606			22,103
Accumulated depreciation and impairment at end of period		(3,777	)		(9,609	)		(693	)		(798	)		(14,877	)

Net book value as of January 1, 2018		3,159			2,505			753			809			7,226

Additions to tangible assets		879			1,622			1,820			1,942			6,263
Disposal of tangible assets		—			(49	)		(690	)		(426	)		(1,164	)
Reclassification		39			216			793			(1,053	)		(6	)
Depreciation expense		(758	)		(854	)		(478	)		—			(2,091	)
Translation adjustments		(90	)		(46	)		(27	)		(25	)		(188	)

Net book value as of December 31, 2018		3,229			3,393			2,172			1,247			10,041

Gross value at end of period		7,604			13,297			3,215			2,045			26,160
Accumulated depreciation and impairment at end of period		(4,375	)		(9,903	)		(1,043	)		(798	)		(16,119	)

Net book value as of January 1, 2019 as restated*		3,229			2,084			2,172			1,247			8,732

Additions to tangible assets		318			374			329			16,563			17,584
Disposal of tangible assets		—			(10	)		(1	)		(419	)		(430	)
Reclassification		15			1,974			630			(2,624	)		(5	)
Depreciation expense		(192	)		(1,247	)		(684	)		—			(2,123	)
Translation adjustments		(40	)		(15	)		(11	)		20			(46	)

Net book value as of December 31, 2019		3,330			3,160			2,435			14,787			23,712

Gross value at end of period		7,833			13,962			4,149			15,585			41,529
Accumulated depreciation and impairment at end of period		(4,503	)		(10,802	)		(1,714	)		(798	)		(17,817	)

Capital - Disclosure of Share Warrants and Non-employee Warrants (Detail)	12 Months Ended
	Dec. 31, 2019 shares $ / shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of options/warrants/ shares outstanding	9,968,633
Number of options/warrants/ shares granted	1,707,800
Number of options/warrants/ shares vested/exercised	35,600
Number of options/warrants/ shares voided	982,524
Number of options/warrants/ shares outstanding	10,658,309
Maximum of shares to be issued	10,659,071
Number of options/warrants/ shares exercisable	7,774,432
BSPCE E [member] \| 7/27/2010 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	07/27/2010
Type	BSPCE E
Number of options/warrants/ shares outstanding	19,702
Number of options/warrants/ shares outstanding	19,702
Maximum of shares to be issued	20,464
Number of options/warrants/ shares exercisable	19,702
Weighted average exercise price \| $ / shares	$ 7.97
Free Shares [member] \| 5/18/2015 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	05/18/2015
Type	Free shares
Number of options/warrants/ shares outstanding	15,600
Number of options/warrants/ shares vested/exercised	15,600
Free Shares [member] \| 10/08/2018 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	10/08/2018
Type	Free shares
Number of options/warrants/ shares outstanding	43,000
Number of options/warrants/ shares vested/exercised	20,000
Number of options/warrants/ shares voided	20,000
Number of options/warrants/ shares outstanding	3,000
Maximum of shares to be issued	3,000
Free Shares [member] \| 12/17/2018 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	12/17/2018
Type	Free shares
Number of options/warrants/ shares outstanding	13,000
Number of options/warrants/ shares outstanding	13,000
Maximum of shares to be issued	13,000
Free Shares [member] \| 07/03/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	07/03/2019
Type	Free shares
Number of options/warrants/ shares granted	3,500
Number of options/warrants/ shares voided	1,000
Number of options/warrants/ shares outstanding	2,500
Maximum of shares to be issued	2,500
Free Shares [member] \| 04/24/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	04/24/2019
Type	Free shares
Number of options/warrants/ shares granted	6,500
Number of options/warrants/ shares outstanding	6,500
Maximum of shares to be issued	6,500
Free Shares [member] \| 07/16/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	07/16/2019
Type	Free shares
Number of options/warrants/ shares granted	9,000
Number of options/warrants/ shares voided	5,000
Number of options/warrants/ shares outstanding	4,000
Maximum of shares to be issued	4,000
Free Shares [member] \| 11/06/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	11/06/2019
Type	Free shares
Number of options/warrants/ shares granted	21,500
Number of options/warrants/ shares outstanding	21,500
Maximum of shares to be issued	21,500
Free Shares [member] \| 11/18/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	11/18/2019
Type	Free shares
Number of options/warrants/ shares granted	16,500
Number of options/warrants/ shares outstanding	16,500
Maximum of shares to be issued	16,500
BSA [member] \| 3/27/2015 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	03/27/2015
Type	BSA
Number of options/warrants/ shares outstanding	130,000
Number of options/warrants/ shares outstanding	130,000
Maximum of shares to be issued	130,000
Number of options/warrants/ shares exercisable	130,000
Weighted average exercise price \| $ / shares	$ 38.45
BSA [member] \| 5/18/2015 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	05/18/2015
Type	BSA
Number of options/warrants/ shares outstanding	50,000
Number of options/warrants/ shares outstanding	50,000
Maximum of shares to be issued	50,000
Number of options/warrants/ shares exercisable	50,000
Weighted average exercise price \| $ / shares	$ 29.58
BSA [member] \| 9/8/2015 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	09/08/2015
Type	BSA
Number of options/warrants/ shares outstanding	224,200
Number of options/warrants/ shares outstanding	224,200
Maximum of shares to be issued	224,200
Number of options/warrants/ shares exercisable	224,200
Weighted average exercise price \| $ / shares	$ 28.01
BSA [member] \| 3/14/2016 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	03/14/2016
Type	BSA
Number of options/warrants/ shares outstanding	147,025
Number of options/warrants/ shares outstanding	147,025
Maximum of shares to be issued	147,025
Number of options/warrants/ shares exercisable	147,025
Weighted average exercise price \| $ / shares	$ 27.37
BSA [member] \| 10/28/2016 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	10/28/2016
Type	BSA
Number of options/warrants/ shares outstanding	148,000
Number of options/warrants/ shares outstanding	148,000
Maximum of shares to be issued	148,000
Number of options/warrants/ shares exercisable	148,000
Weighted average exercise price \| $ / shares	$ 18.68
BSA [member] \| 10/11/2017 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	10/11/2017
Type	BSA
Number of options/warrants/ shares outstanding	200,000
Number of options/warrants/ shares outstanding	200,000
Maximum of shares to be issued	200,000
Number of options/warrants/ shares exercisable	133,333
Weighted average exercise price \| $ / shares	$ 24.34
Stock options [member] \| 3/24/2015 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	03/24/2015
Type	Stock Options
Number of options/warrants/ shares outstanding	1,730,646
Number of options/warrants/ shares voided	117,652
Number of options/warrants/ shares outstanding	1,612,994
Maximum of shares to be issued	1,612,994
Number of options/warrants/ shares exercisable	1,612,994
Weighted average exercise price \| $ / shares	$ 38.45
Stock options [member] \| 9/8/2015 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	09/08/2015
Type	Stock Options
Number of options/warrants/ shares outstanding	1,770,000
Number of options/warrants/ shares voided	146,800
Number of options/warrants/ shares outstanding	1,623,200
Maximum of shares to be issued	1,623,200
Number of options/warrants/ shares exercisable	1,623,200
Weighted average exercise price \| $ / shares	$ 27.55
Stock options [member] \| 3/14/2016 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	03/14/2016
Type	Stock Options
Number of options/warrants/ shares outstanding	1,785,271
Number of options/warrants/ shares voided	132,676
Number of options/warrants/ shares outstanding	1,652,595
Maximum of shares to be issued	1,652,595
Number of options/warrants/ shares exercisable	1,549,308
Weighted average exercise price \| $ / shares	$ 22.44
Stock options [member] \| 10/28/2016 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	10/28/2016
Type	Stock Options
Number of options/warrants/ shares outstanding	2,369,689
Number of options/warrants/ shares voided	190,796
Number of options/warrants/ shares outstanding	2,178,893
Maximum of shares to be issued	2,178,893
Number of options/warrants/ shares exercisable	1,634,170
Weighted average exercise price \| $ / shares	$ 17.90
Stock options [member] \| 10/11/2017 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	10/11/2017
Type	Stock Options
Number of options/warrants/ shares outstanding	1,182,500
Number of options/warrants/ shares voided	222,500
Number of options/warrants/ shares outstanding	960,000
Maximum of shares to be issued	960,000
Number of options/warrants/ shares exercisable	480,000
Weighted average exercise price \| $ / shares	$ 22.57
Stock options [member] \| 10/08/2018 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	10/08/2018
Type	Stock Options
Number of options/warrants/ shares outstanding	100,000
Number of options/warrants/ shares voided	50,000
Number of options/warrants/ shares outstanding	50,000
Maximum of shares to be issued	50,000
Number of options/warrants/ shares exercisable	12,500
Weighted average exercise price \| $ / shares	$ 24.80
Stock options [member] \| 12/17/2018 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	12/17/2018
Type	Stock Options
Number of options/warrants/ shares outstanding	40,000
Number of options/warrants/ shares outstanding	40,000
Maximum of shares to be issued	40,000
Number of options/warrants/ shares exercisable	10,000
Weighted average exercise price \| $ / shares	$ 18.37
Stock options [member] \| 07/03/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	07/03/2019
Type	Stock Options
Number of options/warrants/ shares granted	3,000
Number of options/warrants/ shares voided	3,000
Weighted average exercise price \| $ / shares	$ 15.69
Stock options [member] \| 04/24/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	04/24/2019
Type	Stock Options
Number of options/warrants/ shares granted	1,562,800
Number of options/warrants/ shares voided	93,100
Number of options/warrants/ shares outstanding	1,469,700
Maximum of shares to be issued	1,469,700
Weighted average exercise price \| $ / shares	$ 18.25
Stock options [member] \| 11/06/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	11/06/2019
Type	Stock Options
Number of options/warrants/ shares granted	55,000
Number of options/warrants/ shares outstanding	55,000
Maximum of shares to be issued	55,000
Weighted average exercise price \| $ / shares	$ 11.06
Stock options [member] \| 11/18/2019 [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Date	11/18/2019
Type	Stock Options
Number of options/warrants/ shares granted	30,000
Number of options/warrants/ shares outstanding	30,000
Maximum of shares to be issued	30,000
Weighted average exercise price \| $ / shares	$ 12.33

Provisions - Schedule of Estimation of Retirement Indemnity to Employee (Detail) - Years	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disclosure of defined benefit plans [abstract]
% social security contributions	45.00%	45.00%	45.00%
Salary increases	3.50%	3.50%	3.50%
Discount rate	1.00%	1.75%	1.75%
Terms of retirement	voluntary retirement	voluntary retirement	voluntary retirement
Retirement age	0	65	65

Capital (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Classes of Share Capital


Nature of the Transactions	Share Capital		Share premium			Number of shares		Nominal value
	$ in thousands							in $
Balance as of January 1, 2017		2,332		568,185			35,335,060		0.05
Capital Increase		26		—			466,950		—
Exercise of share warrants, employee warrants and stock options		9		2,921			158,052		—
Non-cash stock based compensation expense		—		42,968			—		—
Other movements		—		(37	)		—		—

Balance as of December 31, 2017		2,367		614,037			35,960,062		0.05

Capital Increase		379		178,230			6,146,000		—
Exercise of share warrants, employee warrants and stock options		19		7,751			324,007		—
Non-cash stock based compensation expense		—		28,507			—		—

Balance as of December 31, 2018		2,765		828,525			42,430,069		0.05

Capital Increase		0		0			0		0
Exercise of share warrants, employee warrants and stock options		0		0			0		0
Non-cash stock based compensation expense		0		0			0		0
Other movements		0		0			0		0

Balance as of December 31, 2019		0		0			0		0

Schedule of Share Warrants and Non-employee Warrants


Date	Type	Number of warrants/shares oustanding as of 01/01/2019		Number of warrants/shares granted		Number of warrants/shares vested/exercised		Number of warrants/shares voided		Number of warrants/shares oustanding as of 12/31/2019		Maximum of shares to be issued		Number of warrants/shares exercisable as of 12/31/2019		Strike price per share in euros
07/27/2010	BSPCE E		19,702		—		—		—		19,702		20,464		19,702		7.97
05/18/2015	Free shares		15,600		—		15,600		—		—		—		—		—
03/24/2015	Stock Options		1,730,646		—		—		117,652		1,612,994		1,612,994		1,612,994		38.45
03/27/2015	BSA		130,000		—		—		—		130,000		130,000		130,000		38.45
05/18/2015	BSA		50,000		—		—		—		50,000		50,000		50,000		29.58
09/08/2015	BSA		224,200		—		—		—		224,200		224,200		224,200		28.01
09/08/2015	Stock Options		1,770,000		—		—		146,800		1,623,200		1,623,200		1,623,200		27.55
03/14/2016	BSA		147,025		—		—				147,025		147,025		147,025		27.37
03/14/2016	Stock Options		1,785,271		—		—		132,676		1,652,595		1,652,595		1,549,308		22.44
10/28/2016	BSA		148,000		—		—				148,000		148,000		148,000		18.68
10/28/2016	Stock Options		2,369,689		—		—		190,796		2,178,893		2,178,893		1,634,170		17.90
10/11/2017	BSA		200,000		—		—		—		200,000		200,000		133,333		24.34
10/11/2017	Stock Options		1,182,500		—		—		222,500		960,000		960,000		480,000		22.57
10/08/2018	Free shares		43,000		—		20,000		20,000		3,000		3,000		—		—
10/08/2018	Stock Options		100,000		—		—		50,000		50,000		50,000		12,500		24.80
12/17/2018	Free shares		13,000		—		—		—		13,000		13,000		—		—
12/17/2018	Stock Options		40,000		—		—		—		40,000		40,000		10,000		18.37
07/03/2019	Free shares		—		3,500		—		1,000		2,500		2,500		—		—
07/03/2019	Stock Options		—		3,000		—		3,000		—		—		—		15.69
04/24/2019	Stock Options		—		1,562,800		—		93,100		1,469,700		1,469,700		—		18.25
04/24/2019	Free shares		—		6,500		—		—		6,500		6,500		—		—
07/16/2019	Free shares		—		9,000		—		5,000		4,000		4,000		—		—
11/06/2019	Stock Options		—		55,000		—		—		55,000		55,000		—		11.06
11/06/2019	Free shares		—		21,500		—		—		21,500		21,500		—		—
11/18/2019	Stock Options		—		30,000		—		—		30,000		30,000		—		12.33
11/18/2019	Free shares		—		16,500		—		—		16,500		16,500		—		—
	Total		9,968,633		1,707,800		35,600		982,524		10,658,309		10,659,071		7,774,432

Schedule of Information Relating to Subsidiaries that Reported Non-Controlling Interest

The following table summarizes the information relating to each of our subsidiaries that reported

non-controlling

interest (“NCI”):


	CALYXT
	201 8			201 9
	$ in thousands
Revenue		236			7,294
Net Profit (Loss)		(28,517	)		(40,142	)

Net Profit (Loss) attributable to NCI		(9,640	)		(13,121	)

Other comprehensive income		(5,373	)		(1,237	)
Total comprehensive income		(33,891	)		(41,378	)

Total comprehensive income attributable to NCI		(10,330	)		(12,856	)

Current assets		97,735			63,528
Non-current assets		4,539			22,518
Current liabilities		5,460			6,642
Non-current liabilities		8 26			15,121

Net assets		95,987			64,283

Net assets attributable to NCI		29,257			19,973

Cover Page	12 Months Ended
Cover Page	Dec. 31, 2019 shares
Document Information [Line Items]
Document Type	20-F
Amendment Flag	false
Document Period End Date	Dec. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Entity Registrant Name	CELLECTIS S.A.
Entity Central Index Key	0001627281
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	42,465,669
Entity Shell Company	false
Entity Emerging Growth Company	false
Document Transition Report	false
Document Annual Report	true
Entity Voluntary Filers	No
Entity Interactive Data Current	Yes
Entity Address, Country	FR
Document Shell Company Report	false
American Depositary Shares [member]
Document Information [Line Items]
Trading Symbol	CLLS
Title of 12(b) Security	American Depositary Shares, each representing one ordinary share, nominal value €0.05 per share
Security Exchange Name	NASDAQ

Information concerning the Group's Consolidated Operations (Tables)

12 Months Ended

Dec. 31, 2019

Revenues By Country of Origin and Other Income

Revenues by country of origin and other income


	For the year ended December 31,
	2017		2018		2019
	$ in thousands
From France		24,680		12,495		7,896
From USA		508		236		7,294

Revenues		25,188		12,731		15,190

Research tax credit		8,327		8,561		7,800
Subsidies and other		201		140		—

Other income		8,528		8,701		7,800

Total revenues and other income		33,715		21,432		22,990

Revenues by Nature

Revenues by nature


	For the year ended December 31,
	2017		2018		2019
	$ in thousands
Recognition of previously deferred upfront payments		14,875		7,114		—
Other revenues		7,945		3,383		6,055

Collaboration agreements		22,821		10,497		6,055

Licenses		2,270		2,142		1,762
Products & services		97		92		7,373

Total revenues		25,188		12,731		15,190

Details of Operating Expenses by Nature

Details of operating expenses by nature


	F or the year ended December 31,
	2017			2018			2019
	$ in thousands
Cost of revenue
Cost of good sold		—			—			(9,280	)
Royalty expenses		(2,620	)		(2,739	)		(2,112	)
Cost of revenue		(2,620	)		(2,739	)		(11,392	)

	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Research and development expenses
Wages and salaries		(12,986	)		(16,452	)		(21,294	)
Social charges on free shares and stock option grants		(1,088	)		(99	)		(1,357	)
Non-cash stock based compensation expense		(23,832	)		(18,057	)		(12,260	)

Personnel expenses		(37,906	)		(34,608	)		(34,911	)

Purchases and external expenses		(38,458	)		(40,458	)		(49,251	)
Other		(2,863	)		(1,501	)		(7,880	)

Total research and development expenses		(79,227	)		(76,567	)		(92,042	)


	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Selling, general and administrative expenses
Wages and salaries		(7,019	)		(11,373	)		(12,822	)
Social charges on free shares and stock option grants		(881	)		(29	)		(491	)
Non-cash stock based compensation expense		(26,586	)		(19,161	)		(14,621	)

Personnel expenses		(34,486	)		(30,563	)		(27,934	)

Purchases and external expenses		(9,138	)		(14,251	)		(11,431	)
Other		(1,126	)		(2,433	)		(3,652	)

Total selling, general and administrative expenses		(44,750	)		(47,248	)		(43,017	)


	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Personnel expenses
Wages and salaries		(20,005	)		(27,825	)		(34,116	)
Social charges on free shares and stock option grants		(1,969	)		(128	)		(1,848	)
Non-cash stock based compensation expense		(50,418	)		(37,218	)		(26,881	)

Total personnel expenses		(72,392	)		(65,171	)		(62,845	)

Details of Financial Income and Expenses

Details of financial income and expenses


	For the year ended December 31,
	2017			2018			2019
Interest income		1,974			6,787			6,985
Foreign exchange gain		1,185			13,597			4,481
Other financial revenues		4,102			188			505

Total financial revenues		7,262			20,572			11,971

Interest expenses		—			(39	)		(3	)
Interest expenses for lease s		(4	)		(7	)		(2,603	)
Foreign exchange loss		(17,734	)		(3,090	)		(671	)
Other financial expenses		(556	)		(677	)		(354	)

Total financial expenses		(18,294	)		(3,813	)		(3,631	)

Total		(11,032	)		16,758			8,340

Disclosure of Income Tax (Expense or Income)

Tax proof


	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Income (loss) before taxes from continuing operations		(103,683	)		(88,333	)		(115,212	)
Theoretical group tax rate		34.43	%		23.66	%		25.35	%

Theoretical tax benefit (expense)		35,698			20,901			29,208

Increase/decrease in tax benefit arising from:
Permanent differences	293		832		(1,131	)
Research tax credit	2,926		2,079		2,786
Share-based compensation & other IFRS adjustments	(8,297	)	(8,065	)	(7,828	)
Non recognition of deferred tax assets related to tax losses and temporary differences	(30,713	)	(15,652	)	(23,079	)
Other differences	92		(95	)	43

Effective tax expense	—		—		—
Effective tax rate	0.00	%	0.00	%	0.00	%

Disclosure of Deferred Tax Assets and Liabilities

Deferred tax assets and liabilities


	As of December 31,
	2017			2018			2019
	$ in thousands
Credits and net operating loss carryforwards		51,640			65,555			102,112
Pension commitments		548			569			714
Leases		(12	)		(4	)		47
Impairment of assets		10			10			1
Revenue recognition		—			200			197
Other		604			491			284
Total unrecognized deferred tax assets, net		(52,790	)		(66,823	)		(103,354	)

Summary of Key Performance Indicators by Reportable Segments

Details of key performance indicators by reportable segment


$ in thousands	For the year ended December 31, 2017									For the year ended December 31, 2018									For the year ended December 31, 2019
$ in thousands	Plants			Therapeutics			Total reportable segments			Plants			Therapeutics			Total reportable segments			Plants			Therapeutics			Total reportable segments
External revenues		508			24,680			25,188			236			12,495			12,731			7,294			7,896			15,190
External other income		239			8,290			8,528			178			8,523			8,701			—			7,800			7,800

External revenues and other income		747			32,969			33,715			414			21,018			21,432			7,294			15,696			22,990

Cost of revenue		(390	)		(2,230	)		(2,620	)		(595	)		(2,144	)		(2,739	)		(9,275	)		(2,117	)		(11,392	)
Research and development expenses		(6,057	)		(73,170	)		(79,227	)		(8,638	)		(67,929	)		(76,567	)		(12,390	)		(79,652	)		(92,042	)
Selling, general and administrative expenses		(13,143	)		(31,607	)		(44,750	)		(21,067	)		(26,180	)		(47,248	)		(26,090	)		(16,927	)		(43,017	)
Other operating income and expenses		6			225			232			(50	)		81			31			25			(116	)		(91	)

Total operating expenses		(19,584	)		(106,782	)		(126,366	)		(30,351	)		(96,172	)		(126,523	)		(47,730	)		(98,812	)		(146,542	)

Operating income (loss) before tax		(18,837	)		(73,813	)		(92,650	)		(29,937	)		(75,154	)		(105,091	)		(40,436	)		(83,116	)		(123,552	)

Financial gain (loss)		—			(11,032	)		(11,032	)		1,420			15,339			16,758			294			8,045			8,340

Net income (loss)		(18,837	)		(84,846	)		(103,683	)		(28,517	)		(59,816	)		(88,333	)		(40,142	)		(75,071	)		(115,212	)

Non controlling interests		4,315			—			4,315			9,640			—			9,640			13,121			—			13,121

Net income (loss) attributable to shareholders of Cellectis		(14,522	)		(84,846	)		(99,368	)		(18,877	)		(59,816	)		(78,693	)		(27,021	)		(75,071	)		(102,091	)

R&D non-cash stock-based expense attributable to shareholder of Cellectis		967			22,623			23,590			838			16,852			17,689			1,619			10,010			11,629
SG&A non-cash stock-based expense attributable to shareholder of Cellectis		4,990			20,345			25,335			5,218			11,655			16,873			6,673			4,940			11,613

Adjustment of share-based compensation attributable to shareholders of Cellectis		5,957			42,968			48,925			6,056			28,507			34,563			8,292			14,950			23,242

Adjusted net income (loss) attributable to shareholders of Cellectis		(8,565	)		(41,877	)		(50,442	)		(12,821	)		(31,309	)		(44,130	)		(18,729	)		(60,121	)		(78,849	)

Depreciation and amortization		(551	)		(2,820	)		(3,371	)		(637	)		(1,740	)		(2,377	)		(1,233	)		(5,642	)		(6,875	)
Additions to tangible and intangible assets		792			1,849			2,642			1,871			3,040			4,911			2,998			14,668			17,666
Impairment of tangible assets		—			(798	)		(798	)		—			—			—			—			—			—

Other current liabilities

12 Months Ended

Dec. 31, 2019

Note 1

. Other current liabilities


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
VAT Payables		291		130
Accruals for personnel related expenses		7,041		7,295
Other		1,037		1,072

Total		8,369		8,497

Accruals for personnel are related to annual bonuses, vacations accruals and social expenses on stock options. The increase in accruals for personnel related expenses between December 31, 2018 and December 31, 2019, is mainly driven by higher accrual for annual bonuses due to the increase of headcount recruited both in the United States and in France.

As of December 31, 2019 “Other” mainly include

payables to

xed asset

suppliers for $0.6 million

Board of Directors attendance fees for $0.3 million liabilities and

other tax

liabilities for $0.2 million.

As of December 31, 2018 “Other” mainly include Board of Directors attendance fees for $0.3 million liabilities and subsidies liabilities for $0.3 million.

Financial Liabilities - Schedule Representing Due Dates of the Financial Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Disclosure of offsetting of financial liabilities [line items]
Lease debts	$ 47,600
Financial liabilities	47,607
Trade payables	29,264	$ 15,883
Other current liabilities	8,497	8,369
Total Financial liabilities	85,368	$ 25,603
Less than One Year [member]
Disclosure of offsetting of financial liabilities [line items]
Lease debts	1,067
Financial liabilities	1,067
Trade payables	29,264
Other current liabilities	8,497
Total Financial liabilities	38,828
One to Five Years [member]
Disclosure of offsetting of financial liabilities [line items]
Lease debts	46,540
Financial liabilities	46,540
Total Financial liabilities	$ 46,540

Provisions - Summary of Net Defined Benefit Liability and Components (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disclosure of net defined benefit liability (asset) [abstract]
Beginning balance	$ (2,278)	$ (2,194)	$ (562)
Current service cost	(275)	(276)	(925)
Interest cost	(39)	(38)	(24)
Benefit paid		54
Actuarial gains and losses	(303)	70	(515)
Reclassification/CTA	40	105	(168)
Ending balance	$ (2,855)	$ (2,278)	$ (2,194)

Statements of Consolidated Operations - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Profit or loss [abstract]

Total revenues and other income

$ 15,190

^[1]

$ 12,731

$ 25,188

Other income

7,800

^[1]

8,701

8,528

22,990

^[1]

21,432

33,715

Operating expenses

(11,392)

^[1]

(2,739)

(2,620)

(92,042)

^[1]

(76,567)

(79,227)

Other operating income (expenses)

(43,017)

^[1]

(47,248)

(44,750)

(91)

^[1]

232

(146,542)

^[1]

(126,523)

(126,366)

Operating income (loss)

(123,552)

^[1]

(105,091)

(92,650)

Financial income

11,971

^[1]

20,572

7,262

Financial expenses

(3,631)

^[1]

(3,813)

(18,294)

8,340

^[1]

16,758

(11,032)

Income tax

Attributable to shareholders of Cellectis

(115,212)

^[1]

(88,333)

(103,683)

(102,091)

^[1]

(78,693)

(99,368)

Attributable to non-controlling interests

$ (13,121)

^[1]

$ (9,640)

$ (4,315)

Basic / Diluted net income (loss) per share attributable to shareholders of Cellectis

Basic net income (loss) attributable to shareholders of Cellectis per share ($ /share)

$ (2.41)

^[1]

$ (1.93)

$ (2.78)

Diluted net income (loss) attributable to shareholders of Cellectis per share ($ /share)

$ (2.41)

^[1]

$ (1.93)

$ (2.78)

[1]

Statements of Changes in Consolidated Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands		12 Months Ended
	Jun. 14, 2018	Dec. 31, 2017
Calyxt Inc [member]
Statement [Line Items]
Gross proceeds		$ 58,000
Underwriting discounts and commissions		3,100
Other offering expense		$ 3,300
Non-controlling shareholders interest		20.30%
Number of stock options exercised	592,342
Equity value		$ 11,800
Stock options exercised, value	$ 2,400
Purchase price		$ 20,000
Calyxt Inc [member] \| Cellectis [member]
Statement [Line Items]
Percentage of interest attributable to parent		79.30%
Equity value		$ 26,400
Purchase of common shares	63,175
Purchase of common shares price per share	$ 19.49
Purchase of common stock, value	$ 1,200,000

Financial liabilities (Tables)

12 Months Ended

Dec. 31, 2019

Detail of financial liabilities


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
Lease debt s / Finance lease		1,018		46,540

Total non-current financial liabilities		1,018		46,540

Lease debt s / Fina nce lease		333		1,067

Total current financial liabilities		333		1,067

Trade payables		15,883		29,264
Other current liabilities		8,369		8,497

Total Financial liabilities		25,603		85,368

Due dates of the financial liabilities


Balance as of December 31, 2019	Discounted amount		Less than One Year		One to Five Years		More than Five Years
	$ in thousands
L ease debts		47,607		1,067		46,540		—

Financial liabilities		47,607		1,067		46,540		—

Trade payables		29,264		29,264		—		—
Other current liabilities		8,497		8,497		—

Total financial liabilities		85,368		38,828		46,540		—

Provisions

12 Months Ended

Dec. 31, 2019

Provisions

Note 1

. Provisions

Accounting policy

A provision is recognized if, as a result of a past event, we have a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

The amount recognized as a provision is the best estimate of the expenditure required to settle the present obligation at the reporting date.

Provisions for retirement and other benefits

Our defined benefit obligations, and their cost, are determined using the projected unit credit method.

The method consists in measuring the obligation based on a projected

end-of-career

salary and vested rights at the measurement date, according to the provisions of the collective bargaining agreement, corporate agreements and applicable law.

Actuarial assumptions used to determine the benefit obligations are specific to each country and each benefit plan. The discount rate used is the yield at the reporting date on AA credit-rated bonds with maturity dates that approximate the expected payments for our obligations.

Actuarial gains or losses are recognized in the statement of comprehensive loss for the year in which they occur.

Other long-term employee benefits

Our net obligation for long-term employee benefits other than retirement plans is equal to the value of employees’ future benefits vested in exchange for services rendered in the current and prior periods. The benefits are discounted and the fair value of any plan assets is deducted.

The obligation is measured using the projected unit credit method. The discount rate is the same as the one used for the provisions for retirement and other benefits. Actuarial gains or losses are recognized in profit or loss for the year in which they occur.

Termination benefits

Termination benefits are recognized as a liability and expense at the earlier of the following dates:

•

When the entity can no longer withdraw the offer of those benefits; and

•

When the entity recognizes costs for a restructuring that is within the scope of IAS 37 Provisions and involves the payment of termination benefits.

Details of provisions


	01/01/2018		Additions		Amounts used during the period			Reversals			OCI			12/31/2018
	$ in thousands
Pension		2,193		314		(54	)		—			(175	)		2,278
Loss on contract		1,876		—		(834	)		—			1			1,043
Employee litigation and severance		1		43		—			(1	)		(2	)		41
Commercial litigation		782		646		—			(570	)		(8	)		850
Redundancy plan		7		—		—			(6	)		(1	)		—

Total		4,858		1,003		(888	)		(577	)		(186	)		4,211

Non-current provisions		3,430		314		(888	)		—			(175	)		2,681
Current provisions		1,427		688		—			(577	)		(11	)		1,528


	01/01/2019 as restated		Reclassification		Additions		Amounts used during the period			Reversals			OCI			12/31/2019
Pension		2,278		—		314		—			—			263			2,855
Loss on contract*		—		1,043		690		(1,461	)		—			—			272
Employee litigation and severance		41		—		715		(43	)		(75	)		1			639
Commercial litigation		850		—		2,604		(595	)		(17	)		(11	)		2,832

Total		3,169		1,043		4,323		(2,099	)		(92	)		253			6,598

Non-current provisions		2,278				314		—			—			263			2,855
Current provisions		891		1,043		4,009		(2,099	)		(92	)		(10	)		3,743

As of January 1, 2019, Montvale, New Jersey facility lease agreement provision for loss on contract was scoped under IFRS 16 and classified as lease debts. During the period, the agreement has been discontinued which changed its treatment placing it outside the scope of IFRS 16 and resulting in the reclassification to “loss on contract” presented above.

During the year ended December 31, 2019, additions mainly relate to (i) the discontinuation of the lease for a

non-operational

facility in Montvale, New Jersey for $0.7 million, (ii) employee litigation for $0.7 million, (iii) operating charges relating to discussions with suppliers for $2.6 million and (iv) pension service cost of the period for $0.3 million. The amounts used during the period and the associated accrual reversals mainly relate to (i) payments in connection with the Montvale, New Jersey facility discontinuation

(ii) commercial litigation following the positive conclusion of discussions with a supplier

, (iii) employ

ee litigation following a sett

lement.

During the year ended December 31, 2018, additions mainly relates to (i) operating charges linked with discussions with suppliers for $0.6 million and (ii) pension service cost of the period for $0.3 million (see detail above). Amounts used during the year ended December 31, 2018 mainly consists of (i) the rents payments of the facility lease in Montvale, New Jersey (USA) for $0.8 million and (ii) settlement of commercial litigations with suppliers for $0.6 million.

Commitments for compensation payable to employees upon their retirement

France

In France, pension funds are generally financed by employer and employee contributions and are accounted for as defined contribution plans, with the employer contributions recognized as expense as incurred. There are no actuarial liabilities in connection with these plans. Expenses recorded in the years ended December 31, 2017, 2018 and 2019 amounted to $0.8 million, $1.5 million and $1.1 million, respectively.

French law also requires payment of a lump sum retirement indemnity to employees based on years of service and annual compensation at retirement. Benefits do not vest prior to retirement. We are paying this defined benefit plan. It is calculated as the present value of estimated future benefits to be paid, applying the projected unit credit method whereby each period of service is seen as giving rise to an additional unit of benefit entitlement, each unit being measured separately to build up the final.

The calculation of legal compensation for termination has changed in 2017 following the publication of a new French law.

The two important changes are:

•

Seniority conditions: the employee must be entitled to an indemnity of 8 working months against one year before.

•

Calculation of the allowance: 1/4 of a month of salary per year of seniority up to 10 years, against 1/5 before, and no change beyond the 11th year.

As part of the estimation of the retirement indemnity to employee, the following assumptions were used for all categories of employees:


	2017		2018		2019
% social security contributions		45.00 %		45.00%		45.00%
Salary increases		3.50%		3.50%		3.50%
Discount rate		1.75%		1.75%		1.00 %
Terms of retirement		voluntary retirement
Retirement age		65 years old		65 years old		65 years old

The discount rates are based on the market yield at the end of the reporting period on high quality corporate bonds.

The following table shows reconciliation from the opening balances to the closing balances for net defined benefit liability and its components.


	$ in thousands
As of January 1, 2017		(562	)

Current service cost		(925	)
Interest cost		(24	)
Actuarial gains and losses		(515	)
Reclassification/CTA		(168	)
As of December 31, 2017		(2,194	)

Current service cost		(276	)
Interest cost		(38	)
Benefit paid		54
Actuarial gains and losses		70
Reclassification/CTA		105
As of December 31, 2018		(2,278	)

Current service cost		(275	)
Interest cost		(39	)
Benefit paid		—
Actuarial gains and losses		(303	)
Reclassification/CTA		40
As of December 31, 2019		(2,855	)

United States of America

There is no defined benefit plan for Cellectis S.A.’s subsidiaries located in the United States.

Right-of-use assets (Tables)

12 Months Ended

Dec. 31, 2019

Disclosure Of Detailed Information About Breakdown Of Right Of Use Assets Explanatory

The breakdown of

right-of-use

assets is as follows:


	Building lease			Office and laboratory equipment			Total
	$ in thousands
Net book value as of January 1, 2019 as restated		36,061			1,508			37,569

Additions		11,357			1,516			12,873
Depreciation expense		(4,058	)		(520	)		(4,578	)
Translation adjustments		(248	)		(4	)		(252	)

Net book value as of December 31, 2019		43,112			2,500			45,612

Gross value at end of period		47,175			3,153			50,328
Accumulated depreciation at end of period		(4,063	)		(653	)		(4,716	)

Trade receivables and other current assets

12 Months Ended

Dec. 31, 2019

Trade receivables and other current assets

Note

. Trade receivables and other current assets

Accounting policies for trade receivables and other current assets are described in Note

.1.

.1 Trade receivables


	As of December 31,			As of December 31,
	2018			2019
	$ in thousands
Trade receivables		3,353			3,513
Valuation allowance		(382	)		(554	)

Total net value of trade receivables		2,971			2,959

All trade receivables have payment terms of less than one year. The trade receivables are mainly due to collaboration contracts and to the commercialization of Calyxt’s

high oleic soybean

products.

.2 Subsidies receivables


	As of December 31,			As of December 31,
	2018			2019
	$ in thousands
Research tax credit		16,842			9,140
Other subsidies		1,598			—
Valuation allowance for other subsidies		(1,266	)		—

Total subsidies receivables		17,173			9,140

Research tax credit receivables as of December 31, 2019 mainly include the accrual for a French research tax credit related to 2019 for $7.9 million. The remaining amount mainly relates to refundable tax credits in the United States. In December 2018, the French Tax Authority initiated an audit related to the 2014, 2015, 2016 and 2017 French research tax credits. Based on our current evaluation of the status of the audit, we do not believe that a provision should be recorded as of December 31, 2019. During the last quarter of 2019, we received payments of $7.4 million and $7.3 million related to 2017 and 2018 tax credit receivables. The valuation allowance for other subsidies was fully reversed in 2019 as a loss was incurred.

Research tax credit receivables as of December 31, 2018 include the accrual for a French research tax credit related to 2017 for $8.0 million and to 2018 for $7.8 million and the remaining amount mainly relates to refundable tax credits in the United States. The valuation allowance for other subsidies corresponds mainly to a grant, which was fully reserved in 2014.

.3 Other current assets


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
VAT receivables		1,679		3,044
Prepaid expenses and other prepayments		10,985		11,829
Tax and social receivables		244		150
Deferred expenses and other current assets		2,425		594

Total other current assets		15,333		15,617

Prepaid expenses and other prepayments primarily include advances to our

sub-contractors

on research and development activities. They mainly relate to advance payments to suppliers of biological raw materials and to third parties participating in product manufacturing.

During the years ended December 31, 2019, and December 31, 2018, we prepaid certain manufacturing costs related to our product candidates UCART123, UCARTCS1 and UCART22 of which the delivery of products or services is expected in the coming months.

As of December 31, 2018, deferred expenses and other current assets include (i) a deferred expense of $2.1 million related to the sale and lease-back transaction entered into by Calyxt and (ii) other current assets for $0.3 million. As of January 1, 2019, the $2.1 million deferred expense mentioned above has been reclassified in

“Right-of-use

assets” following the IFRS16 application. As of December 31, 2019, deferred expenses and other current assets

mainly relates

commission fees with respect to a letter of credit relating to our IMPACT facility, a Calyxt broker receivable and certain down payments to suppliers.

As of December 31, 2018, tax and social receivables include $0.2 million of social charges on personnel expenses. As of December 31, 2019, tax and social receivables relate mainly to social charges on personnel expenses

and t

reimburse

ment

Commitments

12 Months Ended

Dec. 31, 2019

Commitments

Note 1

. Commitments

Accounting policy

The commitment amounts are associated with contracts that are enforceable and legally binding and that specify all significant terms, including fixed or minimum services to be used, fixed, minimum or variable price provisions, and the approximate timing of the actions under the contracts. They do not include obligations under agreements that we can cancel without a significant penalty.

Details of commitments


As of December 31, 2019	Total		Less than 1 year		1 - 3 years		3 - 5 years		More than 5 years
	$ in thousands
L ease agreement s		73,181		4,014		18,886		9,764		40,516
License agreements		18,607		1,389		2,778		2,778		11,662
Manufacturing agreements		6,218		6,218		—		—		—
Clinical & R&D agreements		2,086		1,424		662		—		—
Con struction agreements		39,741		39,741		—
Other agreements		50,896		30,851		20,045		—		—

Total contractual obligations		190,728		83,637		42,371		12,542		52,179

Obligations under the terms of lease agreement

We have entered into various lease agreements including facility leases agreements for our sites in Paris, France, and in the United-States in New-York City (New-York), Raleigh (North Carolina) and Roseville (Minnesota) for a defined term, as well as finance leases and sales and leaseback for equipment.

Obligations under the terms of license agreements

We have entered into various license agreements with third parties that subject us to certain fixed license fees, as well as fees based on future events, such as research and sales milestones.

We also have collaboration agreements whereby we are obligated to pay royalties and milestones based on future events that are uncertain and therefore they are not included in the table above.

Obligations under the terms of manufacturing agreements

We have manufacturing agreements whereby we are obligated to pay for services rendered in the next year regarding our products UCART123, UCARTCS1 and UCART22.

Obligations under the terms of Clinical & Research agreements

We have entered into clinical and research agreements where we are obligated to pay for services to be provided in the next years regarding our

research collaboration agreements

clinical trials and translational research project

Obligations under the terms of Construction agreements

We have entered into a construction agreement regarding our manufacturing facility based in Raleigh, North Carolina, where we committed to pay for construction work in the next year.

Obligations under the terms of other agreements

Calyxt entered into seed and grain production agreements (Forward Purchase Contracts) with seed producers and growers. The seed contracts often require Calyxt to pay prices for the seed produced at an exchange-traded price of grain plus a premium. The grower contracts are linked to a commodity futures market prices with the grower having the option to fix their price with us throughout the term of the agreement. These contracts allow for delivery of grain to Calyxt at harvest if so specified when the agreement is executed, otherwise delivery occurs on a date that Calyxt elects through August 31 of the following year. In all periods presented, we considered Forward Purchase Contracts as normal purchases and not derivatives. Any

mark-to-market

gains or losses associated with those contracts were reflected in inventory upon our purchase of the underlying grain.

Inventories

12 Months Ended

Dec. 31, 2019

Note 9. Inventories

Accounting policy

Inventories are measured at the lower of cost and net realizable value. Cost is determined using the first in first out cost method. They include all costs of seed production and grain Calyxt purchases as well as costs to store, transport and process the grain into finished products. Consideration Calyxt receives from growers when they purchase seed is recorded as a reduction of inventory. Calyxt evaluates inventory balances for obsolescence on a regular basis using projected selling prices for our products, market prices for the underlying agricultural markets, the age of products and other factors that take into consideration our limited operating history. Prior to the commercialization of

Caly

t's

high oleic soybean oil and soybean meal in the three months ended March 31, 2019, all Grain Costs were expensed as R&D.

Description of inventories

As of December 31, 2019, inventories amounted to $2.9 million, $2.6 million of which related to Calyxt’s grain and seed costs, and $0.3 million to raw materials and laboratory consumables (representing pharmaceutical and chemical products).

As of December 31, 2018, inventories consisted of $0.3 million of raw materials and laboratory consumables (representing pharmaceutical and chemical products).

No provision for impairment has been recorded as of December 31, 2019 and 2018.

Capital

12 Months Ended

Dec. 31, 2019

Statement of comprehensive income [abstract]

Capital

Note 1

. Capital

.1 Share capital issued

Accounting policy

In general, each shareholder is entitled to one vote per share at any general shareholders’ meeting. However, our

By-Laws

provide that all shares held in registered form (actions nominatives) for more than two years will be granted double voting rights. Costs directly attributable to the issue of ordinary shares or share options are recognized as a reduction in equity. Repurchased own shares are classified as treasury shares and deducted from equity.


Nature of the Transactions	Share Capital		Share premium			Number of shares		Nominal value
	$ in thousands							in $
Balance as of January 1, 2017		2,332		568,185			35,335,060		0.05
Capital Increase		26		—			466,950		—
Exercise of share warrants, employee warrants and stock options		9		2,921			158,052		—
Non-cash stock based compensation expense		—		42,968			—		—
Other movements		—		(37	)		—		—

Balance as of December 31, 2017		2,367		614,037			35,960,062		0.05
Capital Increase		379		178,230			6,146,000		—
Exercise of share warrants, employee warrants and stock options		19		7,751			324,007		—
Non-cash stock based compensation expense		—		28,507			—		—

Balance as of December 31, 2018		2,765		828,525			42,430,069		0.05

Capital Increase		2		—			35,600		—
Exercise of share warrants, employee warrants and stock options		—		—			—		—
Non-cash stock based compensation expense		—		14,951			—		—
Other movements		—		2			—

Balance as of December 31, 2019		2,767		843,478			42,465,669		0.05

Capital evolution in 2019

•

During the full year ended December 31, 2019,

5,600

free shares were converted to

5,600 ordinary shares.

Capital evolution in 2018

•

During the full year ended December 31, 2018,

6,146,000

ordinary shares were issued upon the closing of a

follow-on

offering for net proceeds, after deducting underwriting discounts and commissions and offering expenses, of $

178,611,687

;

1,939

ordinary shares were issued upon the exercise of

1,867

employee warrants (“bons de souscription de parts de créateurs”) for total proceeds of $14,112; 322,068 ordinary shares were issued upon the exercise of

322,068

stock options for total proceeds of $

7,525,542

and

160,000

non-employees

warrants (“bons de souscription d’actions”) were subscribed for total proceeds of $

230,629

Capital evolution in 2017

•

During the full year ended December 31, 2017,

126,179

ordinary shares were issued upon the exercise of

121,492

employee warrants (“bons de souscription de parts de créateurs”) for a total amount of $

2,173,058

;

466,950

free shares were converted to 466,950 ordinary shares;

31,873

ordinary shares were issued upon the exercise of

31,873

stock options for a total amount of $

734,234

and

228,000

non-employees

warrants (“bons de souscription d’actions”) were subscribed for a total amount of $

252,171

BSA 2011:

On October 28, 2011, using the delegation of authority granted by the General Assembly held the same day, we issued 12,195,113 warrants (Bon de Souscription d’Actions or “BSA”) to the existing shareholders with a ratio of one BSA for one share. October 28, 2014 was the closing date for the exercise of the “BSA 2011.” Pursuant to the terms of the plan, we issued 1,470,836 ordinary shares for gross proceeds of $16.4 million.

Voting rights:

After a shareholder continuously holds ordinary shares for two years, each ordinary share held by such shareholder is entitled to two votes.

•

At December 31, 2019, we had

42,465,669

ordinary shares outstanding of which

4,389,581

had a double voting right.

•

At December 31, 2018, we had

42,430,069

ordinary shares outstanding of which

5,016,911

had a double voting right.

•

At December 31, 2017, we had

35,960,062

ordinary shares outstanding of which

5,155,335

had a double voting right

Otherwise, our ordinary shares are not entitled to any preferential voting right or restriction.

.2 Share warrants and

non-employee

warrants

Share warrants and

non-employee

warrants consist of Bon de Souscription d’Action (“BSAs”) which are granted to our board members and consultants.


Date	Type	Number of warrants/shares oustanding as of 01/01/2019		Number of warrants/shares granted		Number of warrants/shares vested/exercised		Number of warrants/shares voided		Number of warrants/shares oustanding as of 12/31/2019		Maximum of shares to be issued		Number of warrants/shares exercisable as of 12/31/2019		Strike price per share in euros
07/27/2010	BSPCE E		19,702		—		—		—		19,702		20,464		19,702		7.97
05/18/2015	Free shares		15,600		—		15,600		—		—		—		—		—
03/24/2015	Stock Options		1,730,646		—		—		117,652		1,612,994		1,612,994		1,612,994		38.45
03/27/2015	BSA		130,000		—		—		—		130,000		130,000		130,000		38.45
05/18/2015	BSA		50,000		—		—		—		50,000		50,000		50,000		29.58
09/08/2015	BSA		224,200		—		—		—		224,200		224,200		224,200		28.01
09/08/2015	Stock Options		1,770,000		—		—		146,800		1,623,200		1,623,200		1,623,200		27.55
03/14/2016	BSA		147,025		—		—				147,025		147,025		147,025		27.37
03/14/2016	Stock Options		1,785,271		—		—		132,676		1,652,595		1,652,595		1,549,308		22.44
10/28/2016	BSA		148,000		—		—				148,000		148,000		148,000		18.68
10/28/2016	Stock Options		2,369,689		—		—		190,796		2,178,893		2,178,893		1,634,170		17.90
10/11/2017	BSA		200,000		—		—		—		200,000		200,000		133,333		24.34
10/11/2017	Stock Options		1,182,500		—		—		222,500		960,000		960,000		480,000		22.57
10/08/2018	Free shares		43,000		—		20,000		20,000		3,000		3,000		—		—
10/08/2018	Stock Options		100,000		—		—		50,000		50,000		50,000		12,500		24.80
12/17/2018	Free shares		13,000		—		—		—		13,000		13,000		—		—
12/17/2018	Stock Options		40,000		—		—		—		40,000		40,000		10,000		18.37
07/03/2019	Free shares		—		3,500		—		1,000		2,500		2,500		—		—
07/03/2019	Stock Options		—		3,000		—		3,000		—		—		—		15.69
04/24/2019	Stock Options		—		1,562,800		—		93,100		1,469,700		1,469,700		—		18.25
04/24/2019	Free shares		—		6,500		—		—		6,500		6,500		—		—
07/16/2019	Free shares		—		9,000		—		5,000		4,000		4,000		—		—
11/06/2019	Stock Options		—		55,000		—		—		55,000		55,000		—		11.06
11/06/2019	Free shares		—		21,500		—		—		21,500		21,500		—		—
11/18/2019	Stock Options		—		30,000		—		—		30,000		30,000		—		12.33
11/18/2019	Free shares		—		16,500		—		—		16,500		16,500		—		—
	Total		9,968,633		1,707,800		35,600		982,524		10,658,309		10,659,071		7,774,432

Holders of vested stock options and warrants are entitled to subscribe to a capital increase of Cellectis at predetermined exercise price.

•

In 2019, our subsidiary Calyxt Inc. granted stock options, restricted stock unit and performance stock unit in Calyxt Inc. representing as of December 31, 2019 a 6.1% interest of that subsidiary if fully exercised to a group of its employees, directors, executive officers and consultants. The compensation expense for 2019 amounted to $4.4 million (see Note 16).

•

In 2018, our subsidiary Calyxt Inc. granted stock options and restricted stock unit in Calyxt Inc. representing as of December 31, 2018 a

3.1

% interest of that subsidiary if fully exercised to a group of its employees, directors, executive officers and consultants. The compensation expense for 2018 amounted to $

3.3

million (see Note 1

•

In June 2017, our subsidiary Calyxt Inc. granted stock options and restricted stock unit in Calyxt Inc. representing as of December 31, 2017 a

9.8

% interest of that subsidiary if fully exercised to a group of its employees, directors and executive officers. The compensation expense for 2017 amounted to $

5.2

million (see Note 1

);

Non-controlling

interests

On July 25, 2017, Calyxt closed its IPO with $64.4 million in gross proceeds to Calyxt from the sale of 8,050,000 shares at $8 per share, including the full exercise of the underwriter’s over-allotment option and Cellectis’ purchase of $20.0 million of shares in the IPO. On May 22, 2018, Calyxt Inc completed a

follow-on

offering of its common stock. Calyxt Inc sold an aggregate of 4,057,500 shares of common stock at a price of $15.00 per share. In the aggregate, Calyxt Inc received net proceeds of approximately $57.0 million, after deducting underwriting discounts and commissions of $3.2 million and offering expenses totaling approximately $0.7 million. As part of the

follow-on

offering, Cellectis SA purchased 550,000 shares of common stock for a value of $8.3 million, the proceeds of which are included in the net proceeds of approximately $57.0 million. As of December 31, 201

non-controlling

interests represent 31.1% of Calyxt shares.

The following table summarizes the information relating to each of our subsidiaries that reported

non-controlling

interest (“NCI”):


	CALYXT
	201 8			201 9
	$ in thousands
Revenue		236			7,294
Net Profit (Loss)		(28,517	)		(40,142	)

Net Profit (Loss) attributable to NCI		(9,640	)		(13,121	)

Other comprehensive income		(5,373	)		(1,237	)
Total comprehensive income		(33,891	)		(41,378	)

Total comprehensive income attributable to NCI		(10,330	)		(12,856	)

Current assets		97,735			63,528
Non-current assets		4,539			22,518
Current liabilities		5,460			6,642
Non-current liabilities		8 26			15,121

Net assets		95,987			64,283

Net assets attributable to NCI		29,257			19,973

.4 Treasury shares

In 2008, Cellectis executed a liquidity contract with Natixis Securities (“Natixis”). This contract entitles Natixis to transact on Euronext, on our behalf, in order to enhance the liquidity of transactions and regularity of quotation of our ordinary shares, in an independent way, without hindering the functioning of the market or misleading investors.

The initial advance payment made to Natixis for the purpose of making transactions under this contract was $0.4 million. As of December 31, 2017, $0.3 million are classified in treasury shares and the balance is presented in the line item “Other

non-current

financial assets” in the statements of consolidated financial position.

In 2018, we terminated our liquidity contract

with Natix

Statements of Consolidated Comprehensive Income (Loss) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Actuarial gains and losses

$ (115,212)

^[1]

$ (88,333)

$ (103,683)

(303)

(515)

Other comprehensive income (loss) that will not be reclassified subsequently to income or loss

(303)

(515)

Commodity derivative contracts

(5,714)

(19,192)

23,512

Other comprehensive income (loss) that will be reclassified subsequently to income or loss

(5,697)

(19,192)

23,512

Attributable to shareholders of Cellectis

(121,212)

(107,455)

(80,686)

(108,356)

(97,125)

(75,963)

Attributable to non-controlling interests

$ (12,856)

$ (10,330)

$ (4,723)

[1]

Impairment Tests - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disclosure of impairment loss and reversal of impairment loss [line items]
Impairment of assets	$ 0	$ 0	$ 0
New Jersey [member] \| Discontinue Lease Facility [member]
Disclosure of impairment loss and reversal of impairment loss [line items]
Impairment of assets			$ 800,000

Current Financial Assets and Cash and Cash Equivalents - Summary of Cash and Cash Equivalents (Detail) - USD ($)
$ in Thousands

Dec. 31, 2019

Jan. 01, 2019

Dec. 31, 2018

Dec. 31, 2017

Dec. 31, 2016

Cash and cash equivalents [abstract]

Cash and bank accounts

$ 270,630

$ 398,178

Money market funds

13,722

13,248

Fixed bank deposits

56,170

40,075

Total cash and cash equivalents

$ 340,522

^[1]

$ 451,501

^[1]

$ 256,380

$ 254,568

[1]

Trade Receivables and Other Current Assets - Disclosure of Subsidies Receivables (Detail) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Receivables1 [abstract]
Research tax credit	$ 9,140	$ 16,842	$ 7,400
Other subsidies		1,598
Valuation allowance for other subsidies		(1,266)
Total subsidies receivables	$ 9,140	$ 17,173

Financial liabilities

12 Months Ended

Dec. 31, 2019

Disclosure of detailed information about intangible assets [line items]

Financial liabilities

Note 1

. Financial liabilities

12.1 Detail of financial liabilities


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
Lease debt s / Finance lease		1,018		46,540

Total non-current financial liabilities		1,018		46,540

Lease debt s / Fina nce lease		333		1,067

Total current financial liabilities		333		1,067

Trade payables		15,883		29,264
Other current liabilities		8,369		8,497

Total Financial liabilities		25,603		85,368

Certain finance leases were recorded under IAS 17. IFRS 16 “Leases” is applicable for annual periods beginning on or after January 1, 2019. The consequence of the application of this standard is to recognize a

right-of-use

and lease liability on the balance sheet, which explains the increase in lease debts as of December 31, 2019.

12.2 Due dates of the financial liabilities


Balance as of December 31, 2019	Discounted amount		Less than One Year		One to Five Years		More than Five Years
	$ in thousands
L ease debts		47,607		1,067		46,540		—

Financial liabilities		47,607		1,067		46,540		—

Trade payables		29,264		29,264		—		—
Other current liabilities		8,497		8,497		—

Total financial liabilities		85,368		38,828		46,540		—

Intangible Assets - Details Information About Intangible Assets (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Additions to intangible assets

$ 1,268

$ 1,431

$ 1,343

Change in scope

117

141

Disposal of intangible assets

(50)

(7)

(174)

(217)

(231)

(24)

(61)

178

1,108

^[1]

1,268

1,431

Accumulated depreciation and impairment at end of period

3,125

3,146

3,190

(2,017)

(1,878)

(1,759)

Software and Patents [member]

Disclosure of detailed information about intangible assets [line items]

Additions to intangible assets

577

811

924

Change in scope

Disposal of intangible assets

(50)

(7)

(174)

(217)

(231)

(12)

(30)

112

431

577

811

Accumulated depreciation and impairment at end of period

2,448

2,454

2,571

(2,017)

(1,878)

(1,759)

Assets Under Construction [member]

Disclosure of detailed information about intangible assets [line items]

Additions to intangible assets

691

619

419

Change in scope

(2)

103

135

Disposal of intangible assets

(12)

(31)

677

691

619

Accumulated depreciation and impairment at end of period

677

$ 691

$ 517

$ 0

[1]

Subsequent events

12 Months Ended

Dec. 31, 2019

Subsequent events

Note 2

. Subsequent events

On February 18, 2020, Cellectis and Servier announced execution of a binding term sheet to amend the agreement signed between the two companies in 2019.

On March 4, 2020, we and Servier entered into the definitive amendment contemplated by the term sheet, to grant to Servier an exclusive license limited to CD19 target, but extended to all gene-edited allogeneic CAR T-cell products targeting CD19 and gene edited exclusively by Cellectis’ TALEN.

Under the amendment, Cellectis grants to Servier, an exclusive worldwide, royalty bearing license with sublicensing rights under certain conditions, under certain of our patents and know-how to develop, manufacture and commercialize gene-edited allogeneic CAR T-cell products targeting CD19 and gene edited exclusively by Cellectis’ TALEN. Servier, directly or through its sublicensees,

will be s

olely

responsible for the research, development and commercialization of these products.

In addition, Servier confirms it will not pursue the development of five other targets for products using Cellectis technology and consequently Cellectis regains control over them.

Promptly after the date of execution of the amendment, Servier shall make an upfront payment of

million Euros. In addition, the Servier License Agreement provides for aggregate additional payments of up to

410

million (

370

million Euros), comprising payments for certain specified development and commercial milestones. We are also eligible to receive flat low double-digit royalties based on annual net sales of commercialized products. We are also entitled to a low double-digit royalty on certain development milestone payments received by Servier under sublicenses.

Accounting principles

12 Months Ended

Dec. 31, 2019

Accounting principles

Note 2. Accounting principles

2.1 Basis for preparation

The Consolidated Financial Statements of Cellectis as of and for the year ended December 31, 2019 were approved by our Board of Directors on March 4, 2020.

Our Consolidated Financial Statements are presented in U.S. dollars. See Note 2.4.

The Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and in

accordance

with IFRS as endorsed by the European Union.

The Consolidated Financial Statements have been prepared using the historical cost measurement basis except for certain assets and liabilities that are measured at fair value in accordance with IFRS.

IFRS include International Financial Reporting Standards (“IFRS”), International Accounting Standards (“the IAS”), as well as the interpretations issued by the Standards Interpretation Committee (“the SIC”), and the International Financial Reporting Interpretations Committee (“IFRIC”). The significant accounting methods used to prepare the Consolidated Financial Statements are described below.

Application of new or amended standards or new amendments

The following pronouncements and related amendments have been adopted by us from January 1, 2019 but had no significant impact on the Consolidated Financial Statements:

•

Amendment to IFRS 9 “Financial Instruments – Prepayment Features with Negative Compensation” (applicable for periods beginning after January 1, 2019)

•

IFRIC 23 “Uncertainty over Income Tax Treatments” (applicable for periods beginning after January 1, 2019)

•

Amendment to IAS 28 “Long-term Interests in Associates and Joint Ventures” (applicable for periods beginning after January 1, 2019)

•

Amendment to IAS 19 “Plan Amendment, Curtailment or Settlement” (applicable for periods beginning after January 1, 2019)

•

Annual Improvements to IFRSs 2015–2017 Cycle (Amendments to IFRS 3, IFRS 11, IAS 12 and IAS 23, applicable for periods beginning after January 1, 2019)

Standards, interpretations and amendments issued but not yet effective

The following pronouncements and related amendments are applicable for first quarter accounting periods beginning after January 1, 2020. We do not anticipate that the adoption of these pronouncements and amendments will have a material impact on our results of operations, financial position or cash flows.

•

Amendments to References to the Conceptual Framework in IFRS Standards (Effective for the accounting periods as of January 1, 2020)

•

Amendment to IFRS 3 “Business Combinations” (Effective for the accounting periods as of January 1, 2020 and not yet adopted by the European Union)

•

Amendments to IAS 1 “Presentation of financial statements” and IAS 8 “Accounting policies, changes in accounting estimates and errors” (Effective for the accounting periods as of January 1, 2020)

•

Amendements to IFRS 9 “Financial instruments”, IAS 39 “Financial instruments: Recognition and Measurement” et IFRS 7 “Financial instruments: Disclosures” (Effective for the accounting periods as of January 1, 2020) - Interest Rate Benchmark Reform

•

IFRS 17 “Insurance Contracts” (applicable for periods beginning after January 1, 2021 and not yet adopted by the European Union)

2.2 IFRS16 application

Since January 1, 2019, Cellectis has applied the new standard IFRS 16 “Leases”.

Under this standard, a financial asset and a financial liability are recognized for Group leases that meet the standard’s criteria.

The financial statements for prior periods have not been restated in accordance with the transition options of IFRS 16 elected by the Group since Cellectis has applied the modified retrospective approach.

The Group uses the two capitalization exemptions provided by the standard:

•

lease contracts with a duration of less than 12 months

;

and

•

lease contracts for which the underlying asset has a low value, which has been defined by the Group to be below $5,000.

The Group has also applied the following practical expedients at the transition date:

•

exclusion of initial direct costs from the measurement of

the

right-of-use

asset at the date of initial application;

•

accounting for leases for which the lease term ends within 12 months of the date of initial application as short-term leases

i.e. accounting for leases expenses in Profit and loss account; and

•

the carrying amount of the

right-of-use

asset and the lease liability at the date of initial application is the carrying amount of the lease asset and lease liability immediately before the date measured applying IAS 17.

The following discount rates have been applied:

•

building rental in Paris, France (discounting rate 2%), building rental in Roseville, Minnesota, USA and Raleigh, North Carolina, USA (discounting rate of 8%), building rental in New York, New York, USA (discounting rate of 4.4%), and equipment rental (discounting rate 1%).

The main changes introduced by IFRS 16 are the following:

Capitalization of the

right-of-use

assets for real-estate lease contracts:

Identified lease contracts mainly concern Cellectis’ Headquarters and R&D buildings in Paris, New York and Raleigh, North Carolina, USA and Calyxt’s Headquarters and its production and storage areas in Roseville, Minnesota, USA.

For purposes of IFRS 16, the lease term reflects the Group’s reasonable expectation of the period during which the underlying asset will be used.

The discount rate used to calculate the lease debt has been determined, for each portfolio of assets, according to the incremental borrowing rate at the transition date.

The sale and lease-back agreement entered into by Calyxt in the third quarter of 2017 has a defined lease term and was classified as an operating lease agreement under IAS 17. According to IFRS 16, this lease receives the standard accounting treatment for operating leases existing at the date of initial application and the value of the

right-of-use

asset is adjusted for the amount of the net deferred losses recognized in the statement of financial position immediately before the date of initial application, which was $1.8 million.

Accounting for the other assets leases:

The main lease contracts identified correspond to office and laboratory equipment.

The cumulative effect of initially applying IFRS 16 has been recognized as an adjustment to the opening balance sheet at the date of initial application, January 1, 2019, as presented in the table below:


	January 1, 2019 as presented			IFRS 16 restatement			January 1, 2019 as restated
ASSETS
Non-current assets
Intangible assets		1,268						1,268
Property, plant, and equipment		10,041			(1,309	)		8,732
Right-of-use assets		—			37,569			37,569
Other non-current financial assets		1,891						1,891

Total non-current assets		13,199			36,260			49,460
Current assets
Inventories		275						275
Trade receivables		2,971						2,971
Subsidies receivables		17,173						17,173
Other current assets		15,333			(2,139	)		13,194
Current financial assets		388						388
Cash and cash equivalents		451,501						451,501

Total current assets		487,641			(2,139	)		485,502

TOTAL ASSETS		500,840			34,121			534,961

LIABILITIES
Shareholders’ equity
Share capital		2,765						2,765
Premiums related to the share capital		828,525						828,525
Treasury share reserve		—						—
Currency translation adjustment		(16,668	)					(16,668	)
Retained earnings (deficit)		(326,628	)					(326,628	)
Net income (loss)		(78,693	)					(78,693	)

Total shareholders’ equity - Group Share		409,301						409,301
Non-controlling interests		40,970						40,970

Total shareholders’ equity		450,272						450,272
Non-current liabilities
Non-current lease debts		1,018			31,720			32,737
Non-current provisions		2,681			(639	)		2,042

Total non-current liabilities		3,699			31,081			34,779

Current liabilities
Current lease debts		333			3,743			4,076
Trade payables		15,883						15,883
Deferred revenues and contract liabilities		20,754			(299	)		20,454
Current provisions		1,530			(403	)		1,127
Other current liabilities		8,369						8,369

Total current liabilities		46,869			3,041			49,910

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		500,840			34,121			534,961

The rental charges relating to these leases – i.e. $4.0 million for the year ended December 31, 2019 – are replaced with the recognition of an amortization expense of $4.6 million and a financial expense of $2.6 million. The rental charges relating to short-term and

low-value

leases remain classified as leases expenses and are considered not significant.

In the statement of cash flows,

•

rent paid on leases that meet the criteria of IFRS 16 are classified within financing activities as principal portion and interest payment on the lease debt, which was $3.4 million for the year ended December 31, 2019; and

•

short-term lease payments, payments for leases of

low-value

assets and variable lease payments not included in the measurement of the lease liability remain classified within operating activities.

The table below explains the differences between Operating lease commitments disclosed under IAS 17 as of December 31, 2018, discounted using the incremental borrowing rate at the date of initial application, and Lease liabilities recognized in the statement of financial position at the date of initial application.

Operating lease commitments disclosed under IAS 17 as of December 31, 2018 (in thousands):


Sale and lease-back agreement	$	31,668
Facility lease agreements	$	28,230
Total	$	59,898

-Discounting impact & assumption changes	$	(18,966	)
-Facility lease termination	$	(4,220	)
-Other	$	101

Total lease debt	$	36,813

Use of judgment, estimates and assumptions:

The application of IFRS 16 “Leases” requires the Group to make assumptions and estimates in order to determine the value of the

right-of-use

assets and the lease debt, which mainly relates to the incremental borrowing rate for real estate and other lease contracts. The Group also exercises its judgement as to whether or not to qualify renewal options as reasonably certain.

2.3 Currency of the financial statements

The Consolidated Financial Statements are presented in U.S. dollars, which differs from the functional currency of Cellectis, which is the euro.

All financial information (unless indicated otherwise) is presented in thousands of U.S. dollars.

The statements of financial position of consolidated entities having a functional currency different from the U.S. dollar are translated into U.S. dollars at the closing exchange rate (spot exchange rate at the statement of financial position date) and the statements of operations, statements of comprehensive income (loss) and statements of cash flows of such consolidated entities are translated at the average period to date exchange rate. The resulting translation adjustments are included in equity under the caption “Currency Translation Adjustments” in the Consolidated Statements of Changes in Shareholders’ Equity.

2.4 Basis of consolidation

Accounting policy

We control all the legal entities included in the consolidation. An investor controls an investee when the investor is exposed to variable returns from its involvement with the investee, and has the ability to affect those returns through its power over the investee. Control requires power, exposure to variability of returns and a linkage between the two.

To have power, the investor needs to have existing rights that give it the current ability to direct the relevant activities that significantly affect the investee’s returns.

In order to ascertain control, potential voting rights which are substantial are taken into consideration.

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary.

All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full consolidation.

Consolidated entities

For the year ended December 31, 2019, the consolidated group of companies (sometimes referred to as the “Group”) includes Cellectis S.A., Cellectis, Inc., Cellectis Biologics Inc., which was incorporated on January 18, 2019, and Calyxt, Inc.

As of December 31, 2019, Cellectis S.A. owns 100% of Cellectis, Inc., which owns 100% of Cellectis Biologics, Inc., and approximately 68.9% of Calyxt’s outstanding shares of common stock. As of December 31, 2018, Cellectis S.A. owned 100% of Cellectis, Inc. and approximately 69.5% of Calyxt’s outstanding shares of common stock.

Until July 25, 2017, Cellectis S.A. fully owned Calyxt, Inc. On July 25, 2017, Calyxt closed its IPO with $64.4 million in gross proceeds to Calyxt from the sale of 8,050,000 shares at $8 per share, including the full exercise of the underwriter’s over-allotment option and Cellectis’ purchase of $20.0 million of shares in the IPO. On May 22, 2018, Calyxt Inc completed a

follow-on

offering of its common stock. Calyxt Inc sold an aggregate of 4,057,500 shares of common stock at a price of $15.00 per share, including 457,500 shares of common stock pursuant to the exercise of the underwriters’ option to purchase additional shares. In the aggregate, Calyxt Inc received net proceeds from the

follow-on

offering and exercise of the overallotment option of approximately $57.0 million, after deducting underwriting discounts and commissions of $3.2 million and offering expenses totaling approximately $0.7 million. As part of the

follow-on

offering, Cellectis SA purchased 550,000 shares of common stock for a value of $8.3 million, the proceeds of which are included in the net proceeds of approximately $57.0 million.

Non-controlling

interests

Non-controlling

shareholders hold a 31.1% interest in Calyxt Inc. as of December 31, 2019 and a 30.5% interest in Calyxt Inc as of December 31, 2018. These

non-controlling

interests were generated during the initial public offering of Calyxt Inc and a

follow-on

offering as described above, as well as through vesting and exercises of equity awards.

2.5 Foreign currency

Foreign currency transactions and balances

Significant transactions in foreign currencies are translated into the respective functional currencies at the exchange rates effective at the transaction dates, otherwise the average rate of the previous month is used for

non-significant

transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency using the exchange rate effective at the period end date.

The resulting exchange gains or losses are recorded in the consolidated statements of operations in financial gain (loss).

Foreign currency translation

The assets and liabilities of foreign operations having a functional currency different from the euro are translated into euros at the period end exchange rate. The income and expenses of foreign operations are translated into euros using the average exchange rate for the reporting period.

Gains and losses arising from currency translation are recognized in other comprehensive loss.

Consolidated financial statements are then converted into dollars using the method described in Note 2.4.

The difference in effect of exchange rate changes on cash and cash equivalents between the statements of consolidated operations and consolidated cash flows is mainly explained by the following elements:

•

the differential between the average exchange rate and the period end rates applied to the cash flows of the period;

•

the differential between the opening exchange rates and the period end exchanges rate applied on our opening cash and cash equivalents balance denominated in dollars; and

•

the foreign exchange rate impact of the conversion of the financial statements of our US subsidiaries.

2.6 Use of judgment, estimates and assumptions

The preparation of these consolidated financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, including the disclosure of contingent liabilities. Actual amounts may differ from those estimates.

The Group’s exposure to risks and uncertainties is disclosed in Note 8.3: Financial instruments risk management and policies.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the period end date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

•

Revenue recognition – Note 3.1

•

Share-based payments – Note 16

•

Provisions for risks and charges – Note 18

•

Right-of-use

assets – Note 6

Impairment tests

12 Months Ended

Dec. 31, 2019

Impairment tests

Note 4. Impairment tests

Accounting policy

Amortizable intangible assets, depreciable tangible assets and

right-of-use

are tested for impairment when there is an indicator of impairment. Impairment tests involve comparing the carrying amount of cash-generating units with their recoverable amount. The recoverable amount of an asset is the higher of (i) its fair value less costs to sell and (ii) its value in use. If the recoverable amount of any asset is below its carrying amount, an impairment loss is recognized to reduce the carrying amount to the recoverable amount.

Our cash-generating units (“CGUs”) correspond to the operating/reportable segments: Therapeutics and Plants.

Results of impairment test

indicator of impairment has been identified for any intangible or tangible assets in either of the CGUs for the years ended December 31,

2018 or 2019. In 2017, as we had the willingness to discontinue the lease of the facility in Montvale, New Jersey (USA), we recorded a $0.8 million tangible assets impairment.

Intangible Assets - Additional Information (Detail)	12 Months Ended
Intangible Assets - Additional Information (Detail)	Dec. 31, 2019
Computer Software [member] \| Bottom of Range [member]
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	1 year
Computer Software [member] \| Top of Range [member]
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	3 years
Patents [member] \| Top of Range [member]
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	20 years

Share-Based Payments - Summary of Number of Shares Outstanding and Weighted Average Grant Date Fair Value (Detail) - RSU Calyxt 2017 [member] - Calyxt Inc. [member]	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of free shares outstanding, beginning balance	1,051,414	1,373,933
Number of restricted stock units outstanding, granted	100,000	315,825
Number of restricted stock units outstanding, vested	(324,043)	(261,507)
Number of restricted stock units outstanding, cancelled	(13,845)	(376,837)
Number of free shares outstanding, ending balance	813,526	1,051,414
Weighted average grant date fair value, beginning balance		$ 13.29
Weighted average grant date fair Value, granted	$ 12.48	16.68
Weighted average grant date fair value, vested	9.69	14.07
Weighted average grant date fair Value, cancelled	12.72	13.30
Weighted average grant date fair value, ending balance	$ 9.41	$ 14.11

Commitments (Tables)

12 Months Ended

Dec. 31, 2019

Details of commitments


As of December 31, 2019	Total		Less than 1 year		1 - 3 years		3 - 5 years		More than 5 years
	$ in thousands
L ease agreement s		73,181		4,014		18,886		9,764		40,516
License agreements		18,607		1,389		2,778		2,778		11,662
Manufacturing agreements		6,218		6,218		—		—		—
Clinical & R&D agreements		2,086		1,424		662		—		—
Con struction agreements		39,741		39,741		—
Other agreements		50,896		30,851		20,045		—		—

Total contractual obligations		190,728		83,637		42,371		12,542		52,179

Accounting principles (Policies)

12 Months Ended

Dec. 31, 2019

Currency of the financial statements

Basis for preparation

2.1 Basis for preparation

The Consolidated Financial Statements of Cellectis as of and for the year ended December 31, 2019 were approved by our Board of Directors on March 4, 2020.

Our Consolidated Financial Statements are presented in U.S. dollars. See Note 2.4.

accordance

with IFRS as endorsed by the European Union.

The Consolidated Financial Statements have been prepared using the historical cost measurement basis except for certain assets and liabilities that are measured at fair value in accordance with IFRS.

Application of new or amended standards or new amendments

The following pronouncements and related amendments have been adopted by us from January 1, 2019 but had no significant impact on the Consolidated Financial Statements:

•

Amendment to IFRS 9 “Financial Instruments – Prepayment Features with Negative Compensation” (applicable for periods beginning after January 1, 2019)

•

IFRIC 23 “Uncertainty over Income Tax Treatments” (applicable for periods beginning after January 1, 2019)

•

Amendment to IAS 28 “Long-term Interests in Associates and Joint Ventures” (applicable for periods beginning after January 1, 2019)

•

Amendment to IAS 19 “Plan Amendment, Curtailment or Settlement” (applicable for periods beginning after January 1, 2019)

•

Annual Improvements to IFRSs 2015–2017 Cycle (Amendments to IFRS 3, IFRS 11, IAS 12 and IAS 23, applicable for periods beginning after January 1, 2019)

Standards, interpretations and amendments issued but not yet effective

•

Amendments to References to the Conceptual Framework in IFRS Standards (Effective for the accounting periods as of January 1, 2020)

•

Amendment to IFRS 3 “Business Combinations” (Effective for the accounting periods as of January 1, 2020 and not yet adopted by the European Union)

•

IFRS 17 “Insurance Contracts” (applicable for periods beginning after January 1, 2021 and not yet adopted by the European Union)

IFRS16 application

2.2 IFRS16 application

Since January 1, 2019, Cellectis has applied the new standard IFRS 16 “Leases”.

Under this standard, a financial asset and a financial liability are recognized for Group leases that meet the standard’s criteria.

The Group uses the two capitalization exemptions provided by the standard:

•

lease contracts with a duration of less than 12 months

;

and

•

lease contracts for which the underlying asset has a low value, which has been defined by the Group to be below $5,000.

The Group has also applied the following practical expedients at the transition date:

•

exclusion of initial direct costs from the measurement of

the

right-of-use

asset at the date of initial application;

•

accounting for leases for which the lease term ends within 12 months of the date of initial application as short-term leases

i.e. accounting for leases expenses in Profit and loss account; and

•

the carrying amount of the

right-of-use

asset and the lease liability at the date of initial application is the carrying amount of the lease asset and lease liability immediately before the date measured applying IAS 17.

The following discount rates have been applied:

•

The main changes introduced by IFRS 16 are the following:

Capitalization of the

right-of-use

assets for real-estate lease contracts:

For purposes of IFRS 16, the lease term reflects the Group’s reasonable expectation of the period during which the underlying asset will be used.

The discount rate used to calculate the lease debt has been determined, for each portfolio of assets, according to the incremental borrowing rate at the transition date.

right-of-use

asset is adjusted for the amount of the net deferred losses recognized in the statement of financial position immediately before the date of initial application, which was $1.8 million.

Accounting for the other assets leases:

The main lease contracts identified correspond to office and laboratory equipment.


	January 1, 2019 as presented			IFRS 16 restatement			January 1, 2019 as restated
ASSETS
Non-current assets
Intangible assets		1,268						1,268
Property, plant, and equipment		10,041			(1,309	)		8,732
Right-of-use assets		—			37,569			37,569
Other non-current financial assets		1,891						1,891

Total non-current assets		13,199			36,260			49,460
Current assets
Inventories		275						275
Trade receivables		2,971						2,971
Subsidies receivables		17,173						17,173
Other current assets		15,333			(2,139	)		13,194
Current financial assets		388						388
Cash and cash equivalents		451,501						451,501

Total current assets		487,641			(2,139	)		485,502

TOTAL ASSETS		500,840			34,121			534,961

LIABILITIES
Shareholders’ equity
Share capital		2,765						2,765
Premiums related to the share capital		828,525						828,525
Treasury share reserve		—						—
Currency translation adjustment		(16,668	)					(16,668	)
Retained earnings (deficit)		(326,628	)					(326,628	)
Net income (loss)		(78,693	)					(78,693	)

Total shareholders’ equity - Group Share		409,301						409,301
Non-controlling interests		40,970						40,970

Total shareholders’ equity		450,272						450,272
Non-current liabilities
Non-current lease debts		1,018			31,720			32,737
Non-current provisions		2,681			(639	)		2,042

Total non-current liabilities		3,699			31,081			34,779

Current liabilities
Current lease debts		333			3,743			4,076
Trade payables		15,883						15,883
Deferred revenues and contract liabilities		20,754			(299	)		20,454
Current provisions		1,530			(403	)		1,127
Other current liabilities		8,369						8,369

Total current liabilities		46,869			3,041			49,910

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		500,840			34,121			534,961

low-value

leases remain classified as leases expenses and are considered not significant.

In the statement of cash flows,

•

short-term lease payments, payments for leases of

low-value

assets and variable lease payments not included in the measurement of the lease liability remain classified within operating activities.

Operating lease commitments disclosed under IAS 17 as of December 31, 2018 (in thousands):


Sale and lease-back agreement	$	31,668
Facility lease agreements	$	28,230
Total	$	59,898

-Discounting impact & assumption changes	$	(18,966	)
-Facility lease termination	$	(4,220	)
-Other	$	101

Total lease debt	$	36,813

Use of judgment, estimates and assumptions:

The application of IFRS 16 “Leases” requires the Group to make assumptions and estimates in order to determine the value of the

right-of-use

2.3 Currency of the financial statements

The Consolidated Financial Statements are presented in U.S. dollars, which differs from the functional currency of Cellectis, which is the euro.

All financial information (unless indicated otherwise) is presented in thousands of U.S. dollars.

Basis of consolidation

2.4 Basis of consolidation

Accounting policy

To have power, the investor needs to have existing rights that give it the current ability to direct the relevant activities that significantly affect the investee’s returns.

In order to ascertain control, potential voting rights which are substantial are taken into consideration.

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary.

All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full consolidation.

Consolidated entities

follow-on

offering, Cellectis SA purchased 550,000 shares of common stock for a value of $8.3 million, the proceeds of which are included in the net proceeds of approximately $57.0 million.

Non-controlling

interests

Non-controlling

shareholders hold a 31.1% interest in Calyxt Inc. as of December 31, 2019 and a 30.5% interest in Calyxt Inc as of December 31, 2018. These

non-controlling

interests were generated during the initial public offering of Calyxt Inc and a

follow-on

offering as described above, as well as through vesting and exercises of equity awards.

Foreign currency

2.5 Foreign currency

Foreign currency transactions and balances

non-significant

transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency using the exchange rate effective at the period end date.

The resulting exchange gains or losses are recorded in the consolidated statements of operations in financial gain (loss).

Foreign currency translation

Gains and losses arising from currency translation are recognized in other comprehensive loss.

Consolidated financial statements are then converted into dollars using the method described in Note 2.4.

•

the differential between the average exchange rate and the period end rates applied to the cash flows of the period;

•

the differential between the opening exchange rates and the period end exchanges rate applied on our opening cash and cash equivalents balance denominated in dollars; and

•

the foreign exchange rate impact of the conversion of the financial statements of our US subsidiaries.

Use of judgment, estimates and assumptions

2.6 Use of judgment, estimates and assumptions

The Group’s exposure to risks and uncertainties is disclosed in Note 8.3: Financial instruments risk management and policies.

Estimates and assumptions

•

Revenue recognition – Note 3.1

•

Share-based payments – Note 16

•

Provisions for risks and charges – Note 18

•

Right-of-use

assets – Note 6

Revenues and other income

3.1 Revenues and other income

Accounting policies

Collaboration agreements and licenses

Under IFRS 15, “Revenue from contracts with customers”, revenue is recognized when Cellectis satisfies a performance obligation by transferring a distinct good or service (or a distinct bundle of goods and or/ services) to a customer, i.e. when the customer obtains control of these goods or services.

We have entered into certain research and development collaboration agreements that consist of the licensing of rights to technology, research and development programs, research and development cost reimbursements and royalties. We have analyzed the agreements to identify the separate performance obligations.

These collaboration agreements may generate cash flows through

non-refundable

upfront payments related to the licensing of rights to technology and research and development programs, milestone payments research and development cost reimbursements and royalties. Licensing of rights to technology pursuant to

non-cancelable,

non-refundable

fixed and upfront fee arrangements are recognized when such technology is delivered to the

co-contracting

party and our exclusive rights to access the technology have stopped.

Up-front

payments for research and development programs are deferred as a contract liability and recognized when the performance obligation is satisfied, as the customer receives the benefits of the services. When a specific research and development program is put on hold, as agreed by our customer as part of a joint executive committee decision, the revenue recognition continues to be deferred until research and development efforts resume. If the joint decision is to abandon the project, deferred revenue is fully recognized.

Research and development costs reimbursements are recognized on a time and material basis over the length of the specific research and development project.

Milestone payments represent variable consideration, the receipt of which is dependent upon the achievement of certain scientific, regulatory, or commercial milestones. Such payments are considered variable consideration. We recognize milestone payments when it is highly probable that any revenue recognized will not be subsequently reversed. This includes consideration of whether the performance obligation is achieved and may be when the triggering event has occurred, depending on the nature of the triggering event, there are no further contingencies or services to be provided with respect to that event, and the

co-contracting

party has no right to require refund of payment. The triggering event may be scientific results achieved by us or another party to the arrangement, regulatory approvals, or the marketing of products developed under the arrangement.

Royalty revenues arise from our contractual entitlement to receive a percentage of product sales achieved by

co-contracting

parties under our license arrangements. As we have no products approved for sale, we have not received any royalty revenue to date. Royalty revenues, if earned, will be recognized at the later of when (1) the subsequent sale or usage occurs; and (2) the performance obligation to which the sales-based or usage-based royalties relates has been satisfied.

In addition, we license our technology to other third parties and revenues are recognized ratably over the period of the license agreements.

Sales of products and services

Revenues on sales of products are recognized once the control over the delivered products is transferred to the customer. Sales include shipping and handling charges if billed to the customer and are reported net of trade promotion and other costs, including estimated allowances for returns, unsalable product and prompt pay discounts. Sales, use, value-added and other excise taxes are not recognized in revenue. Trade promotions are recorded based on estimated participation and performance levels for offered programs at the time of sale. We generally do not allow a right of return.

We also offer research services, which revenue is recognized over time, as the customer receives the benefits of the services.

Research Tax Credit

The main Research Tax Credit from which we benefit is the

Crédit d’Impôt Recherche,

or “CIR”, which is granted to entities by the French tax authorities in order to encourage them to conduct technical and scientific research. Entities that demonstrate that their research expenditures meet the required CIR criteria receive a tax credit that may be used for the payment of their income tax due for the fiscal year in which the expenditures were incurred, as well as in the next three years. If taxes due are not sufficient to cover the full amount of tax credit at the end of the three-year period, the difference is repaid in cash to the entity by the authorities. If a company meets certain criteria in terms of sales, headcount or assets to be considered a small/middle size company, immediate payment of the Research Tax Credit can be requested. Cellectis S.A. meets such criteria.

We apply for CIR for research expenditures incurred in each fiscal year and recognize the amount claimed in the line item “Other income” in the same fiscal year. Research tax credit is subject to audit of tax authorities. When tax authorities’ payment related to CIR is late, default interests are applied and are recognized in “other income”.

Operating expenses

3.2 Operating expenses

Accounting policies

Prior to 2019, cost of goods sold represented immaterial costs associated with Calyxt’s

out-licensing

activities. Costs Calyxt incurred associated with the purchasing, storing transporting and processing grain, net of proceeds of seed sales (Grain Costs), were expensed to R&D. Beginning in the first quarter of 2019, Calyxt began to capitalize all grain and seed costs into inventory. Grain and risk management costs, net of the benefit from Calyxt’s seed activity, are capitalized to inventory and relieved to cost of goods sold as the high oleic soybean oil and soybean meal is sold. Any valuation adjustments to inventory are recognized as incurred. Cost of goods sold also includes crush and refining losses that are expensed as incurred since they do not add to the value of the finished products.

Royalty expenses correspond to costs from license agreements that we entered into to obtain access to technology that we use in our product development efforts. Depending on the contractual provisions, expenses are based either on a percentage of revenue generated by using the patents based on fixed annual royalties or conditioned by milestones.

Research and development expenses include employee-related costs, laboratory consumables, materials supplies and facility costs, as well as fees paid to

non-employees

and entities to conduct research and development activities on our behalf. They also include expenses associated with obtaining patents. The costs associated with manufacturing of product candidates are recorded depending on the use of the material. If products are not intended to be used in clinical studies, we recognize the expense when the product is delivered. If they are intended to be used for clinical studies, the expense is recognized when the certificate of compliance is obtained.

Selling, general and administrative expenses consist primarily of employee-related expenses for executive, business development, intellectual property, finance, legal and human resource functions. Administrative expenses also include facility-related costs and service fees, other professional services, recruiting fees and expenses associated with maintaining patents.

We classify a portion of personnel and other costs related to information technology, human resources, business development, legal, intellectual property and general management in research and development expenses based on the time that each employee or person spent contributing to research and development activities versus sales, general and administrative activities.

Financial income and expenses

3.3 Financial income and expenses

Accounting policies

Financial income and financial expense include, in particular, the following:

•

Interest income from savings accounts and fixed term bank deposits;

•

Interest expense from leases;

•

Foreign exchange gain (loss) from transactions in foreign currencies; and

•

Other financial income and expenses, mainly derived from fair value adjustments related to our financial assets and derivative instruments.

Income tax

3.4 Income tax

Accounting policies

Income tax (expense or income) comprises current tax expense (income) and deferred tax expense (income).

Deferred taxes are recognized for all the temporary differences arising from the difference between the tax basis and the accounting basis of assets and liabilities. Tax losses that can be carried forward or backward may also be recognized as deferred tax assets. Tax rates that have been enacted as of the closing date are utilized to determine deferred tax. Deferred tax assets are recognized only to the extent that it is likely that future profits will be sufficient to recover them. We have not recorded deferred tax assets or liabilities in the statements of financial position.

Reportable segments

3.5 Reportable segments

Accounting policies

Reportable segments are identified as components of the Group that have discrete financial information available for evaluation by the Chief Operating Decision Maker (“CODM”), for purposes of performance assessment and resource allocation.

Cellectis’ CODM is composed of:

•

The Chairman and Chief Executive Officer;

•

The Chief Operating Officer (through July 24, 2019);

•

The Executive Vice President Technical Operation (beginning July 22, 2019);

•

The Executive Vice President Strategic Initiatives;

•

The Executive Vice President Global Quality (beginning July 22, 2019);

•

The Chief Scientific Officer;

•

The Chief Financial Officer;

•

The General Counsel;

•

The VP Corporate Development (beginning November, 2019); and

•

The Chief Regulatory & Compliance Officer.

We view our operations and manage our business in two operating and reportable segments that are engaged in the following activities:

•

Therapeutics:

This segment is focused on the development (i) of products in the field of immuno-oncology and (ii) of novel therapies outside immuno-oncology to treat other human diseases. This approach is based on our gene editing and Chimeric Antigen Receptors (“CARs”) technologies. All these activities are supported by Cellectis S.A., Cellectis, Inc. and Cellectis Biologics Inc. The operations of Cellectis S.A., the parent company, are presented entirely in the Therapeutics segment which also comprises research and development, management and support functions.

•

Plants:

This segment is focused on the development of products focused on delivering plant-based solutions that are helathy and sustainable. It corresponds to the activity of our U.S.-based majority-owned subsidiary, Calyxt, Inc., which is currently based in Roseville, Minnesota.

There are inter-segment transactions between the two reportable segments, including allocation of corporate general and administrative expenses by Cellectis S.A. and allocation of research and development expenses to the reportable segments.

With respect to corporate general and administrative expenses, Cellectis S.A. has provided Calyxt, Inc. with general sales and administrative functions, accounting and finance functions, investor relations, intellectual property, legal advice, human resources, communication and information technology under a Management Services Agreement. As of December 31, 2019, Calyxt has internalized nearly all of the services previously provided by Cellectis under this agreement. Under the Management Services Agreement, Cellectis S.A. charges Calyxt, Inc. in euros at cost plus a

mark-up

ranging between zero to 10%, depending on the nature of the service. Amounts due to Cellectis S.A. pursuant to inter-segment transactions bear interest at a rate of the

12-month

Euribor plus 5% per annum.

The intersegment revenues represent the transactions between segments. Intra-segment transactions are eliminated within a segment’s results and intersegment transactions are eliminated in consolidation as well as in key performance indicators by reportable segment.

Information related to each reportable segment is set out below. Segment revenues and other income, Research and development expenses, Selling, general and administrative expenses, and Cost of revenue and other operating income and expenses, and Adjusted net income (loss) attributable to shareholders of Cellectis (which does not include

non-cash

stock-based compensation expense) are used by the CODM for purposes of making decisions about allocating resources to the segments and assessing their performance. The CODM does not review any asset or liability information by segment or by region.

Adjusted Net Income (Loss) attributable to shareholders of Cellectis S.A. is not a measure calculated in accordance with IFRS. Because Adjusted Net Income (Loss) attributable to shareholders of Cellectis excludes

Non-cash

stock based compensation expense—a

non-cash

expense, our management believes that this financial measure, when considered together with our IFRS financial statements, can enhance an overall understanding of Cellectis’ financial performance. Moreover, our management views the Company’s operations, and manages its business, based, in part, on this financial measure.

The net income (loss) includes the impact of the operations between segments while the intra-segment operations are eliminated.

Impairment tests

Accounting policy

Amortizable intangible assets, depreciable tangible assets and

right-of-use

Our cash-generating units (“CGUs”) correspond to the operating/reportable segments: Therapeutics and Plants.

Property, plant and equipment

Accounting policy

Capitalization of development expenses

In accordance with IAS 38

Intangible Assets

, development expenses are recorded as intangible assets only if all the following criteria are met:

•

technical feasibility necessary for the completion of the development project;

•

intention on our part to complete the project and to utilize it;

•

capacity to utilize the intangible asset;

•

proof of the probability of future economic benefits associated with the asset;

•

availability of the technical, financial, and other resources for completing the project; and

•

reliable evaluation of the development expenses.

Other intangible assets

The other intangible assets we acquired with definite useful lives are recognized at cost less accumulated amortization and impairment. Amortization expense is recorded on a straight-line basis over the estimated useful lives of the intangible assets, in the line Research and Development expenses or Selling, general and administrative expenses of the Statement of Consolidated Operations, depending on the use of the related asset.

The estimated useful lives are as follows:

•

Software: from

year to

years;

•

Patents: amortized from acquisition until legal protection expires, maximum of

years.

Accounting policy

The estimated useful lives are as follows:

•

Buildings and other outside

improvements 10-20

years

•

Leasehold

improvements 5-10

years

•

Office furniture 10 years

•

Laboratory

equipment 3-10

years

•

Office equipment 5 years

•

IT equipment 3 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted, if appropriate.

“non-current

financial debt” and “current financial debt.”

Financial assets and liabilities

.1 Accounting principles

Financial assets

Under IFRS 9, Cellectis holds either:

•

financial assets measured at amortized cost or;

•

financial assets measured at fair value through profit or loss.

Non-current

financial assets are recorded at the amortized cost and correspond to security deposits mainly relating to our facilities rents.

Current financial assets correspond to investments and are recorded at fair value through profit and loss, which is the nominal value of the investment adjusted with the daily

mark-to-market

value and also restricted cash.

Receivables are classified as current assets, except for those with a maturity exceeding 12 months after the reporting date.

Financial liabilities

The application of IFRS 9 has no impact on the Cellectis’ accounting policy regarding financial liabilities.

Financial liabilities include trade and other payables, finance leases and conditional advances.

We initially recognize financial liabilities on the transaction date, which is the date that we become a party to the contractual provisions of the instrument.

We derecognize financial liabilities when our contractual obligations are discharged, canceled or expire.

Accounting policy

Caly

t's

high oleic soybean oil and soybean meal in the three months ended March 31, 2019, all Grain Costs were expensed as R&D.

Description of inventories

As of December 31, 2018, inventories consisted of $0.3 million of raw materials and laboratory consumables (representing pharmaceutical and chemical products).

No provision for impairment has been recorded as of December 31, 2019 and 2018.

.1 Current financial assets

Accounting policies

Current financial assets include current restricted cash and other current financial assets.

As of December 31, 2019, restricted cash consists of:

deposit to secure commitment to supplier regarding the manufacturing facility construction for $

million classified as short-term restricted cash,

ii.

deposits to secure a Calyxt furniture and equipment sale-leaseback for $

1.5

million of which $

0.4

million are classified as short-term restricted cash.

Financial assets are measured at fair value through profit or loss in accordance with IAS 39 include the following:

•

Financial assets including embedded derivatives for which Cellectis elected to designate at fair value through profit or loss;

•

Financial assets managed on a fair value basis; and

•

Derivative instruments that are not documented in hedging relationships.

.2 Cash and cash equivalents

Accounting policy

Share capital issued

Accounting policy

Share capital comprises ordinary shares and shares with double voting rights classified in equity. Costs directly attributable to the issue of ordinary shares or share options are recognized as a reduction in equity. Repurchased own shares are classified as treasury shares and deducted from equity.

Earnings per share

Accounting policy

Provisions

Accounting policy

The amount recognized as a provision is the best estimate of the expenditure required to settle the present obligation at the reporting date.

Provisions for retirement and other benefits

Our defined benefit obligations, and their cost, are determined using the projected unit credit method.

The method consists in measuring the obligation based on a projected

end-of-career

salary and vested rights at the measurement date, according to the provisions of the collective bargaining agreement, corporate agreements and applicable law.

Actuarial gains or losses are recognized in the statement of comprehensive loss for the year in which they occur.

Commitments

Accounting policy

Information Concerning the Group's Consolidated Operations - Summary of Key Performance Indicators by Reportable Segments (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

$ 15,190

^[1]

$ 12,731

$ 25,188

External revenues and other income

7,800

^[1]

8,701

8,528

22,990

^[1]

21,432

33,715

(11,392)

^[1]

(2,739)

(2,620)

(92,042)

^[1]

(76,567)

(79,227)

Other operating income and expenses

(43,017)

^[1]

(47,248)

(44,750)

(91)

232

Operating income (loss) before tax

(146,542)

^[1]

(126,523)

(126,366)

(123,552)

^[1]

(105,091)

(92,650)

Income (loss) from continuing operations

8,340

^[1]

16,758

(11,032)

(115,212)

(88,333)

(103,683)

Non controlling interests

(13,121)

^[1]

(9,640)

(4,315)

Net income (loss) attributable to shareholders of Cellectis

(102,091)

^[1]

(78,693)

(99,368)

Adjustment of share-based compensation attributable to shareholders of Cellectis

23,242

34,563

48,925

Adjusted net income (loss) attributable to shareholders of Cellectis

(78,849)

(44,130)

(50,442)

Depreciation and amortization

(6,875)

(2,377)

(3,371)

Additions to tangible and intangible assets

17,666

4,911

2,642

Research and Development [member]

Adjustment of share-based compensation attributable to shareholders of Cellectis

11,629

17,689

23,590

Selling, General and Administration [member]

Adjustment of share-based compensation attributable to shareholders of Cellectis

11,613

16,873

25,335

Plants [member]

External revenues and other income

7,294

414

747

(9,275)

(595)

(390)

(12,390)

(8,638)

(6,057)

Other operating income and expenses

(26,090)

(21,067)

(13,143)

(50)

Operating income (loss) before tax

(47,730)

(30,351)

(19,584)

(40,436)

(29,937)

(18,837)

Income (loss) from continuing operations

294

1,420

(40,142)

(28,517)

(18,837)

Non controlling interests

(13,121)

(9,640)

(4,315)

Net income (loss) attributable to shareholders of Cellectis

(27,021)

(18,877)

(14,522)

Adjustment of share-based compensation attributable to shareholders of Cellectis

8,292

6,056

5,957

Adjusted net income (loss) attributable to shareholders of Cellectis

(18,729)

(12,821)

(8,565)

Depreciation and amortization

(1,233)

(637)

(551)

Additions to tangible and intangible assets

2,998

1,871

792

Plants [member] | Research and Development [member]

Adjustment of share-based compensation attributable to shareholders of Cellectis

1,619

838

967

Plants [member] | Selling, General and Administration [member]

Adjustment of share-based compensation attributable to shareholders of Cellectis

6,673

5,218

4,990

Therapeutics [member]

External revenues and other income

15,696

21,018

32,969

(2,117)

(2,144)

(2,230)

(79,652)

(67,929)

(73,170)

Other operating income and expenses

(16,927)

(26,180)

(31,607)

(116)

225

Operating income (loss) before tax

(98,812)

(96,172)

(106,782)

(83,116)

(75,154)

(73,813)

Income (loss) from continuing operations

8,045

15,339

(11,032)

(75,071)

(59,816)

(84,846)

Non controlling interests

Net income (loss) attributable to shareholders of Cellectis

(75,071)

(59,816)

(84,846)

Adjustment of share-based compensation attributable to shareholders of Cellectis

14,950

28,507

42,968

Adjusted net income (loss) attributable to shareholders of Cellectis

(60,121)

(31,309)

(41,877)

Depreciation and amortization

(5,642)

(1,740)

(2,820)

Additions to tangible and intangible assets

14,668

3,040

1,849

Therapeutics [member] | Research and Development [member]

Adjustment of share-based compensation attributable to shareholders of Cellectis

10,010

16,852

22,623

Therapeutics [member] | Selling, General and Administration [member]

Adjustment of share-based compensation attributable to shareholders of Cellectis

4,940

11,655

20,345

Operating Segments [member]

Operating Segments [member] | Plants [member]

15,190

12,731

25,188

Operating Segments [member] | Therapeutics [member]

7,294

236

508

Inter-segment Revenues [member]

7,896

12,495

24,680

Inter-segment Revenues [member] | Plants [member]

7,800

8,701

8,528

Inter-segment Revenues [member] | Therapeutics [member]

178

239

Assets Under Construction [member]

7,800

$ 8,523

8,290

Impairment of tangible assets

(798)

Assets Under Construction [member] | Plants [member]

Impairment of tangible assets

Assets Under Construction [member] | Therapeutics [member]

Impairment of tangible assets

$ 0

$ (798)

[1]

Related parties

12 Months Ended

Dec. 31, 2019

Related parties

Note

. Related parties

Key management personnel remuneration

Key management personnel include members of the Board of Directors and the CODM as of December 31, 2019, as described in Note 3.5.

Short-term employee benefits paid to key management personnel totaled to $3.6 million in the fiscal year 2017, $4.4 million in the fiscal year 2018 and $5.2 million in the fiscal year 2019.

On September 4, 2014, the Board of Directors adopted a change of control plan which applies to the members of the CODM. This plan defines the conditions under which a severance package will be paid after a change of control of our company. Key management personnel employment agreements include a termination indemnity or additional post-employment compensation.

Key management personnel received an aggregate of 602.000 securities in share-based remuneration (free shares and stock options) over the year ended December 31, 2019. The associated

non-cash

stock-based compensation expense of $2.5 million was recognized for 2019.

Other transactions with related parties

Mr. Godard, a member of the Board of Directors, entered into

two

service agreements with us and provided consultancy services in the area of (i) global development strategy and (ii) specific development of agricultural biotechnology activities. Compensation paid for those services in the years ended December 31, 2017, 2018 and 2019 amounted to $38 thousand, $70 thousand and $71 thousand respectively. No balances were outstanding at the end of each fiscal year. As of December 31, 2019, Mr. Godard held 220,175

non-employee

warrants that could be exercised to obtain 50,000 shares at a strike price of €38.45, 50,000 shares at a strike price of €28.01 for 50,000 warrants, 40,175 shares at a strike price of €27.37 for 40,175 warrants, 40,000 shares at a strike price of €18.68 for 40,000 warrants and 40,000 shares at a strike price of €24.34 for 40,000 warrants.

Provisions - Summary of Provisions for Termination Benefits (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

$ 4,211

$ 4,858

Amounts used during the period

4,323

1,003

(2,099)

(888)

Pension, Reversals

(92)

(577)

OCI

253

(186)

Non current provisions beginning balance

6,598

4,211

2,681

3,430

Non current provisions additions

314

Non current provisions Amounts used during period

(888)

Non current provisions OCI

263

(175)

Non current provisions Ending balance

2,855

2,681

Current provisions beginning balance

1,528

1,427

Current provisions additions

4,009

688

Current provisions Amounts used during period

(2,099)

Current provisions Reversals

(92)

(577)

Current provisions OCI

(10)

(11)

Current provisions Ending balance

3,743

1,528

Restated [member]

3,169

Non current provisions beginning balance

3,169

2,278

Non current provisions Ending balance

2,278

Current provisions beginning balance

891

Current provisions Ending balance

891

Reclassification [member]

1,043

Current provisions beginning balance

1,043

1,043

Current provisions Ending balance

1,043

Pension [member]

Pension, Amounts used during the period

2,278

2,193

Pension, Additions

314

(54)

OCI

263

(175)

Pension [member] | Restated [member]

2,855

2,278

2,278

Loss on Contract [member]

2,278

Loss on contract, Beginning balance

1,043

1,876

Loss on contract, Additions

^[1]

690

Loss on contract, Amounts used during the period

(1,461)

^[1]

(834)

Loss on contract, OCI

Loss on contract, Ending balance

272

^[1]

1,043

Loss on Contract [member] | Reclassification [member]

Loss on contract, Beginning balance

^[1]

1,043

Loss on contract, Ending balance

^[1]

1,043

Employee Litigation and Severance [member]

Employee litigation and severance, Beginning balance

700

Employee litigation and severance, Additions

715

Employee litigation and severance, Amounts used during the period

(43)

Employee litigation and severance, Reversals

(75)

(1)

Employee litigation and severance, OCI

(2)

Employee litigation and severance, Ending balance

Employee Litigation and Severance [member] | Restated [member]

Employee litigation and severance, Beginning balance

Employee litigation and severance, Ending balance

Commercial litigation [member]

Commercial litigation, Beginning balance

600

850

782

Commercial litigation, Additions

2,604

646

Commercial litigation, Amounts used during the period

(595)

Commercial litigation, Reversals

(17)

(570)

Commercial litigation, OCI

(11)

(8)

Commercial litigation, Ending balance

2,832

850

Commercial litigation [member] | Restated [member]

Commercial litigation, Beginning balance

$ 850

Commercial litigation, Ending balance

850

Redundancy Plan [member]

Redundancy plan, Beginning balance

Redundancy plan, Reversals

(6)

Redundancy plan, OCI

$ (1)

[1]

Statements of Changes in Consolidated Shareholders' Equity - USD ($)
$ in Thousands

Total

Share Capital Ordinary Shares [member]

Premiums Related to Share Capital [member]

Treasury Shares [member]

Currency Translation Adjustment [member]

Retained Earnings (Deficit) [member]

Income (Loss) [member]

Attributable to Shareholders of Cellectis [member]

Non controlling Interests [member]

Beginning balance at Dec. 31, 2016

^[1],[2]

$ 272,984

$ 2,332

$ 568,185

$ (416)

$ (22,085)

$ (209,651)

$ (67,255)

$ 271,109

$ 1,876

Beginning balance, shares at Dec. 31, 2016

^[1],[2]

35,335,060

Other comprehensive income (loss)

Net Loss

(103,683)

(99,368)

(4,315)

22,997

23,920

(515)

23,405

(408)

Allocation of prior period loss

(80,686)

23,920

(515)

(99,368)

(75,963)

(4,723)

(67,255)

67,255

Transaction with subsidiaries

$ 26

(26)

Capital Increase, Shares

466,950

^[3]

38,257

23,747

14,510

Treasury shares

120

Exercise of share warrants and employee warrants

2,930

2,921

2,930

Exercise of share warrants and employee warrants, amount

$ 9

Exercise of share warrants and employee warrants, shares

158,052

Balance at end of year at Dec. 31, 2017

(38)

(37)

(1)

(38)

^[1],[2]

283,986

$ 2,367

614,037

(297)

1,835

(253,702)

(99,368)

264,873

19,113

Ending balance, shares at Dec. 31, 2017

^[1],[2]

35,960,062

Non-cash stock-based compensation expense

50,418

42,968

7,450

Net Loss

(88,333)

(78,693)

(9,640)

Other comprehensive income (loss)

(19,122)

(18,502)

(18,432)

(690)

Allocation of prior period loss

(107,455)

(18,502)

(78,693)

(97,125)

(10,330)

(99,368)

99,368

Transaction with subsidiaries

178,611

$ 379

178,230

178,611

Capital Increase, Shares

6,146,000

^[4]

49,942

26,454

23,488

Treasury shares

239

$ 297

(58)

239

Exercise of share warrants and employee warrants

7,770

7,751

7,770

Exercise of share warrants and employee warrants, amount

$ 19

Exercise of share warrants and employee warrants, shares

324,007

Balance at end of year at Dec. 31, 2018

(40)

(28)

(12)

^[1]

450,272

$ 2,765

828,525

(16,668)

(326,628)

(78,693)

409,301

40,970

Ending balance, shares at Dec. 31, 2018

^[1]

42,430,069

Non-cash stock-based compensation expense

37,218

28,507

8,711

Net Loss

(115,212)

^[5]

(102,091)

(13,121)

Other comprehensive income (loss)

(6,000)

(5,972)

(292)

(6,265)

265

Allocation of prior period loss

(121,212)

(5,972)

(292)

(102,091)

(108,356)

(12,856)

(78,693)

78,693

Transaction with subsidiaries

$ 2

(2)

Capital Increase, Shares

35,600

^[4]

(469)

(773)

304

Exercise of share warrants and employee warrants, amount

$ 0

Balance at end of year at Dec. 31, 2019

(2)

355,470

^[5]

$ 2,767

843,478

$ (22,641)

$ (406,390)

$ (102,091)

315,123

40,347

Ending balance, shares at Dec. 31, 2019

42,465,669

Non-cash stock-based compensation expense

$ 26,879

$ 14,951

$ 14,950

$ 11,929

[1]	Corresponds to the impact of Calyxt stock options exercises during the period.
[2]	Reflects the application of IFRS15 with effect from January 1, 2018 using the full retrospective method.
[3]	Net proceeds to Calyxt from the Calyxt IPO of $58.0 million after deduction of $3.1 million of underwriting discounts and commissions and $3.3 million of other offering expenses. Equity of Calyxt attributable to non-controlling interests of 20.3% was $11.8 million and equity of Calyxt attributable to Cellectis of 79.3% is $26.4 million (after consideration of Cellectis’ investment in shares of Calyxt issued as part of the Calyxt IPO for a purchase price of $20 million).
[4]	On May 22, 2018, Calyxt Inc completed a follow-on offering of its common stock. Calyxt Inc sold an aggregate of 4,057,500 shares of common stock at a price of $15.00 per share, including 457,500 shares of common stock pursuant to the exercise of the underwriters’ option to purchase additional shares. In the aggregate, Calyxt Inc received net proceeds from the follow-on offering and exercise of the overallotment option of approximately $57.0 million, after deducting underwriting discounts and commissions of $3.2 million and offering expenses totaling approximately $0.7 million. As part of the follow-on offering, Cellectis SA purchased 550,000 shares of common stock for a value of $8.3 million. Transaction with subsidiaries also includes the exercise of 592,342 Calyxt stock options during the period for $2.4 million, partially offset by Cellectis’ purchase on June 14, 2018 of 63,175 shares of Calyxt common stock from employees and nonemployees of Calyxt and Cellectis at a price of $19.49 per share (the closing price reported on the Nasdaq Global Market on June 14, 2018) for $1.2 million.
[5]	The 2019 Consolidated Financial Statements have been prepared according to the new IFRS 16 “Leases” standard with a new “right-of-use assets” category and a resulting significant increase of “lease debts” compared to the previous period (see note 2.2 for discussion of the application of IFRS 16 “Leases” from January 1, 2019 under the modified retrospective transition method). Prior periods have not been restated for the adoption.

Deferred revenues and contract liabilities (Tables)

12 Months Ended

Dec. 31, 2019

Details of Deferred Revenues and Contract Liabilities

Details of deferred revenues and deferred income


	As of December 31, 2018		As of December 31, 2019
	$ in thousands
Deferred revenues and c ontract liab ilities		20,454		20,033
Others		299		—

Total Deferred revenue and contract liabilities		20,754		20,033

Intangible assets (Tables)

12 Months Ended

Dec. 31, 2019

Details Information About Intangible Assets

Details of intangible assets


$ in thousands	Software and Patents			Assets under construction			Total
Net book value as of January 1, 2017		924			419			1,343

Change in scope		—			—			—
Additions to intangible assets		6			135			141
Depreciation expense		(231	)		—			(231	)
Translation adjustments		112			66			178

Net book value as of December 31, 2017		811			619			1,431

Gross value at end of period		2,571			517			3,190
Accumulated depreciation and impairment at end of period		(1,759	)		—			(1,759	)
Net book value as of January 1, 2018		811			619			1,431

Change in scope		—			—			—
Additions to intangible assets		14			103			117
Disposal of intangible assets		(7	)		—			(7	)
Reclassification		6			—			6
Depreciation expense		(217	)		—			(217	)
Translation adjustments		(30	)		(31	)		(61	)

Net book value as of December 31, 2018		577			691			1,268

Gross value at end of period		2,454			691			3,146
Accumulated depreciation and impairment at end of period		(1,878	)		—			(1,878	)
Net book value as of January 1, 2019		577			691			1,268

Change in scope		—			—			—
Additions to intangible assets		84			(2	)		82
Disposal of intangible assets		(50	)		—			(50	)
Reclassification		6			—			6
Depreciation expense		(174	)		—			(174	)
Translation adjustments		(12	)		(12	)		(24	)

Net book value as of December 31, 2019		431			677			1,108

Gross value at end of period		2,448			677			3,125
Accumulated depreciation and impairment at end of period		(2,017	)		—			(2,017	)

Share-based Payments - Additional Information (Detail) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($) shares	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Disclosure of terms and conditions of share-based payment arrangement [line items]
Expected dividend yield		0.00%
Vesting period, years	4 years
Stock option expire, years	10 years
Share based arrangement number of other equity instruments granted \| shares	1,707,800
Calyxt Inc. [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share-based compensation expense	$ 4.4	$ 3.3	$ 5.2
Stock options [member] \| Calyxt Inc. [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Stock option expire, years	10 years
Expected dividend yield type description		U.S. Treasury zero-coupon yield
Performance Stock Unit [Member] \| Calyxt Inc. [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share based arrangement number of other equity instruments granted \| shares	311,667
Share based payment expense	$ 0.2
Performance Stock Unit [Member] \| Calyxt Inc. [member] \| Bottom of range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share Based Payment Arrangement Percentage Payout	0.00%
Performance Stock Unit [Member] \| Calyxt Inc. [member] \| Top of range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share Based Payment Arrangement Percentage Payout	120.00%
Performance Stock Unit [Member] \| Calyxt Inc. [member] \| Performance Period [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share Based Arrangement Service Period	3 years
Performance Stock Unit [Member] \| Calyxt Inc. [member] \| Restricted Period [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share Based Arrangement Service Period	2 years
Stock options [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share-based compensation expense	$ 13.4	$ 26.0	36.8
Stock options [member] \| Calyxt Inc. [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share-based compensation expense	6.8	$ 3.2	3.8
Vesting period of warrants		6 years
Warrants [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share-based compensation expense	0.9	$ 2.3	3.5
S A free shares [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share-based compensation expense	0.7	$ 0.2	$ 2.6
Vesting description		The free shares granted prior to 2018 are subject to a two-year vesting period for French employees and four years for foreign citizens. The free shares granted in 2018 are subject to a one-year vesting period for French employees and two-years for foreign citizens.
Dividend yield		0.00%
S A free shares [member] \| French employees [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Vesting period, years		1 year	2 years
S A free shares [member] \| Foreign citizens [Member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Vesting period, years		2 years	4 years
RSU Calyxt 2017 [member] \| Calyxt Inc. [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Share-based compensation expense	$ 4.9	$ 5.5	$ 4.7
Vesting description	Restricted stock units generally vest and become unrestricted over five years after the date of grant.

Share-based payments (Tables)

12 Months Ended

Dec. 31, 2019

Warrants [member]

Summary of assumptions Weighted-average Fair Values of Warrants Granted and Assumptions Used for Black-Scholes Option Pricing Model

Information on warrants activity follows:


	Warrants Exercisable		Weighted- Average Exercise Price Per Share		Warrants Outstanding			Weighted- Average Exercise Price Per Share		Remaining Average Useful Life
Balance as of December 31, 201 7		469,436		28.80 €		1,100,969			27.23 €		8.2y
Granted						0			0.00 €
Exercised						(1,867	)		6.16 €
Forfeited or Expired						(180,175	)		29.95 €

Balance as of December 31, 201 8		687,252		27.74 €		918,927			26.74 €		7.2y
Granted						0			0.00 €
Exercised						0			0.00 €
Forfeited or Expired						0			0.00 €

Balance as of December 31, 201 9		852,260		35.35 €		918,927			35.12 €		6.9y

The weighted-average fair values of warrants granted and the assumptions used for the Black-Scholes option pricing model were as follows:


	2016	2017
Weighted-Average fair values of warrants granted	9.33€	13.20€
Assumptions:
Risk-free interest rate	0.00% - 0.04%	0.12%
Share entitlement per options	1	1
Exercise price	18.68€ - 27.37€	24.34€

Grant date share fair value	16.42€ - 22.48€	24.95€

Expected volatility	62.8% - 63.1%	64.7%
Expected term (in years)	6.00	6.00
Vesting conditions	Service	Service
Vesting period	Graded	Graded

S A free shares [member]

Summary of Number of Shares Outstanding and Weighted Average Grant Date Fair Value

Information on free shares activity follows:


	Number of Free shares Outstanding			Weighted- Average Grant Date Fair Value
Unvested balance at December 31, 2017		15,600			28.17 €
Granted		56,000			17.37 €
Vested		0			0.00 €
Cancelled		0			0.00 €

Unvested balance at December 31, 2018		71,600			27.37 €
Granted		57,000			13.04 €
Vested		(35,600	)		25.74 €
Cancelled		(26,000	)		21.65 €

Unvested balance at December 31, 2019		67,000			13.98 €

Stock options [member]

Summary of assumptions Vesting Details

Information on stock option activity follows:


	Options Exercisable		Weighted- Average Exercise Price Per Share		Options Outstanding			Weighted- Average Exercise Price Per Share		Remaining Average Useful Life
Balance as of December 31, 201 7		3,822,772		28.02 €		9,332,604			25.17 €		8.3y
Granted						140,000			22.96 €
Exercised						(319,568	)		19.72 €
Forfeited or Expired						(174,930	)		23.68 €
Balance as of December 31, 201 8		5,644,044		27.47 €		8,978,106			25.36 €		7.3y
Granted						1,650,800			17.90 €
Exercised						—			—
Forfeited or Expired						(956,524	)		24.01 €
Balance as of December 31, 201 9		6,922,172		26.30 €		9,672,382			24.22 €		6.8y

The weighted-average fair values of stock options granted and the assumptions used for the Black-Scholes option pricing model were as follows:


	201 7	201 8	201 9

Weighted-Average fair values of stock options granted	14.30 €	8.84€	10.19€
Assumptions:
Risk-free interest rate	0.03%	0.13% - 0.21%	-0.38% - 0.09%
Share entitlement per options	1	1	1
Exercise price	22.57€	18.37€ - 24.80€	11.06€ - 18.25€
Grant date share fair value	24.01€	16€ - 17.78€	11.32€ - 17.80€
Expected volatility	65.6%	63.3% - 63.4%	60.0% - 66.6%
Expected term (in years)	6.12	6.25	5.78 - 6.25
Vesting conditions	Service	Service	Service
Vesting period	Graded	Graded	Graded

Stock options [member] | Calyxt Inc. [member]

Summary of assumptions Vesting Details

Information on stock option activity follows:


	Options Exercisable		Weighted- Average Exercise Price Per Share		Options Outstanding			Weighted- Average Exercise Price Per Share		Remaining Average Useful Life
Balance as of December 31, 2017		1,244,968	$	5.20		3,883,432		$	9.16		8.8y
Granted						554,243		$	16.69
Exercised						(592,342	)	$	4.43
Forfeited or Expired						(643,446	)	$	12.52

Balance as of December 31, 2018		1,278,038	$	7.45		3,201,887		$	10.67		8.2y
Granted						1,590,000		$	13.80
Exercised						(95,327	)	$	3.61
Forfeited or Expired						(227,696	)	$	14.68
Other activity						12,495		$	13.29

Balance as of December 31, 2019		1,789,567	$	8.73		4,481,359		$	11.73		6.8y

The estimated fair values of stock options granted and the assumptions used for the Black-Scholes option pricing model were as follows:


	2017	2018	2019
Weighted-Average fair values of stock options granted	$4.00	$9.09	$10.21
Assumptions:
Risk-free interest rate	1.96%	2.45% - 2.89%	1.7% - 2.5%
Share entitlement per options	1	1	1
Exercise price	$13.29	$14.24 - $23.39	$4.05 - $15.39
Grant date share fair value	$13.29	$14.24 - $23.39	$4.05 - $15.39
Expected volatility	25%	40.86% - 57.22%	52.6% - 78.9%
Expected term (in years)	6.6	5.6 - 10.0	6.8 - 10.0
Vesting conditions	Service	Service	Service
Vesting period	Graded	Graded	Graded

Restricted Stock Unit [Member] | Calyxt Inc. [member]

Performance Stock Unit [Member] | Calyxt Inc. [member]

Information on restricted stock unit activity follows:


	Number of Restricted Stock Units Outstanding			Weighted-Average Grant Date Fair Value
Unvested balance at December 31, 2017		1,373,933		$	13.29
Granted		315,825		$	16.68
Vested		(261,507	)	$	14.07
Cancelled		(376,837	)	$	13.30

Unvested balance at December 31, 2018		1,051,414		$	14.11
Granted		100,000		$	12.48
Vested		(324,043	)	$	9.69
Cancelled		(13,845	)	$	12.72

Unvested balance at December 31, 2019		813,526		$	9.41

Summary of assumptions Detail Of Stock Unit Activity Performance Stock

Information on performance stock unit activity follows:


	Number of Performance Stock Units Outstanding		Weighted- Average Grant Date Fair Value
Unvested balance at December 31, 2018	$	—	$	—
Granted		311,667	$	7.06
Vested	$	—	$	—
Cancelled	$	—	$	—

Unvested balance at December 31, 2019		311,667	$	7.06

The fair value of the performance stock units and the assumptions used for the Monte Carlo simulation were as follows:


Date of grant	06/28/2019
Estimated fair values of performance stock units granted	$	7.06
Assumptions:
Risk-free interest rate		1.71	%
Expected volatility		75.0	%
Expected term (in years)		3.0 years

Other Current Liabilities - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Other current liabilities [abstract]
Board of directors attendance fee	$ 0.3	$ 0.3
Liabilities	0.2	$ 0.3
Accrued liabilitites current for fixed assets	$ 0.6

Earnings Per Share - Details of Earnings Per Share (Detail) - USD ($)
$ / shares in Units, $ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Earnings per share [abstract]

Net income (loss) attributable to shareholders of Cellectis ($ in thousands)

$ (102,091)

$ (78,693)

$ (99,368)

Adjusted weighted average number of outstanding shares, used to calculate both basic and diluted net result per share

42,442,136

40,774,197

35,690,636

Basic net income (loss) per share ($ /share)

$ (2.41)

^[1]

$ (1.93)

$ (2.78)

Diluted net income (loss) per share ($ /share)

$ (2.41)

^[1]

$ (1.93)

$ (2.78)

[1]

Property, Plant and Equipment - Disclosure of Property, Plant and Equipment (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Disclosure of detailed information about property, plant and equipment [line items]

$ 10,041

$ 7,226

$ 16,900

17,584

6,263

2,501

(430)

(1,164)

(9,453)

(5)

(6)

(2,123)

(2,091)

(3,140)

(46)

(188)

418

23,712

^[1]

10,041

7,226

Accumulated depreciation and impairment at end of period

41,529

26,160

22,103

(17,817)

(16,119)

(14,877)

IFRS 16 [Member]

Disclosure of detailed information about property, plant and equipment [line items]

8,732

Land and Buildings [member]

8,732

Disclosure of detailed information about property, plant and equipment [line items]

3,229

3,159

12,436

318

879

718

(9,243)

(192)

(758)

(972)

(40)

(90)

206

3,330

3,229

3,159

Accumulated depreciation and impairment at end of period

7,833

7,604

6,936

(4,503)

(4,375)

(3,777)

Land and Buildings [member] | IFRS 16 [Member]

Disclosure of detailed information about property, plant and equipment [line items]

3,229

Technical Equipment [member]

3,229

Disclosure of detailed information about property, plant and equipment [line items]

3,393

2,505

2,858

374

1,622

701

(10)

(49)

(103)

1,974

216

(1,247)

(854)

(1,126)

(15)

(46)

127

3,160

3,393

2,505

Accumulated depreciation and impairment at end of period

13,962

13,297

12,114

(10,802)

(9,903)

(9,609)

Technical Equipment [member] | IFRS 16 [Member]

Disclosure of detailed information about property, plant and equipment [line items]

2,084

Fixtures, Fittings and Other Equipment [member]

2,084

Disclosure of detailed information about property, plant and equipment [line items]

2,172

753

707

329

1,820

203

(1)

(690)

630

793

(684)

(478)

(245)

(11)

(27)

2,435

2,172

753

Accumulated depreciation and impairment at end of period

4,149

3,215

1,447

(1,714)

(1,043)

(693)

Fixtures, Fittings and Other Equipment [member] | IFRS 16 [Member]

Disclosure of detailed information about property, plant and equipment [line items]

2,172

Assets Under Construction [member]

2,172

Disclosure of detailed information about property, plant and equipment [line items]

1,247

809

898

16,563

1,942

878

(419)

(426)

(109)

(2,624)

(1,053)

(79)

(798)

(25)

14,787

1,247

809

Accumulated depreciation and impairment at end of period

15,585

2,045

1,606

(798)

$ (798)

Assets Under Construction [member] | IFRS 16 [Member]

Disclosure of detailed information about property, plant and equipment [line items]

$ 1,247

$ 1,247

[1]

Provisions - Additional Information (Detail) - USD ($)	12 Months Ended
Provisions - Additional Information (Detail) - USD ($)	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Disclosure of provisions [line items]
Provisions for termination benefits	$ 4,323,000	$ 1,003,000
Defined benefit plan	$ 2,855,000	2,278,000	$ 2,194,000	$ 562,000
Employee termination, legal compensation calculation	Seniority conditions the employee must justify to be entitled to an indemnity of 8 working months against one year before. Calculation of the allowance 1/4 of a month of salary per year of seniority up to 10 years, against 1/5 before, and no change beyond the 11th year.
Operating charges with suppliers [Member]
Disclosure of provisions [line items]
Provisions for termination benefits	$ 2,600,000	600,000
Pension service cost [member]
Disclosure of provisions [line items]
Provisions for termination benefits	300,000	300,000
Operating lease rentals [member]
Disclosure of provisions [line items]
Provisions for termination benefits		800,000
Commercial litigation [member]
Disclosure of provisions [line items]
Provisions for termination benefits		600,000
Discontinuation Of The Lease [Member]
Disclosure of provisions [line items]
Provisions for termination benefits	700,000
Employee Litigation and Severance [member]
Disclosure of provisions [line items]
Provisions for termination benefits	700,000
United States [member]
Disclosure of provisions [line items]
Actuarial liabilities of benefit plan	0
France [member]
Disclosure of provisions [line items]
Defined benefit plan	$ 1,100,000	$ 1,500,000	$ 800,000

Trade receivables and other current assets (Tables)

12 Months Ended

Dec. 31, 2019

Disclosure of Trade Receivables

.1 Trade receivables


	As of December 31,			As of December 31,
	2018			2019
	$ in thousands
Trade receivables		3,353			3,513
Valuation allowance		(382	)		(554	)

Total net value of trade receivables		2,971			2,959

Disclosure of Subsidies Receivables

.2 Subsidies receivables


	As of December 31,			As of December 31,
	2018			2019
	$ in thousands
Research tax credit		16,842			9,140
Other subsidies		1,598			—
Valuation allowance for other subsidies		(1,266	)		—

Total subsidies receivables		17,173			9,140

Disclosure of Other Current Assets

.3 Other current assets


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
VAT receivables		1,679		3,044
Prepaid expenses and other prepayments		10,985		11,829
Tax and social receivables		244		150
Deferred expenses and other current assets		2,425		594

Total other current assets		15,333		15,617

Information Concerning the Group's Consolidated Operations - Revenues by Nature (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Recognition of previously deferred upfront payments

$ 7,114

$ 14,875

Other revenues

$ 6,055

3,383

7,945

Collaboration agreements

6,055

10,497

22,821

Licenses

1,762

2,142

2,270

Products & services

7,373

Total revenues

$ 15,190

^[1]

$ 12,731

$ 25,188

[1]

- Definition

+ References

+ Details

Right-of-use Assets - Additional Information (Detail) $ in Millions	Dec. 31, 2019 USD ($)
Calyxt [Member]
Disclosure of quantitative information about right-of-use assets [line items]
Right of use assets adjusted to net deferred losses	$ 1.8

Information concerning the Group's Consolidated Operations

12 Months Ended

Dec. 31, 2019

Information concerning the Group's Consolidated Operations

Note 3. Information concerning the Group’s Consolidated Operations

3.1 Revenues and other income

Accounting policies

Collaboration agreements and licenses

These collaboration agreements may generate cash flows through

non-refundable

non-cancelable,

non-refundable

fixed and upfront fee arrangements are recognized when such technology is delivered to the

co-contracting

party and our exclusive rights to access the technology have stopped.

Up-front

Research and development costs reimbursements are recognized on a time and material basis over the length of the specific research and development project.

co-contracting

Royalty revenues arise from our contractual entitlement to receive a percentage of product sales achieved by

co-contracting

In addition, we license our technology to other third parties and revenues are recognized ratably over the period of the license agreements.

Sales of products and services

We also offer research services, which revenue is recognized over time, as the customer receives the benefits of the services.

Research Tax Credit

The main Research Tax Credit from which we benefit is the

Crédit d’Impôt Recherche,

Details of revenues and other income

Revenues by country of origin and other income


	For the year ended December 31,
	2017		2018		2019
	$ in thousands
From France		24,680		12,495		7,896
From USA		508		236		7,294

Revenues		25,188		12,731		15,190

Research tax credit		8,327		8,561		7,800
Subsidies and other		201		140		—

Other income		8,528		8,701		7,800

Total revenues and other income		33,715		21,432		22,990

For the years ended December 31, 2019, 2018 and 2017, the revenue from France was generated by Cellectis S.A.

For the years ended December 31, 2019, 2018 and 2017, the revenue from USA was generated by Calyxt, Inc.

Revenues by nature


	For the year ended December 31,
	2017		2018		2019
	$ in thousands
Recognition of previously deferred upfront payments		14,875		7,114		—
Other revenues		7,945		3,383		6,055

Collaboration agreements		22,821		10,497		6,055

Licenses		2,270		2,142		1,762
Products & services		97		92		7,373

Total revenues		25,188		12,731		15,190

Revenues are primarily generated by therapeutics activities, which are mainly attributable to our entering into two major collaboration agreements signed with Pfizer Inc. and Les Laboratoires Servier during 2014. Effective as of April 2018, Pfizer sold certain assets to which the Research Collaboration and License Agreement relates to Allogene Therapeutics, Inc. (“Allogene”) (the “Asset Contribution Agreement”). As part of this Asset Contribution Agreement, Pfizer assigned the Research Collaboration and License Agreement to Allogene

, and on March 7, 2019, we and Allogene agreed to terminate the Research Collaboration and License Agreement and entered into a new license agreement (the “Allogene License Agreement”) to reflect the relationship between us and Allogene following the asset contribution. In 2017 and 2018, revenue previously deferred was recognized upon satisfaction of performance obligations

In 2017 and 2018, other revenues primarily consisted of research and development cost reimbursement. In addition to the cost reimbursement, for the year ended December 31, 2019, other revenues also include the recognition of a $5.0 million milestone which is associated with the initiation of the study of ALLO-715 in 2019.

For the years ended December 31, 2019, 2018 and 2017 revenues related to licenses includes royalties received under our various license agreements.

For the year ended December 31, 2019, products and services revenues mainly include the revenues of plants activities which in 2019 are primarily attributable to the commercialization of

Calyxt

’s high oleic soybean meal for $5.6 million and high oleic soybean oil for $1.7 million.

Entity-wide disclosures:

2019

, two clients represent more than

% of the total revenue: Client A with

% and Client B with

2018

, two clients represent more than

% of the total revenue: Client A with

% and Client B with

2017

, two clients represent more than

% of the total revenue: Client A with

% and Client B with

3.2 Operating expenses

Accounting policies

Prior to 2019, cost of goods sold represented immaterial costs associated with Calyxt’s

out-licensing

Research and development expenses include employee-related costs, laboratory consumables, materials supplies and facility costs, as well as fees paid to

non-employees

Details of operating expenses by nature


	F or the year ended December 31,
	2017			2018			2019
	$ in thousands
Cost of revenue
Cost of good sold		—			—			(9,280	)
Royalty expenses		(2,620	)		(2,739	)		(2,112	)
Cost of revenue		(2,620	)		(2,739	)		(11,392	)

	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Research and development expenses
Wages and salaries		(12,986	)		(16,452	)		(21,294	)
Social charges on free shares and stock option grants		(1,088	)		(99	)		(1,357	)
Non-cash stock based compensation expense		(23,832	)		(18,057	)		(12,260	)

Personnel expenses		(37,906	)		(34,608	)		(34,911	)

Purchases and external expenses		(38,458	)		(40,458	)		(49,251	)
Other		(2,863	)		(1,501	)		(7,880	)

Total research and development expenses		(79,227	)		(76,567	)		(92,042	)


	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Selling, general and administrative expenses
Wages and salaries		(7,019	)		(11,373	)		(12,822	)
Social charges on free shares and stock option grants		(881	)		(29	)		(491	)
Non-cash stock based compensation expense		(26,586	)		(19,161	)		(14,621	)

Personnel expenses		(34,486	)		(30,563	)		(27,934	)

Purchases and external expenses		(9,138	)		(14,251	)		(11,431	)
Other		(1,126	)		(2,433	)		(3,652	)

Total selling, general and administrative expenses		(44,750	)		(47,248	)		(43,017	)


	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Personnel expenses
Wages and salaries		(20,005	)		(27,825	)		(34,116	)
Social charges on free shares and stock option grants		(1,969	)		(128	)		(1,848	)
Non-cash stock based compensation expense		(50,418	)		(37,218	)		(26,881	)

Total personnel expenses		(72,392	)		(65,171	)		(62,845	)

3.3 Financial income and expenses

Accounting policies

Financial income and financial expense include, in particular, the following:

•

Interest income from savings accounts and fixed term bank deposits;

•

Interest expense from leases;

•

Foreign exchange gain (loss) from transactions in foreign currencies; and

•

Other financial income and expenses, mainly derived from fair value adjustments related to our financial assets and derivative instruments.

Details of financial income and expenses


	For the year ended December 31,
	2017			2018			2019
Interest income		1,974			6,787			6,985
Foreign exchange gain		1,185			13,597			4,481
Other financial revenues		4,102			188			505

Total financial revenues		7,262			20,572			11,971

Interest expenses		—			(39	)		(3	)
Interest expenses for lease s		(4	)		(7	)		(2,603	)
Foreign exchange loss		(17,734	)		(3,090	)		(671	)
Other financial expenses		(556	)		(677	)		(354	)

Total financial expenses		(18,294	)		(3,813	)		(3,631	)

Total		(11,032	)		16,758			8,340

The

crease in financial income and expenses between 2018 and 2019 of $8.4 million was mainly attributable to the

decrease

in net foreign exchange gain ($6.7 million),

and

the increase in interest

expenses

related to

IFRS 16 application

($2.6 million)

partly offset by the

increase

of foreign exchange derivatives fair value adjustment ($0.6 million), included in other financial revenues and expenses

and the increase in

t int

eres

t income (

$0.2

million

)

and other immate

ial

variances for $0.1 mill

The increase in financial income and expenses between 2017 and 2018 of $27.8 million was mainly attributable to the increase in net foreign exchange gain ($27.0 million), the increase in interest income ($4.8 million) partly offset by the decrease of foreign exchange derivatives fair value adjustment ($4.0 million), included in other financial revenues and expenses.

3.4 Income tax

Accounting policies

Income tax (expense or income) comprises current tax expense (income) and deferred tax expense (income).

Tax proof


	For the year ended December 31,
	2017			2018			2019
	$ in thousands
Income (loss) before taxes from continuing operations		(103,683	)		(88,333	)		(115,212	)
Theoretical group tax rate		34.43	%		23.66	%		25.35	%

Theoretical tax benefit (expense)		35,698			20,901			29,208

Increase/decrease in tax benefit arising from:
Permanent differences	293		832		(1,131	)
Research tax credit	2,926		2,079		2,786
Share-based compensation & other IFRS adjustments	(8,297	)	(8,065	)	(7,828	)
Non recognition of deferred tax assets related to tax losses and temporary differences	(30,713	)	(15,652	)	(23,079	)
Other differences	92		(95	)	43

Effective tax expense	—		—		—
Effective tax rate	0.00	%	0.00	%	0.00	%

Deferred tax assets and liabilities


	As of December 31,
	2017			2018			2019
	$ in thousands
Credits and net operating loss carryforwards		51,640			65,555			102,112
Pension commitments		548			569			714
Leases		(12	)		(4	)		47
Impairment of assets		10			10			1
Revenue recognition		—			200			197
Other		604			491			284
Total unrecognized deferred tax assets, net		(52,790	)		(66,823	)		(103,354	)

We have cumulative tax loss carryforwards for the French entity of the Group totaling $246 million as of December 31, 2019, $186 million as of December 31, 2018 and $144 million as of December 31, 2017. Such carryforwards can be offset against future taxable profit within a limit of $1.0 million per year, plus 50% of the profit exceeding this limit. Remaining unused losses will continue to be carried forward indefinitely.

The cumulative tax loss carryforwards for the U.S. entities of the Group totaled $162 million as of December 31, 2019, $86 million as of December 31, 2018 and $62 million as of December 31, 2017.

Calyxt’s carryforward periods are as follows: $64.0 million do not expire; zero expire in 2019 and 2020; and $41.9 million expire in 2032 and beyond.

3.5 Reportable segments

Accounting policies

Cellectis’ CODM is composed of:

•

The Chairman and Chief Executive Officer;

•

The Chief Operating Officer (through July 24, 2019);

•

The Executive Vice President Technical Operation (beginning July 22, 2019);

•

The Executive Vice President Strategic Initiatives;

•

The Executive Vice President Global Quality (beginning July 22, 2019);

•

The Chief Scientific Officer;

•

The Chief Financial Officer;

•

The General Counsel;

•

The VP Corporate Development (beginning November, 2019); and

•

The Chief Regulatory & Compliance Officer.

We view our operations and manage our business in two operating and reportable segments that are engaged in the following activities:

•

Therapeutics:

•

Plants:

mark-up

ranging between zero to 10%, depending on the nature of the service. Amounts due to Cellectis S.A. pursuant to inter-segment transactions bear interest at a rate of the

12-month

Euribor plus 5% per annum.

non-cash

Non-cash

stock based compensation expense—a

non-cash

The net income (loss) includes the impact of the operations between segments while the intra-segment operations are eliminated.

Details of key performance indicators by reportable segment


$ in thousands	For the year ended December 31, 2017									For the year ended December 31, 2018									For the year ended December 31, 2019
$ in thousands	Plants			Therapeutics			Total reportable segments			Plants			Therapeutics			Total reportable segments			Plants			Therapeutics			Total reportable segments
External revenues		508			24,680			25,188			236			12,495			12,731			7,294			7,896			15,190
External other income		239			8,290			8,528			178			8,523			8,701			—			7,800			7,800

External revenues and other income		747			32,969			33,715			414			21,018			21,432			7,294			15,696			22,990

Cost of revenue		(390	)		(2,230	)		(2,620	)		(595	)		(2,144	)		(2,739	)		(9,275	)		(2,117	)		(11,392	)
Research and development expenses		(6,057	)		(73,170	)		(79,227	)		(8,638	)		(67,929	)		(76,567	)		(12,390	)		(79,652	)		(92,042	)
Selling, general and administrative expenses		(13,143	)		(31,607	)		(44,750	)		(21,067	)		(26,180	)		(47,248	)		(26,090	)		(16,927	)		(43,017	)
Other operating income and expenses		6			225			232			(50	)		81			31			25			(116	)		(91	)

Total operating expenses		(19,584	)		(106,782	)		(126,366	)		(30,351	)		(96,172	)		(126,523	)		(47,730	)		(98,812	)		(146,542	)

Operating income (loss) before tax		(18,837	)		(73,813	)		(92,650	)		(29,937	)		(75,154	)		(105,091	)		(40,436	)		(83,116	)		(123,552	)

Financial gain (loss)		—			(11,032	)		(11,032	)		1,420			15,339			16,758			294			8,045			8,340

Net income (loss)		(18,837	)		(84,846	)		(103,683	)		(28,517	)		(59,816	)		(88,333	)		(40,142	)		(75,071	)		(115,212	)

Non controlling interests		4,315			—			4,315			9,640			—			9,640			13,121			—			13,121

Net income (loss) attributable to shareholders of Cellectis		(14,522	)		(84,846	)		(99,368	)		(18,877	)		(59,816	)		(78,693	)		(27,021	)		(75,071	)		(102,091	)

R&D non-cash stock-based expense attributable to shareholder of Cellectis		967			22,623			23,590			838			16,852			17,689			1,619			10,010			11,629
SG&A non-cash stock-based expense attributable to shareholder of Cellectis		4,990			20,345			25,335			5,218			11,655			16,873			6,673			4,940			11,613

Adjustment of share-based compensation attributable to shareholders of Cellectis		5,957			42,968			48,925			6,056			28,507			34,563			8,292			14,950			23,242

Adjusted net income (loss) attributable to shareholders of Cellectis		(8,565	)		(41,877	)		(50,442	)		(12,821	)		(31,309	)		(44,130	)		(18,729	)		(60,121	)		(78,849	)

Depreciation and amortization		(551	)		(2,820	)		(3,371	)		(637	)		(1,740	)		(2,377	)		(1,233	)		(5,642	)		(6,875	)
Additions to tangible and intangible assets		792			1,849			2,642			1,871			3,040			4,911			2,998			14,668			17,666
Impairment of tangible assets		—			(798	)		(798	)		—			—			—			—			—			—

Current financial assets and Cash and cash equivalents (Tables)

12 Months Ended

Dec. 31, 2019

Summary of Current Financial Assets and Cash and Cash Equivalents


As of December 31, 2018	Carrying amount		Unrealized Gains/(Losses)		Estimated fair value
			$ in thousands
Current financial assets		388		—		388
Cash and cash equivalents		451,501		—		451,501

Current financial assets and cash and cash equivalents		451,889		—		451,889


As of December 31, 2019	Carrying amount		Unrealized Gains/(Losses)		Estimated fair value
			$ in thousands
Current financial assets		20,385		—		20,385
Cash and cash equivalents		340,522		—		340,522

Current financial assets and cash and cash equivalents		360,907		—		360,907

Details of Cash and Cash Equivalents

Details of cash and cash equivalents


	As of December 31,		As of December 31,
	2018		2019
	$ in thousands
Cash and bank accounts		398,178		270,630
Money market funds		13,248		13,722
Fixed bank deposits		40,075		56,170

Total cash and cash equivalents		451,501		340,522

Inventories - Additional Information (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Jan. 01, 2019

Disclosure of inventories [line items]

Grain And Seeds [Member] | Calyxt Inc [Member]

$ 2,897

^[1]

$ 275

Provision for impairment

Disclosure of inventories [line items]

Laboratory Equipment [member]

2,600

Disclosure of inventories [line items]

$ 300

[1]

Property, Plant and Equipment - Summary of Property Plant and Equipment Estimated Useful Lives (Detail)	12 Months Ended
	Dec. 31, 2019
Buildings and Other Outside Improvements [member]
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	10-20 years
Leasehold Improvements [member]
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	5-10 years
Office Furniture [member]
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	10 years
Laboratory Equipment [member]
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	3-10 years
Office Equipment [member]
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	5 years
IT Equipment [member]
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	3 years

Accounting principles (Tables)

12 Months Ended

Dec. 31, 2019

Schedule Of Information About Lease Assets And Liabilities


	January 1, 2019 as presented			IFRS 16 restatement			January 1, 2019 as restated
ASSETS
Non-current assets
Intangible assets		1,268						1,268
Property, plant, and equipment		10,041			(1,309	)		8,732
Right-of-use assets		—			37,569			37,569
Other non-current financial assets		1,891						1,891

Total non-current assets		13,199			36,260			49,460
Current assets
Inventories		275						275
Trade receivables		2,971						2,971
Subsidies receivables		17,173						17,173
Other current assets		15,333			(2,139	)		13,194
Current financial assets		388						388
Cash and cash equivalents		451,501						451,501

Total current assets		487,641			(2,139	)		485,502

TOTAL ASSETS		500,840			34,121			534,961

LIABILITIES
Shareholders’ equity
Share capital		2,765						2,765
Premiums related to the share capital		828,525						828,525
Treasury share reserve		—						—
Currency translation adjustment		(16,668	)					(16,668	)
Retained earnings (deficit)		(326,628	)					(326,628	)
Net income (loss)		(78,693	)					(78,693	)

Total shareholders’ equity - Group Share		409,301						409,301
Non-controlling interests		40,970						40,970

Total shareholders’ equity		450,272						450,272
Non-current liabilities
Non-current lease debts		1,018			31,720			32,737
Non-current provisions		2,681			(639	)		2,042

Total non-current liabilities		3,699			31,081			34,779

Current liabilities
Current lease debts		333			3,743			4,076
Trade payables		15,883						15,883
Deferred revenues and contract liabilities		20,754			(299	)		20,454
Current provisions		1,530			(403	)		1,127
Other current liabilities		8,369						8,369

Total current liabilities		46,869			3,041			49,910

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		500,840			34,121			534,961

Information About Operating Lease Commitments Under IAS17

Operating lease commitments disclosed under IAS 17 as of December 31, 2018 (in thousands):


Sale and lease-back agreement	$	31,668
Facility lease agreements	$	28,230
Total	$	59,898

-Discounting impact & assumption changes	$	(18,966	)
-Facility lease termination	$	(4,220	)
-Other	$	101

Total lease debt	$	36,813

Intangible assets

12 Months Ended

Dec. 31, 2019

Note 5. Intangible assets

Accounting policy

Capitalization of development expenses

In accordance with IAS 38

Intangible Assets

, development expenses are recorded as intangible assets only if all the following criteria are met:

•

technical feasibility necessary for the completion of the development project;

•

intention on our part to complete the project and to utilize it;

•

capacity to utilize the intangible asset;

•

proof of the probability of future economic benefits associated with the asset;

•

availability of the technical, financial, and other resources for completing the project; and

•

reliable evaluation of the development expenses.

Other intangible assets

The estimated useful lives are as follows:

•

Software: from

year to

years;

•

Patents: amortized from acquisition until legal protection expires, maximum of

years.

Details of intangible assets


$ in thousands	Software and Patents			Assets under construction			Total
Net book value as of January 1, 2017		924			419			1,343

Change in scope		—			—			—
Additions to intangible assets		6			135			141
Depreciation expense		(231	)		—			(231	)
Translation adjustments		112			66			178

Net book value as of December 31, 2017		811			619			1,431

Gross value at end of period		2,571			517			3,190
Accumulated depreciation and impairment at end of period		(1,759	)		—			(1,759	)
Net book value as of January 1, 2018		811			619			1,431

Change in scope		—			—			—
Additions to intangible assets		14			103			117
Disposal of intangible assets		(7	)		—			(7	)
Reclassification		6			—			6
Depreciation expense		(217	)		—			(217	)
Translation adjustments		(30	)		(31	)		(61	)

Net book value as of December 31, 2018		577			691			1,268

Gross value at end of period		2,454			691			3,146
Accumulated depreciation and impairment at end of period		(1,878	)		—			(1,878	)
Net book value as of January 1, 2019		577			691			1,268

Change in scope		—			—			—
Additions to intangible assets		84			(2	)		82
Disposal of intangible assets		(50	)		—			(50	)
Reclassification		6			—			6
Depreciation expense		(174	)		—			(174	)
Translation adjustments		(12	)		(12	)		(24	)

Net book value as of December 31, 2019		431			677			1,108

Gross value at end of period		2,448			677			3,125
Accumulated depreciation and impairment at end of period		(2,017	)		—			(2,017	)

Intangible assets mainly consist of electroporation technology patents acquired in 2011. The 2017, 2018 and 2019 additions in intangible assets under construction corresponds to the internal development of existing technology.

Earnings per share (Tables)

12 Months Ended

Dec. 31, 2019

Prepaid expenses and other current assets [line items]

Earnings per share

Detail of earnings per share


	For the year ended December 31,
	2017			2018			2019
Net income (loss) attributable to shareholders of Cellectis ($ in thousands)		(99,368	)		(78,693	)		(102,091	)
Adjusted weighted average number of outstanding shares, used to calculate both basic and diluted net result per share		35,690,636			40,774,197			42,442,136
Basic / Diluted net income (loss) per share ($ / share)
Basic net income (loss) per share ($ /share)		(2.78	)		(1.93	)		(2.41	)
Diluted net income (loss) per share ($ /share)		(2.78	)		(1.93	)		(2.41	)

Share-Based Payments - Calyxt Eqity Summary of assumptions Vesting Details (Detail) - Calyxt Inc. [member] - Stock options [member] - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disclosure of terms and conditions of share-based payment arrangement [line items]
Weighted-Average fair values of stock options granted	$ 10.21	$ 9.09	$ 4.00
Risk-free interest rate			1.96%
Share entitlement per options	$ 1	$ 1	$ 1
Exercise price			13.29
Grant date share fair value			$ 13.29
Expected volatility			25.00%
Expected term (in years)			6 years 7 months 6 days
Vesting conditions	Service	Service	Service
Vesting period	Graded	Graded	Graded
Bottom of Range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Risk-free interest rate	1.70%	2.45%
Exercise price	$ 4.05	$ 14.24
Grant date share fair value	$ 4.05	$ 14.24
Expected volatility	52.60%	40.86%
Expected term (in years)	6 years 9 months 18 days	5 years 7 months 6 days
Top of Range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Risk-free interest rate	2.50%	2.89%
Exercise price	$ 15.39	$ 23.39
Grant date share fair value	$ 15.39	$ 23.39
Expected volatility	78.90%	57.22%
Expected term (in years)	10 years	10 years

Current Financial Assets and Cash and Cash Equivalents - Additional Information (Detail) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Disclosure of current financial assets and cash and cash equivalents [line items]
Other current financial assets	$ 0	$ 0
Furniture and equipment sales lease back [member]
Disclosure of current financial assets and cash and cash equivalents [line items]
Restricted cash	1,500,000	1,500,000
Short term restricted cash	400,000	$ 400,000
Manufacturing Facility [Member]
Disclosure of current financial assets and cash and cash equivalents [line items]
Short term restricted cash	$ 20,000,000

Share-Based Payments - Summary of assumptions Weighted-average Fair Values of Warrants Granted and Assumptions Used for Black-Scholes Option Pricing Model (Detail) - Warrants [member] - € / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of terms and conditions of share-based payment arrangement [line items]
Weighted-Average fair values of warrants granted	€ 13.20	€ 9.33
Risk-free interest rate	0.12%
Share entitlement per options	€ 1	€ 1
Exercise price	24.34
Grant date share fair value	€ 24.95
Expected volatility	64.70%
Expected term (in years)	6 years	6 years
Vesting conditions	Service	Service
Vesting period	Graded	Graded
Bottom of Range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Risk-free interest rate		0.00%
Exercise price		€ 18.68
Grant date share fair value		€ 16.42
Expected volatility		62.80%
Top of Range [member]
Disclosure of terms and conditions of share-based payment arrangement [line items]
Risk-free interest rate		0.04%
Exercise price		€ 27.37
Grant date share fair value		€ 22.48
Expected volatility		63.10%

Trade Receivables and Other Current Assets - Additional Information (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2018

Dec. 31, 2019

Jan. 01, 2019

Dec. 31, 2017

Research tax credit receivables

$ 16,842

$ 9,140

$ 7,400

Social charges on personnel expenses

15,333

15,617

^[1]

$ 13,194

200

Right-of-use assets [member]

Prepaid expenses and other current assets [line items]

Deferred expense on sale and lease-back transaction

$ 2,100

Calyxt Inc. [member]

Prepaid expenses and other current assets [line items]

Deferred expense on sale and lease-back transaction

2,100