10-K: Dyadic Shifts to Commercial Focus, Reports Wider Net Loss
Annual Report
Dyadic International, Inc. rebranded as Dyadic Applied BioSolutions, shifting its strategy to commercialize non-pharmaceutical proteins while reporting a wider net loss in 2025 despite new grant funding.
Summary
- Rebranded to Dyadic Applied BioSolutions, effective August 1, 2025, signaling a strategic shift from research-driven to commercially focused biotechnology.
- Focusing on commercializing high-value, non-therapeutic proteins in life sciences, food & nutrition, and bio-industrial markets using Dapibus and C1 platforms.
- Reported a net loss of $7,364,000 for the year ended December 31, 2025, compared to $5,809,000 in 2024, an increase of $1,555,000.
- Total revenue decreased to $3,090,345 in 2025 from $3,495,389 in 2024.
- Grant revenue significantly increased to $1,858,034 in 2025 (from $0 in 2024) due to awards from the Gates Foundation and CEPI.
- License and milestone revenue decreased substantially to $265,000 in 2025 from $1,890,169 in 2024.
- Research and development expenses increased to $2,155,000 in 2025 from $2,044,000 in 2024, driven by active internal research initiatives.
- General and administrative expenses decreased to $5,762,000 in 2025 from $6,135,000 in 2024.
- Cash, cash equivalents, and restricted cash totaled $5,853,000 as of December 31, 2025.
- Secured a $3,092,000 grant from the Gates Foundation in November 2024 and up to $2,400,000 from CEPI in March 2025.
- Completed an underwritten public offering in August 2025, raising net proceeds of $4,900,000.
- Entered into an At-The-Market (ATM) Issuance Sales Agreement in March 2026 to sell up to $4,238,000 of common stock.
- Received a Nasdaq deficiency notice on December 19, 2025, for not maintaining a minimum bid price of $1.00, with a compliance date of June 17, 2026.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this as a challenging period for Dyadic, marked by increased net losses and declining total revenue, despite successful grant acquisitions and strategic rebranding. The Nasdaq deficiency notice and heavy reliance on a few customers and CROs highlight significant operational and financial vulnerabilities, tempering the positive outlook from new product launches and platform validation.
Positives
- Successful rebranding to Dyadic Applied BioSolutions, reflecting a strategic shift towards commercialization of non-pharmaceutical proteins.
- Significant grant funding secured: $3,092,000 from the Gates Foundation and up to $2,400,000 from CEPI, providing non-dilutive capital for R&D.
- Commercial launch of AlbuFree DX recombinant human albumin by Proliant Health and Biologicals in 2026, with Dyadic receiving a share of profits and milestone payments.
- Commercial launch of animal-origin-free recombinant DNase I (RNase-free) in March 2026 through collaboration with Fermbox Bio.
- Development activities completed for recombinant non-animal bovine chymosin with Inzymes ApS, with commercialization planned for 2026 and Dyadic eligible for royalties.
- Successful underwritten public offering in August 2025, raising $4,900,000 in net proceeds.
- C1 platform clinically validated through a Phase 1 COVID-19 vaccine trial, demonstrating favorable safety and immunogenicity.
- General and administrative expenses decreased by $373,000 in 2025 compared to 2024.
Negatives
- Net loss increased to $7,364,000 in 2025 from $5,809,000 in 2024, a $1,555,000 increase.
- Total revenue decreased to $3,090,345 in 2025 from $3,495,389 in 2024.
- License and milestone revenue significantly declined to $265,000 in 2025 from $1,890,169 in 2024.
- Research and development revenue decreased to $967,311 in 2025 from $1,605,220 in 2024, attributed to a decline in active collaborations (14 customers in 2025 vs. 19 in 2024).
- Loss from operations increased to $7,193,000 in 2025 from $5,901,000 in 2024.
- Other income, net, decreased to a net expense of $172,000 in 2025 from a net income of $92,000 in 2024, primarily due to increased interest expense on Convertible Notes and absence of a gain on sale of equity interest.
- Received a Nasdaq deficiency notice on December 19, 2025, for failing to maintain a minimum bid price of $1.00 per share.
- Reliance on a small number of customers for a significant portion of revenue (two customers accounted for 60.1% of revenue in 2025).
- Reliance on a small number of CROs for a significant portion of research services (two CROs accounted for 90.9% of total research services purchased in 2025).
- Accumulated deficit of approximately $93.5 million as of December 31, 2025.
Risks
- May not succeed in implementing the new business strategy focused on commercializing non-pharmaceutical proteins.
- A significant portion of revenue is derived from a small number of customers, posing a risk if these relationships are lost.
- History of net losses and may not achieve or maintain profitability, requiring substantial additional capital.
- Risk of expending resources on less profitable product candidates.
- Potential failure to manage growth effectively, including balancing cash burn, maintaining CROs, and attracting personnel.
- Market and regulatory acceptance of microbial protein production platforms for biopharmaceutical and non-pharmaceutical products is not fully established.
- Competitors may develop technologies and products more quickly or market more effectively.
- Alternative technologies (e.g., cell or gene-based therapies) may displace the need for microbial-produced proteins.
- Nonclinical and early-stage clinical trial results may not be predictive of future results.
- Product candidates may cause undesirable side effects or have safety issues, halting development or regulatory approval.
- Risk of product liability lawsuits.
- Foreign currency fluctuations could adversely affect results, especially with European CROs.
- Ability to use net operating loss carryforwards may be limited by Section 382 of the Internal Revenue Code.
- Acquisitions, investments, and strategic alliances may use significant resources, cause disruptions, or expose to unforeseen liabilities.
- Reliance on information technology, including AI/machine learning, poses cybersecurity risks and potential legal liability from evolving AI technologies.
- Dependence on third-party collaborations (CROs, CDMOs, licensees) for R&D, manufacturing, and commercialization, with limited control over their resources and potential for conflicts or disruptions.
- Potential future regulations limiting the ability to sell genetically engineered products.
- Risk of misconduct or improper activities by employees and independent contractors.
- Public views on ethical and social issues may limit the use of technologies, especially genetically engineered products.
- Adverse effects from environmental, health, and safety laws, regulations, and liabilities.
- Increasing scrutiny on environmental, social, and governance (ESG) practices may impose additional costs.
- Lack of prior experience submitting applications to the FDA or similar regulatory authorities.
- Failure to protect intellectual property could harm competitive position.
- Litigation or third-party claims of intellectual property infringement.
- Confidentiality agreements may not adequately prevent disclosures of trade secrets.
- Stock price is likely to be volatile, and quarterly/annual operating results may fluctuate.
- Do not expect to pay cash dividends in the future.
- Anti-takeover defense provisions may deter potential acquirers.
- Concentration of ownership among existing officers, directors, and principal stockholders may prevent other stockholders from influencing decisions.
- Future resales of common stock may negatively affect stock price.
- Exposure to credit risk and fluctuations in investment portfolio values.
- As a smaller reporting company, reduced disclosure requirements may make common stock less attractive.
- Lack of analyst coverage or adverse reports could decline stock price.
- Failure to comply with Nasdaq listing standards could lead to delisting.
Future Outlook
The company expects existing cash, cash equivalents, restricted cash, and investment securities totaling approximately $8.6 million as of December 31, 2025, to be sufficient for operational and liquidity requirements for at least the next twelve months. However, this estimate is based on assumptions that may prove incorrect, and the operating plan may change. Additional capital may be sought through future equity offerings, collaboration agreements, convertible notes, or other debt instruments if financing needs are not met.
Management Comments
- Dyadic, d/b/a Dyadic Applied BioSolutions, is a global biotechnology platform company headquartered in Jupiter, Florida, with operations in the U.S. and the Netherlands.
- This rebranding initiative marks a strategic transition from a research-driven organization to a commercially focused enterprise.
- The new name and visual identity better reflect the emphasis on delivering applied biotechnology solutions through our patented and proprietary Dapibus and C1 gene expression platforms.
- Our focus is to commercialize high-value, non-therapeutic proteins in the life sciences, food, nutrition and industrial bioprocessing sectors.
- These proteins avoid the regulatory complexity and high costs associated with therapeutic biologics, enabling faster time to revenue, broader market reach, and long-term supply agreements.
- Our recent significant milestones across both food and nutrition as well as fully funded legacy collaborations, such as with the Gates Foundation, underscore our strategic shift to revenue-focused bioprocessing protein platforms from therapeutic and vaccine development.
- We believe that our current office spaces are adequate to meet our needs for the immediate future, and that, should it be needed, suitable additional space is available to accommodate any expansion of our operations, but such space may not be available in the same building if and when such space is needed.
- We are not currently involved in any litigation that we believe could have a materially adverse effect on our financial condition or results of operations.
- We expect to incur losses and have negative net cash flows from operating activities as it continues developing its DapibusTM and C1 microbial protein production platforms and related products, and as it expands its pipelines and engages in further research and development activities for internal products as well as for its third-party collaborators and licensees.
Industry Context
StockSavvy.ai notes that Dyadic's strategic pivot towards non-pharmaceutical, animal-free recombinant proteins aligns with growing global trends in sustainability, ethical manufacturing, and bio-based innovation. This shift aims to capitalize on markets with reduced regulatory hurdles and faster commercialization timelines compared to traditional biopharmaceuticals, positioning the company to address increasing consumer and industry demand for sustainable and allergen-free ingredients. The company's continued engagement in biopharmaceutical collaborations, such as with the Gates Foundation and CEPI, also reflects a dual strategy to maintain a presence in high-value therapeutic areas while diversifying revenue streams.
Comparison to Industry Standards
- Dyadic's C1 and Dapibus platforms aim to offer advantages over legacy systems like CHO Cells (mammalian), E. coli (bacterial), Yeast (e.g., Pichia pastoris), and Insect Cells (Baculovirus).
- CHO Cells are the industry standard for complex biologics but are noted for long development cycles, high production costs, and complex purification. Dyadic's platforms aim for greater efficiency, shorter timelines, and lower costs.
- E. coli is fast and inexpensive but often produces insoluble proteins requiring refolding and generates pyrogenic contaminants, limiting use in biologics and precision food. Dyadic's platforms avoid viral and endotoxin removal processes.
- Yeast offers advanced genetic tools but can exhibit undesirable glycosylation and lower expression for certain targets. Dyadic's platforms are engineered for high-yield expression and optimized protein quality.
- Insect Cells are used for vaccines and post-translational modifications but generally produce lower protein titers and require viral inactivation steps, adding time and cost. Dyadic's C1 platform has demonstrated success producing correctly folded monoclonal antibodies comparable to CHO-derived equivalents.
- Filamentous Fungi like Aspergillus and Trichoderma are commonly used in industrial enzyme production but are less advanced for pharmaceutical proteins, where Dyadic's C1 platform is being advanced.
- The company's recombinant human albumin product, AlbuFree DX (with Proliant), and recombinant DNase I (with Fermbox) are animal-free alternatives, addressing a market trend for ethical and allergen-free ingredients.
- Recombinant transferrin has demonstrated performance comparable to commercially available recombinant reference standards.
- Recombinant bovine alpha-lactalbumin has demonstrated comparability to commercial benchmarks.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Bylaws Amendment | Fourth Amended and Restated Bylaws of Dyadic International, Inc., effective May 29, 2025. | 2025-05-29 | Reflects updated corporate governance structure, details not fully provided in excerpt but generally impacts internal operations and shareholder rights. |
| Board Oversight Delegation | Board of directors delegated responsibility to the Audit Committee for the oversight of risks from cybersecurity threats. | NA | Enhances oversight of critical cybersecurity risks, aligning with evolving regulatory expectations and best practices. |
Legal Proceedings
- The Company is subject to legal proceedings, asserted claims and investigations in the ordinary course of business, including commercial claims, employment and other matters, which management considers immaterial, individually and in the aggregate.
- Not currently involved in any litigation that could have a materially adverse effect on financial condition or results of operations.
Related Party Transactions
- On March 8, 2024, issued $6.0 million in 8.0% Senior Secured Convertible Promissory Notes in a private placement, with purchasers including immediate family members and family trusts related to Mark Emalfarb (President and CEO), such as The Francisco Trust.
- On September 15, 2025, the security agreement for Convertible Notes was amended to add a trust for the benefit of Mark A. Emalfarb (CEO) as a secured party, following his purchase and assignment of $1,000,000 of the notes from an existing note holder.
- As of December 31, 2025, accrued interest for the Mark A. Emalfarb Trust was $20,000, for the Francisco Trust was $20,000, and for the Emalfarb Descendant Trust was $1,800.
- Joseph Hazelton, President and COO, purchased 26,000 shares of common stock in the August 1, 2025 public offering at the public offering price.
- Executive officers, directors, and principal stockholders (5% stockholders) together control approximately 24.2% of outstanding common stock as of December 31, 2025.
- Mark A. Emalfarb, through the Mark A. Emalfarb Trust, owned approximately 13.1% of outstanding common stock as of December 31, 2025.
- The Francisco Trust, whose beneficiaries are descendants and spouse of Mr. Emalfarb, owned approximately 9.4% of outstanding common stock as of December 31, 2025.
- Collectively, Mr. Emalfarb and affiliated stockholders controlled approximately 22.5% of outstanding common stock as of December 31, 2025.
Stakeholder Impact
- Shareholders: Increased net loss and declining revenue may negatively impact shareholder value. Nasdaq delisting risk poses a threat to liquidity and market price. Dilution from recent and potential future equity raises.
- Employees: Increased R&D initiatives may create opportunities, but potential need to reduce staffing if revenue targets are not met.
- Customers: Strategic shift to non-pharmaceuticals aims to meet growing demand for sustainable, animal-free products. Dependence on a small number of customers creates risk.
- Suppliers/CROs: Heavy reliance on a few CROs for R&D services, posing a risk if relationships are disrupted or terms become unfavorable.
- Creditors: Convertible notes are senior, secured obligations, providing some protection, but increased net losses and need for capital raise indicate ongoing financial risk.
Next Steps
- Continue advancing the C1 platform for pharmaceutical applications, including vaccines and monoclonal antibodies.
- Expand the portfolio of recombinant proteins and enzymes for non-pharmaceutical markets (research, diagnostics, food and nutrition, industrial biotechnology).
- Commercialize Dapibus-enabled products, with multiple products expected to launch in early 2026.
- Pursue commercialization of recombinant transferrin through direct sales and distribution partnerships.
- Continue optimization and evaluation for additional RNA/DNA enzyme portfolio products.
- Continue characterization and evaluation of recombinant bovine alpha-lactalbumin for dairy alternatives and nutritional products.
- Continue additional optimization and characterization activities for recombinant human lactoferrin.
- Continue discussions with potential partners regarding development and commercialization opportunities for casein proteins.
- Leverage Dyadic's microbial protein production technologies and Fermbox's fermentation and scale-up capabilities to accelerate commercialization of new products under expanded collaboration.
- Evaluate additional opportunities for industrial enzymes and related applications.
- Explore licensing, collaboration, and commercialization opportunities for the C1 platform in biopharmaceuticals.
- Regain compliance with Nasdaq's minimum bid price requirement by June 17, 2026.
- Reevaluate the need for the Netherlands office space after January 31, 2027.
- Seek to raise additional capital through strategic financial opportunities if existing funds are insufficient.
Key Dates
| Date | Description |
|---|---|
| 2015-12-31 | Sale of industrial enzyme business to Danisco USA (DuPont subsidiary), retaining C1 platform rights for pharmaceutical applications. |
| 2022-02-01 | Entered exclusive sublicense agreement with Abic, an affiliate of Phibro Animal Health Corporation. |
| 2023-04-06 | Expanded license agreement with Rubic One Health to include vaccines and therapeutic proteins for human and animal health in African markets. |
| 2023-09-18 | Signed Development and Exclusive License Agreement with Inzymes ApS for non-animal dairy enzymes. |
| 2023-10-01 | Received upfront payment of $600,000 from Inzymes ApS. |
| 2023-12-31 | Accumulated deficit of $80,277,321. |
| 2024-03-08 | Issued $6.0 million of 8.0% Senior Secured Convertible Promissory Notes in a private placement. |
| 2024-03-08 | Second Amendment to Senior Secured Convertible Promissory Note. |
| 2024-03-08 | Security Agreement Relating to the Senior Secured Convertible Promissory Note. |
| 2024-03-08 | Subsidiary Guarantee Relating to the Senior Secured Convertible Promissory Note. |
| 2024-03-08 | Registration Rights Agreement Relating to the Senior Secured Convertible Promissory Note. |
| 2024-03-08 | Securities Purchase Agreement Relating to the Senior Secured Convertible Promissory Note. |
| 2024-03-08 | Conversion of $910,000 of Convertible Notes into 556,623 shares of common stock. |
| 2024-03-08 | Conversion of $500,000 of Convertible Notes held by Bradley S. Emalfarb into 294,891 shares of common stock. |
| 2024-03-08 | Conversion of $410,000 of Convertible Notes held by Bradley Scott Emalfarb Irrevocable Trust into 261,732 shares of common stock. |
| 2024-03-08 | Initial issuance of Convertible Notes to Emalfarb Descendent Trust for $90,000. |
| 2024-03-08 | Initial issuance of Convertible Notes to third parties for $3,000,000. |
| 2024-03-24 | Expanded sublicense agreement with Abic to include additional vaccines and treatments for livestock diseases. |
| 2024-06-27 | Entered License and Development Agreement with Proliant Biologicals, LLC. |
| 2024-10-04 | Amendment to Convertible Notes, setting conversion price at $1.40 per share and extending Redemption Date. |
| 2024-10-11 | Amended Inzymes Agreement to change scope of R&D services and adjust success fees, milestone payments, and royalties. |
| 2024-11-16 | Received $3,092,000 grant from the Gates Foundation for monoclonal antibody development. |
| 2024-12-31 | Fiscal year end. Net loss of $5,809,000. Accumulated deficit of $86,086,480. Cash, cash equivalents, and restricted cash of $6,506,750. |
| 2025-01-02 | Granted annual stock option awards and RSUs to executives, key personnel, employees, and consultants. |
| 2025-01-19 | Certain provisions of the One Big Beautiful Bill Act (OBBBA) of 2025 became effective. |
| 2025-03-20 | Received funding award (CEPI Grant) of up to $2.4 million from CEPI through Fondazione Biotecnopolo di Siena (FBS). |
| 2025-05-01 | Amended Convertible Notes to extend the Redemption Date to December 1, 2026. |
| 2025-05-30 | Granted one-time share-based compensation award of 25,000 stock options to an executive. |
| 2025-06-30 | Aggregate market value of voting and non-voting common equity held by non-affiliates was approximately $24,224,151. |
| 2025-07-04 | U.S. government enacted the One Big Beautiful Bill Act (OBBBA) of 2025. |
| 2025-07-30 | Entered underwriting agreement with Craig-Hallum Capital Group LLC for public offering. |
| 2025-08-01 | Began doing business as Dyadic Applied BioSolutions. |
| 2025-08-01 | Completed underwritten public offering of 6,052,000 shares, raising $4.9 million net proceeds. |
| 2025-09-15 | Amended security agreement for Convertible Notes, adding Mark A. Emalfarb Trust as a secured party due to a $1,000,000 note purchase. |
| 2025-10-14 | Achieved productivity threshold and received final milestone payment of $500,000 from Proliant. |
| 2025-12-19 | Received Nasdaq deficiency notice for not maintaining minimum bid price of $1.00 per share. |
| 2025-12-23 | Amended Convertible Notes, extending Maturity Date to December 31, 2027, setting conversion price at $1.05 per share, and removing redemption right for holders (except in Event of Default). |
| 2025-12-31 | Fiscal year end. Net loss of $7,364,000. Accumulated deficit of $93,451,108. Cash, cash equivalents, and restricted cash of $5,853,499. |
| 2026-01-02 | Granted annual stock option awards and RSUs to executives, key personnel, employees, and consultants. |
| 2026-02-01 | Inzymes ApS's recombinant non-animal bovine chymosin completed final development and recorded first commercial sale. |
| 2026-02-01 | Received $200,000 payment from Inzymes ApS upon commercial sale milestone. |
| 2026-03-04 | Granted 70,000 restricted stock units to two consultants. |
| 2026-03-06 | Entered At-The-Market Issuance Sales Agreement with Craig-Hallum Capital Group LLC for up to $4.2 million of common stock. |
| 2026-03-24 | As of this date, 36,438,703 shares of common stock outstanding. |
| 2026-03-25 | Date of filing of this Annual Report on Form 10-K. |
| 2026-06-17 | Nasdaq Minimum Bid Price Compliance Date. |
| 2026-08-31 | Lease expiration for Jupiter, Florida headquarters. |
| 2026-12-01 | Extended Redemption Date for Convertible Notes. |
| 2027-01-31 | Lease expiration for Wageningen, The Netherlands office. |
| 2027-12-31 | Maturity Date for Convertible Notes. |
Recommendation
holdWhile Dyadic faces significant financial challenges, including increased net losses and a Nasdaq deficiency notice, the strategic pivot towards commercializing non-pharmaceutical proteins in high-growth markets (life sciences, food & nutrition, bio-industrial) presents a potential long-term upside. Recent grant funding and initial commercial product launches offer some positive momentum. However, the substantial decline in license and milestone revenue, coupled with ongoing reliance on external funding and a concentrated customer base, suggests considerable execution risk. A 'hold' recommendation allows investors to monitor the success of the commercialization strategy and Nasdaq compliance efforts without committing further capital or exiting prematurely given the potential for future growth in its target markets.
Keywords
Biotechnology, Recombinant Proteins, C1 Platform, Dapibus Platform, Life Sciences, Food and Nutrition, Bio-industrial, Enzymes, Vaccines, Monoclonal Antibodies, Gene Expression, Precision Fermentation, SEC Filing, 10-K, Financial Results, Nasdaq, Grants, Capital Raise, Intellectual Property, Risk Factors
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