Evogene Ltd.

Earnings Release • Mar 3, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2021

Commission File Number: 001-36187

EVOGENE LTD.

(Translation of Registrant's Name into English)

13 Gad Feinstein Street Park Rehovot P.O.B 2100 Rehovot 7612002 Israel (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

CONTENTS

On March 3, 2021, Evogene Ltd. ("Evogene") announced its financial results for the fourth quarter and fiscal year ended December 31, 2020. Also on March 3, 2021, Evogene made available an updated corporate presentation on its website. Copies of the press release announcing those results and presentation are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Report of Foreign Private Issuer on Form 6-K (this "Form 6-K") and are incorporated herein by reference.

The contents of Exhibit 99.1 to this Form 6-K, excluding the statements of Evogene's President and CEO contained therein, are incorporated by reference in the registration statements on Form F-3 (Securities and Exchange Commission ("SEC") File No. 333-253300, filed with the SEC on February 19, 2021), and Form S-8 (SEC File Nos. 333-193788, 333-201443 and 333-203856, filed with the SEC on February 6, 2014, January 12, 2015 and May 5, 2015, respectively) of Evogene, and will be a part thereof from the date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

EVOGENE LTD. (Registrant)

Date: March 3, 2021

By: /s/ Dorit Kreiner Dorit Kreiner Chief Financial Officer

EXHIBIT INDEX

EXHIBIT NO.DESCRIPTION

• 99.1Press Release: Evogene Reports Fourth Quarter and Full Year 2020 Financial Results.
• 99.2Evogene Corporate Presentation –March 2021.

Evogene Reports Fourth Quarter and Full Year 2020 Financial Results

Conference call and webcast: today, March 3, 2021, 9:00 am ET

Rehovot, Israel – March 3, 2021 – Evogene Ltd. (NASDAQ: EVGN, TASE: EVGN.TA), a leading computational biology company targeting to revolutionize life-science product discovery and development across several market segments, announces today its financial results for the fourth quarter and full year ended December 31, 2020.

Mr. Ofer Haviv, Evogene's President and CEO, stated, "2020 was a year of significant accomplishment for Evogene as we successfully realigned our organizational structure and core capabilities to dramatically accelerate the company's progress and value creation. Our excitement at Evogene today is primarily due to two substantial value creators that have resulted from our long-term commitment to computational predictive biology (CPB) for the development of life science-based products. The first value creator is our growing group of highly focused subsidiaries in multiple key markets, each with what we believe are very attractive products under development and a unique capability to advance them relatively rapidly towards commercialization. The second value creator is Evogene's powerful technology hub, our CPB platform and three dedicated engines: MicroBoost AI, ChemPass AI, and GeneRator AI, for products based on three core components: microbes, small molecules and genetic elements, respectively. This hub is allowing us, in addition to supporting our subsidiaries, to establish product pipelines in new fields of activity.

I would like to provide key information on our subsidiaries' main achievements in 2020 and lead on to their intended future plans for 2021-2022."

2020 main achievements

Biomica

◾Immuno-oncology program positive results in pre-clinical study were achieved.

◾Immuno-oncology program initial scale-up and first GMP production of drug candidates, as preparation for first-in-man clinical trial, expected to be initiated in 2021.

Canonic

• ◾MetaYield product family identification of leading lines to be further developed into commercial varieties, towards expected commercial launch in Israel in 2022.
• ◾Go-to-market strategy signed an agreement with a commercial partner for cultivation and production of proprietary cannabis varieties, as part of the strategic goal to build an end-to-end value chain from seed to product sale.

AgPlenus

• ◾Herbicide program entry into a strategic collaboration with Corteva Agriscience (NYSE: CTVA), to develop a novel herbicide, based on pre-lead candidates.
• ◾Herbicide program - reaching a lead phase for lead candidate APH1, following the completion of field tests that demonstrated APH1's effective control over a broad panel of weeds, including ones known to have resistance to existing herbicides. These results were confirmed in independent field tests, conducted by SynTech Research.

Lavie Bio

• ◾Bio-pesticide program -LAV312 showed positive results in protecting grapes from Botritis, in a trial that took place in an Italian vineyard. Product is expected to reach the market in 2024.
• ◾Bio-stimulant program -LAV211 was successfully combined with harvesting spring wheat in North Dakota. Based on results gained during the last three years, product launch is expected in 2022.

Future expected milestones

Biomica

2021

◾Inflammatory Bowel Disease (IBD) program - extend pre-clinical study.

◾Immuno-oncology program initiate proof of concept, first-in-man study.

2022

• ◾IBD program initiate first GMP production of drug candidates for IBD.
• ◾Immuno-oncology program readout from proof of concept, first-in-man study.

Canonic

2021

• ◾MetaYield product family reach first commercial variety; sign distribution agreements in anticipation for commercialization in 2022.
• ◾Precise product family identify specific lines that exhibit distinct effect in model systems for reducing pain or inflammation.

2022

• ◾MetaYield product familycommercial launch and initial sales of first product in Israel.
• ◾Precise product family reach first commercial variety for reducing pain or inflammation as preparation for commercial launch in 2023.

AgPlenus

2021

• ◾Herbicide program reach a herbicide tolerance trait proof of concept for APH1.
• ◾Herbicide program / insecticide program sign a licensing agreement for a leading candidate.

2022

◾Herbicide program reach an 'Optimized Lead' phase for APH1.

◾Herbicide program sign a strategic agreement for the development of an 'Optimized Lead' compound.

Lavie Bio

2021

• ◾Bio-pesticide program complete LAV311/312 development towards regulation.
• ◾Bio-stimulant program conduct pre-commercial trials for LAV211 in spring wheat.

2022

• ◾Bio-stimulant program initial product sales of LAV211 for spring wheat.
• ◾Bio-pesticide program file for regulatory approval for leading product candidate LAV311 / LAV312.

Mr. Haviv continued: "I hope you are as excited as I am about Evogene's subsidiaries' expected future milestones. But these are not all the highlights I wish to update you about today. Evogene is currently evaluating entry into various new fields of activity in which our technology could provide significant competitive advantages, such as:

• ◾Developing products based on microbes to address various market needs in the aqua-culture industry, using MicroBoost AI;
• ◾Drug optimization in human health, using ChemPass AI; and
• ◾Developing high quality plant-based food based on genome editing, using GeneRator AI.

2020 was Evogene's coming of age and it is only the beginning. We enthusiastically look forward to continuing our progress, achieving our defined targets, and expanding the use of our technology into new fields of activity," Mr. Haviv concluded.

Consolidated financial results for the fourth quarter and full year ended December 31, 2020:

Cash position: As of December 31, 2020, the company's consolidated cash, cash related accounts and bank deposits amounted to approximately \$48.2 million. Approximately \$13.0 million of Evogene's consolidated cash is appropriated to its subsidiary, Lavie Bio.

The \$48.2 million does not include \$28.0 million received after year end from the company's "At the Market Offering" (ATM) initiated in January 2021 and concluded during February 2021. The weighted average selling price under the ATM offering was \$7.36 per share. As a result of such offering, Evogene exhausted the remaining amount under the shelf prospectus filed in July 2020.

During the fourth quarter of 2020, the company's consolidated net cash usage was approximately \$6.1 million, or \$5.1 million, if excluding Lavie Bio. During the full year 2020, consolidated net cash usage was approximately \$19.3 million, or \$14.7 million, if excluding Lavie Bio, which is in the range estimated for the full year 2020.

For the year ending December 31, 2021, Evogene expects to see an increase in the cash usage as its subsidiaries enter advanced stages of product development and commercialization: Biomica is expecting to conduct its first in-man clinical trial, AgPlenus is expecting to conduct a broad field trial in its herbicide program towards an 'Optimized Lead', and both Canonic and LavieBio are preparing for their respective first product launches during 2022.

For the year ending December 31, 2021, we estimate that net cash usage will be within the range of \$26.0 - \$28.0 million. Excluding cash usage by Evogene's subsidiary Lavie Bio, the company estimates net cash usage will be within the range of \$20.0 - \$22.0 million.

We do not currently have any bank debt.

Pre-funded warrants: A new line item on the balance sheet this quarter relates to pre-funded warrants that were issued in conjunction with the \$12.0 million registered direct offering that was completed in November 2020. In accordance with the International Financial Reporting Standards, these warrants were recorded as a liability as of December 31, 2020. These warrants were exercised for ordinary shares of Evogene at the beginning of January 2021, and therefore will not appear on our balance sheet next quarter.

Research and Development ("R&D") expenses: R&D expenses, which are reported net of grants received, were approximately \$4.8 million for the fourth quarter of 2020, in comparison to \$5.2 million in the fourth quarter of 2019. This decrease in R&D expenses during the fourth quarter was mainly due to grants received from the Israeli Innovation Authority. For the full year 2020, R&D expenses were approximately \$17.3 million, compared to \$15.8 million in 2019. The increase in R&D expenses for 2020 was mainly attributed to payments made to third parties in connection with pre-clinical studies conducted for Biomica, field trials conducted in target locations for Lavie Bio, and an increase in non- cash expenses of \$1.4 million for amortization of share-based compensation.

General and Administrative ("G&A") expenses: G&A expenses were approximately \$1.7 million for the fourth quarter of 2020, in comparison to \$1.1 million in the fourth quarter of 2019. The increase during the fourth quarter of 2020 was partly attributed to the impact of an industry-wide increase in the cost of directors' and officers' insurance. For the full year 2020, G&A expenses were approximately \$5.3 million, compared with \$3.8 million in 2019. For the full year 2020, the increase was also primarily attributed to the impact of the cost of directors' and officers' insurance as well as due to an increase in non-cash expenses of amortization of share-based compensation.

Operating loss: Operating loss for the fourth quarter of 2020 was \$7.2 million, in comparison to \$6.9 million for the fourth quarter of 2019. For the full year 2020, the operating loss was \$24.8 million, compared with \$21.2 million in 2019. The increase in operating loss during the fourth quarter and for the full year of 2020 is primarily attributed to the increase in the aforementioned operating expenses.

Loss: For the fourth quarter of 2020, the company's loss was \$8.8 million, in comparison to \$6.7 million during the fourth quarter of 2019. For the full year 2020, the loss was \$26.2 million, compared with \$19.1 million in 2019. The increase in the loss during the fourth quarter and for the full year 2020 is primarily attributed to the increase in operating expenses and an increase in financing expenses mainly attributed to \$1.9 million of non-cash expenses related to the revaluation of pre-funded warrants mentioned above.

***

Conference Call & Webcast Details:

Date: March 3, 2021 Time: 9:00am EST; 16:00 Israel time Dial-in number: 1-888-668-9141 toll free from the United States, or +972-3-918-0609 internationally Webcast: Available at www.evogene.com.

Replay Information: A replay of the conference call will be available approximately two hours following the completion of the call.

To access the replay, please dial 1-888-326-9310 toll free from the United States, or +972-3-925-5904 internationally. The replay will be accessible through March 5, 2021, and an archive of the webcast will be available on the Company's website.

About Evogene Ltd.:

Evogene (NASDAQ: EVGN, TASE: EVGN.TA) is a leading company in leveraging computational biology to design novel products for life-science-based industries including human health, agriculture, and industrial applications. Leveraging Big Data and Artificial Intelligence while incorporating a deep understanding of biology, Evogene established its unique technology, the Computational Predictive Biology (CPB) platform, to computationally design microbes, small molecules and genes as the core components for life-science products. Evogene holds a number of subsidiaries utilizing the CPB platform, for the development of human microbiome-based therapeutics, medical cannabis, ag-biologicals, ag-chemicals, seed traits and ag-solutions for castor oil production. For more information, please visit www.evogene.com

Forward Looking Statements

This press release contains "forward-looking statements" relating to future events. These statements may be identified by words such as "may", "could", "expects", "intends", "anticipates", "plans", "believes", "scheduled", "estimates" or words of similar meaning. For example, Evogene is using forward-looking statement in this press release when it discusses its expected value creators, its and its' subsidiaries expected trials, studies, launches, milestones and other plans for 2021 and 2022, its anticipated entry into new fields of activity and its expected cash usage for the year ending December 31, 2021. Such statements are based on current expectations, estimates, projections and assumptions, describe opinions about future events, involve certain risks and uncertainties which are difficult to predict and are not guarantees of future performance. Therefore, actual future results, performance or achievements of Evogene and its subsidiaries may differ materially from what is expressed or implied by such forward-looking statements due to a variety of factors, many of which are beyond the control of Evogene and its subsidiaries, including, without limitation, those risk factors contained in Evogene's reports filed with the applicable securities authority, as well as a result of the impacts of the COVID-19 pandemic. In addition, Evogene and its subsidiaries rely, and expect to continue to rely, on third parties to conduct certain activities, such as their field-trials and pre-clinical studies, and if these third parties do not successfully carry out their contractual duties, comply with regulatory requirements or meet expected deadlines (including as a result of the effect of the Coronavirus), Evogene and its subsidiaries may experience significant delays in the conduct of their activities. Evogene and its subsidiaries disclaim any obligation or commitment to update these forward-looking statements to reflect future events or developments or changes in expectations, estimates, projections and assumptions.

Evogene Investor Contact:

Aviva Banczewski / Rivka Neufeld Investor Relations and Public Relations Manager E: IR@evogene.com T: +972-8-931-1900

US Investor Relations:

Joseph Green Edison Group E: jgreen@edisongroup.com T: +1 646-653-7030

Laine Yonker Edison Group E: lyonker@edisongroup.com T: +1 646-653-7035

U.S. dollars in thousands (except share and per share data)

	De ber 31 cem , 20 20		De ber 31 cem , 20 19
	( Un	) aud ited		( ed) Au dit
CU T A SSE TS RR EN :
Ca sh and sh iva len ts ca equ	\$	46, 229	\$	34, 748
rke tab le s riti Ma ecu es		-		2, 128
Sh m b ank de sits ort -ter po		2, 000		10, 000
Tra de eiv abl rec es		222		72
Oth iva ble nd id e er r ece s a pre pa xpe nse s		3, 372		2, 079
		51, 823		49, 027
LO NG AS SE TS -TE RM :
m d sits Lo ter ng- epo		9		9
tin lea ig ht- of- Op set era g se r use -as s		1, 872		2,6 71
Pro lan d e ipm ty, t an ent t per p qu , ne		2, 072		2, 583
Int ibl ts, net ang e a sse		16, 139		17, 074
		20, 092		22, 337
	\$	71, 915	\$	71, 364
CU RR EN T L IAB ILI TIE S:
Tra de abl pay es	\$	863	\$	1, 001
Em loy d p oll als p ees an ayr ac cru		2, 535		2, 079
Op tin lea se l iab ilit era g y		777		895
Lia bil itie s in f g ct o ent ant re spe ove rnm gr s		72		37
-fu nde d w Pre ant arr s		4, 144		-
fer red d o the dv De re ven ues an r a anc es		47		386
Oth ble er p aya s		1, 238		1, 348
		9,6 76		5,7 46
LO NG -TE RM LI AB ILI TIE S:
Op tin lea se l iab ilit era		1,6 63		2, 076
g y Lia bil itie s in f g ct o ent ant re ove rnm s		3,6 94		3, 325
spe gr
		5, 357		5, 401
SH AR EH OL DE RS ' EQ UIT Y:
Or din sh f N IS 0.0 2 p alu ary are s o ar v e:
Au tho riz ed - 15 0, 000 000 din sh s; I ed and ndi - 35 00, 088 sh n D mb er 3 1, 202 0 a nd 25, 754 297 sh n D mb er 3 1, 20 19 ,6 tsta or ary are ssu ou ng are s o ece are s o ece , ,		200		142
Sh ium d o the ital are pr em an r c ap re ser ve		225 121 ,		205 ,9 04
Ac ula ted de fic it cum		( 179 276 ) ,		( 155 02) ,9
uit ttri but abl uit hol der f th Eq e C e to y a eq y s o om pan y		46, 045		50, 144
No rol lin int ont sts		837		073
n-c g ere		10,		10,
tal ity To equ		56, 882		60, 217
	\$	915 71,	\$	71, 364

U.S. dollars in thousands (except share and per share data)

	Ye end ed ar 31 De ber cem ,				Th hs end ed ont ree m 31 De ber cem ,
	20 20		20 19		20 20	20 19
	( Un	ited ) aud	( Au dit ed)		( Un	ited ) aud
Re ven ues	\$	1, 040	\$	\$ 753	351	\$ 116
Co f re st o ven ues		574		334	346	81
Gr ofi t oss pr		466		419	5	35
Op tin era g e xpe nse s:
Re rch d d lop nt, t sea an eve me ne		17, 287	15,	791	4, 811	5, 164
Bu sin de vel ent ess opm		2,6 72	2,	029	670	609
Ge al a nd adm ini tiv stra ner e		5, 321	3,7	65	1,7 01	1, 143
To tal ing rat ope ex pen ses		25, 280	21,	585	7, 182	6,9 16
Op tin los era g s		( 24, 814 )	( 21,	166 )	( 7, 177 )	( 881 ) 6,
Fin ing inc anc om e		1, 591	2,6	30	733	499
Fin ing anc ex pen ses		( 2,9 51)	(	555 )	( 2, 294 )	( 286 )
Fin ing in e (e s), net anc com xpe nse		( 1, 360 )	2,	075	( 1, 561 )	213
Lo ss b efo n in re t axe s o com e		( 26, 174 )	( 19,	091 )	( 8,7 38)	( 6,6 68)
Ta inc xes on om e		32		24	25	24
Lo ss	\$	( 26, 206 )	\$ ( 19,	\$ 115 )	( 8,7 63)	\$ ( 6,6 92)
Att rib ble uta to :
Eq uit hol der f th e C y s o om pan y		( 23, 374 )	( 18,	112 )	( 8, 122 )	( 6, 078 )
No rol lin int ont sts n-c g ere		( 2, 832 )	( 1,	003 )	( 641 )	( 614 )
	\$	( 26, 206 )	\$ ( 19,	\$ 115 )	( 8,7 63)	\$ ( 6,6 92)
sic d d ilu ted lo sha rib ble ity ho lde f th Ba e C att uta to an ss p er re, equ rs o om pan y	\$	( 0.8 3)	\$ ( 0.7	\$ 0)	( 0.2 5)	\$ ( 0.2 4)
We ig hte d a mb of sha ed in ing ba sic d d ilu ted lo sha put ver age nu er res us com an ss p er re		28, 158 ,77 9	25, 754 ,	297	34, 111 012 ,	25, 754 297 ,

CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

		Ye end ed ar 31 De ber cem ,		Th hs end ed ont ree m 31 De ber cem ,
		20 20	20 19		20 20			20 19
	( ited ) ( Au dit ed) Un aud				( Un	ited ) aud
Ca sh flo fro atin ctiv itie ws m o per g a s
Lo ss	\$	( 26, 206 )	\$ (	19, 115 )	\$ (	8,7 63)	\$	( 6,6 92)
Ad jus cil e lo ash ed in ing tiv itie tm ent s to ss t et c rat re con o n us ope ac s:
Ad jus th rof it o r lo ss i tm ent s to tem e p s:
De cia tio pre n		1,7 92		2, 395		392		489
Am iza tio f In ibl ort tan ts n o g e a sse		935		374		236		180
Sh -ba sed ati are co mp ens on		4, 097		1, 578		617		776
Pre -fu nd ed iss nts wa rra uan ce exp ens es		211		-		211		-
Ne t fi cin s ( inc e) nan g e xpe nse om		1, 031		( 2, 414 )	1,	251		232
Lo ss f le o f p lan t & uip ert nt rom sa rop y, p eq me		-		12		-		-
inc Ta xes on om e		13		24		6		24
		8, 079		1,9 69	2,7	13		1,7 01
Ch in a d li abi lity ite t an ang es sse ms :
De ( inc se) in de eiv abl tra cre ase rea rec es		( 150 )		88	(	188 )		75
Inc in o the cei vab les rea se r re		( 1, 300 )		( 1, 250 )	( 1,	441 )		( 650 )
Inc in l m d sits -ter rea se ong epo		-		( 10)		-		( 10)
Inc ( dec se) in de abl tra rea se rea pay es		( 29)		( 122 )		122		68
Inc ( dec se) in loy d p oll als rea se rea em p ees an ayr ac cru		456		( 33)		805		217
Inc ( dec se) in oth ble rea se rea er p aya s		( 68)		375		25		378
Inc ( dec se) in def ed and her ad ot rea se rea err rev enu es van ces		( 339 )		( 45)		( 85)		268
		( 1, 430 )		( 997 )	(	762 )		346
Ca sh eiv ed (pa id) du rin he iod fo g t rec per r:
Int ive d st r ere ece		294		803		3		111
Int aid st p ere		( 238 )		( 302 )		( 56)		( 78)
Ta id xes pa		( 13)		( 24)		( 6)		( 24)
sh d in tin ctiv itie Ne t ca use op era g a s	\$	( 19, 514 )	\$ (	17, ) 666	\$ ( 6,	871 )	\$	( 4,6 36)

CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

	Ye De	end ed ar ber 31 cem ,			Th hs end ed ont ree m De ber 31 cem ,
	20 20	20 19		20 20	20 19
	( Un aud ited )	( Au dit ed)		( Un aud	ited )
Ca sh flo fro m i stin ctiv itie ws nve g a s
rch of lan d e ipm Pu rty t an ent ase pr ope , p qu	\$ ( 682	\$ ) (	\$ 900 )	( 103 )	\$ ( 382 )
Pro ds fro sal f m ark ble itie eta cee m e o se cur s	2, 097	27,	084	-	4, 257
Pu rch of ark ble itie eta ase m se cur s		( 1,6 -	37)	-	-
Pro ds fro m b ank de sits cee po	8, 000	12,	592	-	19, 267
Ne sh vid ed by (us ed in) in tin ctiv itie t ca pro ves g a s	9, 415	37,	139	( 103 )	23, 142
Ca sh flo fro m f ina nci ivi tie act ws ng s
Iss of ord ina sha uan ce ry res	18, 658		-	8, 857	-
Iss of -fu nde d w ant uan ce pre arr s	1,9 89		-	1,9 89	-
Iss of sub sid iar rdi har uan ce y o nar y s es		10, -	000	-	-
Pro ds fro dva s fo fun ded nts cee m a nce r p re- wa rra	9		-	9	-
Pro ds fro cis f o ion pt cee m e xer e o s	59		-	46	-
Re f o atin lea se l iab ilit nt o pay me per g y	( 639	) (	597 )	( 155 )	( 87)
Pro ds fro ent ant cee m g ove rnm gr s	320		493	-	87
Re of nt nt nts pay me gov ern me gra	( 22)	(	590 )	-	( 4)
sh vid ed by (us ed in) fin ing tiv itie Ne t ca pro anc ac s	20, 374	9,	306	10, 746	( 4)
cha e d iffe ash d c ash uiv ale nt b ala Ex rat nge ren ces - c an eq nce s	1, 206		159	963	( 221 )
Inc in h a nd h e iva len ts rea se cas cas qu	11, 481	28,	938	4,7 35	18, 281
Ca sh and sh iva len beg inn ing of th eri od ts, ca equ e p	34, 748	5,	810	41, 494	16, 467
sh and sh iva len end of th eri od Ca ts, ca equ e p	\$ 46, 229	\$ 34,	\$ 748	46, 229	\$ 34, 748
Sig nif ica h a ctiv itie nt n on- cas s
Ac isit ion of lan d e ipm rty t an ent qu pr ope , p qu	\$ 57	\$	\$ 216	57	\$ 216
Inc ( dec se) of tin lea ig ht- of- set rea se rea op era g se r use -as s	\$ ( 41)	\$ 3,	\$ 437	( 18)	\$ 88
Ac isit ion of in ibl tan ts qu g e a sse	\$	\$ 17, -	\$ 448	-	\$ -

DECODING BIOLOGY

INVESTOR PRESENTATION

Ofer Haviv, President & CEO March 2021

Forward Looking Statement

This presentation contains "forward-looking to future events, and we may from time to time make other statements, regarding our outlok on expectations for future financial or operating other matters rearding or affecting Frome in the subsidianies (collectively, "Evogene" or "we"); that are considered "forward-looking statements" as defines Litgation Reform Act of 1995 (the "PSLRA") and other securities laws. Such forward-looking statements may be identified by the perc, " "expect," "anbipate," "should," "planned," "intend" and "potential" or words of sinilar meaning. For example, Evogents over to this presentation when it discusses its near term value drivers, including statements to the effect that it will reach comments into collaboration agreements; its milestones for each of 2021; the evaluation of the initiation of discovery and development of new lieds of activity; its belief that its diverse portfolionitigates the risk associated with each individual opportune; and its estimated cash usage for its year ending December 31, 2020. For these statements, Evogene claims the safe harbor for forward-looking statements contained in the PSLRA and other securities laws. Such statements are based on current expections and assumptions, describe opinions about future events, involve certain risks and uncertaintes which are difficult to predict and are not gurrence. Therefor, actual future results, performance or achievements, and trends in the future of Evogene may differ naterially from what is expressed or inplied by such forward-looking statements due to a variety of factors, many of which are beyond Evogene's control, including, without finitation, the coronavius, the varous restrictions deriving the extent of Evogene continuing to maintain its holdings in its subsidiary conpanes able to comply with requirements, the degree of Evogene's success at adaping to the continuous technological changes, and those factors and risks described in Evogene's Annual Report on Form 20-F and in other reports it files and furnishes with the U.S. Securities (the "SE") and the Israel Securities Authority from time to time. In addition, Evogene relies, and expects to continue to rely, on third parties, such as its feld-trials and pre-clinical studies, and if these third parties do not successfuly cary out their contractual dutes, comply with requirements or meet expected deadines (including as a result of the Cronavirus), Evogene nay experience significant delays in the activities. All written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entrely by the previous to disclose information as required by applicable securites laws, Evogene disclaims any obligation or commation contaned in this presentation or to publicy release the results of any statements that may be made to reflect future events or changes in expectations, estimates, projections and assumptions.

The information contained herein does not continent, nor does it constitute or form part of any invitation or offer by sell, or any solicitation of any invitation or offer to purches of Evogene or any other entity, no shall the information or any part of it or the fact of its distribution form the basis of or be relied on in contract, commitment or relating thereto or to the securities of Evogene.

The trademarks included herein are the property of the owners only. Such use should not be construed as an endorsement of the products or services of Evogene.

evogene

Agenda

* Introduction

← Fields of activity

← Main subsidiaries

Summary

Annex I - Addressing the discovery and development challenges of life science-based product

Annex II - Financial Fundamentals

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OUR VISION

Revolutionizing life-science based product discovery & development, utilizing cutting edge computational biology technologies.

DECODING BIOLOGY

Life-science product discovery & development challenges

Low probability of success with high cost and long time-to-market

The opportunity

Utilize comprehensive and integrated computational biology to substantially increase the probability of success, while reducing the time and cost of life-science product discovery & development.

When biology meets disruptive technologies; introducing-

Incorporating deep scientific understandings together with big data and advanced artificial intelligence technologies (AI), to successfully discover & guide the development of novel life-science based products.

Developed over two decades at an investment of tens of millions of dollars and validated through collaborations with industrial leaders & internal results

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Tailor-made Engines for product discovery & development

The CPB platform enhances product discovery and development through dedicated Engines for products based on three core components:

• · Microbes
• · Small molecules
• · Genetic elements

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Tailor-made Engines for product development

+ Discovery

Computational selection of the most promising candidates to initiate the product development process.

+ Development

Computational driven solution addressing optimization development challenges for the selected candidates, without impairing their ability to address other product attributes, supporting the way to successful commercialization.

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Business Model

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Product development through

collaborations

Joint development with leading companies for defined products utilizing Evogene's unique solution. Later-stage development and commercialization of the product will likely be done by the partner.

Potential revenue for Evogene

• · Licensing and research payments
• · Milestone payments
• · Revenue sharing

Main Business Model Until 2014:

GMO seed traits for yield and abiotic stress for wheat

• · GMO seed traits for
• for corn · GMO seed traits for ASR resistance for soybean
• MONSANTO &

• · GMO seed traits for yield · · GMO seed traits for yield and abiotic stress and abiotic stress for corn and soybean
  -
• nematode resistanc
• · GMO (2013) and genome editing (2019) seed traits for fusarium resistance

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Product development through subsidiaries

Establish independent entities focusing on a defined commercial field with an exclusive license to use Evogene's unique solutions for product development. The subsidiary may develop and commercialize products independently or through strategic collaborations.

Potential revenue for Evogene

• · Licensing and research payments
• · Consolidated revenues
• · Dividends (subject to profits generated by subsidiary)

Main Business Model from 2015:

casterra Ag-solutions for castor

Agenda

* Introduction

Fields of activity

← Main subsidiaries

Summary

Annex I - Addressing the discovery and development challenges of life science-based product

Annex II - Financial Fundamentals

evøgene

Potential fields of activity

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Current life-science based products under development

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Development & commercialization through subsidiaries and collaborations

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Evogene Group - More to Come

+ New activity

We are now evaluating the initiation of discovery and development of new lifescience based products in various new fields of activity.

* under evaluation

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*Evogene holdings

Agenda

* Introduction

Fields of activity

Summary

Annex I - Addressing the discovery and development challenges of life science-based product

Annex II - Financial Fundamentals

evøgene

Mission:

Discovery and development of novel therapies for microbiome-related human disorders using computational biology.

Product Pipeline:

Immuno-oncology program:

• · Combination therapy for cancer with checkpoint inhibitors
• · Pre-clinical stage
• · Addressable market size expected by 2026* \$243B

GI related disorders:

• · Inflammatory Bowel Disorder (IBD) pre-clinical stage
• · Irritable Bowel Syndrome (IBS) discovery stage
• · Addressable market size expected by 2026: Inflammatory Bowel Disorder \$22.4B, Irritable Bowel Syndrome** \$3.3B

MDRO:

• · Multi Drug Resistant Organisms (antimicrobial resistance)
• · Clostridium Difficile Infection (CDI) discovery stage
• · Methicillin-resistant Staphylococcus aureus (MRSA)- discovery stage
• · Addressable market size expected by 2026: CDI*** \$1.7B, MRSA**** \$3.9B

*www.globenewswire.com/news-release/2019/07/17/1884118/0/er/Cancer-Immunotherapy-Market-To-Resch-USD-242-Data.html ** www.grandviewresearch.com/industry-analysis/initable-bowel-syndrome-ibs-treatment-market

***www.globaldata.com/global-clostridium-difficile-infections-market-approach-1-7-billion-2026/

^*** www.pnews.com/rents-relases/globa-nethiallin-residents-statly/scoccas-aures-mas-drup-market-to-reach-ver-se-se-se-sta-state-dry-store-dr-stitles-corse the-consumption-d-a to-fuel-market-growth-observes-transparency-market-research-676949593.html

Expected main near-term value drivers:

2021

• · Inflammatory Bowel Disease (IBD) extend preclinical study
• · Immuno-oncology initiate proof of concept, first in man study

2022

• · IBD initiate first GMP production of drug candidates for IBD
• · Immuno-oncology readout from proof of concept, first in man study

DECODING BIOLOGY * 19

ം Micro
പ്രദേശst പ

• Pass

Example Results:

Immuno-Oncology program - BMC128 potentiate the effect of anti-PD-1 therapy (immunotherapy) in-vivo

Improved antitumor activity in mice following the administration of BMC128, compared to treatment with immunotherapy alone

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Biomica Announces Positive Pre-Clinical Results in its Immuno-Oncology Program

Biomica's, a subsidiary of Evogene Ltd., live biotherapeutic drug candidate BMC128 administered in combination with Immune Checkpoint Inhibitors (ICI) significantly improved anti-tumor activity. Proof-of-concept first-in-man studies expected next year

Rehovot, Israel - September 8, 2020 - Biomica Ltd., an emerging biopharmaceutical company developing innovative microbiome-based therapeutics, and a subsidiary of Evogene Ltd. (NASDAQ: EVGN, TASE: EVGN), today announced positive pre-clinical in-vivo results in its immuno-oncology program for a follow-on combination of bacterial strains. In these studies, Biomica tested BMC128, which consists of four live bacterial strains derived from Biomica's drug candidates BMC121 and BMC127. Treatment with BMC128, both prior to and in combination with ICI, significantly improved anti-tumor activity in mice.

CANONIC | Medical Cannabis

Mission:

Commercialize precise & stable medical cannabis products for better therapeutic effects using computational biology.

Product Pipeline:

MetaYield Products:

• · Stable enhancement of total plant compounds:
  • · Increased compounds per plant
  • · Increased compounds per area
• · Total Cannabis market size expected by 2024 \$42.7B*

Precise Products:

• Stable enhancement of specific active compounds for pain and inflammation:
  • · Medical indication focus
  • · Compound profile focus
• · Medical Cannabis market size expected by 2024 \$25.6B*

Expected main near-term value drivers:

2021

• · MetaYield reach 1st commercial variety; sign distribution agreements in anticipation for commercialization in 2022
• · Precise identify specific lines that exhibit distinct effect in model systems for reducing pain or inflammation

2022

• · MetaYield commercial launch and initial sales of first product in Israel
• · Precise reach 1st commercial variety for reducing pain or inflammation as preparation for commercial launch in 2023

* Source: Arcview Market research/BDS Analytics 2020

DECODING BIOLOGY * 21

Gene

Rator

CANONIC | Medical Cannabis

Example Results:

MetaYield products under development - increased compounds per area, addressing the T20/C4 (THC 16%-24% and CBD 0%-7%) market segment, which currently consists of 70% of the Israeli medical cannabis market

Medical Cannabis aiming at high THC, high yield, big inflorescence and dense trichomes

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Cannbit, subsidiary of Tikun Olam-Cannbit, and Canonic of Evogene group announce collaboration for the development of novel medical cannabis products

Collaboration to combine the cannabis expertise of both parties, including extensive clinical and related data of Cannbit and leading computational predictive biology capabilities and genomic data of Canonic

Tel-Aviv and Rehovot, Israel - February 24th, 2021 - Cannbit Ltd., a subsidiary of Tikun Olam-Cannbit Ltd. (TASE: TKUN), a leading medical cannabis company, and Canonic Ltd., a subsidiary of Evogene Ltd. (NASDAQ: EVGN) (TASE: EVGN), focused on the development of medical cannabis products, today announced that they have entered into a collaboration agreement for the development of novel medical cannabis products.

Mission:

Design of next-generation effective, sustainable and safer crop protection products by leveraging computational biology and chemistry.

Product Pipeline:

Expected main near-term value drivers:

Herbicides:

• Novel MoA (Mode-of-Action) selective/non-selective herbicides
• · Relevant target crops Cereals, Rice, Corn, Soybean, Cotton, Canola, Sugar beet, Other TBD
• · Addressable market size expected by 2022*: \$34B
• · Lead stage

Insecticides:

• Novel SoA (Site-of-Action)
• · Addressable market size expected by 2022*: \$17B
• · Hit-to-Lead stage

2021

• · New MoA Herbicide reach a herbicide tolerance trait POC for a `Lead' herbicide under development
• · New MoA Herbicide/SoA Insecticide sign a licensing agreement for a leading candidate

2022

• · New MoA Herbicide sign a strategic agreement for the development of an `Optimized Lead' compound
• · New MoA Herbicide reach an 'Optimized Lead' phase in the herbicide program

*https://www.prnewswire.com/news-releases/global-3410-billion-herbicide-market-2022--research-and-markets-300458389.html

Example Results:

Leading novel MoA herbicide candidate - displaying efficacy in eradicating multiple important weed species in field tests

Field test of APH1 against a panel of grass and broadleaf weeds - untreated control vs APH1

evolgene

AgPlenus Announces Reaching a 'Lead' Stage in its Novel Mode-of-Action Herbicide Program

This significant development milestone was achieved following positive results for product candidate APH1 in field tests with commercial level application rates on a broad panel of weeds

Rehovot, Israel - December 15, 2020 - AgPlenus Ltd., an innovative company designing effective, sustainable crop protection products by leveraging computational biology and chemistry, and a subsidiary of Evogene Ltd. (NASDAQ: EVGN), (TASE: EVGN), announced today that it has reached the 'Lead' stage in its novel Mode-of-Action (MoA) herbicide program. The achievement of this milestone follows the conclusion of field tests that demonstrated that product candidate APH1, at commercial dose rates, effectively controlled a broad panel of weeds, including weeds that are known to have resistance to existing herbicides. These results were confirmed in independent field tests conducted by SynTech Research, an agricultural R&D contract research organization located in California.

Mission:

Improve food quality, sustainability and agricultural productivity through the introduction of microbiome based ag-biological products using computational biology.

Product Pipeline:

Bio-stimulants (live microbials for yield improvement):

• · Spring wheat seed treatment/soil application development stage 2
• · Corn seed treatment pre-development stage
• · Addressable market size * : corn 120M acres, spring wheat - 25M acres

Bio-pesticides (live microbials for pest protection) :

· Mildew, fruit rot for fruit and vegetables (initial focus on grapes) - foliar application - development stage 1

• Seedling disease for corn, soy seed treatment for disease protection - pre-development stage Bio-insecticides - initial focus corn (seed treatment), soy
• (foliar) pre-development stage
• Addressable market size *: mildew, fruit rot \$550M, seedling diseases - \$500M, bio-insecticides - \$1.5B.

*Company estimation

Expected main near-term value drivers:

2021

• · Bunch rot bio-fungicide complete LAV311/312 development towards regulation
• · Bio-stimulant conduct pre-commercial trials for LAV211 in spring wheat

2022

• Bio-stimulant initial product sales of LAV211 for spring wheat
• · Bunch rot bio-fungicide file for regulatory approval for leading product candidate LAV311/LAV312

Example of treatment with LAV312 against Botrytis Cinerea in vines - untreated control vs treated vines

Lavie Bio Announces Positive Results for LAV311 and LAV312 in its Bio-Fungicide Program

Positive results were achieved in a series of vineyard trials for bunch rot diseases conducted in Europe and the United States

Rehovot, Israel - October 29, 2020 - Lavie Bio Ltd. (Lavie Bio), a leading ag-biologicals company focusing on improving food quality, sustainability and agriculture productivity through the introduction of microbiome based products, and a subsidiary of Evogene Ltd. (NASDAQ: EVGN) (TASE: EVGN), announced today positive trial results for two of its leading bio-fungicide product candidates. The successful results for LAV311 and LAV312, targeting bunch rot diseases, mark the advancement of these candidates to "Development Stage 2" [1] These vineyard trials, conducted in target locations in Europe and the U.S., resulted in significantly better efficacy and consistency than existing comparable commercial biological benchmarks, and competitive to commercial chemical benchmarks, both tested as part of these trials. The positive results will support Lavie Bio's current plan to launch its first biofungicide product for controlling bunch rots for use in fruit and vegetables in 2024.

Lavie Bio's wheat field in the USA during harvest

Lavie Bio Provides Product Pipeline Update for 2020

LAV211 bio-stimulant advancing towards anticipated 2022 commercial launch in spring wheat; Product advancement achieved in multiple programs

Rehovot, Israel - December 29, 2020 - Lavie Bio Ltd. (Lavie Bio), a leading ag-biologicals company focusing on improving food quality, sustainability and agriculture productivity through the introduction of microbiome-based products, and a subsidiary of Evogene Ltd. (NASDAQ: EVGN) (TASE: EVGN), has announced an update on certain advancements achieved in its pipeline in 2020, including phase advancement of bio-stimulant LAV211, towards an anticipated commercial launch in 2022.

evogene

Subsidiaries - expected main near-term value drivers

Agenda

* Introduction

Fields of activity

← Main subsidiaries

Annex I - Addressing the discovery and development challenges of life science-based product

Annex II - Financial Fundamentals

evøgene

Summary

Our vision - Revolutionizing life-science based product discovery & development, utilizing cutting edge computational biology technologies.

CPB platform - a unique technology platform stemming from the incorporation of deep scientific understandings of biology together with big-data and artificial intelligence technologies

The CPB's three unique engines target to improve the development of products based on the following core components:

• 1. MicroBoost AI for products based on microbes
• 1. ChemPass AI for products based on small molecules
• 1. GeneRator AI for products based on genetic elements

Dual based business model - utilizing Evogene's solutions for:

• 1. Product development & commercialization through collaborations
• 1. Product development & commercialization through subsidiaries

Four main market-oriented subsidiaries, each with a clear milestone roadmap:

• 1. Biomica human-microbiome based therapeutics
• 1. Canonic medical cannabis
• 1. AgPlenus ag-chemicals
• 1. Lavie Bio ag-biologicals

Significant catalysts expected in the next 12 months towards 2022 product commercialization & strategic collaborations

evogene

THANK YOU!

Annex I:

Addressing the discovery and development challenges of life science-based product

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evøgene

The challenge in creating life-science based products

Common practice

Discovery - selection of product candidates mainly addressing efficacy

Candidate Selection

Efficacy

Safety

Selectivity

Shelf-life

Other

Product Launch

evøgene

The challenge in creating life-science based products

Common practice

Discovery - selection of product candidates mainly addressing efficacy

Development - inefficient optimization & difficulty in addressing

a single challenge without impairing others

X Low probability of success

X Long time to market

X High development costs

Product Definition

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Candidate Efficacy Selection

Safety

Selectivity

Shelf-life Other

Product

Launch

DECODING BIOLOGY * 34

X

evogene

Evogene's AI-based solution: Development

A multi-attribute computational analysis, addressing a specific development challenge of the selected candidate, without impairing its ability to address other product attributes.

evogene

Evogene's AI engines provide tailor-made solutions

+ Discovery

Computational prediction of candidates, to serve as the product's core-component, addressing multiple key product attributes.

+ Development

Computational driven solution for guiding and assessing the optimization process of the selected core component, without impairing other key product attributes.

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Annex II: Financial Fundamentals

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Key Financials: Balance Sheet

Thousands of US \$	31.12.2020	31.12.2019
Current Assets	51,823	49,027
Long-Term Assets	20,092	22,337
Total Assets	71,915	71,364
Current Liabilities	9,676	5,746
Long-Term Liabilities	5,357	5,401
Equity attributable to equity holders of the Company	46,045	50,144
Non-controlling interest	10,837	10,073
Total Liabilities & Shareholders Equity	71,915	71,364

Key Points:

• · Consolidated cash position: ~\$48.2 million as of 31.12.2020, ~\$13 million appropriated to Lavie Bio
• · No bank debt
• · Estimated net cash usage for 2021, excluding Lavie Bio: \$20-\$22 million
• · Listed on TASE (2007) and NASDAQ (2013)

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