22nd Century Group, Inc.
Business
22nd Century Group, Inc. is a tobacco products company that develops, manufactures and markets reduced nicotine combustible cigarettes to enable adult smokers to control their nicotine consumption. It offers proprietary Reduced Nicotine Content (RNC) products including VLN® and SPECTRUM® cigarette lines, turnkey contract manufacturing of cigarettes and filtered cigars for third-party brands, and licensing of tobacco-related intellectual property. Key business segments include consumer RNC product sales, contract manufacturing operations (NASCO) and research & development and IP licensing. Its products are sold primarily through U.S. retail channels, focused on convenience stores and regional retailers, supported by direct distribution, digital marketing and wholesale partnerships.
Summary from filing dated 2025-03-20
Financials
Consolidated Statement of Income
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 | FY 2023 2023-12-31 | FY 2022 2022-12-31 | FY 2021 2021-12-31 |
|---|---|---|---|---|---|---|
| Revenues, net | 18 | 24 | 32 | — | — | |
| Cost of goods sold | 10 | 14 | — | — | — | |
| Excise taxes and fees on products | 11 | 13 | 16 | — | — | |
| Gross loss | −3 | −2 | −9 | 2 | 1 | |
| Sales, general and administrative | 8 | 10 | 31 | 32 | 26 | |
| Research and development | 688,000 | 1 | 3 | 4 | 4 | |
| Other operating expense, net | 150,000 | 130,000 | 3 | −327,000 | — | |
| Total operating expenses | 8 | 12 | 36 | 35 | 30 | |
| Operating loss from continuing operations | −12 | −14 | −45 | −34 | −28 | |
| Other income (expense), net | −207,000 | 507,000 | 334,000 | −366,000 | — | |
| Interest income | 83,000 | 72,000 | 219,000 | 313,000 | 321,000 | |
| Interest expense | −1 | −2 | −9 | — | — | |
| Total other income (expense), net | −2 | −2 | −10 | −3 | −4 | |
| Loss from continuing operations before income taxes | −13 | −15 | −55 | −37 | −33 | |
| (Benefit) provision for income taxes | −28,000 | 30,000 | 47,000 | 21,000 | 14,000 | |
| Net loss from continuing operations | −13 | −15 | −55 | −37 | — | |
| Income from discontinued operations before income taxes | 8 | 331,000 | −86 | −24 | — | |
| Income from discontinued operations | 8 | 331,000 | −86 | −23 | — | |
| Net loss | −5 | −15 | −141 | −60 | −33 | |
| Comprehensive loss | −5 | −15 | −141 | −60 | −33 | |
| Deemed dividends | −5 | −10 | −10 | — | — | |
| Net loss available to common shareholders | −10 | −25 | −151 | −60 | — | |
| Basic loss per common share from continuing operations (in dollars per share) | −71.26 | −27,813 | −5,777 | −2.84 | — | |
| Basic income per common share from discontinued operations (in dollars per share) | 43.81 | 594.83 | −9,094 | −1.81 | — | |
| Basic loss per common share from deemed dividends (in dollars per share) | −25.42 | −18,493 | −1,055 | — | — | |
| Basic loss per common share (in dollars per share) | −52.87 | −45,711 | −15,926 | −4.65 | −0.21 | |
| Diluted loss per common share from continuing operations (in dollars per share) | −71.26 | −27,813 | −5,777 | −2.84 | — | |
| Diluted income per common share from discontinued operations (in dollars per share) | 43.81 | 594.83 | −9,094 | −1.81 | — | |
| Diluted loss per common share from deemed dividends (in dollars per share) | −25.42 | −18,493 | −1,055 | — | — | |
| Diluted loss per common share (in dollars per share) | −52.87 | −45,711 | −15,926 | −4.65 | −0.21 | |
| Weighted average shares outstanding - basic (in shares) | 184,067 | 557 | 9,467 | 13 | 156 | |
| Weighted average shares outstanding - diluted (in shares) | 184,067 | 557 | 9,467 | 13 | 156 |
Consolidated Balance Sheet
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 | FY 2023 2023-12-31 | FY 2022 2022-12-31 | FY 2021 2021-12-31 |
|---|---|---|---|---|---|---|
| Cash and cash equivalents | 7 | 4 | 2 | 2 | — | |
| Accounts receivable, net | 4 | 2 | 2 | 1 | 585,000 | |
| Inventories | 4 | 2 | 4 | 7 | 3 | |
| Insurance recoveries | — | 768,000 | 4 | 5 | — | |
| GVB promissory note, net | — | 500,000 | 2 | — | — | |
| Prepaid expenses and other current assets | 3 | 1 | 1 | 2 | 2 | |
| Current assets of discontinued operations held for sale | 0 | 1 | 1 | 14 | — | |
| Total current assets | 18 | 12 | 16 | 45 | 54 | |
| Property, plant and equipment, net | 2 | 3 | 3 | 4 | 6 | |
| Operating lease right-of-use assets, net | 728,000 | 2 | 2 | 943,000 | 2 | |
| Intangible assets, net | 6 | 6 | 6 | 7 | 8 | |
| Other assets | — | 15,000 | 15,000 | 3 | 4 | |
| Total assets | 27 | 22 | 28 | 115 | 76 | |
| Notes and loans payable-current | 204,000 | 254,000 | 543,000 | 689,000 | — | |
| Current portion of long-term debt | — | 2 | 6 | — | — | |
| Operating lease obligations | 168,000 | 261,000 | 231,000 | 252,000 | 308,000 | |
| Accounts payable | 1 | 2 | 4 | 2 | 2 | |
| Accrued expenses and other current liabilities | 836,000 | 1 | — | — | — | |
| Accrued litigation | — | 768,000 | 4 | — | — | |
| Accrued excise taxes and fees | 3 | 2 | 2 | 1 | 1 | |
| Contract liabilities | 2 | 20,000 | — | — | — | |
| Current liabilities of discontinued operations held for sale | — | 1 | 3 | 4 | — | |
| Total current liabilities | 7 | 10 | 25 | 13 | 8 | |
| Notes and loans payable | 504,000 | — | — | — | — | |
| Operating lease obligations | 601,000 | 1 | 2 | 711,000 | 1 | |
| Long-term debt | — | 5 | 8 | — | — | |
| Other long-term liabilities | 154,000 | 1 | 1 | 344,000 | 21,000 | |
| Total liabilities | 9 | 18 | 36 | 19 | 10 | |
| Commitments and contingencies (Note 11) | — | — | — | — | — | |
| Series A convertible preferred shares, $0.00001 par value; 10,000,000 shares authorized, 9,650 shares issued and outstanding at December 31, 2025 and 0 at December 31, 2024, respectively | 3 | — | — | — | — | |
| Capital in excess of par value | 415 | 398 | 370 | 334 | 244 | |
| Accumulated deficit | −399 | −394 | −379 | −238 | −178 | |
| Total shareholders' equity | 16 | 4 | −8 | 96 | 66 | |
| Total liabilities, mezzanine equity and shareholders' equity | 27 | 22 | 28 | 115 | 76 |
Consolidated Statement of Cash Flows
| Concept | Trend | FY 2025 2025-12-31 | FY 2024 2024-12-31 | FY 2023 2023-12-31 | FY 2022 2022-12-31 | FY 2021 2021-12-31 |
|---|---|---|---|---|---|---|
| Net loss | −5 | −15 | −141 | −60 | −33 | |
| Impairment of long-lived assets - held for sale | 293,000 | — | — | — | — | |
| Impairment of long-lived assets | 150,000 | 68,000 | — | 1 | 78,000 | |
| Amortization and depreciation | 912,000 | 1 | 4 | — | — | |
| Amortization of right-of-use assets | 245,000 | 255,000 | 908,000 | 733,000 | 288,000 | |
| Other non-cash gains | −32,000 | −947,000 | −15,000 | 563,000 | — | |
| Provision for credit losses | 388,000 | 1,000 | 1 | 770,000 | — | |
| (Gain) loss on sale or disposal of property, plant, and equipment | −12,000 | 127,000 | 73,000 | −368,000 | — | |
| Debt related charges included in interest expense | 2 | 2 | 8 | — | — | |
| Equity-based compensation | 421,000 | 380,000 | 3 | 5 | 4 | |
| Change in fair value of warrant liabilities | 207,000 | −492,000 | −364,000 | — | — | |
| Change in fair value of derivative liability | — | −556,000 | 557,000 | — | — | |
| Deferred income taxes | 7,000 | 8,000 | 434,000 | −434,000 | — | |
| Change in inventory reserves | −261,000 | −4 | 9 | 237,000 | 317,000 | |
| Accounts receivable | −2 | −30,000 | −18,000 | −3 | 2 | |
| Inventories | −2 | 7 | −6 | −9 | −1 | |
| Prepaid expenses and other assets | −1 | 159,000 | 451,000 | −920,000 | −547,000 | |
| Accounts payable | −3 | −1 | 5 | 416,000 | 11,000 | |
| Accrued expenses and other current liabilities | −253,000 | −3 | — | — | — | |
| Accrued excise taxes and fees | 1 | −196,000 | 811,000 | 153,000 | −421,000 | |
| Contract liabilities | 2 | −714,000 | — | — | −153,000 | |
| Other liabilities | −1 | 981,000 | −334,000 | 285,000 | −766,000 | |
| Net cash used in operating activities | −8 | −14 | −55 | −52 | −23 | |
| Acquisition of patents, trademarks, and licenses | −814,000 | −20,000 | −961,000 | −772,000 | −326,000 | |
| Acquisition of property, plant and equipment | −61,000 | −141,000 | −5 | −4 | −745,000 | |
| Proceeds from the sale of property, plant and equipment | 770,000 | 22,000 | 283,000 | 409,000 | — | |
| Issuance of 2025 GVB promissory note | −500,000 | — | — | — | — | |
| Payments received from 2025 GVB promissory note | 100,000 | — | — | — | — | |
| Net cash used in investing activities | −505,000 | −139,000 | 17 | 23 | −28 | |
| Payments on notes payable | −1 | −2 | −6 | −4 | −3 | |
| Proceeds from issuance of notes payable | 2 | 1 | 2 | 2 | — | |
| Payments of penalties from long-term debt | −28,000 | — | — | — | — | |
| Payments of long-term debt | −4 | −1 | −10 | — | — | |
| Net proceeds from warrant exercise | 5 | 3 | 3 | — | 12 | |
| Net proceeds from Series A convertible preferred stock | 10 | — | — | — | — | |
| Payments of deferred offering costs | −130,000 | — | — | −3 | −2 | |
| Proceeds from issuance of common stock | — | 16 | — | 35 | 40 | |
| Payment of common stock issuance costs | — | −1 | — | — | — | |
| Taxes paid related to net share settlement of RSUs | — | −1,000 | −420,000 | −149,000 | −469,000 | |
| Net cash provided by financing activities | 11 | 17 | 37 | 31 | 51 | |
| Net increase in cash and cash equivalents | 3 | 2 | −962,000 | 2 | 307,000 | |
| Cash paid during the period for interest | 241,000 | 722,000 | 1 | 34,000 | 37,000 | |
| Cash (received) paid during the period for income taxes | −35,000 | 22,000 | 40,000 | 14,000 | — | |
| Capital expenditures incurred but not yet paid | 45,000 | 43,000 | 118,000 | 94,000 | 1 | |
| Deemed dividends | 5 | 10 | 10 | — | — | |
| Stock issued in connection with settled indebtedness | 500,000 | 2 | — | — | — | |
| Non-cash licensing arrangement | 309,000 | 250,000 | 4 | — | — | |
| Right-of-use assets and corresponding operating lease obligations | −666,000 | — | 5 | — | 2 | |
| Stock issued for extinguishment of Subordinated Note | — | 4 | — | — | — | |
| Payment of 2023 GVB promissory note | 500,000 | 2 | 3 | — | — | |
| Payment of debt issuance costs | — | 603,000 | — | — | — | |
| Equity conversion of Senior Secured Credit Facility | 3 | 3 | — | — | — |