Note 10. Financial assets and liabilities

10.1 Accounting principles

Financial assets

Under IFRS 9, Cellectis holds:

Trade receivables are initially recorded at the transaction price determined in accordance with IFRS 15. Trade receivables are subsequently measured at amortized cost. Cellectis trade and other receivables are impaired according to the expected credit loss model using the simplified approach.

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

Financial liabilities mainly include trade and other payables, lease debts, State Guaranteed loans « PGE », EIB loan and warrants, research tax credits financings and conditional loans from Bpifrance.

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. In the event of a substantive renegotiation of our contractual obligations, we examine whether the derecognition of the original financial liability and the recognition of a new financial liability is necessary, based on the derecognition criteria set out in IFRS 9. Renegotiations that result in a derecognition of the original liability include those that introduce significant new features into the instrument or a significant extension of the term of the instrument.

Financial liabilities other than derivative are measured 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. Derivative liabilities are initially recognized and subsequently measured at fair value, with any resultant gains or losses recognized in profit or loss.

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.

10.2 Detail of financial assets and liabilities

10.3. 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 (our agreements with Allogene Therapeutics, Inc., AstraZeneca).

As of December 31, 2025, 82% of our deposits, cash and cash equivalents were denominated in US dollars and subject to foreign exchange risk. As of December 31, 2024, 78% of our cash and cash equivalents were denominated in US dollars and subject to foreign exchange risk. As of December 31, 2023, 87% of our cash and cash equivalents were denominated in US dollars and subject to foreign exchange risk. A reasonably possible strengthening (weakening) of the US dollar against the euro (functional currency of the parent company - see Notes 2.2 and 2.4) would have affected the measurement of these cash, cash equivalents and current financial assets denominated in US dollars and affected profit or loss and equity by the amounts shown below.

As of December 31, 2023, we did not hold derivative financial instruments to hedge foreign currency exchange risks.

These derivatives are measured at fair value with changes in fair value through profit or loss.

As of December 31, 2024, they were recorded in other current liabilities for $0.3 million. The loss of $0.3 million was recorded as a financial expense.

As of December 31, 2025, they were recorded in current financial assets for $0.2 million and in other current liabilities for $0.2 million with changes in fair value recorded as financial gains for $0.8 million and financial loss for $0.2 million.

Liquidity risk

As of December 31, 2025, our financial debt primarily consists of lease debts for $35.4 million, a loan from a bank syndicate formed with HSBC, Société Générale, Banque Palatine and Bpifrance in the form of a state-guaranteed loan (Prêt Garanti par l’Etat) (the “PGE”) for $4.1 million, a liability related to the financing of certain of our Research Tax Credits by Bpifrance for $6.4 million, a liability related to the EIB loan for $47.2 million, and a conditional advance with Bpifrance for $4.0 million. All of those amounts are excluding future interests. Refer to Note 14.2 for further details on the related future contractual cash flows by maturity dates, including future interest payments.

We have incurred losses since our inception in 2000, and we anticipate that we will continue to incur losses for at least the next several years.

With cash and cash equivalents of $61.5 million and deposits of $144.8 million as of December 31, 2025, the Company believes its cash and cash equivalents will be sufficient to fund its operations for at least twelve months following the publication of our Consolidated Financial Statements.

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.

Our main interest-bearing financial debts, the PGE loan and our loans under the Finance Contract with EIB, are at fixed rates and do not expose us to interest rate risks.

Share price risk

We have financial instruments whose value depends on Cellectis share price, in particular the warrants granted to EIB under the Finance Contract. Under the terms of the Warrant Agreement that supplements the Finance Contract, we are committed in the event of exercise of the warrants by the EIB to deliver Cellectis ordinary shares, the fair value of which will depend on the future share price.

Inflation risk

We do not believe that inflation has had a material effect on our business, financial condition or results of operations. If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such higher costs through price increases. Our inability or failure to do so could harm our business, financial condition and results of operations.

Credit risk

Credit risk is the risk of our financial loss if a customer or counterparty to a financial instrument default on its contract commitments. We are exposed to credit risk due to our trade receivables, subsidies receivables, short-term deposits and cash equivalents. As of December 31, 2025 our trade and other receivables do not include any material overdue amounts and we do not expect any significant credit loss on the outstanding balance.

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

Our cash, cash equivalents and short-term deposits are all held in major financial institutions with a very low credit risk profile. All counterparties are rated A+ for long‑term and A‑1 for short‑term credit quality by Standard & Poor’s.