Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2021 | Nov. 18, 2021 | Mar. 31, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-38720 | ||
Entity Registrant Name | Twist Bioscience Corporation | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 46-2058888 | ||
Entity Address, Address Line One | 681 Gateway Blvd | ||
Entity Address, State or Province | CA | ||
Entity Address, City or Town | South San Francisco | ||
Entity Address, Postal Zip Code | 94080 | ||
City Area Code | 800 | ||
Local Phone Number | 719-0671 | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | TWST | ||
Security Exchange Name | NASDAQ | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 4,885 | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 49,632,483 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001581280 | ||
Current Fiscal Year End Date | --09-30 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
ICFR Auditor Attestation Flag | true |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 465,829 | $ 93,667 |
Short-term investments | 12,034 | 196,335 |
Accounts receivable, net | 28,549 | 26,376 |
Inventories | 31,800 | 12,289 |
Prepaid expenses and other current assets | 8,283 | 6,203 |
Total current assets | 546,495 | 334,870 |
Property and equipment, net | 44,122 | 25,466 |
Operating lease right-of-use assets | 61,580 | 33,699 |
Goodwill | 22,434 | 1,138 |
Intangible assets, net | 18,262 | 307 |
Restricted cash, non-current | 1,530 | 579 |
Other non-current assets | 7,674 | 2,823 |
Total assets | 702,097 | 398,882 |
Current liabilities: | ||
Accounts payable | 14,900 | 4,830 |
Accrued expenses | 6,437 | 3,901 |
Accrued compensation | 22,327 | 14,945 |
Current portion of operating lease liability | 8,213 | 6,409 |
Current portion of long-term debt | 1,552 | 3,333 |
Other current liabilities | 9,623 | 2,611 |
Total current liabilities | 63,052 | 36,029 |
Operating lease liability, net of current portion | 53,156 | 24,837 |
Long-term debt, net of current portion | 1,403 | |
Other non-current liabilities | 5,068 | 351 |
Total liabilities | 121,276 | 62,620 |
Stockholders' equity | ||
Common stock, $0.00001 par value-100,000 and 100,000 shares authorized at September 30, 2021 and 2020, respectively; 49,499 and 45,083 shares issued and outstanding at September 30, 2021 and 2020, respectively | ||
Additional paid-in capital | 1,190,828 | 794,630 |
Accumulated other comprehensive income | 546 | 87 |
Accumulated deficit | (610,553) | (458,455) |
Total stockholders' equity | 580,821 | 336,262 |
Total liabilities and stockholders' equity | $ 702,097 | $ 398,882 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Consolidated Balance Sheets | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, share authorized | 100,000 | 100,000 |
Common stock, share issued | 49,499 | 45,083 |
Common stock, share outstanding | 49,499 | 45,083 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Consolidated Statements of Operations and Comprehensive Loss | |||
Revenues | $ 132,333 | $ 90,100 | $ 54,385 |
Operating expenses: | |||
Cost of revenues | 80,620 | 61,406 | 47,426 |
Research and development | 69,072 | 43,006 | 35,683 |
Selling, general and administrative | 135,901 | 103,267 | 80,126 |
Change in fair value of contingent consideration and indemnity holdback | (534) | ||
Litigation settlement | 22,500 | ||
Total operating expenses | 285,059 | 230,179 | 163,235 |
Loss from operations | (152,726) | (140,079) | (108,850) |
Interest income | 435 | 1,499 | 3,032 |
Interest expense | (367) | (787) | (1,294) |
Other income (expense), net | (1,370) | (182) | (265) |
Loss before income taxes | (154,028) | (139,549) | (107,377) |
Benefit from (provision for) income taxes | 1,930 | (382) | (292) |
Net loss attributable to common stockholders | (152,098) | (139,931) | (107,669) |
Other comprehensive loss: | |||
Change in unrealized gain (loss) on investments | (14) | (34) | 49 |
Foreign currency translation adjustment | 473 | (60) | 45 |
Comprehensive loss | $ (151,639) | $ (140,025) | $ (107,575) |
Net loss per share attributable to common stockholders-basic and diluted (in dollars per share) | $ (3.15) | $ (3.57) | $ (3.92) |
Weighted average shares used in computing net loss per share attributable to common stockholders (in shares) | 48,251 | 39,190 | 27,462 |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Series A Convertible Preferred Stock [Member]Preferred Stock [Member] | Series A Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member]Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member]Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series D Convertible Preferred Stock [Member]Preferred Stock [Member] | Series D Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated deficit [Member] | Total |
Beginning Balance at Sep. 30, 2018 | $ 9,141 | $ 25,900 | $ 36,726 | $ 218,716 | $ 9,346 | $ 87 | $ (210,855) | $ (201,422) | |||||
Beginning Balance, shares at Sep. 30, 2018 | 2,818 | 3,316 | 2,491 | 10,326 | 3,206 | ||||||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses | 153,852 | 153,852 | |||||||||||
Issuance of common stock in public offering, net of underwriting discounts and commissions and offering expenses, shares | 10,063 | ||||||||||||
Vesting of restricted stock units | 8 | ||||||||||||
Issuance of shares under the employee stock purchase plan | 2,700 | 2,700 | |||||||||||
Issuance of shares under the employee stock purchase plan, shares | 219 | ||||||||||||
Exercise of stock options | 2,264 | 2,264 | |||||||||||
Exercise of stock options, shares | 331 | ||||||||||||
Conversion of redeemable convertible preferred stock warrant liability to equity | 631 | 631 | |||||||||||
Conversion of redeemable convertible preferred stock to common stock | $ (9,141) | $ (25,900) | $ (36,726) | $ (218,716) | 290,462 | 290,462 | |||||||
Conversion of redeemable convertible preferred stock to common stock, shares | (2,818) | (3,316) | (2,491) | (10,326) | 18,951 | ||||||||
Stock-based compensation | 11,170 | 11,170 | |||||||||||
Net exercise of stock warrants | 95 | ||||||||||||
Other comprehensive income | 94 | 94 | |||||||||||
Net loss | (107,669) | (107,669) | |||||||||||
Ending Balance at Sep. 30, 2019 | 470,425 | 181 | (318,524) | 152,082 | |||||||||
Ending Balance, shares at Sep. 30, 2019 | 32,873 | ||||||||||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses | 295,563 | 295,563 | |||||||||||
Issuance of common stock in public offering, net of underwriting discounts and commissions and offering expenses, shares | 11,064 | ||||||||||||
Vesting of restricted stock units | 178 | ||||||||||||
Issuance of shares under the employee stock purchase plan | 3,428 | 3,428 | |||||||||||
Issuance of shares under the employee stock purchase plan, shares | 126 | ||||||||||||
Exercise of stock options | 10,539 | 10,539 | |||||||||||
Exercise of stock options, shares | 915 | ||||||||||||
Repurchases of early exercised stock options, shares | (2) | ||||||||||||
Stock-based compensation | 17,096 | 17,096 | |||||||||||
Other comprehensive income | (94) | (94) | |||||||||||
Repurchases of common stock for income tax withholding | (2,421) | (2,421) | |||||||||||
Repurchases of common stock for income tax withholding, shares | (71) | ||||||||||||
Net loss | (139,931) | (139,931) | |||||||||||
Ending Balance at Sep. 30, 2020 | 794,630 | 87 | (458,455) | 336,262 | |||||||||
Ending Balance, shares at Sep. 30, 2020 | 45,083 | ||||||||||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses | 323,861 | 323,861 | |||||||||||
Issuance of common stock in public offering, net of underwriting discounts and commissions and offering expenses, shares | 3,136 | ||||||||||||
Vesting of restricted stock units | 237 | ||||||||||||
Issuance of shares under the employee stock purchase plan | 4,944 | 4,944 | |||||||||||
Issuance of shares under the employee stock purchase plan, shares | 74 | ||||||||||||
Exercise of stock options | 14,471 | 14,471 | |||||||||||
Exercise of stock options, shares | 804 | ||||||||||||
Repurchases of early exercised stock options, shares | (2) | ||||||||||||
Stock-based compensation | 36,998 | 36,998 | |||||||||||
Business acquisition | 26,773 | 26,773 | |||||||||||
Business acquisition, shares | 237 | ||||||||||||
Net exercise of stock warrants | 22 | ||||||||||||
Other comprehensive income | 459 | 459 | |||||||||||
Repurchases of common stock for income tax withholding | (10,849) | (10,849) | |||||||||||
Repurchases of common stock for income tax withholding, shares | (92) | ||||||||||||
Net loss | (152,098) | (152,098) | |||||||||||
Ending Balance at Sep. 30, 2021 | $ 1,190,828 | $ 546 | $ (610,553) | $ 580,821 | |||||||||
Ending Balance, shares at Sep. 30, 2021 | 49,499 |
Consolidated Statements of Re_2
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Common Stock [Member] | |||
Net of underwriting discounts, commissions and offering expenses | $ 21,139 | $ 18,916 | $ 17,210 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities | |||
Net loss | $ (152,098) | $ (139,931) | $ (107,669) |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Depreciation and amortization | 9,750 | 6,677 | 6,111 |
Non-cash lease expense | 2,243 | (1,043) | |
Loss on disposal of property and equipment | 2 | 189 | |
Stock-based compensation | 36,998 | 17,096 | 11,170 |
Discount (premium) accretion on investment securities | 593 | (214) | (1,249) |
Realized gain on investments | (5) | ||
Allowance for doubtful accounts | 40 | ||
Change in fair value of contingent consideration and indemnity holdback | (534) | ||
Non-cash interest expense | 67 | 152 | 233 |
Amortization of debt discount | 81 | 184 | 282 |
Changes in assets and liabilities: | |||
Accounts receivable, net | (2,202) | (14,272) | (6,685) |
Inventories | (19,489) | (4,956) | (1,302) |
Prepaid expenses and other current assets | (2,058) | (3,683) | 746 |
Other non-current assets | (4,653) | (554) | (2,064) |
Accounts payable | 8,542 | (5,506) | 3,278 |
Accrued expenses | 3,115 | (2,648) | 4,210 |
Accrued compensation | 7,392 | 4,465 | 5,060 |
Other liabilities | (28) | 1,978 | (247) |
Net cash used in operating activities | (112,244) | (142,255) | (87,937) |
Cash flows from investing activities | |||
Purchases of property and equipment | (27,061) | (9,868) | (14,757) |
Proceeds from sale of property and equipment | 21 | ||
Business acquisition, net of cash acquired | (483) | ||
Purchases of investments | (58,795) | (202,882) | (177,574) |
Proceeds from maturity of investments | 242,494 | 98,100 | 87,500 |
Net cash provided by (used in) investing activities | 156,155 | (114,650) | (104,810) |
Cash flows from financing activities | |||
Proceeds from exercise of stock options | 14,559 | 10,495 | 2,170 |
Proceeds from public offerings, net of underwriting discounts, commissions and offering expenses | 323,861 | 295,563 | 156,208 |
Proceeds from issuance under employee stock purchase plan | 4,944 | 3,428 | 2,700 |
Repayments of long-term debt | (3,333) | (3,333) | (2,500) |
Repurchases of common stock for income tax withholding | (10,849) | (2,421) | |
Net cash provided by financing activities | 329,182 | 303,732 | 158,578 |
Effect of exchange rates on cash, cash equivalents and restricted cash | 20 | 21 | 30 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 373,113 | 46,848 | (34,139) |
Cash, cash equivalents, and restricted cash at beginning of year | 94,246 | 47,398 | 81,537 |
Cash, cash equivalents, and restricted cash at end of year | 467,359 | 94,246 | 47,398 |
Supplemental disclosure of cash flow information | |||
Interest paid | 167 | 438 | 779 |
Income taxes paid, net of refunds | 101 | 172 | 291 |
Non-cash investing and financing activities | |||
Property and equipment additions included in accrued expenses and accounts payable | 2,011 | 1,333 | 170 |
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | 33,617 | $ 3,718 | |
Conversion of redeemable convertible preferred stock warrant liability to equity | 631 | ||
Conversion of redeemable convertible preferred stock to common stock | $ 290,462 | ||
Issuance of common stock in connection with the iGenomX acquisition | $ 26,773 |
The company
The company | 12 Months Ended |
Sep. 30, 2021 | |
The company | |
The company | 1. The company Twist Bioscience Corporation (the Company) was incorporated in the state of Delaware on February 4, 2013. The Company is a synthetic biology company that has developed a disruptive DNA synthesis platform. DNA is used in many applications across different industries: industrial chemicals/materials, academic, healthcare and food/agriculture. The core of the Company’s platform is a proprietary technology that pioneers a new method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. The Company has combined this technology with proprietary software, scalable commercial infrastructure and an e-commerce platform to create an integrated technology platform that enables the Company to achieve high levels of quality, precision, automation, and manufacturing throughput at a significantly lower cost than its competitors. The Company is leveraging its unique technology to manufacture a broad range of synthetic DNA-based products, including synthetic genes, tools for next generation sample preparation, and antibody libraries for drug discovery and development. The Company has a limited operating history and its prospects are subject to risks, expenses and uncertainties frequently encountered by companies in this industry. These risks include, but are not limited to, the uncertainty of availability of additional financing, market acceptance of its products, the ability to retain and attract new customers, and the uncertainty of achieving future profitability. The Company has generated net losses in all periods since inception. As of September 30, 2021, the Company had an accumulated deficit of $610.6 million and has not generated positive cash flows from operations since inception. Losses are expected to continue as the Company continues to invest in product development, manufacturing, and sales and marketing. Since its inception, the Company has received an aggregate of $1,063.9 million in net proceeds from the issuance of equity securities and an aggregate of $13.8 million from debt. Management believes that these proceeds combined with existing cash balances on hand will be sufficient to fund operations for at least one year from the issuance of these consolidated financial statements. However, if the Company needs to obtain additional financing to fund operations beyond this period, there can be no assurance that it will be successful in raising additional financing on terms which are acceptable to the Company. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | 2. Summary of significant accounting policies Basis of presentation and use of estimates The presentation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Such estimates include the valuation of deferred tax assets, stock-based compensation expense, determination of the net realizable value of inventory, and the fair value of the Company’s common stock and redeemable convertible preferred stock warrant liabilities. Actual results could differ from those estimates. The Company’s consolidated financial statements include its wholly-owned subsidiaries. All intercompany balances and accounts are eliminated in consolidation. Risks and uncertainties The Company relies on third parties for the supply and manufacture of its products, including a single-source supplier for a critical component, as well as third-party logistics providers. In instances where these parties fail to perform their obligations, the Company may be unable to find alternative suppliers to satisfactorily deliver its products to its customers on time, if at all. The Company operates in a dynamic and highly competitive industry and believes that changes in any of the following areas could have a material adverse effect on the Company’s future financial position, results of operations, or cash flows: ability to obtain future financing; advances and trends in new technologies and industry standards; market acceptance of the Company’s products; development of sales channels; certain strategic relationships; litigation or claims against the Company regarding intellectual property, patent, product, regulatory, or other factors; and the ability to attract and retain employees necessary to support its growth. The Company has expended and expects to continue to expend substantial funds to complete the research and development of its production process. The Company may require additional funds to commercialize its products and may be unable to entirely fund these efforts with its current financial resources. Additional funds may not be available on acceptable terms, if at all. If adequate funds are unavailable on a timely basis from operations or additional sources of financing, the Company may have to delay the sale of the Company’s products and services which would materially and adversely affect its business, financial condition and operations. During the year ended September 30, 2021, financial results of the Company were not significantly affected by the COVID 19 pandemic, which continues to have global impact. The Company has considered all information available as of the date of issuance of these financial statements and the Company is not aware of any specific events or circumstances that would require an update to its estimates or judgments, or a revision to the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information becomes available. The extent to which the COVID 19 outbreak affects the Company’s future financial results and operations will depend on future developments which continue to evolve and are difficult to predict, including new information concerning mutations in the SARS-CoV 2 virus, which may make it more contagious, and current or future domestic and international actions to contain it and treat it. Concentration of credit risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents, short-term investments and accounts receivable. Substantially all of the Company’s cash is held by one financial institution that management believes is of high credit quality. Such deposits may, at times, exceed federally insured limits. The Company’s investment policy addresses the level of credit exposure by establishing a minimum allowable credit rating and by limiting the concentration in any one investment. The Company’s accounts receivable is derived from customers located principally in the United States and Europe. The Company performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses on customers’ accounts when deemed necessary. The Company does not typically require collateral from its customers. Credit losses historically have not been material. The Company continuously monitors customer payments and maintains an allowance for doubtful accounts based on its assessment of various factors including historical experience, age of the receivable balances, and other current economic conditions or other factors that may affect customers’ ability to pay. Customer concentration There are no major customers who accounted for 10% or more of the Company’s revenue for the fiscal year ended September 30, 2021. There were two major customers who accounted for 12% and 10% of the Company’s revenue for the fiscal year ended September 30, 2020. There was one major customer who accounted for 17% of the Company’s revenue for the fiscal year ended September 30, 2019. There are no major customers who accounted for 10% or more of the net accounts receivable as of September 30, 2021. There was one customer who accounted for 36% of net accounts receivable as of September 30, 2020. Cash and cash equivalents Cash equivalents that are readily convertible to cash are stated at cost, which approximates fair value. The Company considers all highly liquid investments with an original or remaining maturity of three months or less at the time of purchase to be cash equivalents. Cash equivalents consist of investments in money market funds as of September 30, 2021 and 2020. Short-term investments The Company invests in various types of securities, including United States government, commercial paper, and corporate debt securities. It classifies its investments as available-for-sale and records them at fair value based upon market prices at period end. Unrealized gains and losses that are deemed temporary in nature are recorded in accumulated other comprehensive income as a separate component of stockholders’ equity. Dividend and interest income are recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of investments sold. The Company may sell these securities at any time for use in current operations. Accounts receivable Trade receivables include amounts billed and currently due from customers, recorded at the net invoice value and are not interest bearing. The amounts due are stated at their net estimated realizable value. The Company maintains an allowance for doubtful accounts to provide for the estimated amounts of receivables that will not be collected. The allowance is based upon an assessment of customer creditworthiness, historical payment experience, the age of outstanding receivables and collateral to the extent applicable. The Company re-evaluates such allowance on a regular basis and adjusts its allowance as needed. Once a receivable is deemed to be uncollectible, such balance is charged against the allowance. The Company has a short order-to-invoice lifecycle, as most products can be manufactured within one month. Upon delivery of the products to the customer, the Company invoices the customer. The typical timing of payment is net 30 days. Fair value of financial instruments The carrying amounts of the Company’s financial instruments including cash equivalents, short term investments, and accounts receivable approximate fair value due to their relatively short maturities. The carrying amounts of the redeemable convertible preferred stock warrant liability represent their fair values. Based on the borrowing rates currently available to the Company for loans with similar terms, the carrying value of the Company’s long-term debt approximates its fair value (level 2 within the fair value hierarchy). Inventories Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. Determining net realizable value of inventory involves judgments and assumptions, including projecting selling prices and costs to sell. Provisions are made to reduce excess and obsolete inventories to their estimated net realizable value based on forecasted demand, past experience, the age and nature of inventories. Property and equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets or the remaining lease term of the respective leasehold improvements assets, if any. The Company recorded depreciation and amortization expense of $9.8 million, $6.7 million, and $6.1 million for the years September 30, 2021, 2020 and 2019, respectively. Estimated lives of property and equipment are as follows: Laboratory equipment 5 Years Furniture, fixtures and other equipment 5 Years Computer equipment 3 Years Computer software 3 Years Leasehold improvements Lesser of useful life or facilities’ lease term. Maintenance and repairs are charged to expense as incurred. Betterments are capitalized and depreciated through the life of the lease. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. Capitalized software development costs Costs associated with internal-use software systems, including those to improve e-commerce capabilities, during the application development stage are capitalized. Capitalization of costs begins when the preliminary project stage is completed, management has committed to funding the project, and it is probable that the project will be completed and the software will be used to perform the function intended. Capitalization ceases at the point when the project is substantially complete and is ready for its intended purpose. The capitalized amounts are included in property and equipment, net on the consolidated balance sheets. Capitalized software development costs were $3.0 million and $2.4 million as of September 30, 2021 and 2020, respectively. Capitalized costs are amortized from the project completion date, using the straight-line method over an estimated useful life of the assets, which is three years. Long-lived assets The Company reviews property and equipment, right of use assets and intangibles subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amount to the future undiscounted cash flows which the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. There have been no such impairments of long-lived assets during the years ended September 30, 2021, 2020 and 2019. Intangible assets with finite lives are amortized over their estimated useful lives using the straight-line method. The Company reviews intangible assets for impairment whenever events or changes in business circumstances indicate that the carrying amounts of the assets may not be fully recoverable. Impairment assessments inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions. No impairment charges were recorded during the years ended September 30, 2021, 2020 and 2019. Leases On October 1, 2019, the Company adopted Topic 842 using the modified retrospective approach. The adoption had a material effect on the consolidated balance sheets but did not have a material effect on the consolidated statements of operations and comprehensive loss. Prior period amounts were not adjusted and continue to be reported in accordance with the previous accounting under ASC 840, Leases. The Company elected the package of practical expedients permitted under the transition guidance which, among other things, allows carrying forward the historical classification of existing leases as of October 1, 2019. The Company determines if an arrangement is a lease at inception primarily based on the determination of the party responsible for directing the use of an underlying asset within a contract. Operating lease right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the present value of committed lease payments, the Company uses its incremental borrowing rate based on the information available at the lease commencement date which includes significant assumptions made including the Company’s estimated credit rating, annual percentage yields from corporate debt financings of companies of similar size and credit rating over a loan term approximating the remaining term of each lease, and government bond yields for terms approximating the remaining term of each lease in countries where the leased assets are located. Certain leases include payments of operating expenses that are dependent and may be revised based on the landlord’s estimate, and these variable payments are therefore excluded from the lease payments used to determine the operating lease right-of-use asset and lease liability. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise any such options. Lease expense is recognized on a straight-line basis over the expected lease term. The Company elected to not apply the recognition requirements of Topic 842 to short-term leases with terms of 12 months or less which do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. For short-term leases, lease payments are recognized as operating expenses on a straight-line basis over the lease term. The Company elected to account for lease and non-lease components as a single lease component. Additional information and disclosures required by Topic 842 are contained in Note 7. Goodwill and indefinite intangible assets Goodwill is evaluated for impairment annually at the reporting unit level during the fourth quarter of the fiscal year or more frequently if events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. If, based on a qualitative assessment, the Company determines it is more likely than not that goodwill is impaired, a quantitative assessment is performed to determine if the fair value of the Company’s one reporting unit is less than its carrying value. During its goodwill impairment review, the Company assessed qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying value, including goodwill. The qualitative factors include, but are not limited to, industry and market considerations, and the Company’s overall financial performance. The Company performed its annual assessment for goodwill impairment in the fourth quarter of the fiscal year noting no indication of impairment. There were no triggering events indicating potential for impairment through September 30, 2021. Segment information The Company has one business activity, which is manufacturing of synthetic DNA using its semiconductor-based silicon platform and operates as one reportable and operating segment. The Company’s chief operating decision-maker, its Chief Executive Officer (CEO), reviews the Company’s operating results on an aggregate basis for purposes of allocating resources and evaluating financial performance. Revenue recognition The Company’s revenue is generated through the sale of synthetic biology tools, such as synthetic genes, oligo pools, next generation sequencing tools, and DNA and biopharma libraries. The Company recognizes revenue when control of the products is transferred to the customer and at a transaction price that is determined based on the agreed upon rates in the applicable order or master supply agreement applied to the quantity of synthetic DNA that was manufactured and shipped to the customer. Contracts with customers are in the written form of a purchase order or a quotation, which outline the promised goods and the agreed upon price. Such orders are often accompanied by a Master Supply or Distribution Agreement that establishes the terms and conditions, rights of the parties, delivery terms, and pricing. The Company assesses collectability based on a number of factors, including past transaction history and creditworthiness of the customer. For Company contracts to date other than Biopharma contracts, the customer orders a specified quantity of synthetic DNA sequence; therefore, the delivery of the ordered quantity per the purchase order is accounted for as one performance obligation. The transaction price is determined based on the agreed upon rates in the purchase order or master supply agreements applied to the quantity of synthetic DNA that was manufactured and shipped to the customer. The Company’s contracts include only one performance obligation – the shipment of the product to the customer. Accordingly, all of the transaction price, net of any discounts, is allocated to the one performance obligation. The Company’s sales are subject to Ex Works (as defined in Incoterms 2010) delivery terms and revenue is recorded at the point in time when products are picked up by the customer’s freight forwarder, as the Company has determined that this is the point in time that control transfers to the customer. Therefore, upon shipment of the product, there are no remaining performance obligations. The Company’s shipping and handling activities are performed before the customer obtains control of the goods and therefore are considered a fulfillment cost. The Company has elected to exclude all sales and value added taxes from the measurement of the transaction price. The Company has not adjusted the transaction price for significant financing since the time period between the transfer of goods and payment is less than one year. The Company has elected the practical expedient to not disclose the consideration allocated to remaining performance obligations and an explanation of when those amounts are expected to be recognized as revenue since the duration of the contracts is less than one year. The Company recognizes revenue at a point in time when control of the products is transferred to the customer. The Company’s Biopharma revenue currently primarily consists of research and development agreements with third parties that provide for up-front and milestone-based payments. The Company also enters into research and development agreements that do not include up-front or milestone-based payments and recognizes revenue on these types of agreements based on the timing of development activities. The Company’s research and development agreements may include more than one performance obligation. At the inception of the agreement, the Company assesses whether each obligation represents a separate performance obligation or whether such obligations should be combined as a single performance obligation. The transaction price for each agreement is determined based on the amount of consideration the Company expects to be entitled to for satisfying all performance obligations within the agreement. The Company assesses the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. In agreements where the Company satisfies performance obligation(s) over time, the Company recognizes development revenue typically using an input method based on costs incurred relative to the total expected cost which determines the extent of progress toward completion. As part of the accounting for these arrangements, the Company must develop estimates and assumptions that require judgment to determine the transaction price and progress towards completion. The Company reviews its estimate of the transaction price and progress toward completion based on the best information available to recognize the cumulative progress toward completion as of the end of each reporting period and makes revisions to such estimates as necessary. Also, these research and development agreements may include license payments. The Company recognizes revenue from functional license agreements when the license is transferred to the customer and the customer is able to use and benefit from the license. Functional license has significant standalone functionality because it can be used as is for performing a specific task. The Company had contract assets of $2.0 million and contract liabilities of $1.1 million as of September 30, 2021. For all periods presented, the Company did not recognize revenue from amounts that were included in the contract liability balance at the beginning of each period. In addition, for all periods presented, there was no revenue recognized in a reporting period from performance obligations satisfied in previous periods. Based on the nature of the Company’s contracts with customers which are recognized over a term of less than 12 months, the Company has elected to use the practical expedient whereby costs to obtain a contract are expensed as they are incurred. The Company states its revenues net of any taxes collected from customers that are required to be remitted to various government agencies. The amount of taxes collected from customers and payable to governmental entities is included on the balance sheet as part of “Accrued expenses and other current liabilities.” Refer to Note 14 for the disaggregation of revenues by geography, by product and by industry. Research and development Research and development expenses consist of compensation costs, employee benefits, subcontractors, research supplies, allocated facility related expenses and allocated depreciation and amortization. All research and development costs are expensed as incurred. Advertising costs Costs related to advertising and promotions are expensed to sales and marketing as incurred. Advertising and promotion expenses for the years ended September 30, 2021, 2020 and 2019, were $2.5 million, $1.2 million and $1.3 million, respectively. Government contract payments The Company has funded research and development arrangements with the Defense Advanced Research Projects Agency (DARPA) and is under a subcontract with the Georgia Institute of Technology funded by the United States Director of Central Intelligence (IARPA). The Company recognizes payments received from these arrangements when milestones are achieved and records them as a reduction of research and development expenses. The total expected cost for the IARPA development project is $6.5 million with IARPA funding $4.5 million and the Company responsible for providing a minimum contribution of $2.0 million, which remains outstanding as of September 30, 2021. In fiscal year 2021, 2020, and 2019, the Company received DARPA payments of $1.0 million, $0.2 million, and $0.5 million, respectively. In fiscal year 2021 and 2020, the Company received IARPA payments of $1.1 million, and $2.5 million, respectively. There were no IARPA payments received in fiscal year 2019. Common stock warrants Warrants to purchase the Company’s common stock issued in conjunction with debt are recorded as additional paid-in-capital and classified as equity on the consolidated balance sheets. There were no common stock warrants issued during the years ended September 30, 2021 and 2020. Stock-based compensation The Company maintains performance incentive plans under which incentive and nonqualified stock options and restricted stock units are granted primarily to employees and may be granted to members of the board of directors and certain non-employee consultants, and employees may participate in an employee stock purchase plan. The Company recognizes stock compensation in accordance with ASC 718, Compensation—Stock Compensation The Company recognizes fair value of stock options granted to non-employees as a stock-based compensation expense over the period in which the related services are received. The Company recognizes forfeitures as they occur. The Company believes that the estimated fair value of stock options is more readily measurable than the fair value of the services rendered. For performance-based stock options, expense is recognized over the period from the grant date to the estimated attainment date, which is the derived service period of the award. Net loss per share attributable to common stockholders The Company calculates its basic and diluted net loss per share attributable to common stockholders in conformity with the two-class method required for companies with participating securities. In computing diluted net loss attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. The Company’s basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. For purposes of the calculation of diluted net loss per share attributable to common stockholders, unvested shares of common stock issued upon the early exercise of stock options, shares issuable for employee stock purchase plan contributions received, warrants to purchase common stock, unvested restricted common stock, unvested restricted stock units and stock options to purchase common stock are considered potentially dilutive securities but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. Basic and diluted net loss per share of common stock attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase, and excludes any dilutive effects of employee stock-based awards and warrants. Because the Company has reported a net loss for the years ended September 30, 2021, 2020 and 2019, diluted net loss per common share is the same as the basic net loss per share for those years. Reverse stock split In October 2018, the Company’s stockholders approved a one Income taxes The Company accounts for income taxes using the asset and liability method whereby deferred tax asset and liability accounts are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are currently in effect. Valuation allowances are established where necessary to reduce deferred tax assets to the amounts expected to be realized. Deferred offering costs Deferred offering costs, which consist of direct incremental legal, consulting, banking and accounting fees relating to the Company’s initial and subsequent issuance of common stock in public offering, were initially capitalized and subsequently offset against proceeds from the issuance of common stock in public offering within stockholders’ equity. As of September 30, 2021 and 2020, there were no capitalized deferred offering costs on the consolidated balance sheets. Business combinations The Company accounts for business combinations using the acquisition method. Under the acquisition method, the purchase price of the acquisition is allocated to the acquired tangible and identifiable intangible assets and assumed liabilities based on their estimated fair values at the time of the acquisition. This allocation involves a number of assumptions, estimates, and judgments that could materially affect the timing or amounts recognized in the Company’s financial statements. As a result, the Company may record adjustments to the fair values of assets acquired and liabilities assumed within the measurement period (up to one year from the acquisition date) with the corresponding offset to goodwill. The most subjective areas of the acquisition accounting method include determining the fair value of the following: ● identifiable intangible assets, including the valuation methodology, estimates of projected revenues, technology obsolescence, and discount rates, as well as the estimated useful life of the intangible assets; ● contingent consideration; and ● goodwill, as measured as the excess of consideration transferred over the acquisition date fair value of the assets acquired, including the amount assigned to identifiable intangible assets, and the liabilities assumed. The assumptions and estimates are based upon comparable market data and information obtained from the management of the acquired business. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date. Identifiable intangible assets with finite lives are amortized over their estimated useful lives in a pattern in which the asset is consumed. Acquisition-related costs, including advisory, legal, accounting, valuation, and other similar costs, are expensed in the periods in which those costs are incurred. The results of operations of acquired businesses are included in the Company’s consolidated financial statements from the acquisition date. Recent accounting pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Subtopic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The new standard requires entities to use the new “expected credit loss” impairment model for most financial assets measured at amortized cost, including trade and other receivables and held-to-maturity debt securities, and modifies the impairment model for available-for-sale debt securities. The standard is effective for the Company for the fiscal year ending September 30, 2024, including interim periods within that fiscal year. Early application is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes Income Taxes |
Fair value measurement
Fair value measurement | 12 Months Ended |
Sep. 30, 2021 | |
Fair value measurement | |
Fair value measurement | 3. Fair value measurement The Company assesses the fair value of financial instruments based on the provisions of ASC 820, Fair Value Measurements and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considering counterparty credit risk in its assessment of fair value. The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2021: Gross Gross Amortized unrealized unrealized (in thousands) cost gains losses Fair value Cash and cash equivalents $ 465,829 $ — $ — $ 465,829 Short-term investments 12,033 1 — 12,034 Total $ 477,862 $ 1 $ — $ 477,863 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2020: Gross Gross Amortized unrealized unrealized (in thousands) cost gains losses Fair value Cash and cash equivalents $ 93,667 $ — $ — $ 93,667 Short-term investments 196,320 15 — 196,335 Total $ 289,987 $ 15 $ — $ 290,002 As of September 30, 2021, financial assets and liabilities measured and recognized at fair value are as follows: (in thousands) Level 1 Level 2 Level 3 Fair value Assets Money market funds $ 430,438 $ — $ — $ 430,438 U.S. government treasury bills 12,034 — — 12,034 Total financial assets $ 442,472 $ — $ — $ 442,472 Liabilities Contingent consideration and indemnity holdback $ — $ 9,856 $ — $ 9,856 Total financial liabilities $ — $ 9,856 $ — $ 9,856 As of September 30, 2020, financial assets and liabilities measured and recognized at fair value are as follows: (in thousands) Level 1 Level 2 Level 3 Fair value Assets Money market funds $ 73,413 $ — $ — $ 73,413 Commercial paper — 94,840 — 94,840 U.S. government treasury bills 101,495 — — 101,495 Total financial assets $ 174,908 $ 94,840 $ — $ 269,748 Contractual maturities of short-term investments, as of September 30, 2021, were less than 12 months. |
Balance sheet components
Balance sheet components | 12 Months Ended |
Sep. 30, 2021 | |
Balance sheet components | |
Balance sheet components | 4. Balance sheet components The Company’s accounts receivable, net balance consists of the following: September 30, (in thousands) 2021 2020 Trade Receivables $ 26,549 $ 25,790 Other Receivables 2,337 951 Allowance for Doubtful Accounts (337) (365) Accounts Receivable, net $ 28,549 $ 26,376 Inventories consist of the following: September 30, (in thousands) 2021 2020 Raw Materials $ 18,778 $ 9,237 Work-in-process 4,837 2,021 Finished Goods 8,185 1,031 $ 31,800 $ 12,289 The work-in-process inventory included gross consigned inventory of $1.9 million as of September 30, 2021. Property and Equipment, net consists of the following: September 30, (in thousands) 2021 2020 Laboratory equipment $ 48,439 $ 37,338 Furniture, fixtures and other equipment 2,195 1,728 Computer equipment 2,977 2,834 Computer software 3,899 3,678 Leasehold improvements 5,066 4,669 Construction in progress 16,968 4,697 79,544 54,944 Less: Accumulated depreciation and amortization (35,422) (29,478) $ 44,122 $ 25,466 Other non-current assets The other non-current assets consist of the following: September 30, (in thousands) 2021 2020 Convertible note receivable $ 3,021 $ — Other non-current assets 4,653 2,823 $ 7,674 $ 2,823 The Company entered into a convertible promissory note agreement with a privately held company (“Borrower”) pursuant to which the Company agreed to loan to the Borrower up to an aggregate of $3.0 million in a series of loan installments, evidenced by a convertible promissory note having a maturity date of May 1, 2023 (“Convertible Note”). The Convertible Note accrues interest at a rate of 4% per annum. Outstanding principal and any unpaid accrued interest will be converted into preferred shares of the Borrower if before the repayment of the Note, the Borrower has an equity financing round. Accrued expenses The accrued expenses consist of the following: September 30, (in thousands) 2021 2020 Professional services fees payable $ 5,057 $ 2,444 Other accrued expenses 1,380 1,457 $ 6,437 $ 3,901 Accrued compensation The accrued compensation consist of the following: September 30, (in thousands) 2021 2020 Accrued vacation $ 4,643 $ 3,641 Accrued bonus 8,584 5,747 Accrued commissions 3,330 1,970 Accrued payroll and related taxes 4,676 2,711 Other accrued compensation 1,094 876 $ 22,327 $ 14,945 Other current liabilities The other current liabilities consist of the following: September 30, (in thousands) 2021 2020 Contingent consideration $ 5,186 $ — Income and sales taxes payable 2,440 719 Other current liabilities 1,997 1,892 $ 9,623 $ 2,611 |
Goodwill and intangible assets
Goodwill and intangible assets | 12 Months Ended |
Sep. 30, 2021 | |
Goodwill and intangible assets | |
Goodwill and intangible assets | 5. Goodwill and intangible assets Goodwill and intangible assets increased from prior year by $21.3 million and $18.4 million, respectively, as a result of a business acquisition. See Note 15, “Business acquisition”. There were no changes to the carrying value of goodwill during the year ended September 30, 2020. Total amortization expense related to intangible assets were $0.5 million for the year ended September 30, 2021 and $0.2 million for each of the years ended September 30, 2020 and 2019. The intangible assets balances are presented below: September 30, 2021 Weighted average Gross Amortization period carrying Accumulated Net book (in thousands, except for years) in years amount amortization value Developed Technology 16 $ 19,120 $ (1,361) $ 17,759 Tradenames & Trademarks 2 20 (20) — Customer Relationships 1.5 510 (7) 503 Total indefinite-lived intangible assets $ 19,650 $ (1,388) $ 18,262 September 30, 2020 Weighted average Gross Amortization period carrying Accumulated Net book (in thousands, except for years) in years amount amortization value Developed Technology 6 $ 1,220 $ (913) $ 307 Tradenames & Trademarks 2 20 (20) — Total indefinite-lived intangible assets $ 1,240 $ (933) $ 307 Future annual amortization expense is as follows (in thousands): Years ending September 30, 2022 $ 1,593 2023 1,138 2024 1,053 2025 1,053 2026 1,053 Thereafter 12,372 $ 18,262 |
Long-term debt
Long-term debt | 12 Months Ended |
Sep. 30, 2021 | |
Long-term debt | |
Long-term debt | 6. Long-term debt In September 2017, the Company entered into a Fourth Amended and Restated Loan and Security Agreement (the Fourth Loan) with SVB for loan amounts aggregating up to $20.0 million in a series of three advances. The first advance provides a principal amount of $10.0 million, the second advance provides a principal amount of $5.0 million and the third advance provides a principal amount of $5.0 million during their respective draw down periods. The draw down periods for the second and third advances under this agreement have expired as of January 31, 2018 and June 30, 2018, respectively and were not utilized. In connection with the first advance the Company issued a warrant to purchase 64,127 shares of common stock at an exercise price of $6.24 per share. The Fourth Loan contains a subjective acceleration clause under which the Fourth Loan could become due and payable to SVB in the event of a material adverse change in the Company’s business. The term of the loan was 51 months with an interest rate of prime plus 3.0% and a final payment fee of $0.7 million. The first advance, totaling $10.0 million, was drawn in September 2017 and comprised $7.8 million to refinance a prior loan and a new advance of $2.2 million. The debt provides for interest only payments through December 31, 2018 at which time monthly principal payments become due. In addition, the Company obtained a revolving loan facility for a principal amount of up to $10.0 million for which the principal amount outstanding under the revolving line would accrue interest at a floating per annum rate equal to one percentage point (1.00%) above the prime rate, which interest shall be payable monthly. The Company accounted for this transaction as a debt modification and did not incur any gain or loss relating to the modification. The Company had no amounts outstanding under this revolving loan facility at September 30, 2021 and 2020. The fees related to maintaining the revolving loan facility is $0.1 million, payable in annual installments. The Company’s credit facilities contain customary representations and warranties and customary affirmative and negative covenants applicable to the Company and its subsidiaries, including, among other things, restrictions on changes in business, management, ownership or business locations, indebtedness, encumbrances, investments, mergers or acquisitions, dispositions, maintenance of collateral accounts, prepayment of other indebtedness, distributions and transactions with affiliates. The credit facilities contain customary events of default subject in certain cases to grace periods and notice requirements, including (a) failure to pay principal, interest and other obligations when due, (b) material misrepresentations, (c) breach of covenants, conditions or agreements in the credit facilities, (d) default under material indebtedness, (e) certain bankruptcy events, (f) a material adverse change; (g) attachment, levy or restraint on business, (h) default with respect to subordinated debt, (i) cross default under the Company’s credit facilities, and (j) government approvals being revoked. As part of the Fourth Loan, all rights, title and interest to the Company’s personal property with the exception of the Company’s intellectual property, have been pledged as collateral, including cash and cash equivalents, short-term investments, accounts receivable, contractual rights to payment, license agreements, general intangibles, inventory and equipment. The Company was in compliance with all covenants under the loan and security agreement with SVB as of September 30, 2021 and 2020. Future maturities of the Fourth Loan as of September 30, 2021 are as follows: (in thousands) Principal Interest Total Years ending September 30, 2022 $ 833 $ 9 $ 842 $ 833 $ 9 $ 842 Less: Interest (9) Total amount of loan principal 833 Less unamortized debt discount (4) Add: accretion of final payment fee 723 $ 1,552 The effective interest rate of the Company’s outstanding Fourth Loan was 11.6% at September 30, 2021. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Sep. 30, 2021 | |
Commitments and contingencies | |
Commitments and contingencies | 7. Commitments and contingencies Litigation On February 3, 2016, Agilent filed a lawsuit against the Company and its Chief Executive Officer, Dr. Emily Leproust (the “Complaint”), in the Superior Court of California, Santa Clara County, or the Court. The Complaint also named Does 1 through 20, which are fictitious placeholder defendants. Agilent’s complaint alleged three claims against Twist and Dr. Leproust: (1) alleged breach of contract, related to the use of confidential information and alleged breach of non-solicitation obligations against Dr. Leproust; (2) alleged breach of a duty of loyalty against Dr. Leproust; and (3) alleged misappropriation of trade secrets under the California Uniform Trade Secrets Act, or CUTSA, against all defendants. On December 7, 2018, the Court granted Agilent’s motion to amend its complaint, permitting Agilent to file its Second Amended Complaint. This new complaint added amended allegations against the Company and Dr. Leproust, and also new claims for breach of contract and trade secret misappropriation against two individuals: Dr. Siyuan Chen, a current Company employee and Solange Glaize, a former Company employee. The Court also set trial to begin on February 24, 2020. On February 6, 2020, the Company, Dr. Leproust, Dr. Chen, Ms. Glaize (together, the Twist Group) and Agilent agreed to the terms of a settlement agreement (the “Settlement Agreement”) pursuant to which the Twist Group and Agilent each agreed to request dismissal of all claims against each other. The Settlement Agreement resolves the litigation initially commenced by the Complaint and contains no admission of liability or wrongdoing. Pursuant to the Settlement Agreement, the Company agreed to pay Agilent $22.5 million in cash within 14 days of the Settlement Agreement. This amount has been accrued in the consolidated financial statements in the three months ended December 31, 2019. In addition, the Twist Group and Agilent each agreed to release the other party from all known and unknown claims related to the claims and counterclaims alleged or that could have been alleged in such litigation or that arise from the facts and events that gave rise to such litigation. Further, Agilent agreed to grant the Company a limited non-exclusive license to use the trade secrets asserted by Agilent in the litigation, which extends to the Company’s supply chain, including its customers, suppliers, distributors and resellers. Agilent also agreed not to sue the Company for the infringement of any Agilent patent issued or pending as of the date of the Settlement Agreement or claim priority thereto, solely to the extent such patents claim a trade secret alleged in the litigation. There is no other covenant or release of claims for patent infringement. The Court dismissed the case on February 14, 2020. Indemnifications In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend the indemnified parties for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third-party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. To date, the Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require it to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by corporate law. The Company also has directors’ and officers’ insurance. Leases The Company leases certain of its facilities under non-cancellable operating leases expiring at various dates through 2034. The Company is also responsible for utilities, maintenance, insurance, and property taxes under these leases. Certain leases include options to renew or terminate at the Company’s discretion. The lease terms include periods covered by these options if it is reasonably certain the Company will renew or not terminate. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants. Supplemental balance sheet information related to the Company’s operating lease as of September 30, 2021, was the following: September 30, (in thousands) 2021 Assets: Operating lease right-of-use-asset $ 61,580 Current liabilities: Current portion of operating lease liabilities $ 8,213 Noncurrent liabilities: Operating lease liabilities, net of current portion $ 53,156 Future minimum lease payments under all non-cancelable operating leases as of September 30, 2021 are as follows: Operating (in thousands) leases Years ending September 30: 2022 $ 8,986 2023 10,595 2024 10,333 2025 10,489 2026 9,083 Thereafter 84,753 Total minimum lease payments $ 134,239 Less: imputed interest (55,242) Less: tenant improvement allowance (receipt anticipated in 2022) (17,628) Total operating lease liabilities $ 61,369 Less: current portion (8,213) Operating lease liabilities, net of current portion $ 53,156 For the year ending September 30, 2022, future minimum lease payments are comprised of the anticipated receipt of tenant improvement allowances totaling $17.6 million anticipated to be received in 2022, partially offset by non-cancelable operating lease payments of $9.0 million. The statement of cash flows for the year ended September 30, 2021, include changes in right-of-use assets and operating lease liabilities of $27.9 million and $30.1 million, respectively. For the year ended September 30, 2020, changes in right-of-use assets and operating lease liabilities were $2.1 million and $3.1 million, respectively. Operating lease expense was $9.5 million and $7.9 million for the year ended September 30, 2021 and 2020 respectively. Cash payments for amounts included in the measurement of operating lease liabilities for the year ended September 30, 2021 were $8.0 million. As of September 30, 2021, the weighted-average remaining lease term was 17.3 years and the weighted-average discount rate was 6.4%. In December 2020, the Company entered into a 12-year On April 13, 2021, the Company entered into a first amendment (the “First Lease Amendment”), which amends the terms of the Wilsonville, Oregon lease agreement dated December 18, 2020. The First Lease Amendment increases the premises originally leased within the same building by approximately 101,000 square feet (the “Additional Premises”). The Company intends to use the Additional Premises to support its additional product offerings, including DNA data storage, or other high value growth product lines. The First Lease Amendment also extends the termination date until April 1, 2034 and modifies the Company’s option to extend the term to an additional 10-year On April 14, 2021, the Company entered into a 5-year On July 28, 2021, the Company entered into a 7-year |
Related party transactions
Related party transactions | 12 Months Ended |
Sep. 30, 2021 | |
Related party transactions | |
Related party transactions | 8. Related party transactions During the years ended September 30, 2021, 2020 and 2019, the Company purchased raw materials from a related party investor in the amount of $5.0 million, $3.4 million and $3.2 million, respectively. Payable balances and cash receipts and receivable balances with the related party were immaterial as of September 30, 2021, 2020 and 2019. |
Income taxes
Income taxes | 12 Months Ended |
Sep. 30, 2021 | |
Income taxes | |
Income taxes | 9. Income taxes The Company recorded an income tax benefit of $1.9 million for the year ended September 30, 2021. The Company recorded provisions for income taxes of $0.4 million and $0.3 million for the years ended September 30, 2020 and 2019, respectively. The domestic and foreign components of pre-tax loss for the year ended September 30, 2021, 2020, and 2019 are as follows: Year ended September 30, (in thousands) 2021 2020 2019 US (149,533) (138,016) (107,847) Foreign (4,495) (1,533) 470 Total (154,028) (139,549) (107,377) The components of the provision for income taxes for the year ended September 30, 2021, 2020, and 2019 are as follows: Year ended September 30, (in thousands) 2021 2020 2019 Current Federal — — — State (29) — 108 Foreign 108 382 184 Total Current 79 382 292 Deferred Federal (2,268) — — State 259 — — Foreign — — — Total Deferred (2,009) — — Total Provision (1,930) 382 292 The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate: Year ended September 30, 2021 2020 2019 Tax expense computed at the federal statutory rate 21 % 21 % 21 % Change in valuation allowance (33) % (25) % (22) % Research and development credit benefit 3 % 1 % 1 % Business combination (2) % — — Stock-based compensation 12 % 3 % — Total income tax expense 1 % — % — % The significant components of the Company’s deferred tax assets and liabilities are as follows: September 30, (in thousands) 2021 2020 Net operating loss carryforwards $ 163,782 $ 112,434 Research and development credit carryforwards 20,163 9,407 Operating lease liability 14,890 7,506 Other 11,631 5,639 Gross deferred tax assets 210,466 134,986 Less: Valuation allowance (190,428) (127,336) Net deferred tax assets 20,038 7,650 Fixed assets (785) (105) Operating lease right-of-use asset (14,893) (7,498) Intangible assets (4,360) (47) Gross deferred tax liabilities (20,038) (7,650) Total net deferred tax asset $ — $ — Based on the available objective evidence, management believes it is more likely than not that the deferred tax assets will not be fully realizable. Accordingly, the Company has provided a full valuation allowance against its deferred tax assets at September 30, 2021 and 2020. The valuation allowance was $190.4 million and $127.3 million as of September 30, 2021, and 2020, respectively. The change in the valuation allowance was mainly due to an increase in the net operating loss and research and development credits during the fiscal year 2021. The Company intends to continue maintaining a full valuation allowance on the Company’s deferred tax assets until there is sufficient evidence to support the reversal of all or some portion of the allowance. The release of all, or a portion, of the valuation allowance would result in the recognition of certain deferred tax assets and a decrease to income tax expense for the period the release is recorded. As of September 30, 2021, the Company had net operating loss carryforwards of approximately $664.5 million and $377.1 million available to reduce future taxable income, if any, for federal and state income tax purposes, respectively. The net operating losses will begin to expire in fiscal year 2032. The Company also had federal and state research and development credit carryforwards of approximately $16.9 million and $12.5 million, respectively, at September 30, 2021. The federal credits will expire starting in 2033 if not utilized. The California research and development credits have no expiration date. Utilization of the net operating losses and tax credits is subject to annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. Such annual limitations may result in the expiration of the net operating losses and tax credits before utilization. The provisions of ASC 740-10, Accounting for Uncertainty in Income Taxes The aggregate changes in the balance of gross unrecognized tax benefits are as follows: Federal (in thousands) and state Balance as of September 30, 2018 $ 2,249 Increases related to tax positions taken during 2019 1,042 Balance as of September 30, 2019 $ 3,291 Increases related to tax positions taken during 2020 1,409 Balance as of September 30, 2020 $ 4,700 Increases related to tax positions taken during 2021 2,737 Balance as of September 30, 2021 $ 7,437 The Company does not expect a material change in unrecognized tax benefits in the next twelve months. As of September 30, 2021, approximately $0.1 million of unrecognized tax benefit would, if recognized, impact the Company’s effective income tax rate. It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary. The Company’s management determined that no accrual for interest and penalties was required as of September 30, 2021 and 2020. The Company’s files federal and state income tax returns with varying statutes of limitations. All tax years remain open to examination due to the carryover of net operating losses or tax credits. The Company currently has no federal or state tax examinations in progress. In March and December 2020, in response to the COVID-19 pandemic, the CARES Act and the Consolidated Appropriations Act, 2021 were passed into law and provide additional economic stimulus to address the impact of the COVID-19 pandemic. The Company does not expect any significant benefit to its income tax provision as a result of this legislation. |
Warrants
Warrants | 12 Months Ended |
Sep. 30, 2021 | |
Warrants | |
Warrants | 10. Warrants In connection with its long-term debt agreements, the Company issued 18,854 and 7,531 warrants for its common stock on December 22, 2015 and March 28, 2016, respectively. As of September 30, 2020, there were 26,385 warrants outstanding. In October 2020, a total of 18,854 warrants with an exercise price of $14.85 per common share were exercised for a net 16,051 common shares issued by the Company. In November 2020, a total of 7,531 warrants with an exercise price of $21.24 per common share were exercised for a net 6,041 common shares issued by the Company. There are no outstanding warrants for the Company’s common stock as of September 30, 2021. |
Common stock
Common stock | 12 Months Ended |
Sep. 30, 2021 | |
Common stock | |
Common stock | 11. Common stock As of September 30, 2021, the Company reserved sufficient shares of common stock for issuance upon exercise of stock options. Each share of common stock is entitled to one vote. The holders of shares of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors, subject to prior rights of the holders of preferred stock. |
Stock option plan
Stock option plan | 12 Months Ended |
Sep. 30, 2021 | |
Stock option plan | |
Stock option plan | 12. Stock option plan 2018 Equity Incentive Plan On September 26, 2018, the board of directors adopted the 2018 Equity Incentive Plan (the 2018 Plan) as a successor to the 2013 Stock Plan (the 2013 Plan). The maximum aggregate number of shares that may be issued under the 2018 Plan is 6,856,405 shares of the Company’s common stock. The number of shares reserved for issuance under the 2018 Plan will be increased automatically on the first day of each fiscal year, following the fiscal year in which the 2018 Plan became effective, by a number equal to the least of 999,900 shares, 4% of the shares of common stock outstanding at that time, or such number of shares determined by the Company’s board of directors. The common shares issuable under the 2018 Plan were registered pursuant to a registration statement on Form S-8 on November 1, 2018. On September 1, 2020, the board of directors approved the implementation of a revised annual equity award program for executive officers and senior level employees to be granted as performance-based stock units (PSUs) under the 2018 Plan. The number of PSUs ultimately earned under these awards is calculated based on the achievement of certain total revenue threshold during the fiscal year ending September 30, 2022. The percentage of performance stock units that vest will depend on the board of directors’ determination of total revenue at the end of the performance period and can range from 0% to 150% of the number of units granted. The provisions of the PSU are considered a performance condition, and the effects of that performance condition are not reflected in the grant date fair value of the awards. The Company used the Black-Scholes method to calculate the fair value at the grant date without regard to the vesting condition and will recognize compensation cost for the units that are expected to vest. As of September 30, 2021, the Company determined that 256,665 shares are expected to vest based on the probability of the performance condition that will be achieved under this equity award program. The Company reassesses the probability of the performance condition at each reporting period and adjusts the compensation cost based on the probability assessment. During the year ended September 30, 2021, the Company changed its estimate of the probability of meeting the performance conditions for the PSU grants. The previous estimate was based on data and assumptions that were the best available information at the time. During the third quarter of 2021, the Company obtained new data, previously unavailable, from new, internal forecasts and projections. The new data indicate that the PSU grants are expected to be larger than previously estimated. As a result, the Company has changed its estimate of its PSU stock-based compensation on a prospective basis beginning in the third quarter of 2021. This change resulted in an increase of approximately $0.6 million in stock-based compensation expense for the year ended September 30, 2021. The weighted-average grant date fair value was determined to be $45.18 per share. As of September 30, 2021, the unrecognized compensation costs related to these awards were $5.6 million. The Company expects to recognize those costs over a weighted average period of 1.0 year. Any shares subject to outstanding awards under the 2013 Plan that are canceled or repurchased subsequent to the 2018 Plan’s effective date are returned to the pool of shares reserved for issuance under the 2018 Plan. Awards granted under the 2018 Plan may be nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, and performance units. Activity under the equity incentive plans during the year ended September 30, 2021 is as follows: Weighted Weighted average average remaining exercise contractual Aggregate Shares Options price term intrinsic (In thousands, except per share data) available outstanding per share (years) value Outstanding at September 30, 2020 1,034 3,913 $ 24.35 8.1 $ 204,365 Additional shares authorized 1,000 — — Stock options granted (175) 175 69.03 Stock options exercised — (805) 18.05 Stock options forfeited 151 (151) 39.25 Restricted stock units granted (436) — — Forfeiture of restricted stock units 61 — — Shares withheld for payment of taxes 93 — — Outstanding at September 30, 2021 1,728 3,132 $ 27.15 7.3 $ 251,343 Vested or expected to vest at September 30, 2021 3,132 $ 27.15 7.3 $ 251,343 Vested and exercisable at September 30, 2021 1,633 $ 18.05 6.6 $ 145,204 As of September 30, 2021, there was $26.3 million of total unrecognized compensation cost related to non-vested stock options under the equity incentive plans that are expected to be recognized over a weighted average period of 1.6 years. The weighted-average grant date fair value of stock options granted during the year ended September 30, 2021 was $69.03 per share. 2018 Employee Stock Purchase Plan On September 26, 2018, the board of directors adopted the 2018 Employee Stock Purchase Plan (the 2018 ESPP). A total of 275,225 shares of the Company’s common stock have been reserved for issuance under the 2018 ESPP. The number of shares reserved for issuance under the 2018 ESPP will be increased automatically on the first day of each fiscal year, following the fiscal year in which the 2018 ESPP becomes effective, by a number equal to the least of 249,470 shares, 1% of the shares of common stock outstanding at that time, or such number of shares determined by the Company’s board of directors. The number of shares reserved for issuance as at September 30, 2021 is as follows: Shares (In thousands) available Outstanding at September 30, 2020 179 Additional shares authorized 250 Shares issued during the period (74) Outstanding at September 30, 2021 355 Subject to any plan limitations, the 2018 ESPP allows eligible service providers (through qualified and non-qualified offerings) to contribute, normally through payroll deductions, up to 15% of their earnings for the purchase of the Company’s common stock at a discounted price per share. The offering periods are beginning in February and August of each year, except the initial offering period which commenced with the initial public offering in October 2018 and ended on August 20, 2019. The common shares issuable under the 2018 ESPP were registered pursuant to a registration statement on Form S-8 on November 26, 2018. Unless otherwise determined by the board of directors, the Company’s common stock will be purchased for the accounts of employees participating in the 2018 ESPP at a price per share that is the lesser of 85% of the fair market value of the Company’s common stock on the first trading day of the offering period, which for the initial offering period is the price at which shares of the Company’s common stock were first sold to the public, or 85% of the fair market value of the Company’s common stock on the last trading day of the offering period. During the years ended September 30, 2021 and 2020, activity under the 2018 ESPP was immaterial. Restricted Stock Units Restricted stock primarily consists of restricted stock unit awards (RSUs) which have been granted to employees. The value of an RSU award is based on the Company’s stock price on the date of grant. The shares underlying the RSU awards are not issued until the RSUs vest. Upon vesting, each RSU converts into one share of the Company’s common stock. Activity with respect to the Company’s restricted stock units during the year ended September 30, 2021 is as follows: Weighted average Weighted grant average date fair remaining Aggregate Number value per contractual Intrinsic (in thousands, except per share data) of Shares share term (years) Value Outstanding at September 30, 2020 569 $ 32.96 3.2 $ 43,260 Restricted stock units granted 436 $ 113.06 — — Restricted stock units vested (237) $ 44.36 — — Restricted stock units forfeited (61) $ 86.60 — — Outstanding at September 30, 2021 707 $ 73.86 2.7 $ 75,629 Expected to vest at September 30, 2021 707 $ 73.86 2.7 $ 75,629 As of September 30, 2021, there was $47.5 million of total unrecognized compensation cost related to these issuances that is expected to be recognized over a weighted average period of 2.7 years. Stock-based compensation Total stock-based compensation expense recognized were as follows: Year ended September 30, (in thousands) 2021 2020 2019 Cost of revenues $ 2,678 $ 1,290 $ 1,345 Research and development 10,166 3,346 2,378 Selling, general and administrative 24,154 12,460 7,447 Total stock-based compensation $ 36,998 $ 17,096 $ 11,170 The Company uses the Black-Scholes option pricing model to calculate the grant date fair value of a stock option. The Black-Scholes model requires various assumptions, including the fair value of the Company’s common stock, expected term, expected dividend yield and expected volatility. The expected volatility of the Company’s stock options is estimated from the historical volatility of selected public companies with comparable characteristics to it, including similarity in size and lines of business. The expected term of stock options represents the period that the Company’s stock-options are expected to be outstanding before being exercised. The risk-free interest rate is based on the implied yield currently available on U.S. treasury notes with terms approximately equal to the expected life of the option. The expected dividend rate is zero as the Company currently has no history or expectation of declaring cash dividends on the Company’s common stock. The fair value of options granted during the years ended September 30, 2021, 2020 and 2019, respectively, were calculated using the weighted average assumptions set forth below: Year ended September 30, 2021 2020 2019 Expected term (years) 6.1 6.2 6.4 Expected volatility 64.4 % 62.1 % 60.2 % Risk-free interest rate 1.0 % 1.3 % 2.7 % Dividend yield — % — % — % Weighted average grant date fair value of options granted during the years ended September 30, 2021, 2020 and 2019 were $42.80, $20.76 and $15.06, respectively. Shares subject to repurchase The Company has a right of repurchase with respect to unvested shares issued upon early exercise of options at an amount equal to the original exercise price of each unvested share being repurchased. The Company’s right to repurchase these shares lapses pursuant to the vesting schedule of the original grant, which is generally 25% on the first anniversary of the original grant and ratably on a monthly basis over the remaining 36 months. As of September 30, 2021, 2,741 shares remain subject to the Company’s right of repurchase. |
Net loss per share attributable
Net loss per share attributable to common stockholders | 12 Months Ended |
Sep. 30, 2021 | |
Net loss per share attributable to common stockholders | |
Net loss per share attributable to common stockholders | 13. Net loss per share attributable to common stockholders The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders: Year ended September 30, (in thousands, except per share data) 2021 2020 2019 Numerator: Net loss attributable to common stockholders $ (152,098) $ (139,931) $ (107,669) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted 48,251 39,190 27,462 Net loss per share attributable to common stockholders, basic and diluted $ (3.15) $ (3.57) $ (3.92) The potentially dilutive common shares that were excluded from the calculation of diluted net loss per share because their effect would have been antidilutive for the periods presented are as follows: Year ended September 30, (in thousands) 2021 2020 2019 Shares subject to options to purchase common stock 3,131 3,948 3,551 Unvested restricted shares of common stock — — 24 Unvested restricted stock units 707 569 462 Unvested shares of common stock issued upon early exercise of stock options 3 17 38 Shares subject to employee stock purchase plan 27 33 76 Shares subject to warrants to purchase common stock — 26 26 Total 3,868 4,593 4,177 |
Geographic, product and industr
Geographic, product and industry information | 12 Months Ended |
Sep. 30, 2021 | |
Geographic, product and industry information | |
Geographic, product and industry information | 14. Geographic, product and industry information The table below sets forth revenues by geographic region, based on ship-to destinations. Americas consists of the United States of America, Canada, Mexico and South America; EMEA consists of Europe, the Middle East, and Africa; and APAC consists of Japan, China, South Korea, India, Singapore, Malaysia and Australia. Year ended September 30, (in thousands) 2021 2020 2019 Americas $ 77,909 $ 59,164 $ 36,932 EMEA 44,124 25,821 14,692 APAC 10,300 5,115 2,761 Total $ 132,333 $ 90,100 $ 54,385 The table below sets forth revenues by products. Year ended September 30, (in thousands) 2021 2020 2019 Synthetic genes $ 38,964 $ 35,192 $ 26,712 Oligo pools 8,039 4,545 4,594 DNA and Biopharma libraries 12,663 6,348 2,036 NGS tools 72,667 44,015 21,043 Total $ 132,333 $ 90,100 $ 54,385 The table below sets forth revenues by industry. Year ended September 30, (in thousands) 2021 2020 2019 Industrial chemicals/materials $ 34,475 $ 29,054 $ 21,927 Academic research 25,299 19,642 13,835 Healthcare 71,241 40,036 17,424 Food/agriculture 1,318 1,368 1,199 Total revenues $ 132,333 $ 90,100 $ 54,385 Long-lived assets located in the United States are $40.6 million and $22.5 million as of September 30, 2021 and 2020. Long-lived assets located outside of the United States were $3.5 million and $3.0 million as of September 30, 2021 and 2020. |
Business acquisition
Business acquisition | 12 Months Ended |
Sep. 30, 2021 | |
Business acquisition | |
Business acquisition | 15. Business acquisition On June 14, 2021, the Company acquired all of the outstanding stock of iGenomX International Genomics Corporation (iGenomX). iGenomX offers multiplex library preparation tools for next-generation sequencing (NGS) workflows. The Company’s acquisition is expected to enhance its capabilities to support multiplex sequencing preparations across multiple markets and to accelerate the Company’s conversion of customers from static microarray platforms to genotyping by sequencing workflows. The acquisition date fair value of the consideration transferred for iGenomX was approximately $27.3 million consisting of a combination of cash totaling $0.5 million and 237,409 shares of the Company’s common stock valued at $26.8 million based on the Company’s closing stock price on June 14, 2021 and contingent consideration of up to 48,478 shares valued at $5.5 million based on the Company’s closing stock price on June 14, 2021 and indemnity holdback of up to 43,662 shares valued at $4.9 million based on the Company’s closing stock price on June 14, 2021. The contingent consideration is subject to the completion of certain transition milestones, which are expected to be entirely satisfied. The contingent consideration becomes payable between six This acquisition has been accounted for using the acquisition method of accounting in accordance with the business combination guidance in FASB ASC 805. Under the acquisition accounting method, the total estimated purchase price was allocated to the tangible and intangible assets acquired and liabilities assumed based on their relative fair values. The excess of the purchase price over the net tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill. Management’s estimate of the fair values of the acquired intangible assets at June 14, 2021 is preliminary and subject to change and is based on established and accepted valuation techniques performed with the assistance of third-party valuation specialists. Additional information, which existed as of the acquisition date but is yet unknown to the Company, may become known to the Company during the remainder of the measurement period, which will not exceed twelve months from the acquisition date. Changes to amounts will be recorded as adjustments to the provisional amounts recognized as of the acquisition date and may result in a corresponding adjustment to goodwill in the period in which new information becomes available. The goodwill that arose from the acquisition consists of synergies expected from integrating iGenomX into the Company’s operations and customer base. The goodwill recognized is not expected to be deductible for income tax purposes. The goodwill acquired from the iGenomX transaction was assigned to the Company’s only reportable and operating segment business activity, which is manufacturing of synthetic DNA using its semiconductor-based silicon platform. The estimated fair value of the consideration as of the acquisition date was approximately $37.7 million. The following table summarizes the preliminary fair value amounts of the assets acquired and liabilities assumed as of the acquisition date, as well as the purchase consideration: (in thousands) June 14, 2021 Assets acquired Cash and cash equivalents $ 7 Accounts receivable 37 Inventories 14 Intangible assets 18,410 Goodwill 21,538 Liabilities assumed Accounts payable 57 Accrued expenses 44 Deferred tax liability 2,252 Fair value of assets acquired and liabilities assumed $ 37,653 Consideration transferred Cash $ 490 Company common stock 26,772 Contingent consideration 5,467 Indemnity holdback 4,924 Fair value of purchase consideration $ 37,653 The following table summarizes the preliminary estimate of the intangible assets as of the acquisition date: Estimated Weighted Average Useful Lives Estimated Fair (in thousands, except for years) in Years Value Developed technology 17 $ 17,900 Customer relationships 1.5 510 Estimated fair value of acquired intangible assets $ 18,410 The Company estimated the fair value of the developed technology intangible asset using a discounted cash flow model. Significant judgment was exercised in determining the fair value of the developed technology intangible assets acquired, which included estimates and assumptions related to the projected revenues (specifically volume of sales), discount rate, and technology obsolescence curve. The Company estimated the fair value of the customer relationships intangible asset using a cost approach. These fair value measurements were based on significant inputs not observable in the market and thus represent a Level 3 measurement. Key assumptions include the level and timing of expected future cash flows, conditions and demands specific to each intangible asset over its remaining useful life, and discount rates, the Company believes to be consistent with the inherent risks associated with each type of asset, which was approximately 8.5%. The fair value of these intangible assets is primarily affected by the projected revenues, gross margins, operating expenses, the technology obsolescence curve, and the anticipated timing of the projected income associated with each intangible asset coupled with the discount rates used to derive their estimated present values. The Company believes the level and timing of expected future cash flows appropriately reflects market participant assumptions. The Company has included the financial results of iGenomX in its consolidated financial statements from the date of acquisition, which were not material. The Company incurred transaction costs related to the acquisition of $0.8 million, which were recognized as an expense on the consolidated statements of operations and comprehensive loss for the year ended September 30, 2021. The estimated fair value of the contingent consideration and indemnity holdback decreased from $10.4 million as of June 14, 2021 to $9.9 million as of September 30, 2021. For the year ended September 30, 2021, the Company recognized a gain of $0.5 million as change in fair value of acquisition consideration in its consolidated statement of operations due to the change in fair value of such liabilities, as a result of the change in the Company’s stock price as of September 30, 2021. The post-combination effect from net deferred tax liability assumed from the iGenomX acquisition also caused a release of the Company’s income tax valuation allowance. The release resulted in an income tax benefit of $2.0 million. The following pro forma financial information presents the combined results of operations for the Company and iGenomX as if the iGenomX acquisition had occurred on October 1, 2019. The pro forma financial information has been prepared for comparative purposes only and does not purport to be indicative of the actual operating results that would have been recorded had the iGenomX acquisition actually taken place on October 1, 2019 and should not be taken as indicative of future consolidated operating results. Additionally, the pro forma financial results do not include any anticipated synergies or other expected benefits from the iGenomX acquisition. Year ended September 30, (in thousands) 2021 2020 Revenues $ 132,599 $ 90,650 Net loss attributable to common stockholders (153,007) (141,054) |
Subsequent events
Subsequent events | 12 Months Ended |
Sep. 30, 2021 | |
Subsequent events | |
Subsequent events | 16. Subsequent events Revelar Biotherapeutics, Inc. On November 1, 2021, the Company contributed certain assets and licensed certain intellectual property rights to the newly formed Revelar Biotherapeutics, Inc. (“Revelar”), an independently operated, new biotechnology company to develop and commercialize an antibody, discovered and optimized by Twist Biopharma, a division of the Company, that neutralizes all known variants of concern of the SARS-CoV-2 virus in preclinical studies. The Company granted a license to Revelar for the exclusive development of an antibody lead along with a series of back up compounds for the potential treatment of SARS-CoV-2. The Company is eligible to receive success-based milestone payments totaling over $100.0 million for the achievement of key development, regulatory and commercial milestones, as well as mid-single digit royalties on any future net sales. The Company’s receipt of such payments, if any, will depend on Revelar’s ability to successfully develop and commercialize compounds, obtain and maintain necessary regulatory approvals, complete clinical site initiation and finalize clinical trial agreements, none of which can be assured. In addition, Revelar may license up to five additional antibody therapeutics over the next four years, each of which will be subject to additional upfront, milestone and royalty payments to the Company. The Company committed to invest up to $10.0 million in seed funding based on Revelar’s progress in the development of the lead antibody and the potential licensing of additional antibody therapeutics, of which the Company has invested $5.0 million in a simple agreement for future equity (“SAFE”) as of the issuance of these consolidated financial statements. In exchange assignment of certain contractual rights and the license to the antibody, and its back-up compounds, the Company received stock of Revelar amounting to an ownership percentage as of the date of these financial statements of 49.80%, excluding shares and options reserved for future stock awards and further excluding shares that Revelar may issue to the Company upon conversion of its SAFEs. AbX Biologics, Inc. Business Acquisition On November 19, 2021, the Company entered into a definitive agreement to acquire AbX Biologics, Inc. (“Abveris”), a privately-held company providing in vivo antibody discovery services. Abveris offers animal-based antibody discovery services using its proprietary DiversimAb and DivergimAb mouse models, which the Company can humanize using its antibody optimization solution. In addition, Abveris provides antibody screening for its customers. The purchase consideration payable at the closing consists of up to $140.0 million of the Company’s common stock which is subject to customary adjustments for cash, net working capital, outstanding indebtedness and unpaid transaction expenses, plus approximately $10.0 million in cash consideration. The number of shares will be determined based upon the average closing price of the Company’s common stock, subject to the provisions of the agreement. In addition, the contingent purchase consideration consists of up to $40.0 million of the Company’s common stock contingent on and subject to Abveris achieving a revenue target for the calendar year 2022. The closing is expected to occur on December 1, 2021, subject to satisfaction of specified conditions. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Basis of presentation and use of estimates | Basis of presentation and use of estimates The presentation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Such estimates include the valuation of deferred tax assets, stock-based compensation expense, determination of the net realizable value of inventory, and the fair value of the Company’s common stock and redeemable convertible preferred stock warrant liabilities. Actual results could differ from those estimates. The Company’s consolidated financial statements include its wholly-owned subsidiaries. All intercompany balances and accounts are eliminated in consolidation. |
Risks and uncertainties | Risks and uncertainties The Company relies on third parties for the supply and manufacture of its products, including a single-source supplier for a critical component, as well as third-party logistics providers. In instances where these parties fail to perform their obligations, the Company may be unable to find alternative suppliers to satisfactorily deliver its products to its customers on time, if at all. The Company operates in a dynamic and highly competitive industry and believes that changes in any of the following areas could have a material adverse effect on the Company’s future financial position, results of operations, or cash flows: ability to obtain future financing; advances and trends in new technologies and industry standards; market acceptance of the Company’s products; development of sales channels; certain strategic relationships; litigation or claims against the Company regarding intellectual property, patent, product, regulatory, or other factors; and the ability to attract and retain employees necessary to support its growth. The Company has expended and expects to continue to expend substantial funds to complete the research and development of its production process. The Company may require additional funds to commercialize its products and may be unable to entirely fund these efforts with its current financial resources. Additional funds may not be available on acceptable terms, if at all. If adequate funds are unavailable on a timely basis from operations or additional sources of financing, the Company may have to delay the sale of the Company’s products and services which would materially and adversely affect its business, financial condition and operations. During the year ended September 30, 2021, financial results of the Company were not significantly affected by the COVID 19 pandemic, which continues to have global impact. The Company has considered all information available as of the date of issuance of these financial statements and the Company is not aware of any specific events or circumstances that would require an update to its estimates or judgments, or a revision to the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information becomes available. The extent to which the COVID 19 outbreak affects the Company’s future financial results and operations will depend on future developments which continue to evolve and are difficult to predict, including new information concerning mutations in the SARS-CoV 2 virus, which may make it more contagious, and current or future domestic and international actions to contain it and treat it. |
Concentration of credit risk | Concentration of credit risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents, short-term investments and accounts receivable. Substantially all of the Company’s cash is held by one financial institution that management believes is of high credit quality. Such deposits may, at times, exceed federally insured limits. The Company’s investment policy addresses the level of credit exposure by establishing a minimum allowable credit rating and by limiting the concentration in any one investment. The Company’s accounts receivable is derived from customers located principally in the United States and Europe. The Company performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses on customers’ accounts when deemed necessary. The Company does not typically require collateral from its customers. Credit losses historically have not been material. The Company continuously monitors customer payments and maintains an allowance for doubtful accounts based on its assessment of various factors including historical experience, age of the receivable balances, and other current economic conditions or other factors that may affect customers’ ability to pay. |
Customer concentration | Customer concentration There are no major customers who accounted for 10% or more of the Company’s revenue for the fiscal year ended September 30, 2021. There were two major customers who accounted for 12% and 10% of the Company’s revenue for the fiscal year ended September 30, 2020. There was one major customer who accounted for 17% of the Company’s revenue for the fiscal year ended September 30, 2019. There are no major customers who accounted for 10% or more of the net accounts receivable as of September 30, 2021. There was one customer who accounted for 36% of net accounts receivable as of September 30, 2020. |
Cash and cash equivalents | Cash and cash equivalents Cash equivalents that are readily convertible to cash are stated at cost, which approximates fair value. The Company considers all highly liquid investments with an original or remaining maturity of three months or less at the time of purchase to be cash equivalents. Cash equivalents consist of investments in money market funds as of September 30, 2021 and 2020. |
Short-term investments | Short-term investments The Company invests in various types of securities, including United States government, commercial paper, and corporate debt securities. It classifies its investments as available-for-sale and records them at fair value based upon market prices at period end. Unrealized gains and losses that are deemed temporary in nature are recorded in accumulated other comprehensive income as a separate component of stockholders’ equity. Dividend and interest income are recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of investments sold. The Company may sell these securities at any time for use in current operations. |
Accounts receivable | Accounts receivable Trade receivables include amounts billed and currently due from customers, recorded at the net invoice value and are not interest bearing. The amounts due are stated at their net estimated realizable value. The Company maintains an allowance for doubtful accounts to provide for the estimated amounts of receivables that will not be collected. The allowance is based upon an assessment of customer creditworthiness, historical payment experience, the age of outstanding receivables and collateral to the extent applicable. The Company re-evaluates such allowance on a regular basis and adjusts its allowance as needed. Once a receivable is deemed to be uncollectible, such balance is charged against the allowance. The Company has a short order-to-invoice lifecycle, as most products can be manufactured within one month. Upon delivery of the products to the customer, the Company invoices the customer. The typical timing of payment is net 30 days. |
Fair value of financial instruments | Fair value of financial instruments The carrying amounts of the Company’s financial instruments including cash equivalents, short term investments, and accounts receivable approximate fair value due to their relatively short maturities. The carrying amounts of the redeemable convertible preferred stock warrant liability represent their fair values. Based on the borrowing rates currently available to the Company for loans with similar terms, the carrying value of the Company’s long-term debt approximates its fair value (level 2 within the fair value hierarchy). |
Inventories | Inventories Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. Determining net realizable value of inventory involves judgments and assumptions, including projecting selling prices and costs to sell. Provisions are made to reduce excess and obsolete inventories to their estimated net realizable value based on forecasted demand, past experience, the age and nature of inventories. |
Property and equipment | Property and equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets or the remaining lease term of the respective leasehold improvements assets, if any. The Company recorded depreciation and amortization expense of $9.8 million, $6.7 million, and $6.1 million for the years September 30, 2021, 2020 and 2019, respectively. Estimated lives of property and equipment are as follows: Laboratory equipment 5 Years Furniture, fixtures and other equipment 5 Years Computer equipment 3 Years Computer software 3 Years Leasehold improvements Lesser of useful life or facilities’ lease term. Maintenance and repairs are charged to expense as incurred. Betterments are capitalized and depreciated through the life of the lease. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. |
Capitalized software development costs | Capitalized software development costs Costs associated with internal-use software systems, including those to improve e-commerce capabilities, during the application development stage are capitalized. Capitalization of costs begins when the preliminary project stage is completed, management has committed to funding the project, and it is probable that the project will be completed and the software will be used to perform the function intended. Capitalization ceases at the point when the project is substantially complete and is ready for its intended purpose. The capitalized amounts are included in property and equipment, net on the consolidated balance sheets. Capitalized software development costs were $3.0 million and $2.4 million as of September 30, 2021 and 2020, respectively. Capitalized costs are amortized from the project completion date, using the straight-line method over an estimated useful life of the assets, which is three years. |
Long-lived assets | Long-lived assets The Company reviews property and equipment, right of use assets and intangibles subject to amortization for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amount to the future undiscounted cash flows which the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. There have been no such impairments of long-lived assets during the years ended September 30, 2021, 2020 and 2019. Intangible assets with finite lives are amortized over their estimated useful lives using the straight-line method. The Company reviews intangible assets for impairment whenever events or changes in business circumstances indicate that the carrying amounts of the assets may not be fully recoverable. Impairment assessments inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions. No impairment charges were recorded during the years ended September 30, 2021, 2020 and 2019. |
Leases | Leases On October 1, 2019, the Company adopted Topic 842 using the modified retrospective approach. The adoption had a material effect on the consolidated balance sheets but did not have a material effect on the consolidated statements of operations and comprehensive loss. Prior period amounts were not adjusted and continue to be reported in accordance with the previous accounting under ASC 840, Leases. The Company elected the package of practical expedients permitted under the transition guidance which, among other things, allows carrying forward the historical classification of existing leases as of October 1, 2019. The Company determines if an arrangement is a lease at inception primarily based on the determination of the party responsible for directing the use of an underlying asset within a contract. Operating lease right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the present value of committed lease payments, the Company uses its incremental borrowing rate based on the information available at the lease commencement date which includes significant assumptions made including the Company’s estimated credit rating, annual percentage yields from corporate debt financings of companies of similar size and credit rating over a loan term approximating the remaining term of each lease, and government bond yields for terms approximating the remaining term of each lease in countries where the leased assets are located. Certain leases include payments of operating expenses that are dependent and may be revised based on the landlord’s estimate, and these variable payments are therefore excluded from the lease payments used to determine the operating lease right-of-use asset and lease liability. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise any such options. Lease expense is recognized on a straight-line basis over the expected lease term. The Company elected to not apply the recognition requirements of Topic 842 to short-term leases with terms of 12 months or less which do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. For short-term leases, lease payments are recognized as operating expenses on a straight-line basis over the lease term. The Company elected to account for lease and non-lease components as a single lease component. Additional information and disclosures required by Topic 842 are contained in Note 7. |
Goodwill and indefinite intangible assets | Goodwill and indefinite intangible assets Goodwill is evaluated for impairment annually at the reporting unit level during the fourth quarter of the fiscal year or more frequently if events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. If, based on a qualitative assessment, the Company determines it is more likely than not that goodwill is impaired, a quantitative assessment is performed to determine if the fair value of the Company’s one reporting unit is less than its carrying value. During its goodwill impairment review, the Company assessed qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying value, including goodwill. The qualitative factors include, but are not limited to, industry and market considerations, and the Company’s overall financial performance. The Company performed its annual assessment for goodwill impairment in the fourth quarter of the fiscal year noting no indication of impairment. There were no triggering events indicating potential for impairment through September 30, 2021. |
Segment information | Segment information The Company has one business activity, which is manufacturing of synthetic DNA using its semiconductor-based silicon platform and operates as one reportable and operating segment. The Company’s chief operating decision-maker, its Chief Executive Officer (CEO), reviews the Company’s operating results on an aggregate basis for purposes of allocating resources and evaluating financial performance. |
Revenue recognition | Revenue recognition The Company’s revenue is generated through the sale of synthetic biology tools, such as synthetic genes, oligo pools, next generation sequencing tools, and DNA and biopharma libraries. The Company recognizes revenue when control of the products is transferred to the customer and at a transaction price that is determined based on the agreed upon rates in the applicable order or master supply agreement applied to the quantity of synthetic DNA that was manufactured and shipped to the customer. Contracts with customers are in the written form of a purchase order or a quotation, which outline the promised goods and the agreed upon price. Such orders are often accompanied by a Master Supply or Distribution Agreement that establishes the terms and conditions, rights of the parties, delivery terms, and pricing. The Company assesses collectability based on a number of factors, including past transaction history and creditworthiness of the customer. For Company contracts to date other than Biopharma contracts, the customer orders a specified quantity of synthetic DNA sequence; therefore, the delivery of the ordered quantity per the purchase order is accounted for as one performance obligation. The transaction price is determined based on the agreed upon rates in the purchase order or master supply agreements applied to the quantity of synthetic DNA that was manufactured and shipped to the customer. The Company’s contracts include only one performance obligation – the shipment of the product to the customer. Accordingly, all of the transaction price, net of any discounts, is allocated to the one performance obligation. The Company’s sales are subject to Ex Works (as defined in Incoterms 2010) delivery terms and revenue is recorded at the point in time when products are picked up by the customer’s freight forwarder, as the Company has determined that this is the point in time that control transfers to the customer. Therefore, upon shipment of the product, there are no remaining performance obligations. The Company’s shipping and handling activities are performed before the customer obtains control of the goods and therefore are considered a fulfillment cost. The Company has elected to exclude all sales and value added taxes from the measurement of the transaction price. The Company has not adjusted the transaction price for significant financing since the time period between the transfer of goods and payment is less than one year. The Company has elected the practical expedient to not disclose the consideration allocated to remaining performance obligations and an explanation of when those amounts are expected to be recognized as revenue since the duration of the contracts is less than one year. The Company recognizes revenue at a point in time when control of the products is transferred to the customer. The Company’s Biopharma revenue currently primarily consists of research and development agreements with third parties that provide for up-front and milestone-based payments. The Company also enters into research and development agreements that do not include up-front or milestone-based payments and recognizes revenue on these types of agreements based on the timing of development activities. The Company’s research and development agreements may include more than one performance obligation. At the inception of the agreement, the Company assesses whether each obligation represents a separate performance obligation or whether such obligations should be combined as a single performance obligation. The transaction price for each agreement is determined based on the amount of consideration the Company expects to be entitled to for satisfying all performance obligations within the agreement. The Company assesses the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. In agreements where the Company satisfies performance obligation(s) over time, the Company recognizes development revenue typically using an input method based on costs incurred relative to the total expected cost which determines the extent of progress toward completion. As part of the accounting for these arrangements, the Company must develop estimates and assumptions that require judgment to determine the transaction price and progress towards completion. The Company reviews its estimate of the transaction price and progress toward completion based on the best information available to recognize the cumulative progress toward completion as of the end of each reporting period and makes revisions to such estimates as necessary. Also, these research and development agreements may include license payments. The Company recognizes revenue from functional license agreements when the license is transferred to the customer and the customer is able to use and benefit from the license. Functional license has significant standalone functionality because it can be used as is for performing a specific task. The Company had contract assets of $2.0 million and contract liabilities of $1.1 million as of September 30, 2021. For all periods presented, the Company did not recognize revenue from amounts that were included in the contract liability balance at the beginning of each period. In addition, for all periods presented, there was no revenue recognized in a reporting period from performance obligations satisfied in previous periods. Based on the nature of the Company’s contracts with customers which are recognized over a term of less than 12 months, the Company has elected to use the practical expedient whereby costs to obtain a contract are expensed as they are incurred. The Company states its revenues net of any taxes collected from customers that are required to be remitted to various government agencies. The amount of taxes collected from customers and payable to governmental entities is included on the balance sheet as part of “Accrued expenses and other current liabilities.” Refer to Note 14 for the disaggregation of revenues by geography, by product and by industry. |
Research and development | Research and development Research and development expenses consist of compensation costs, employee benefits, subcontractors, research supplies, allocated facility related expenses and allocated depreciation and amortization. All research and development costs are expensed as incurred. |
Advertising costs | Advertising costs Costs related to advertising and promotions are expensed to sales and marketing as incurred. Advertising and promotion expenses for the years ended September 30, 2021, 2020 and 2019, were $2.5 million, $1.2 million and $1.3 million, respectively. |
Government contract payments | Government contract payments The Company has funded research and development arrangements with the Defense Advanced Research Projects Agency (DARPA) and is under a subcontract with the Georgia Institute of Technology funded by the United States Director of Central Intelligence (IARPA). The Company recognizes payments received from these arrangements when milestones are achieved and records them as a reduction of research and development expenses. The total expected cost for the IARPA development project is $6.5 million with IARPA funding $4.5 million and the Company responsible for providing a minimum contribution of $2.0 million, which remains outstanding as of September 30, 2021. In fiscal year 2021, 2020, and 2019, the Company received DARPA payments of $1.0 million, $0.2 million, and $0.5 million, respectively. In fiscal year 2021 and 2020, the Company received IARPA payments of $1.1 million, and $2.5 million, respectively. There were no IARPA payments received in fiscal year 2019. |
Common stock warrants | Common stock warrants Warrants to purchase the Company’s common stock issued in conjunction with debt are recorded as additional paid-in-capital and classified as equity on the consolidated balance sheets. There were no common stock warrants issued during the years ended September 30, 2021 and 2020. |
Stock-based compensation | Stock-based compensation The Company maintains performance incentive plans under which incentive and nonqualified stock options and restricted stock units are granted primarily to employees and may be granted to members of the board of directors and certain non-employee consultants, and employees may participate in an employee stock purchase plan. The Company recognizes stock compensation in accordance with ASC 718, Compensation—Stock Compensation The Company recognizes fair value of stock options granted to non-employees as a stock-based compensation expense over the period in which the related services are received. The Company recognizes forfeitures as they occur. The Company believes that the estimated fair value of stock options is more readily measurable than the fair value of the services rendered. For performance-based stock options, expense is recognized over the period from the grant date to the estimated attainment date, which is the derived service period of the award. |
Net loss per share attributable to common stockholders | Net loss per share attributable to common stockholders The Company calculates its basic and diluted net loss per share attributable to common stockholders in conformity with the two-class method required for companies with participating securities. In computing diluted net loss attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. The Company’s basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. For purposes of the calculation of diluted net loss per share attributable to common stockholders, unvested shares of common stock issued upon the early exercise of stock options, shares issuable for employee stock purchase plan contributions received, warrants to purchase common stock, unvested restricted common stock, unvested restricted stock units and stock options to purchase common stock are considered potentially dilutive securities but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. Basic and diluted net loss per share of common stock attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase, and excludes any dilutive effects of employee stock-based awards and warrants. Because the Company has reported a net loss for the years ended September 30, 2021, 2020 and 2019, diluted net loss per common share is the same as the basic net loss per share for those years. |
Reverse stock split | Reverse stock split In October 2018, the Company’s stockholders approved a one |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method whereby deferred tax asset and liability accounts are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are currently in effect. Valuation allowances are established where necessary to reduce deferred tax assets to the amounts expected to be realized. |
Deferred offering costs | Deferred offering costs Deferred offering costs, which consist of direct incremental legal, consulting, banking and accounting fees relating to the Company’s initial and subsequent issuance of common stock in public offering, were initially capitalized and subsequently offset against proceeds from the issuance of common stock in public offering within stockholders’ equity. As of September 30, 2021 and 2020, there were no capitalized deferred offering costs on the consolidated balance sheets. |
Business combinations | Business combinations The Company accounts for business combinations using the acquisition method. Under the acquisition method, the purchase price of the acquisition is allocated to the acquired tangible and identifiable intangible assets and assumed liabilities based on their estimated fair values at the time of the acquisition. This allocation involves a number of assumptions, estimates, and judgments that could materially affect the timing or amounts recognized in the Company’s financial statements. As a result, the Company may record adjustments to the fair values of assets acquired and liabilities assumed within the measurement period (up to one year from the acquisition date) with the corresponding offset to goodwill. The most subjective areas of the acquisition accounting method include determining the fair value of the following: ● identifiable intangible assets, including the valuation methodology, estimates of projected revenues, technology obsolescence, and discount rates, as well as the estimated useful life of the intangible assets; ● contingent consideration; and ● goodwill, as measured as the excess of consideration transferred over the acquisition date fair value of the assets acquired, including the amount assigned to identifiable intangible assets, and the liabilities assumed. The assumptions and estimates are based upon comparable market data and information obtained from the management of the acquired business. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date. Identifiable intangible assets with finite lives are amortized over their estimated useful lives in a pattern in which the asset is consumed. Acquisition-related costs, including advisory, legal, accounting, valuation, and other similar costs, are expensed in the periods in which those costs are incurred. The results of operations of acquired businesses are included in the Company’s consolidated financial statements from the acquisition date. |
Recent accounting pronouncements | Recent accounting pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Subtopic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The new standard requires entities to use the new “expected credit loss” impairment model for most financial assets measured at amortized cost, including trade and other receivables and held-to-maturity debt securities, and modifies the impairment model for available-for-sale debt securities. The standard is effective for the Company for the fiscal year ending September 30, 2024, including interim periods within that fiscal year. Early application is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes Income Taxes |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Schedule Of Estimated Lives of Property And Equipment | Estimated lives of property and equipment are as follows: Laboratory equipment 5 Years Furniture, fixtures and other equipment 5 Years Computer equipment 3 Years Computer software 3 Years Leasehold improvements Lesser of useful life or facilities’ lease term. |
Fair value measurement (Tables)
Fair value measurement (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Fair value measurement | |
Cash And Cash Equivalents And Available For Sale Securities At Fair Value | The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2021: Gross Gross Amortized unrealized unrealized (in thousands) cost gains losses Fair value Cash and cash equivalents $ 465,829 $ — $ — $ 465,829 Short-term investments 12,033 1 — 12,034 Total $ 477,862 $ 1 $ — $ 477,863 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2020: Gross Gross Amortized unrealized unrealized (in thousands) cost gains losses Fair value Cash and cash equivalents $ 93,667 $ — $ — $ 93,667 Short-term investments 196,320 15 — 196,335 Total $ 289,987 $ 15 $ — $ 290,002 |
Summary of Company's Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | As of September 30, 2021, financial assets and liabilities measured and recognized at fair value are as follows: (in thousands) Level 1 Level 2 Level 3 Fair value Assets Money market funds $ 430,438 $ — $ — $ 430,438 U.S. government treasury bills 12,034 — — 12,034 Total financial assets $ 442,472 $ — $ — $ 442,472 Liabilities Contingent consideration and indemnity holdback $ — $ 9,856 $ — $ 9,856 Total financial liabilities $ — $ 9,856 $ — $ 9,856 As of September 30, 2020, financial assets and liabilities measured and recognized at fair value are as follows: (in thousands) Level 1 Level 2 Level 3 Fair value Assets Money market funds $ 73,413 $ — $ — $ 73,413 Commercial paper — 94,840 — 94,840 U.S. government treasury bills 101,495 — — 101,495 Total financial assets $ 174,908 $ 94,840 $ — $ 269,748 |
Balance sheet components (Table
Balance sheet components (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Balance sheet components | |
Schedule Of Accounts Notes Loans And Financing Receivable | The Company’s accounts receivable, net balance consists of the following: September 30, (in thousands) 2021 2020 Trade Receivables $ 26,549 $ 25,790 Other Receivables 2,337 951 Allowance for Doubtful Accounts (337) (365) Accounts Receivable, net $ 28,549 $ 26,376 |
Summary of inventories | Inventories consist of the following: September 30, (in thousands) 2021 2020 Raw Materials $ 18,778 $ 9,237 Work-in-process 4,837 2,021 Finished Goods 8,185 1,031 $ 31,800 $ 12,289 |
Schedule Of Property Plant And Equipment | Property and Equipment, net consists of the following: September 30, (in thousands) 2021 2020 Laboratory equipment $ 48,439 $ 37,338 Furniture, fixtures and other equipment 2,195 1,728 Computer equipment 2,977 2,834 Computer software 3,899 3,678 Leasehold improvements 5,066 4,669 Construction in progress 16,968 4,697 79,544 54,944 Less: Accumulated depreciation and amortization (35,422) (29,478) $ 44,122 $ 25,466 |
Schedule of other non-current assets | The other non-current assets consist of the following: September 30, (in thousands) 2021 2020 Convertible note receivable $ 3,021 $ — Other non-current assets 4,653 2,823 $ 7,674 $ 2,823 |
Schedule of accrued expenses | The accrued expenses consist of the following: September 30, (in thousands) 2021 2020 Professional services fees payable $ 5,057 $ 2,444 Other accrued expenses 1,380 1,457 $ 6,437 $ 3,901 |
Schedule of accrued compensation | The accrued compensation consist of the following: September 30, (in thousands) 2021 2020 Accrued vacation $ 4,643 $ 3,641 Accrued bonus 8,584 5,747 Accrued commissions 3,330 1,970 Accrued payroll and related taxes 4,676 2,711 Other accrued compensation 1,094 876 $ 22,327 $ 14,945 |
Schedule of other current liabilities | The other current liabilities consist of the following: September 30, (in thousands) 2021 2020 Contingent consideration $ 5,186 $ — Income and sales taxes payable 2,440 719 Other current liabilities 1,997 1,892 $ 9,623 $ 2,611 |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Goodwill and intangible assets | |
Summary of Intangible Assets Balances | The intangible assets balances are presented below: September 30, 2021 Weighted average Gross Amortization period carrying Accumulated Net book (in thousands, except for years) in years amount amortization value Developed Technology 16 $ 19,120 $ (1,361) $ 17,759 Tradenames & Trademarks 2 20 (20) — Customer Relationships 1.5 510 (7) 503 Total indefinite-lived intangible assets $ 19,650 $ (1,388) $ 18,262 September 30, 2020 Weighted average Gross Amortization period carrying Accumulated Net book (in thousands, except for years) in years amount amortization value Developed Technology 6 $ 1,220 $ (913) $ 307 Tradenames & Trademarks 2 20 (20) — Total indefinite-lived intangible assets $ 1,240 $ (933) $ 307 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future annual amortization expense is as follows (in thousands): Years ending September 30, 2022 $ 1,593 2023 1,138 2024 1,053 2025 1,053 2026 1,053 Thereafter 12,372 $ 18,262 |
Long-term debt (Tables)
Long-term debt (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Long-term debt | |
Schedule of Future Maturities of Long Term Debt | Future maturities of the Fourth Loan as of September 30, 2021 are as follows: (in thousands) Principal Interest Total Years ending September 30, 2022 $ 833 $ 9 $ 842 $ 833 $ 9 $ 842 Less: Interest (9) Total amount of loan principal 833 Less unamortized debt discount (4) Add: accretion of final payment fee 723 $ 1,552 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Commitments and contingencies | |
Schedule of Supplemental Balance Sheet Information Relating to Companies Operating Lease | Supplemental balance sheet information related to the Company’s operating lease as of September 30, 2021, was the following: September 30, (in thousands) 2021 Assets: Operating lease right-of-use-asset $ 61,580 Current liabilities: Current portion of operating lease liabilities $ 8,213 Noncurrent liabilities: Operating lease liabilities, net of current portion $ 53,156 |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under all non-cancelable operating leases as of September 30, 2021 are as follows: Operating (in thousands) leases Years ending September 30: 2022 $ 8,986 2023 10,595 2024 10,333 2025 10,489 2026 9,083 Thereafter 84,753 Total minimum lease payments $ 134,239 Less: imputed interest (55,242) Less: tenant improvement allowance (receipt anticipated in 2022) (17,628) Total operating lease liabilities $ 61,369 Less: current portion (8,213) Operating lease liabilities, net of current portion $ 53,156 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Income taxes | |
Schedule of domestic and foreign components of pre-tax loss | The domestic and foreign components of pre-tax loss for the year ended September 30, 2021, 2020, and 2019 are as follows: Year ended September 30, (in thousands) 2021 2020 2019 US (149,533) (138,016) (107,847) Foreign (4,495) (1,533) 470 Total (154,028) (139,549) (107,377) |
Schedule of components of the provision for income taxes | The components of the provision for income taxes for the year ended September 30, 2021, 2020, and 2019 are as follows: Year ended September 30, (in thousands) 2021 2020 2019 Current Federal — — — State (29) — 108 Foreign 108 382 184 Total Current 79 382 292 Deferred Federal (2,268) — — State 259 — — Foreign — — — Total Deferred (2,009) — — Total Provision (1,930) 382 292 |
Schedule of effective income tax rate reconciliation | The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate: Year ended September 30, 2021 2020 2019 Tax expense computed at the federal statutory rate 21 % 21 % 21 % Change in valuation allowance (33) % (25) % (22) % Research and development credit benefit 3 % 1 % 1 % Business combination (2) % — — Stock-based compensation 12 % 3 % — Total income tax expense 1 % — % — % |
Schedule of deferred tax assets and liabilities | The significant components of the Company’s deferred tax assets and liabilities are as follows: September 30, (in thousands) 2021 2020 Net operating loss carryforwards $ 163,782 $ 112,434 Research and development credit carryforwards 20,163 9,407 Operating lease liability 14,890 7,506 Other 11,631 5,639 Gross deferred tax assets 210,466 134,986 Less: Valuation allowance (190,428) (127,336) Net deferred tax assets 20,038 7,650 Fixed assets (785) (105) Operating lease right-of-use asset (14,893) (7,498) Intangible assets (4,360) (47) Gross deferred tax liabilities (20,038) (7,650) Total net deferred tax asset $ — $ — |
Schedule of Unrecognized Tax Benefits Roll Forward | The aggregate changes in the balance of gross unrecognized tax benefits are as follows: Federal (in thousands) and state Balance as of September 30, 2018 $ 2,249 Increases related to tax positions taken during 2019 1,042 Balance as of September 30, 2019 $ 3,291 Increases related to tax positions taken during 2020 1,409 Balance as of September 30, 2020 $ 4,700 Increases related to tax positions taken during 2021 2,737 Balance as of September 30, 2021 $ 7,437 |
Stock option plan (Tables)
Stock option plan (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Stock option plan | |
Schedule of activity under the equity incentive plans | Activity under the equity incentive plans during the year ended September 30, 2021 is as follows: Weighted Weighted average average remaining exercise contractual Aggregate Shares Options price term intrinsic (In thousands, except per share data) available outstanding per share (years) value Outstanding at September 30, 2020 1,034 3,913 $ 24.35 8.1 $ 204,365 Additional shares authorized 1,000 — — Stock options granted (175) 175 69.03 Stock options exercised — (805) 18.05 Stock options forfeited 151 (151) 39.25 Restricted stock units granted (436) — — Forfeiture of restricted stock units 61 — — Shares withheld for payment of taxes 93 — — Outstanding at September 30, 2021 1,728 3,132 $ 27.15 7.3 $ 251,343 Vested or expected to vest at September 30, 2021 3,132 $ 27.15 7.3 $ 251,343 Vested and exercisable at September 30, 2021 1,633 $ 18.05 6.6 $ 145,204 |
Schedule of share-based compensation, employee stock purchase plan, activity | Shares (In thousands) available Outstanding at September 30, 2020 179 Additional shares authorized 250 Shares issued during the period (74) Outstanding at September 30, 2021 355 |
Schedule of nonvested restricted stock units activity | Activity with respect to the Company’s restricted stock units during the year ended September 30, 2021 is as follows: Weighted average Weighted grant average date fair remaining Aggregate Number value per contractual Intrinsic (in thousands, except per share data) of Shares share term (years) Value Outstanding at September 30, 2020 569 $ 32.96 3.2 $ 43,260 Restricted stock units granted 436 $ 113.06 — — Restricted stock units vested (237) $ 44.36 — — Restricted stock units forfeited (61) $ 86.60 — — Outstanding at September 30, 2021 707 $ 73.86 2.7 $ 75,629 Expected to vest at September 30, 2021 707 $ 73.86 2.7 $ 75,629 |
Schedule of stock-based compensation expenses | Total stock-based compensation expense recognized were as follows: Year ended September 30, (in thousands) 2021 2020 2019 Cost of revenues $ 2,678 $ 1,290 $ 1,345 Research and development 10,166 3,346 2,378 Selling, general and administrative 24,154 12,460 7,447 Total stock-based compensation $ 36,998 $ 17,096 $ 11,170 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of options granted during the years ended September 30, 2021, 2020 and 2019, respectively, were calculated using the weighted average assumptions set forth below: Year ended September 30, 2021 2020 2019 Expected term (years) 6.1 6.2 6.4 Expected volatility 64.4 % 62.1 % 60.2 % Risk-free interest rate 1.0 % 1.3 % 2.7 % Dividend yield — % — % — % |
Net loss per share attributab_2
Net loss per share attributable to common stockholders (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Net loss per share attributable to common stockholders | |
Computation of the Company's Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders: Year ended September 30, (in thousands, except per share data) 2021 2020 2019 Numerator: Net loss attributable to common stockholders $ (152,098) $ (139,931) $ (107,669) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted 48,251 39,190 27,462 Net loss per share attributable to common stockholders, basic and diluted $ (3.15) $ (3.57) $ (3.92) |
Summary of Calculation of Diluted Net Loss Per Share | The potentially dilutive common shares that were excluded from the calculation of diluted net loss per share because their effect would have been antidilutive for the periods presented are as follows: Year ended September 30, (in thousands) 2021 2020 2019 Shares subject to options to purchase common stock 3,131 3,948 3,551 Unvested restricted shares of common stock — — 24 Unvested restricted stock units 707 569 462 Unvested shares of common stock issued upon early exercise of stock options 3 17 38 Shares subject to employee stock purchase plan 27 33 76 Shares subject to warrants to purchase common stock — 26 26 Total 3,868 4,593 4,177 |
Geographic, product and indus_2
Geographic, product and industry information (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Geographic, product and industry information | |
Summary of Revenue by Geographic Region | The table below sets forth revenues by geographic region, based on ship-to destinations. Americas consists of the United States of America, Canada, Mexico and South America; EMEA consists of Europe, the Middle East, and Africa; and APAC consists of Japan, China, South Korea, India, Singapore, Malaysia and Australia. Year ended September 30, (in thousands) 2021 2020 2019 Americas $ 77,909 $ 59,164 $ 36,932 EMEA 44,124 25,821 14,692 APAC 10,300 5,115 2,761 Total $ 132,333 $ 90,100 $ 54,385 |
Summary of Revenue by Product | The table below sets forth revenues by products. Year ended September 30, (in thousands) 2021 2020 2019 Synthetic genes $ 38,964 $ 35,192 $ 26,712 Oligo pools 8,039 4,545 4,594 DNA and Biopharma libraries 12,663 6,348 2,036 NGS tools 72,667 44,015 21,043 Total $ 132,333 $ 90,100 $ 54,385 |
Summary of Revenue by Industry | The table below sets forth revenues by industry. Year ended September 30, (in thousands) 2021 2020 2019 Industrial chemicals/materials $ 34,475 $ 29,054 $ 21,927 Academic research 25,299 19,642 13,835 Healthcare 71,241 40,036 17,424 Food/agriculture 1,318 1,368 1,199 Total revenues $ 132,333 $ 90,100 $ 54,385 |
Business acquisition (Tables)
Business acquisition (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Business acquisition | |
Schedule of preliminary fair value amounts of the assets acquired and liabilities assumed | The following table summarizes the preliminary fair value amounts of the assets acquired and liabilities assumed as of the acquisition date, as well as the purchase consideration: (in thousands) June 14, 2021 Assets acquired Cash and cash equivalents $ 7 Accounts receivable 37 Inventories 14 Intangible assets 18,410 Goodwill 21,538 Liabilities assumed Accounts payable 57 Accrued expenses 44 Deferred tax liability 2,252 Fair value of assets acquired and liabilities assumed $ 37,653 Consideration transferred Cash $ 490 Company common stock 26,772 Contingent consideration 5,467 Indemnity holdback 4,924 Fair value of purchase consideration $ 37,653 |
Schedule of preliminary estimate of the intangible assets | The following table summarizes the preliminary estimate of the intangible assets as of the acquisition date: Estimated Weighted Average Useful Lives Estimated Fair (in thousands, except for years) in Years Value Developed technology 17 $ 17,900 Customer relationships 1.5 510 Estimated fair value of acquired intangible assets $ 18,410 |
Schedule of pro forma financial results | Additionally, the pro forma financial results do not include any anticipated synergies or other expected benefits from the iGenomX acquisition. Year ended September 30, (in thousands) 2021 2020 Revenues $ 132,599 $ 90,650 Net loss attributable to common stockholders (153,007) (141,054) |
The company - (Detail)
The company - (Detail) - USD ($) $ in Thousands | 104 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Accumulated deficit | $ (610,553) | $ (458,455) |
Subsequent Public Offering [Member] | ||
Proceeds from the issuance of equity securities | 1,063,900 | |
Proceeds from issuance of debt | $ 13,800 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2018 | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($)shares | Sep. 30, 2019USD ($) | |
Credit period granted to customers | 30 days | |||
Depreciation and amortization expense | $ 9,750 | $ 6,677 | $ 6,111 | |
Capitalized computer software net | $ 3,000 | 2,400 | ||
Capitalized software developed useful life | 3 years | |||
Impairment of long lived assets | $ 0 | 0 | 0 | |
Contract assets | 2,000 | |||
Contract liabilities | 1,100 | |||
Advertising and promotion expenses | 2,500 | 1,200 | 1,300 | |
Operating Lease, Right-of-Use Asset | $ 61,580 | $ 33,699 | ||
Common stock warrants issued | shares | 0 | 0 | ||
Reverse stock split | 0.101 | |||
Defense Advanced Research Project Agency [Member] | ||||
Contract payments research and development received | $ 1,000 | $ 200 | 500 | |
Georgia Institute of Technology [Member] | Development of DNA Synthesis Portion of the Molecular Information Storage [Member] | ||||
Total expected cost of project | 6,500 | |||
Commitment to contribute towards project cost | 2,000 | |||
Georgia Institute of Technology [Member] | Development of DNA Synthesis Portion of the Molecular Information Storage [Member] | United States Director General of Intelligence [Member] | ||||
Grant receivable for the project | 4,500 | |||
Research and development portion of the grant received and recognized | $ 1,100 | $ 2,500 | $ 0 | |
Computer software | ||||
Capitalized software developed useful life | 3 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule Of Estimated Lives of Property And Equipment (Details) | 12 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment, Useful Life | 3 years |
Laboratory equipment | |
Property, Plant and Equipment, Useful Life | 5 years |
Furniture, fixtures and other equipment | |
Property, Plant and Equipment, Useful Life | 5 years |
Computer equipment | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer software | |
Property, Plant and Equipment, Useful Life | 3 years |
Leasehold improvements | |
Property, Plant and Equipment, Estimated Useful Lives | Lesser of useful life or facilities’ lease term. |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Concentration of risk (Detail) - Customer Concentration Risk [Member] | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Customer A [Member] | Sales Revenue, Net [Member] | |||
Concentration Risk, Percentage | 12.00% | 17.00% | |
Customer A [Member] | Accounts Receivable [Member] | |||
Concentration Risk, Percentage | 10.00% | 36.00% | |
Customer B [Member] | Sales Revenue, Net [Member] | |||
Concentration Risk, Percentage | 10.00% | 10.00% |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Company's Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Assets | ||
Total financial assets | $ 442,472 | $ 269,748 |
Liabilities | ||
Total financial liabilities | 9,856 | |
Commercial Paper [Member] | ||
Assets | ||
Total financial assets | 94,840 | |
US Government Treasury Bills [Member] | ||
Assets | ||
Total financial assets | 12,034 | 101,495 |
Contingent consideration and indemnity holdback | ||
Liabilities | ||
Total financial liabilities | 9,856 | |
Fair Value, Inputs, Level 1 [Member] | ||
Assets | ||
Total financial assets | 442,472 | 174,908 |
Fair Value, Inputs, Level 1 [Member] | US Government Treasury Bills [Member] | ||
Assets | ||
Total financial assets | 12,034 | 101,495 |
Fair Value, Inputs, Level 2 [Member] | ||
Assets | ||
Total financial assets | 94,840 | |
Liabilities | ||
Total financial liabilities | 9,856 | |
Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ||
Assets | ||
Total financial assets | 94,840 | |
Fair Value, Inputs, Level 2 [Member] | Contingent consideration and indemnity holdback | ||
Liabilities | ||
Total financial liabilities | 9,856 | |
Money Market Funds [Member] | ||
Assets | ||
Total financial assets | 430,438 | 73,413 |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Assets | ||
Total financial assets | $ 430,438 | $ 73,413 |
Fair Value Measurement - Cash A
Fair Value Measurement - Cash And Cash Equivalents And Available For Sale Securities At Fair Value (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Fair value measurement | ||
Cash And Cash Equivalents At Amortized Cost | $ 465,829 | $ 93,667 |
Available-for-sale Securities, Amortized Cost Basis | 12,033 | 196,320 |
Cash And Cash Equivalents And Short Term Investments Amortized Cost | 477,862 | 289,987 |
Available-for-sale Securities, Gross Unrealized Gain | 1 | 15 |
Available for sale Securities Gross Unrealized Gain Loss | 1 | 15 |
Cash and Cash Equivalents, at Carrying Value | 465,829 | 93,667 |
Short-term Investments | 12,034 | 196,335 |
Cash, Cash Equivalents, and Short-term Investments | $ 477,863 | $ 290,002 |
Balance sheet components - Rece
Balance sheet components - Receivable (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Balance sheet components | ||
Trade Receivables | $ 26,549 | $ 25,790 |
Other Receivables | 2,337 | 951 |
Allowance for Doubtful Accounts | (337) | (365) |
Accounts Receivable, net | $ 28,549 | $ 26,376 |
Balance sheet components - Inve
Balance sheet components - Inventory (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Balance sheet components | ||
Raw Materials | $ 18,778 | $ 9,237 |
Work-in-process | 4,837 | 2,021 |
Finished Goods | 8,185 | 1,031 |
Total inventories | 31,800 | $ 12,289 |
Work-in-process inventory included gross consigned | $ 1,900 |
Balance sheet components - Sche
Balance sheet components - Schedule Of Property Plant And Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 79,544 | $ 54,944 |
Less: Accumulated depreciation and amortization | (35,422) | (29,478) |
Property, Plant and Equipment, Net, Total | 44,122 | 25,466 |
Laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 48,439 | 37,338 |
Furniture, fixtures and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,195 | 1,728 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,977 | 2,834 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 3,899 | 3,678 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 5,066 | 4,669 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 16,968 | $ 4,697 |
Balance sheet components - Othe
Balance sheet components - Other non-current assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Convertible note receivable | $ 3,021 | |
Other non-current assets | 4,653 | $ 2,823 |
Other non-current assets | 7,674 | $ 2,823 |
Convertible note receivable | ||
Maximum loan offered to borrower | $ 3,000 | |
Interest rate on promissory note | 4.00% |
Balance sheet components - Accr
Balance sheet components - Accrued expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Balance sheet components | ||
Professional services fees payable | $ 5,057 | $ 2,444 |
Other accrued expenses | 1,380 | 1,457 |
Accrued expenses | $ 6,437 | $ 3,901 |
Balance sheet components - Ac_2
Balance sheet components - Accrued compensation (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Balance sheet components | ||
Accrued vacation | $ 4,643 | $ 3,641 |
Accrued bonus | 8,584 | 5,747 |
Accrued commissions | 3,330 | 1,970 |
Accrued payroll and related taxes | 4,676 | 2,711 |
Other accrued compensation | 1,094 | 876 |
Accrued compensation | $ 22,327 | $ 14,945 |
Balance sheet components - Ot_2
Balance sheet components - Other current liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Balance sheet components | ||
Contingent consideration | $ 5,186 | |
Income and sales taxes payable | 2,440 | $ 719 |
Other current liabilities | 1,997 | 1,892 |
Other current liabilities | $ 9,623 | $ 2,611 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill And Intangible Assets [Line Items] | |||
Changes in carrying value of goodwill | $ 0 | ||
Increase in goodwill | $ 21.3 | ||
Increase in intangible assets | 18.4 | ||
Maximum | |||
Goodwill And Intangible Assets [Line Items] | |||
Total amortization expense related to intangible assets | $ 0.5 | $ 0.2 | $ 0.2 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets Balances (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 19,650 | $ 1,240 |
Accumulated amortization | (1,388) | (933) |
Net book value | $ 18,262 | $ 307 |
Developed Technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Weighted Average Useful Lives in Years | 16 years | 6 years |
Gross carrying amount | $ 19,120 | $ 1,220 |
Accumulated amortization | (1,361) | (913) |
Net book value | $ 17,759 | $ 307 |
Tradenames & Trademarks | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Weighted Average Useful Lives in Years | 2 years | 2 years |
Gross carrying amount | $ 20 | $ 20 |
Accumulated amortization | $ (20) | $ (20) |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Weighted Average Useful Lives in Years | 1 year 6 months | |
Gross carrying amount | $ 510 | |
Accumulated amortization | (7) | |
Net book value | $ 503 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Finite Lived Intangible Assets Future Amortization Expense (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Goodwill and intangible assets | ||
2022 | $ 1,593 | |
2023 | 1,138 | |
2024 | 1,053 | |
2025 | 1,053 | |
2026 | 1,053 | |
Thereafter | 12,372 | |
Net book value | $ 18,262 | $ 307 |
Long-term debt - Additional Inf
Long-term debt - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Sep. 30, 2021 | Sep. 30, 2018 | Sep. 30, 2017 | Nov. 30, 2020 | Oct. 31, 2020 | Sep. 30, 2020 | |
Exercise Price Of Warrants | $ 21.24 | $ 14.85 | ||||
Debt instrument description of interest rate | interest rate of prime plus 3.0% | |||||
Line of credit facility maintenance fees | $ 100 | |||||
Revolving Credit Facility | SVB | ||||||
Proceeds from long term line of credit | $ 10,000 | |||||
Line of credit facility non current portion outstanding | $ 0 | $ 0 | ||||
Long term debt instrument effective rate of interest at a point in time | 11.60% | |||||
Floating Interest Rate | Revolving Credit Facility | SVB | ||||||
Debt instrument variable interest rate spread | 1.00% | |||||
Fourth Amended and Restated Loan and Security Agreement | SVB | ||||||
Debt instrument principal amount | $ 20,000 | |||||
Debt instrument term | 51 months | |||||
Debt Instrument, Fee Amount | $ 700 | |||||
Tranche One | Fourth Amended and Restated Loan and Security Agreement | SVB | ||||||
Debt instrument principal amount | $ 10,000 | |||||
Warrants To Purchase Common Stock | 64,127 | |||||
Exercise Price Of Warrants | $ 6.24 | |||||
Proceeds from long term debt | $ 10,000 | |||||
Tranche Two | Fourth Amended and Restated Loan and Security Agreement | SVB | ||||||
Debt instrument principal amount | 5,000 | |||||
Debt Instrument Maturity | Jan. 31, 2018 | |||||
Tranche Three | Fourth Amended and Restated Loan and Security Agreement | SVB | ||||||
Debt instrument principal amount | 5,000 | |||||
Debt Instrument Maturity | Jun. 30, 2018 | |||||
Prior Loan Refinance | Tranche One | Fourth Amended and Restated Loan and Security Agreement | SVB | ||||||
Proceeds from long term debt | 7,800 | |||||
New Advance | Tranche One | Fourth Amended and Restated Loan and Security Agreement | SVB | ||||||
Proceeds from long term debt | $ 2,200 |
Long-term debt - Schedule Of Ma
Long-term debt - Schedule Of Maturities Of Long Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Long-term debt | ||
Years ending September 30, 2022 | $ 833 | |
Total amount of loan principal | 833 | |
Years ending September 30, 2022 | 9 | |
Interest Payable On Long Term Debt | 9 | |
Years ending September 30, 2022 | 842 | |
Total amount of principal and interest | 842 | |
Less: Interest | (9) | |
Less unamortized debt discount | (4) | |
Add: accretion of final payment fee | 723 | |
Long-term Debt, Current Maturities | $ 1,552 | $ 3,333 |
Commitments and contingencies -
Commitments and contingencies - Operating Leases On Balance Sheet (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Commitments and contingencies | ||
Lessor, Operating Lease, Existence of Option to Extend [true false] | true | |
Lessor, Operating Lease, Existence of Option to Terminate [true false] | true | |
Assets: | ||
Operating lease right-of-use-asset | $ 61,580 | $ 33,699 |
Current liabilities: | ||
Current portion of operating lease liability | 8,213 | 6,409 |
Noncurrent liabilities: | ||
Operating lease liabilities, net of current portion | $ 53,156 | $ 24,837 |
Commitments and contingencies_2
Commitments and contingencies - Minimum Rental Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Commitments and contingencies | ||
2022 | $ 8,986 | |
2023 | 10,595 | |
2024 | 10,333 | |
2025 | 10,489 | |
2026 | 9,083 | |
Thereafter | 84,753 | |
Total minimum lease payments | 134,239 | |
Less: imputed interest | (55,242) | |
Less: tenant improvement allowance (receipt anticipated in 2022) | (17,628) | |
Operating lease liabilities | 61,369 | |
Less: current portion | (8,213) | $ (6,409) |
Operating lease liabilities, net of current portion | $ 53,156 | $ 24,837 |
Commitments and contingencies_3
Commitments and contingencies - Lease Contracts (Detail) $ in Thousands | Jul. 28, 2021USD ($)ft² | Apr. 14, 2021USD ($)ft² | Apr. 13, 2021USD ($)ft² | Feb. 06, 2020USD ($) | Dec. 31, 2020USD ($)ft²item | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) |
Operating lease expense | $ 9,500 | $ 7,900 | |||||
Operating lease payment | $ 8,000 | ||||||
Lease weighted-average remaining lease term | 17 years 3 months 18 days | ||||||
Lease weighted average discount rate | 6.40% | ||||||
Anticipated receipt of the tenant incentive | $ 17,628 | ||||||
Change in right-of-use asset | 27,900 | 2,100 | |||||
Change in operating lease liabilities. | 30,100 | $ 3,100 | |||||
Non-cancelable operating lease payments in 2022 | 8,986 | ||||||
Future minimum payments | 134,239 | ||||||
First Lease Amendment [Member] | |||||||
Operating lease area | ft² | 101,000 | ||||||
Initial annual base rent | $ 1,200 | ||||||
Extension of lease term | 10 years | ||||||
Future minimum payments | $ 17,600 | 17,600 | |||||
Percentage of increases base rental payments relating to original premises | 3.00% | ||||||
Percentage of obligated to payment of operating expenses | 26.00% | ||||||
Tenant improvement allowance connection with improvements to additional premises | $ 4,300 | ||||||
Agilent [Member] | |||||||
Litigation settlement amount | $ 22,500 | ||||||
Number of days from the settlement agreement pursuant to which litigation claims are to be settled | 14 days | ||||||
Wilsonville Oregon [Member] | |||||||
Operating lease area | ft² | 111,000 | ||||||
Operating lease term | 12 years | ||||||
Operating lease security deposit with the lessor | $ 1,000 | ||||||
Initial annual base rent | $ 1,700 | ||||||
Operating lease base rent annual percentage increase | 3.00% | ||||||
Tenant improvement allowance from lessor | $ 13,300 | ||||||
Number of extensions | item | 2 | ||||||
Extension of lease term | 5 years | ||||||
Future minimum payments | $ 27,900 | ||||||
Brisbane California [Member] | |||||||
Operating lease area | ft² | 15,500 | ||||||
Operating lease term | 5 years | ||||||
Security deposit | $ 200 | ||||||
Initial annual base rent | $ 300 | ||||||
Operating lease base rent annual percentage increase | 3.00% | ||||||
Future minimum payments | $ 2,200 | ||||||
South San Francisco, California [Member] | |||||||
Operating lease area | ft² | 21,000 | ||||||
Operating lease term | 7 years | ||||||
Security deposit | $ 200 | ||||||
Initial annual base rent | $ 1,700 | ||||||
Operating lease base rent annual percentage increase | 3.00% | ||||||
Future minimum payments | $ 13,100 |
Related Party Transactions - (D
Related Party Transactions - (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Related party transactions | |||
Raw materials purchased from related party investor | $ 5 | $ 3.4 | $ 3.2 |
Income taxes - Additional Infor
Income taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Provision for income taxes | $ (1,930) | $ 382 | $ 292 |
Valuation allowance | $ 190,428 | $ 127,336 | |
Expiration year | 2033 | ||
Impact of unrecognized tax benefits on income tax rate if recognized | $ 100 | ||
Domestic Tax Authority [Member] | |||
Operating loss carry forwards | 664,500 | ||
State and Local Jurisdiction [Member] | |||
Operating loss carry forwards | 377,100 | ||
Research Tax Credit Carryforward [Member] | Domestic Tax Authority [Member] | |||
Tax credit carry forwards | 16,900 | ||
Research Tax Credit Carryforward [Member] | State and Local Jurisdiction [Member] | |||
Tax credit carry forwards | $ 12,500 |
Income taxes - Components of pr
Income taxes - Components of pre-tax loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Components of pre-tax loss | |||
US | $ (149,533) | $ (138,016) | $ (107,847) |
Foreign | (4,495) | (1,533) | 470 |
Loss before income taxes | $ (154,028) | $ (139,549) | $ (107,377) |
Income taxes - Provision for in
Income taxes - Provision for income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Current | |||
State | $ (29) | $ 108 | |
Foreign | 108 | $ 382 | 184 |
Total Current | 79 | 382 | 292 |
Deferred | |||
Federal | (2,268) | ||
State | 259 | ||
Total Deferred | (2,009) | ||
Income Tax Expense (Benefit), Total | $ (1,930) | $ 382 | $ 292 |
Income taxes - Schedule of effe
Income taxes - Schedule of effective income tax rate reconciliation (Detail) | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income taxes | |||
Tax expense computed at the federal statutory rate | 21.00% | 21.00% | 21.00% |
Change in valuation allowance | (33.00%) | (25.00%) | (22.00%) |
Research and development credit benefit | 3.00% | 1.00% | 1.00% |
Business combination | (2.00%) | ||
Stock-based compensation | 12.00% | 3.00% | |
Total income tax expense | 1.00% |
Income taxes - Schedule of defe
Income taxes - Schedule of deferred tax assets and liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Income taxes | ||
Net operating loss carryforwards | $ 163,782 | $ 112,434 |
Research and development credit carryforwards | 20,163 | 9,407 |
Operating lease liability | 14,890 | 7,506 |
Other | 11,631 | 5,639 |
Gross deferred tax assets | 210,466 | 134,986 |
Less: Valuation allowance | (190,428) | (127,336) |
Net deferred tax assets | 20,038 | 7,650 |
Fixed assets | (785) | (105) |
Operating lease right-of-use asset | (14,893) | (7,498) |
Intangible assets | (4,360) | (47) |
Gross deferred tax liabilities | $ (20,038) | $ (7,650) |
Income taxes - Schedule ff unre
Income taxes - Schedule ff unrecognized tax benefits roll forward (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income taxes | |||
Balance beginning of the year | $ 4,700 | $ 3,291 | $ 2,249 |
Increases related to tax positions during the year | 2,737 | 1,409 | 1,042 |
Balance end of the year | $ 7,437 | $ 4,700 | $ 3,291 |
Warrants - (Detail)
Warrants - (Detail) - $ / shares | Mar. 28, 2016 | Dec. 22, 2015 | Nov. 30, 2020 | Oct. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Class of Warrant or Right [Line Items] | ||||||
Class of warrants or rights outstanding | 26,385 | |||||
Number of warrants exercised | 7,531 | 18,854 | ||||
Exercise price per share | $ 21.24 | $ 14.85 | ||||
Common stock issued for cashless exercise | 6,041 | 16,051 | ||||
Warrants One [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Class of warrants or rights number of warrants issued during the period | 7,531 | 18,854 | ||||
Class of warrants or rights outstanding | 0 |
Stock option plan - Additional
Stock option plan - Additional information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 01, 2020 | Sep. 26, 2018 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of PSUs that may vest based on performance | 25.00% | ||||
Unrecognized compensation cost, stock options | $ 26,300 | ||||
Unrecognized stock-based compensation expense, period for recognition | 1 year 7 months 6 days | ||||
Increase in stock-based compensation expense | $ 36,998 | $ 17,096 | $ 11,170 | ||
Weighted average grant date fair value of stock options granted | $ 42.80 | $ 20.76 | $ 15.06 | ||
Shares subject to right of repurchase | 2,741 | ||||
2018 ESPP [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Minimum annual increase in share reserved for issuance | 249,470 | ||||
Annual automatic Increase in share reserved for issuance (as a percent) | 1.00% | ||||
Aggregate number of common stock shares reserved for issuance | 275,225 | 355,000 | 179,000 | ||
Percentage of payroll deduction to purchase common stock | 15.00% | ||||
ESPP eligible employee common stock purchase price ratio | 85.00% | ||||
2018 Equity Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Minimum annual increase in share reserved for issuance | 999,900 | ||||
Annual automatic Increase in share reserved for issuance (as a percent) | 4.00% | ||||
Weighted average grant date fair value of stock options granted | $ 69.03 | ||||
2018 Equity Incentive Plan [Member] | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock shares may be issued | 6,856,405 | ||||
Unvested restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation by share based payment arrangement equity instruments other than options non vested outstanding grant date fair value | $ 73.86 | $ 32.96 | |||
Unvested restricted stock units | 2018 ESPP [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation cost, stock options | $ 47,500 | ||||
Unrecognized stock-based compensation expense, period for recognition | 2 years 8 months 12 days | ||||
Phantom Share Units (PSUs) [Member] | 2018 Equity Incentive Plan [Member] | Maximum | Executive Officers and Senior Level Employees [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of PSUs that may vest based on performance | 150.00% | ||||
Phantom Share Units (PSUs) [Member] | 2018 Equity Incentive Plan [Member] | Minimum | Executive Officers and Senior Level Employees [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of PSUs that may vest based on performance | 0.00% | ||||
Phantom Share Units (PSUs) [Member] | Revised Annual Equity Award Program [Member] | Executive Officers and Senior Level Employees [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation by share based payment arrangement instruments other than options expected to vest outstanding | 256,665 | ||||
Share based compensation by share based payment arrangement equity instruments other than options non vested outstanding grant date fair value | $ 45.18 | ||||
Share based compensation by share based payment arrangement equity instruments other than options unrecognized compensation | $ 5,600 | ||||
Unrecognized stock-based compensation expense, period for recognition | 1 year | ||||
Phantom Share Units (PSUs) [Member] | Revised Annual Equity Award Program [Member] | Executive Officers and Senior Level Employees [Member] | PSU Grants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Increase in stock-based compensation expense | $ 600 |
Stock option plan - Activity Un
Stock option plan - Activity Under The Equity Incentive Plans (Detail) - 2018 Equity Incentive Plan [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Shares available | ||
Shares available, Outstanding Beginning Balance | 1,034 | |
Shares available, Additional shares authorized | 1,000 | |
Shares available, Stock options granted | (175) | |
Shares available, Stock options forfeited | 151 | |
Shares available, Restricted stock units granted | (436) | |
Shares available, Forfeiture of restricted common stock | 61 | |
Shares available, Shares withheld for payment of taxes | 93 | |
Shares available, Outstanding Ending Balance | 1,728 | 1,034 |
Options outstanding | ||
Number of options, Outstanding beginning balance | 3,913 | |
Options outstanding, Stock options granted | 175 | |
Options outstanding, Stock options exercised | (805) | |
Options outstanding, Stock options forfeited | (151) | |
Number of options, Outstanding ending balance | 3,132 | 3,913 |
Options outstanding, Vested or expected to vest | 3,132 | |
Options outstanding, Vested and exercisable | 1,633 | |
Weighted average exercise price per share | ||
Weighted average exercise price per share, Outstanding Beginning Balance | $ 24.35 | |
Weighted average exercise price per share, Stock options granted | 69.03 | |
Weighted average exercise price per share, Stock options exercised | 18.05 | |
Weighted average exercise price per share, Stock options forfeited | 39.25 | |
Weighted average exercise price per share, Outstanding Ending Balance | 27.15 | $ 24.35 |
Weighted average exercise price per share, Vested or expected to vest | 27.15 | |
Weighted average exercise price per share, Vested and exercisable | $ 18.05 | |
Weighted average remaining contractual term (years) | ||
Weighted average remaining contractual term, Outstanding | 7 years 3 months 18 days | 8 years 1 month 6 days |
Weighted average remaining contractual term, Vested or expected to vest | 7 years 3 months 18 days | |
Weighted average remaining contractual term, Vested and exercisable | 6 years 7 months 6 days | |
Aggregate intrinsic value | ||
Aggregate intrinsic value, Outstanding | $ 251,343 | $ 204,365 |
Aggregate intrinsic value, Vested or expected to vest | 251,343 | |
Aggregate intrinsic value, Vested and exercisable | $ 145,204 |
Stock option plan - Reserved Fo
Stock option plan - Reserved For Issuance (Detail) - 2018 ESPP [Member] shares in Thousands | 12 Months Ended |
Sep. 30, 2021shares | |
Disclosure Of Employee Stock Purchase Plan [Line Items] | |
Outstanding at September 30, 2020 | 179 |
Additional shares authorized | 250 |
Shares issued during the period | (74) |
Outstanding at September 30, 2021 | 355 |
Stock option plan - Restricted
Stock option plan - Restricted Stock Units Activity (Detail) - Unvested restricted stock units - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Number of Shares | ||
Number of shares, Outstanding Beginning Balance | 569 | |
Number of shares, granted | 436 | |
Number of shares, vested | (237) | |
Number of shares, forfeited | (61) | |
Number of shares, Outstanding Ending Balance | 707 | 569 |
Expected to vest, Outstanding | 707 | |
Weighted average grant date fair value per share | ||
Weighted average grant date fair value price per share, Outstanding Beginning Balance | $ 32.96 | |
Weighted average grant date fair value price per share, granted | 113.06 | |
Weighted average grant date fair value price per share, vested | 44.36 | |
Weighted average grant date fair value price per share, forfeited | 86.60 | |
Weighted average grant date fair value price per share, Outstanding Ending Balance | 73.86 | $ 32.96 |
Weighted average grant date fair value price per share, Expected to vest | $ 73.86 | |
Weighted average remaining contractual term (years) | ||
Weighted average remaining contractual term, Outstanding | 2 years 8 months 12 days | 3 years 2 months 12 days |
Weighted average remaining contractual term, Expected to vest | 2 years 8 months 12 days | |
Aggregate Intrinsic Value | ||
Aggregate intrinsic value, Outstanding | $ 75,629 | $ 43,260 |
Aggregate intrinsic value, Expected to vest | $ 75,629 |
Stock option plan - Expense (De
Stock option plan - Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $ 36,998 | $ 17,096 | $ 11,170 |
Cost of Revenues [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 2,678 | 1,290 | 1,345 |
Research and Development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 10,166 | 3,346 | 2,378 |
Selling, General and Administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $ 24,154 | $ 12,460 | $ 7,447 |
Stock option plan - Fair value
Stock option plan - Fair value of options granted (Detail) | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Stock option plan | |||
Expected term (years) | 6 years 1 month 6 days | 6 years 2 months 12 days | 6 years 4 months 24 days |
Expected volatility | 64.40% | 62.10% | 60.20% |
Risk-free interest rate | 1.00% | 1.30% | 2.70% |
Net loss per share attributab_3
Net loss per share attributable to common stockholders - Computation (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator: | |||
Net loss attributable to common stockholders | $ (152,098) | $ (139,931) | $ (107,669) |
Denominator: | |||
Weighted-average shares used in computing net loss per share, basic and diluted (in shares) | 48,251 | 39,190 | 27,462 |
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (3.15) | $ (3.57) | $ (3.92) |
Net loss per share attributab_4
Net loss per share attributable to common stockholders -Anti-dilutive (Detail) - shares shares in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 3,868 | 4,593 | 4,177 |
Shares subject to options to purchase common stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 3,131 | 3,948 | 3,551 |
Unvested restricted shares of common stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 24 | ||
Unvested restricted stock units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 707 | 569 | 462 |
Unvested shares of common stock issued upon early exercise of stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 3 | 17 | 38 |
Shares subject to employee stock purchase plan | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 27 | 33 | 76 |
Shares subject to warrants to purchase common stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 26 | 26 |
Geographic, product and indus_3
Geographic, product and industry information - Geographic Region (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 132,333 | $ 90,100 | $ 54,385 |
Americas | |||
Segment Reporting Information [Line Items] | |||
Revenue | 77,909 | 59,164 | 36,932 |
EMEA | |||
Segment Reporting Information [Line Items] | |||
Revenue | 44,124 | 25,821 | 14,692 |
APAC | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 10,300 | $ 5,115 | $ 2,761 |
Geographic, product and indus_4
Geographic, product and industry information - By Product (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 132,333 | $ 90,100 | $ 54,385 |
Synthetic genes | |||
Segment Reporting Information [Line Items] | |||
Revenue | 38,964 | 35,192 | 26,712 |
Oligo pools | |||
Segment Reporting Information [Line Items] | |||
Revenue | 8,039 | 4,545 | 4,594 |
DNA and Biopharma libraries | |||
Segment Reporting Information [Line Items] | |||
Revenue | 12,663 | 6,348 | 2,036 |
NGS tools | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 72,667 | $ 44,015 | $ 21,043 |
Geographic, product and indus_5
Geographic, product and industry information - By Industry (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 132,333 | $ 90,100 | $ 54,385 |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Long-lived assets | 40,600 | 22,500 | |
Non-US [Member] | |||
Segment Reporting Information [Line Items] | |||
Long-lived assets | 3,500 | 3,000 | |
Industrial chemicals/materials | |||
Segment Reporting Information [Line Items] | |||
Revenue | 34,475 | 29,054 | 21,927 |
Academic research | |||
Segment Reporting Information [Line Items] | |||
Revenue | 25,299 | 19,642 | 13,835 |
Healthcare | |||
Segment Reporting Information [Line Items] | |||
Revenue | 71,241 | 40,036 | 17,424 |
Food/agriculture | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 1,318 | $ 1,368 | $ 1,199 |
Business acquisition (Details)
Business acquisition (Details) - iGenomX International Genomics Corporation (iGenomX) $ in Thousands | Jun. 14, 2021USD ($)shares |
Business Acquisition [Line Items] | |
Fair value of consideration transferred | $ 27,300 |
Cash consideration | $ 490 |
Shares of the company's common stock | shares | 237,409 |
Company common stock | $ 26,772 |
Contingent consideration | 5,500 |
Indemnity holdback consideration | 4,924 |
Fair value of purchase consideration | $ 37,653 |
Contingent consideration (in Shares) | shares | 48,478 |
Indemnity holdback consideration (in Shares) | shares | 43,662 |
Minimum | |
Business Acquisition [Line Items] | |
Contingent consideration payable period | 6 months |
Maximum | |
Business Acquisition [Line Items] | |
Contingent consideration payable period | 12 months |
Business acquisition - Assets a
Business acquisition - Assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands | Jun. 14, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Assets acquired | |||
Goodwill | $ 22,434 | $ 1,138 | |
iGenomX International Genomics Corporation (iGenomX) | |||
Assets acquired | |||
Cash and cash equivalents | $ 7 | ||
Accounts receivable | 37 | ||
Inventories | 14 | ||
Intangible assets | 18,410 | ||
Goodwill | 21,538 | ||
Liabilities assumed | |||
Accounts payable | 57 | ||
Accrued expenses | 44 | ||
Deferred tax liability | 2,252 | ||
Fair value of assets acquired and liabilities assumed | 37,653 | ||
Consideration transferred | |||
Cash | 490 | ||
Company common stock | 26,772 | ||
Contingent consideration | 5,467 | ||
Indemnity holdback | 4,924 | ||
Fair value of purchase consideration | $ 37,653 |
Business acquisition - Prelimin
Business acquisition - Preliminary estimate of the intangible assets (Details) $ in Thousands | Jun. 14, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) |
Business Acquisition [Line Items] | ||||
Change in fair value of contingent consideration and indemnity holdback | $ (534) | |||
Income tax benefit | $ (1,930) | $ 382 | $ 292 | |
iGenomX International Genomics Corporation (iGenomX) | ||||
Business Acquisition [Line Items] | ||||
Estimated fair value of acquired intangible assets | $ 18,410 | |||
Discount rate | 8.5 | |||
Transaction costs | $ 800 | |||
Change in fair value of contingent consideration and indemnity holdback | 500 | |||
Income tax benefit | 2,000 | |||
Contingent consideration and indemnity holdback | $ 10,400 | $ 9,900 | ||
Developed Technology | iGenomX International Genomics Corporation (iGenomX) | ||||
Business Acquisition [Line Items] | ||||
Estimated Weighted Average Useful Lives in Years | 17 years | |||
Estimated fair value of acquired intangible assets | $ 17,900 | |||
Customer relationships | iGenomX International Genomics Corporation (iGenomX) | ||||
Business Acquisition [Line Items] | ||||
Estimated Weighted Average Useful Lives in Years | 1 year 6 months | |||
Estimated fair value of acquired intangible assets | $ 510 |
Business acquisition - Pro form
Business acquisition - Pro forma financial results (Details) - iGenomX International Genomics Corporation (iGenomX) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||
Revenue | $ 132,599 | $ 90,650 |
Net loss attributable to common stockholders | $ (153,007) | $ (141,054) |
Subsequent events (Details)
Subsequent events (Details) - Subsequent events $ in Millions | Nov. 19, 2021USD ($) | Nov. 01, 2021USD ($)item |
Asset License and Contract Assignment Agreement with Revelar | ||
Subsequent Event [Line Items] | ||
Success-based milestone payments based on achievement | $ 100 | |
Maximum number of additional antibody therapeutics under license | item | 5 | |
License period | 4 years | |
Maximum committed investment | $ 10 | |
Percentage of undiluted ownership excluding shares and options | 49.80% | |
SAFE investment in exchange for cash investment | $ 5 | |
AbX Biologics, Inc. | ||
Subsequent Event [Line Items] | ||
Purchase consideration | $ 140 | |
Cash consideration | 10 | |
Contingent payment | $ 40 |