Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Nov. 17, 2023 | Mar. 31, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2023 | ||
Current Fiscal Year End Date | --09-30 | ||
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, City or Town | South San Francisco | ||
Entity Address, State or Province | CA | ||
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 Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 833 | ||
Entity Common Stock, Shares Outstanding | 57,673,781 | ||
Documents Incorporated by Reference | Portions of the Registrant’s definitive proxy statement to be filed in connection with its 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K. | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001581280 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2021 | |
Audit Information [Abstract] | ||
Auditor Firm ID | 42 | 238 |
Auditor Name | Ernst & Young LLP | PricewaterhouseCoopers LLP |
Auditor Location | San Mateo, California | San Jose, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 286,470 | $ 378,687 |
Short-term investments | 49,943 | 126,281 |
Accounts receivable, net | 44,064 | 40,294 |
Inventories | 32,063 | 39,307 |
Prepaid expenses and other current assets | 11,716 | 11,914 |
Total current assets | 424,256 | 596,483 |
Property and equipment, net | 131,830 | 139,441 |
Operating lease right-of-use assets | 71,531 | 74,948 |
Goodwill | 85,811 | 85,811 |
Intangible assets, net | 54,483 | 59,738 |
Restricted cash, non-current | 2,811 | 1,572 |
Other non-current assets | 5,681 | 3,385 |
Total assets | 776,403 | 961,378 |
Current liabilities: | ||
Accounts payable | 14,052 | 20,092 |
Accrued expenses | 10,754 | 10,169 |
Accrued compensation | 25,818 | 27,023 |
Current portion of operating lease liability | 14,896 | 13,642 |
Other current liabilities | 7,803 | 19,737 |
Total current liabilities | 73,323 | 90,663 |
Operating lease liability, net of current portion | 79,173 | 81,270 |
Other non-current liabilities | 475 | 60 |
Total liabilities | 152,971 | 171,993 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Common stock, $0.00001 par value — 100,000 and 100,000 shares authorized at September 30, 2023 and 2022, respectively; 57,557 and 56,523 shares issued and outstanding at September 30, 2023 and 2022, respectively | 0 | 0 |
Additional paid-in capital | 1,657,222 | 1,619,644 |
Accumulated other comprehensive loss | (756) | (1,843) |
Accumulated deficit | (1,033,034) | (828,416) |
Total stockholders’ equity | 623,432 | 789,385 |
Total liabilities and stockholders’ equity | $ 776,403 | $ 961,378 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, share authorized (in shares) | 100,000 | 100,000 |
Common stock, share issued (in shares) | 57,557 | 56,523 |
Common stock, outstanding (in shares) | 57,557 | 56,523 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Statement of Comprehensive Income [Abstract] | ||||
Revenues [1] | [1] | $ 245,109 | $ 203,565 | $ 132,333 |
Operating expenses: | ||||
Cost of revenues | 155,380 | 119,330 | 80,620 | |
Research and development | 106,894 | 120,307 | 69,072 | |
Selling, general and administrative | 189,738 | 212,949 | 135,901 | |
Restructuring and other costs | 16,169 | 0 | 0 | |
Change in fair value of contingent considerations and holdbacks | (5,913) | (14,245) | (534) | |
Total operating expenses | 462,268 | 438,341 | 285,059 | |
Loss from operations | (217,159) | (234,776) | (152,726) | |
Interest income | 14,365 | 3,062 | 435 | |
Interest expense | (5) | (80) | (367) | |
Gain on deconsolidation of subsidiary | 0 | 4,607 | 0 | |
Other income (expense), net | (667) | (1,087) | (1,370) | |
Loss before income taxes | (203,466) | (228,274) | (154,028) | |
(Provision for) benefit from income taxes | (1,152) | 10,411 | 1,930 | |
Net loss attributable to common stockholders | (204,618) | (217,863) | (152,098) | |
Other comprehensive loss: | ||||
Change in unrealized gain (loss) on investments | 1,510 | (1,594) | (14) | |
Foreign currency translation adjustment | (423) | (795) | 473 | |
Comprehensive loss | $ (203,531) | $ (220,252) | $ (151,639) | |
Net loss per share attributable to common stockholders—basic (in dollars per share) | $ (3.60) | $ (4.04) | $ (3.15) | |
Net loss per share attributable to common stockholders—diluted (in dollars per share) | $ (3.60) | $ (4.04) | $ (3.15) | |
Weighted average shares used in computing net loss per share attributable to common stockholders—basic (in shares) | 56,885 | 53,885 | 48,251 | |
Weighted average shares used in computing net loss per share attributable to common stockholders—diluted (in shares) | 56,885 | 53,885 | 48,251 | |
[1]During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Revenue | [1] | $ 245,109 | $ 203,565 | $ 132,333 |
Related Party | ||||
Revenue | $ 5,900 | $ 3,500 | $ 0 | |
[1]During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common stock | Additional paid-in capital | Accumulated other comprehensive income / (loss) | Accumulated deficit |
Beginning balance (in shares) at Sep. 30, 2020 | 45,083 | ||||
Beginning balance at Sep. 30, 2020 | $ 336,262 | $ 0 | $ 794,630 | $ 87 | $ (458,455) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses (in shares) | 3,136 | ||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses | 323,861 | 323,861 | |||
Vesting of restricted stock units (in shares) | 237 | ||||
Issuance of shares under the employee stock purchase plan (in shares) | 74 | ||||
Issuance of shares under the employee stock purchase plan | 4,944 | 4,944 | |||
Exercise of stock options (in shares) | 804 | ||||
Exercise of stock options | 14,471 | 14,471 | |||
Repurchases of early exercised stock options (in shares) | (2) | ||||
Business acquisition (in shares) | 237 | ||||
Business acquisition - settlement of indemnity holdback | 26,773 | 26,773 | |||
Stock-based compensation | 36,998 | 36,998 | |||
Net exercise of stock warrants | 22 | ||||
Other comprehensive income (loss) | 459 | 459 | |||
Repurchases of common stock for income tax withholding (in shares) | (92) | ||||
Repurchase of common stock for income tax withholdings | (10,849) | (10,849) | |||
Net loss | (152,098) | (152,098) | |||
Ending balance (in shares) at Sep. 30, 2021 | 49,499 | ||||
Ending balance at Sep. 30, 2021 | 580,821 | $ 0 | 1,190,828 | 546 | (610,553) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses (in shares) | 5,227 | ||||
Issuance of common stock in public offerings, net of underwriting discounts, commissions and offering expenses | 269,822 | 269,822 | |||
Vesting of restricted stock units (in shares) | 365 | ||||
Issuance of shares under the employee stock purchase plan (in shares) | 97 | ||||
Issuance of shares under the employee stock purchase plan | 4,010 | 4,010 | |||
Exercise of stock options (in shares) | 486 | ||||
Exercise of stock options | 5,952 | 5,952 | |||
Business acquisition (in shares) | 988 | ||||
Business acquisition - settlement of indemnity holdback | 77,122 | 77,122 | |||
Stock-based compensation | 79,664 | 79,664 | |||
Other comprehensive income (loss) | (2,389) | (2,389) | |||
Repurchases of common stock for income tax withholding (in shares) | (139) | ||||
Repurchase of common stock for income tax withholdings | (7,754) | (7,754) | |||
Net loss | $ (217,863) | (217,863) | |||
Ending balance (in shares) at Sep. 30, 2022 | 56,523 | 56,523 | |||
Ending balance at Sep. 30, 2022 | $ 789,385 | $ 0 | 1,619,644 | (1,843) | (828,416) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of restricted stock units (in shares) | 648 | ||||
Issuance of shares under the employee stock purchase plan (in shares) | 217 | 217 | |||
Issuance of shares under the employee stock purchase plan | $ 3,937 | 3,937 | |||
Exercise of stock options (in shares) | 118 | 118 | |||
Exercise of stock options | $ 1,379 | 1,379 | |||
Business acquisition (in shares) | 277 | ||||
Business acquisition - settlement of indemnity holdback | 5,860 | 5,860 | |||
Stock-based compensation | 30,821 | 30,821 | |||
Other comprehensive income (loss) | 1,087 | 1,087 | |||
Repurchases of common stock for income tax withholding (in shares) | (226) | ||||
Repurchase of common stock for income tax withholdings | (4,419) | (4,419) | |||
Net loss | $ (204,618) | (204,618) | |||
Ending balance (in shares) at Sep. 30, 2023 | 57,557 | 57,557 | |||
Ending balance at Sep. 30, 2023 | $ 623,432 | $ 0 | $ 1,657,222 | $ (756) | $ (1,033,034) |
Consolidated Statements of St_2
Consolidated Statements of Stockholders’ Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||
Net of underwriting discounts, commissions and offering expenses | $ 17,678 | $ 21,139 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities | |||
Net loss | $ (204,618) | $ (217,863) | $ (152,098) |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Depreciation and amortization | 29,310 | 16,514 | 9,750 |
Impairment of property and equipment and other assets | 6,785 | 0 | 0 |
Non-cash lease expense, net of tenant improvement allowance | 2,573 | 20,127 | 2,243 |
Stock-based compensation | 30,278 | 79,664 | 36,998 |
Change in fair value of contingent considerations and holdbacks | (5,913) | (14,245) | (534) |
Gain on deconsolidation of Revelar | 0 | (4,607) | 0 |
Other non-cash adjustments | 120 | 1,381 | 778 |
Changes in assets and liabilities: | |||
Accounts receivable, net | (4,320) | (9,622) | (2,202) |
Inventories | 7,238 | (7,536) | (19,489) |
Prepaid expenses and other current assets | (4,166) | (2,551) | (2,058) |
Other non-current assets | 1,376 | 7,273 | (4,653) |
Accounts payable | (2,508) | 7,383 | 8,542 |
Accrued expenses | 2,578 | 2,269 | 3,115 |
Accrued compensation | (1,099) | 4,852 | 7,392 |
Other liabilities | (108) | (7,424) | (28) |
Net cash used in operating activities | (142,474) | (124,385) | (112,244) |
Cash flows from investing activities | |||
Purchases of property and equipment | (27,779) | (101,857) | (27,061) |
Business acquisition, net of cash acquired | 0 | (8,160) | (483) |
Deconsolidation of cash and cash equivalent relating to Revelar | 0 | (5,755) | 0 |
Purchases of investments | (76,345) | (217,639) | (58,795) |
Proceeds from maturity of investments | 154,736 | 100,481 | 242,494 |
Net cash provided by (used in) investing activities | 50,612 | (232,930) | 156,155 |
Cash flows from financing activities | |||
Proceeds from exercise of stock options | 1,379 | 6,014 | 14,559 |
Proceeds from public offerings, net of underwriting discounts, commissions and offering expenses | 0 | 269,822 | 323,861 |
Proceeds from issuance under employee stock purchase plan | 3,937 | 4,010 | 4,944 |
Repayments of long-term debt | 0 | (1,558) | (3,333) |
Repurchases of common stock for income tax withholding | (4,405) | (7,754) | (10,849) |
Net cash provided by financing activities | 911 | 270,534 | 329,182 |
Effect of exchange rates on cash, cash equivalents and restricted cash | (27) | (319) | 20 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (90,978) | (87,100) | 373,113 |
Cash, cash equivalents, and restricted cash at beginning of year | 380,259 | 467,359 | 94,246 |
Cash, cash equivalents, and restricted cash at end of year | 289,281 | 380,259 | 467,359 |
Supplemental disclosure of cash flow information | |||
Interest paid | 0 | 9 | 167 |
Income taxes paid, net of refunds | 420 | 246 | 101 |
Non-cash investing and financing activities | |||
Property and equipment additions included in accrued expenses and accounts payable | 772 | 6,297 | 2,011 |
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | 6,676 | 21,367 | 33,617 |
Issuance of common stock in connection with the business acquisition | 5,860 | 77,122 | 26,773 |
Conversion of convertible notes | $ 3,711 | $ 0 | $ 0 |
Organization, liquidity and cap
Organization, liquidity and capital resources | 12 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, liquidity and capital resources | Organization, liquidity and capital resources 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, 2023, the Company had an accumulated deficit of $1,033.0 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 $1,333.7 million in net proceeds from the issuance of equity securities and an aggregate of $13.8 million from debt. As of September 30, 2023, the Company had cash, cash equivalents, and short-term investments of $336.4 million, which the management believes 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, 2023 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | 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, transaction price and progress toward completion of performance obligation under the contracts with customers, determination of the net realizable value of inventory, valuation and useful life of developed technology and customer relationships, restructuring costs and incremental borrowing rate for operating leases. Actual results could differ from those estimates. Certain prior year amounts have been reclassified to conform to the current year presentation. The Company’s consolidated financial statements include its wholly-owned subsidiaries and Revelar, a variable interest entity ("VIE") for which the Company was the primary beneficiary through September 30, 2022. Refer to Note 15 for details. 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. 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, 2023, 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 with two financial institutions that management believe are 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, 2023, September 30, 2022 and September 30, 2021. There is one customer who accounted for 10% or more of the net accounts receivable as of September 30, 2023. There were no major customers who accounted for 10% or more of the net accounts receivable as of September 30, 2022. Cash and cash equivalents and restricted cash 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, 2023 and 2022. Restricted cash represents cash held at financial institutions that are pledged as collateral for stand-by letters of credit for lease commitments. The lease related letters of credit will lapse at the end of the respective lease terms through 2044. (in thousands) September 30, 2023 September 30, 2022 Cash and cash equivalents $ 286,470 $ 378,687 Restricted cash, non-current 2,811 1,572 Total cash, cash equivalents and restricted cash $ 289,281 $ 380,259 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. Provision for bad debts were $0.2 million and $0.2 million as of September 30, 2023 and 2022, respectively. 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 Company applies fair value accounting for all financial and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risks. See Note 3, Fair value measurements, for more information. 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. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is computed using standard cost which approximates actual cost on a first-in, first-out basis. The Company periodically review its inventories to identify obsolete, slow-moving, excess or otherwise unsaleable items. If obsolete, slow-moving, excess or unsaleable items are observed and there are no alternate uses for the inventory, the Company records a write-down to net realizable value through a charge to cost of revenues on our consolidated statements of operations and comprehensive loss. The determination of net realizable value requires judgment, including consideration of many factors, such as estimates of future product demand, past experience, product net selling prices, current and future market conditions, the age and nature of inventories, and potential product obsolescence, among others. 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 lesser of the useful life and the remaining lease term of the respective leasehold improvements assets, if any. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is credited or charged to operations in the period recognized. Repairs and maintenance costs are expensed as incurred. The Company recorded depreciation and amortization expense of $29.3 million, $16.5 million, and $9.8 million for the years ended September 30, 2023, 2022 and 2021, 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 Vehicles 5 Years Computer software 3 Years Leasehold improvements Lesser of useful life or facilities’ lease term 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. Costs include external direct costs of services and applicable personnel costs of employees devoted to specific software application development. Personnel costs consist of salaries, employee benefit costs, bonuses and stock-based compensation expenses. The capitalized amounts are included in property and equipment, net on the consolidated balance sheets. 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 $7.9 million and $5.3 million as of September 30, 2023 and 2022, respectively. Capitalized costs are amortized from the project completion date, using the straight-line method over an estimated useful life of the assets. Finite-lived intangible assets Finite-lived intangible assets are recorded at cost, net of accumulated amortization, and, if applicable, impairment charges. Amortization of finite-lived intangible assets is recorded over the assets’ estimated useful lives on a straight-line basis or based on the pattern in which economic benefits are consumed, if reliably determinable. The Company reviews the finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. See “Impairment of long-lived assets” for additional information. Impairment of long-lived assets The Company reviews property and equipment, right of use assets and finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If indicators of impairment are present, the Company tests for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of the asset over its useful life to the carrying amount of the asset or asset group. If the asset or asset group is determined to be impaired, any excess of the carrying value of the asset or asset group over its estimated fair value is recognized as an impairment loss. Impairment assessments inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions. See Note 14 for the impairment of property and equipment during the year ended September 30, 2023. There were no impairments of long-lived assets during the years ended September 30, 2022 and 2021. Leases The Company determines if an arrangement is or contains a lease at inception and classify each lease as operating or financing. 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 made during the lease term, net of any tenant improvement allowance. 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 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. Operating lease right-of- use assets are adjusted for prepaid lease payments, lease incentives and initial direct costs incurred. 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 6. Goodwill Determining when to test for impairment, the reporting unit, the assets and liabilities of the reporting unit, and the fair value of the reporting unit requires significant judgment and involves the use of significant estimates and assumptions. The Company tests goodwill for impairment in the fourth quarter each year, or more frequently if indicators of an impairment exist. Evaluating goodwill for impairment involves the determination of the fair value of the reporting unit in which goodwill and indefinite-lived intangible assets are recorded using a qualitative or quantitative analysis. If the fair value of the reporting unit exceeds its carrying value, goodwill is considered not impaired. If the carrying value of the reporting unit exceeds its fair value, the Company will record an impairment loss up to the difference between the carrying value and implied fair value . The Company has an unconditional option to bypass the qualitative assessment in any period and proceed directly to performing the first step of the goodwill impairment test. For 2023, the Company elected to proceed directly to the step-one assessment which indicated that the fair value of its single reporting unit substantially exceeded the carrying value . Segment information The Company is a synthetic biology and genomics company that has developed a disruptive DNA synthesis platform to industrialize the engineering of biology and manufactures synthetic genes, tools for next-generation sequencing preparation, and antibody libraries for drug discovery and development 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. Foreign currency transactions and translation The Company's consolidated financial statements are presented in U.S. dollars. The functional currency for certain foreign subsidiaries is their local currency. Revenues, expenses, gains and losses for non-U.S. dollar functional currency entities are translated into U.S. dollars using average currency exchange rates for the period. Assets and liabilities for such entities are translated using exchange rates that approximate the rate at the balance sheet date. Foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income on the Company's consolidated balance sheets. Foreign currency transaction gains and losses on transactions not denominated in functional currency are recorded in Other income (expense), net, on the consolidated statements of operations. 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 may be 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. The transaction price is determined based on the agreed upon rates in the purchase order or master supply agreements applied to the quantity of all the products that were manufactured and shipped to the customer. The Company’s contracts may include one or more ordered products, and the shipment of these products comprises the performance obligation(s) under the contract. 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, other than Biopharma 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. Shipping and handling fees charged to our customers are recognized as product revenue in the period shipped and the related costs for providing these services are recorded as a cost of revenue. 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’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 $2.8 million and contract liabilities of $3.0 million as of September 30, 2023. The Company had contract assets of $3.4 million and contract liabilities of $3.5 million as of September 30, 2022. For the years ended September 30, 2023 and 2022, the Company recognized revenue of $2.8 million and $1.1 million, respectively, from the amount that was included in the contract liability balance at the beginning of each year. For the year ended September 30, 2021, the Company did not recognize revenue from amounts that was included in the contract liability balance at the beginning of the period. In addition, for all periods presented, there was no revenue recognized in a reporting period from performance obligations satisfied in previous periods. The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of September 30, 2023 was $5.3 million. The Company expects to recognize revenue over the next twelve months relating to performance obligations unsatisfied as of September 30, 2023. 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 12 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, 2023, 2022 and 2021, were $2.9 million, $2.4 million and $2.5 million, respectively. Government contract payments The Company had a subcontract with the Georgia Institute of Technology funded by the United States Director of Central Intelligence ("IARPA"). This subcontract was for the period from September 2019 to February 2023. The Company recognized payments received from these arrangements when milestones are achieved and recorded them as a reduction of research and development expenses. The total cost for the IARPA development project was $7.7 million with IARPA funding $5.7 million and the Company was responsible for providing a minimum contribution of $2.0 million. In fiscal year 2023, 2022, and 2021, the Company received IARPA payments of $1.2 million, $0.9 million, and $1.1 million, respectively. Stock-based compensation The Company maintains performance incentive plans under which incentive and nonqualified stock options, performance-based stock options, restricted stock units, performance-based stock units and through employer purchase plan 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 the Accounting Standard Codification ("ASC") 718, Compensation—Stock Compensation . ASC 718 requires the recognition of compensation expense, using a fair value-based method, for costs related to all stock-based payments including stock options, restricted stock units and employee stock purchase plan. The Company recognizes fair value of stock options granted to employees and 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 awards, expense is recognized over the period from the grant date to the estimated attainment date, which is the derived service period of the award, if management determines that it is probable that the performance-based vesting conditions will be achieved. 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. 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, 2023, 2022 and 2021, diluted net loss per common share is the same as the basic net loss per share for those years. 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. In fiscal 2022, the Company began recognizing an additional component of total Federal tax expense, the tax on Global Intangible Low-Taxed Income (“GILTI”) provision of the Tax Act, which became applicable to the Company in fiscal 2022. The Company elected to account for GILTI as a period cost, and therefore included GILTI expense in the effective tax rate calculation. This provision did not have a material effect on the effective tax rate for the years ended September 30, 2023, 2022 and 2021. Variable interest entities The Company consolidates a VIE in which the Company is deemed to be the primary beneficiary. An entity is generally a VIE if it meets any of the following criteria: (i) the entity has insufficient equity to finance its activities without additional subordinated financial support from other parties, (ii) the equity investors cannot make significant decisions about the entity’s operations or (iii) the voting rights of some investors are not proportional to their obligations to absorb the expected losses of the entity or receive the expected returns of the entity and substantially all of the entity’s activities involve or are conducted on behalf of the investor with disproportionately few voting rights. The Company periodically makes judgments in determining whether its investees are VIEs and, for each reporting period, the Company assesses whether it is the primary beneficiary of its VIE. 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 va |
Fair value measurement
Fair value measurement | 12 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value measurement | Fair value measurement The Company determines the fair value of financial and non-financial assets and liabilities using the fair value hierarchy which requires an entity to maximize the use of observable inputs 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 —Quoted prices in active markets for identical assets or liabilities. Level 2 —Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 —Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. 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, 2023: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 286,470 $ — $ — $ 286,470 Short-term investments: Corporate Bonds 14,918 — (29) 14,889 U.S. government treasury bills 35,111 — (57) 35,054 Non-current assets - investment in equity securities 3,711 — — 3,711 Total $ 340,210 $ — $ (86) $ 340,124 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2022: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 378,687 $ — $ — $ 378,687 Short-term investments: Commercial paper 14,997 — — 14,997 U.S. government treasury bills 112,878 — (1,594) 111,284 Total $ 506,562 $ — $ (1,594) $ 504,968 As of September 30, 2023, 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 $ 245,654 $ — $ — $ 245,654 Corporate Bonds — 14,889 — 14,889 U.S. government treasury bills 35,054 — — 35,054 Investment in equity securities — — 3,711 3,711 Total financial assets $ 280,708 $ 14,889 $ 3,711 $ 299,308 Total financial liabilities $ — $ — $ — $ — As of September 30, 2022, 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 $ 316,805 $ — $ — $ 316,805 Commercial paper — 14,997 — 14,997 U.S. government treasury bills 111,284 — — 111,284 Total financial assets $ 428,089 $ 14,997 $ — $ 443,086 Liabilities Contingent consideration and indemnity holdback $ — $ 9,592 $ 2,100 $ 11,692 Total financial liabilities $ — $ 9,592 $ 2,100 $ 11,692 Contractual maturities of short-term investments, as of September 30, 2023, were less than 12 months. The Company does not intend to sell the money market funds and short term investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis. The unrealized loss on short-term investments have been in a continuous unrealized loss position for less than 12 months. During 2021 and as amended in 2022, the Company entered into convertible promissory note agreements with a privately held company (“Borrower”) pursuant to which the Company agreed to loan to the Borrower $3.5 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 included an option to convert the Convertible note into the Borrower’s equity at the Borrower’s next round of equity financing, and accrued interest at a rate of 4% per annum. In April 2023, the Company exercised the option and the Borrower issued to the Company ordinary shares which represent a 15% equity interest. As of September 30, 2023, the Company’s equity investments were categorized as Level 3 within the fair value hierarchy. The equity investment held by the company is a VIE, but the Company is not the primary beneficiary. The Company does not have the power to direct the activities that most significantly impact the economic performance of the investee. The Company’s maximum exposure to loss from this VIE consist of equity investment of $3.7 million . Equity investments held by the Company lack readily determinable fair values and therefore the securities are measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar equity securities of the same issuer. The Company reviews the carrying value of its equity investments for impairment whenever events or changes in business circumstances indicate the carrying amount of such asset may not be fully recoverable. Impairments, if any, are based on the excess of the carrying amount over the recoverable amount of the asset. There were no such impairments during the years ended September 30, 2023, 2022 and 2021. Because of the inherent uncertainty of valuation, the estimated fair value of our financial instruments may differ significantly from the values that would have been used had a ready market for the financial instruments existed, and the differences could be material to our consolidated financial statements. As of September 30, 2022, the Company’s contingent consideration related to its Abveris acquisition was categorized as Level 3 within the fair value hierarchy. Contingent consideration was classified as a liability and was remeasured to an estimated fair value at each reporting date until the contingency is resolved. Contingent consideration was recorded at its fair values using unobservable inputs and have included using the Monte Carlo simulation option pricing framework, incorporating contractual terms and assumptions regarding financial forecasts, discount rates, and volatility of forecasted revenue. The key assumptions was calendar year 2023 revenue forecast and the Company's share price. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance of a third-party valuation specialist. At September 30, 2022, management determined that the revenue target for the calendar year 2022 was probable of being achieved and a contingent consideration liability of $2.1 million was recognized. At December 31, 2022, management determined that the revenue target for the calendar year 2022 was not achieved, and therefore, a change in fair value of contingent consideration of $2.1 million was recognized, resulting in the extinguishment of the contingent consideration liability of $2.1 million. The key inputs into the Monte Carlo simulation as of December 1, 2021, the acquisition date and as of September 30, 2022 were as follows: September 30, December 1, Contingent consideration 2022 2021 Stock price $ 35.24 $ 87.06 Equity volatility 93.7 % 81.3 % Risk-free interest rate 3.9 % 0.4 % Revenue volatility 30.2 % 21.9 % There were no transfers between Level 1, Level 2 and Level 3 in the periods presented. The following table provides a reconciliation of beginning and ending balances of the Level 3 financial liabilities during the year ended September 30, 2023: (in thousands) Contingent consideration Equity investments Total Balance as of September 30, 2022 $ 2,100 $ — $ 2,100 Change in fair value (2,100) — (2,100) Additions during the year — 3,711 3,711 Balance as of September 30, 2023 $ — $ 3,711 $ 3,711 |
Balance sheet components
Balance sheet components | 12 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance sheet components | Balance sheet components Inventories consist of the following: September 30, (in thousands) 2023 2022 Raw Materials $ 27,024 $ 28,787 Work-in-process 1,113 2,866 Finished Goods 3,926 7,654 $ 32,063 $ 39,307 There is no consigned inventory balance as of September 30, 2023. The work-in-process inventory included consigned inventory of $0.1 million as of September 30, 2022. Property and Equipment, net consists of the following: September 30, (in thousands) 2023 2022 Laboratory equipment $ 104,508 $ 62,285 Furniture, fixtures and other equipment 3,484 2,332 Vehicles 85 — Computer equipment 3,103 2,815 Computer software 5,507 1,693 Leasehold improvements 57,271 14,371 Construction in progress 8,528 87,723 $ 182,486 $ 171,218 Less: Accumulated depreciation and amortization (50,656) (31,777) $ 131,830 $ 139,441 Construction in progress mainly represents equipment costs and software development costs. During the year, the Company recognized impairment of property and equipment of $6.8 million. See Note 14 for details. Other current liabilities Other current liabilities consist of the following: September 30, (in thousands) 2023 2022 Income and other taxes payable $ 4,374 $ 3,661 Deferred revenue 2,999 3,476 Other current liabilities 430 908 Contingent consideration — 2,100 Indemnity holdbacks — 9,592 $ 7,803 $ 19,737 |
Goodwill and intangible assets
Goodwill and intangible assets | 12 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | Goodwill and intangible assets Total amortization expense related to intangible assets was $5.3 million, $4.9 million, and $0.5 million for the years ended September 30, 2023, 2022 and 2021, respectively. The goodwill balance is presented below: (in thousands) September 30, 2023 2022 Balance at beginning of year 85,811 22,434 Business acquisition – additions (see Note 13) — 61,768 Remeasurement adjustments to the deferred tax assets — 1,609 Balance at end of year $ 85,811 $ 85,811 The finite-lived intangible assets balances are presented below: September 30, 2023 (in thousands, except for years) Weighted average Gross Accumulated Net book Developed Technology 15 $ 50,020 $ (7,636) $ 42,384 Customer Relationships 11 15,210 (3,461) 11,749 Tradenames & Trademarks 3 900 (550) 350 Total finite-lived intangible assets $ 66,130 $ (11,647) $ 54,483 September 30, 2022 (in thousands, except for years) Weighted average Gross Accumulated Net book Developed Technology 15 $ 50,020 $ (4,375) $ 45,645 Customer Relationships 11 15,210 (1,767) 13,443 Tradenames & Trademarks 3 900 (250) 650 Total finite-lived intangible assets $ 66,130 $ (6,392) $ 59,738 Future annual amortization expense is as follows (in thousands): Years ending September 30, 2024 $ 5,170 2025 4,920 2026 4,870 2027 4,320 2028 4,210 Thereafter 30,993 $ 54,483 |
Long-term debt
Long-term debt | 12 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term debt | 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 provided a principal amount of $10.0 million, the second advance provided a principal amount of $5.0 million and the third advance provided 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. The Company obtained a term loan under the only the first tranche in a principal amount of $10.0 million, which matured and was paid in full in December 2021. 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 contained 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 provided for interest only payments through December 31, 2018 at which time monthly principal payments became 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 (1.0%) above the prime rate, which interest shall be payable monthly. The Company did not make any borrowings under the revolving loan facility which expired on December 31, 2021. The Company had no amounts outstanding under the loan facility at September 30, 2023 . |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Legal Proceedings The Company may be subject to litigation, claims and disputes in the ordinary course of business. There is an inherent risk in any litigation or dispute and no assurance can be given as to the outcome of any claims. Securities Class Action On December 12, 2022, a putative securities class action lawsuit captioned Peters v. Twist Bioscience Corporation, et al., Case No. 22-cv-08168 (N.D. Cal.) (“Securities Class Action”) was filed in federal court in the Northern District of California (“Court”) against the Company, its Chief Executive Officer, and its Chief Financial Officer (the “Defendants”) alleging violations of federal securities laws. The Securities Class Action’s claims are based in large part on allegations made in a report issued on November 15, 2022 by Scorpion Capital (“Scorpion Report”) concerning, among other things, the Company’s DNA chip technology and accounting practices. The initial complaint filed in the Securities Class Action alleges that various statements that the defendants made between December 13, 2019 and November 14, 2022 were materially false and misleading in light of the allegations in the Scorpion Report. The plaintiff who initiated the lawsuit sought to represent a class of shareholders who acquired shares of the Company’s common stock between December 13, 2019 and November 14, 2022 and sought damages as well as certain other costs. On July 28, 2023, the Court appointed a new plaintiff, not the original plaintiff who filed the case, as lead plaintiff in the case and appointed a new law firm as lead counsel. On October 11, 2023, the lead plaintiff filed an amended complaint. The amended complaint is purportedly brought on behalf of all persons other than the Defendants who acquired the Company’s securities between December 20, 2018 and November 15, 2022. The amended complaint alleges that certain statements regarding, among other things, the Company’s DNA products and accounting practices were false and misleading. This case remains in the preliminary stage. Given the inherent uncertainty of litigation and the legal standards that must be met, including class certification and success on the merits, the Company cannot express an opinion on the likelihood of an unfavorable outcome or on the amount or range of any potential loss. The Company and the other defendants intend to vigorously defend themselves against the claims asserted against them, and will be filing a motion to dismiss the amended complaint on December 6, 2023. Derivative Action On September 25, 2023, a shareholder derivative suit captioned Shumacher vs. Leproust et al., No. 1:23-cv-01048-UNA, was filed in the United States District Court for the District of Delaware against directors of the Company and an employee (the “Derivative Action”). The suit is based on substantially the same allegations in the Securities Class Action and seeks to recover, on behalf of the Company, damages to the Company arising from, among other things, the Securities Class Action. On November 13, 2023, the parties to the Derivative Action entered into a stipulation staying the Derivative Action pending resolution of the anticipated motion to dismiss the defendants will file in the Securities Class Action. 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. From time to time, the Company has entered into indemnification agreements with its directors and officers that requires 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 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 2044. The Company is also responsible for utilities, maintenance, insurance, and property taxes under these leases. Our lease payments consist primarily of fixed rental payments for the right to use the underlying leased assets over the lease terms, as well as payments for common-area-maintenance and administrative services. We often receive customary incentives from our landlords, such as reimbursements for tenant improvements and rent abatement periods, which effectively reduce the total lease payments owed for these leases. Leases are classified as operating or financing at commencement. We do not have any material financing 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 leases as of September 30, 2023 is as follows: (in thousands) September 30, 2023 Assets: Operating lease right-of-use-assets $ 71,531 Current liabilities: Current portion of operating lease liabilities $ 14,896 Noncurrent liabilities: Operating lease liabilities, net of current portion $ 79,173 Future minimum lease payments under all non-cancelable operating leases as of September 30, 2023 are as follows: (in thousands) Operating Years ending September 30: 2024 $ 14,860 2025 14,924 2026 13,894 2027 8,371 2028 8,471 Thereafter 88,014 Total minimum lease payments $ 148,534 Less: imputed interest (54,465) Total operating lease liabilities $ 94,069 Less: current portion (14,896) Operating lease liabilities, net of current portion $ 79,173 The statement of cash flows for the year ended September 30, 2023, include changes in right-of-use assets and operating lease liabilities of $3.4 million and $0.8 million, respectively. For the year ended September 30, 2022, changes in right-of-use assets and operating lease liabilities were $13.4 million and $33.5 million, respectively. Operating lease expense was $16.2 million and $15.6 million for the years ended September 30, 2023 and 2022 respectively. Cash payments for amounts included in the measurement of operating lease liabilities for the year ended September 30, 2023 were $14.6 million. As of September 30, 2023, the weighted-average remaining lease term was 15.37 years and the weighted-average incremental borrowing rate was 6.54%. On May 30, 2023, Abveris, the Company's subsidiary, entered into an amendment to its existing lease agreement for approximately 17,200 square-feet primarily consisting of two additional spaces located in Quincy, Massachusetts, to further expand operations. The term of the lease for both spaces ends on August 31, 2032. The Company has two options to extend the term for five years. The Company does not have reasonable certainty that these options will be exercised. Upon execution of the lease agreement, the Company provided the landlord an additional approximate $0.5 million irrevocable letter of credit as a security deposit. The annual base rent for premises A will increase by 2.0% each year for the first two years and then 2.75% for each year thereafter plus certain operating expenses. The annual base rent for premises B will increase by 2.75% each year, plus certain operating expenses. The Company has the right to sublease the facility, subject to landlord consent. The premises A and B lease commenced in June 2023 and August 2023, respectively. As of the lease commencement dates, the total future minimum lease payments under the agreement was $8.6 million. |
Related party transactions
Related party transactions | 12 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related party transactions | Related party transactionsDuring the years ended September 30, 2023, 2022 and 2021, the Company purchased raw materials from related parties in the amount of $6.8 million, $8.0 million and $5.0 million, respectively. During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. Payable balances with the related parties were immaterial as of September 30, 2023, 2022 and 2021. Receivable balances with the related parties were $1.7 million as of September 30, 2023, and immaterial as of September 30, 2022 and 2021. During the year ended September 30, 2022, the Company entered into a service agreement with a related party for the total consideration of $0.1 million. |
Income taxes
Income taxes | 12 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes The Company recorded provisions for income taxes of $1.2 million for the year ended September 30, 2023. The Company recorded an income tax benefit of $10.4 million and $1.9 million for the years ended September 30, 2022 and 2021, respectively. The domestic and foreign components of pre-tax loss for the years ended September 30, 2023, 2022, and 2021 are as follows: Year ended September 30, (in thousands) 2023 2022 2021 US $ (205,389) $ (231,659) $ (149,533) Foreign 1,923 3,385 (4,495) Total $ (203,466) $ (228,274) $ (154,028) The components of the provision for income taxes for the years ended September 30, 2023, 2022, and 2021 are as follows: Year ended September 30, (in thousands) 2023 2022 2021 Current Federal $ — $ — $ — State 9 (1) (29) Foreign 1,143 767 108 Total current $ 1,152 $ 766 $ 79 Deferred Federal $ — $ (9,765) $ (2,268) State — (1,412) 259 Foreign — — — Total deferred $ — $ (11,177) $ (2,009) Total (benefit)/provision $ 1,152 $ (10,411) $ (1,930) The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the years ended September 30, 2023, 2022, and 2021: Year ended 2023 2022 2021 Tax expense computed at the federal statutory rate 21 % 21 % 21 % Change in valuation allowance (25) % (13) % (33) % Research and development credit benefit 5 % 4 % 3 % Business combination — % (4) % (2) % Stock-based compensation (1) % (1) % 12 % Change in fair value of contingent consideration and holdbacks 1 % (1) % — % Gain on deconsolidation of variable interest entity — % (1) % — % Others (2) % — % — % Total income tax expense (1) % 5 % 1 % The significant components of the Company’s deferred tax assets and liabilities are as follows for the years ended September 30, 2023, and 2022: September 30, (in thousands) 2023 2022 Net operating loss carryforwards $ 209,338 $ 191,337 Research and development credit carryforwards 49,454 35,109 Capitalized research and development 30,599 — Operating lease liability 22,921 23,118 Stock-based compensation 13,858 13,138 Other 8,107 11,541 Gross deferred tax assets $ 334,277 $ 274,243 Less: Valuation allowance (302,381) (240,660) Net deferred tax assets $ 31,896 $ 33,583 Fixed assets $ (1,363) $ (1,169) Operating lease right-of-use asset (17,417) (17,986) Intangible assets (13,116) (14,428) Gross deferred tax liabilities $ (31,896) $ (33,583) 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, 2023 and 2022. The valuation allowance was $302.4 million and $240.7 million as of September 30, 2023 and 2022, respectively. The change in the valuation allowance was mainly due to an increase in the net operating loss, research and development credits and capitalized research and development during the fiscal year 2023. 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, 2023, the Company had net operating loss carryforwards of approximately $842.3 million and $523.3 million available to reduce future taxable income, if any, for federal and state income tax purposes, respectively. Of the total federal net operating loss carryforwards, $641.3 million never expires and the remaining carryforwards of $201.0 million expire at various dates beginning in 2032 through 2038. Of the total state net operating loss carryforwards, the California State tax loss carryforwards of $255.9 million begin to expire in 2033 and the remaining carryforwards of $267.4 million for other states begin to expire at various dates beginning 2024 and beyond. The Company also had federal and state research and development credit carryforwards of approximately $42.3 million and $28.8 million, respectively, at September 30, 2023. 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 , prescribe a comprehensive model for the recognition, measurement, and presentation and disclosure in financial statements of any uncertain tax positions that have been taken or expected to be taken on a tax return. The Company has identified uncertain tax positions related to federal and state research and development credits and foreign jurisdictions. The aggregate changes in the balance of gross unrecognized tax benefits are as follows: (in thousands) Federal 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 Increases related to tax positions taken during 2022 5,082 Increases related to tax positions taken in the prior year 864 Balance as of September 30, 2022 $ 13,383 Increases related to tax positions taken during 2023 $ 5,043 Increases related to tax positions taken in the prior year 759 Balance as of September 30, 2023 $ 19,185 The Company does not expect a material change in unrecognized tax benefits in the next twelve months. As of September 30, 2023 and 2022, approximately $0.4 million and $0.1 million of unrecognized tax benefit would, if recognized, impact the Company’s effective income tax rate, respectively. 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, 2023 and 2022. 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. |
Common stock
Common stock | 12 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Common stock | Common stockAs of September 30, 2023, the Company had reserved sufficient shares of common stock with a par value of $0.00001 per share for issuance upon exercise of outstanding 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.In February 2022, the Company completed an underwritten public offering of 5,227,272 shares of its common stock at a price to the public of $55.00 per share, including the full exercise of underwriters’ option to purchase an additional 681,818 shares of common stock. The Company received total net proceeds from the offering of $269.8 million, net of underwriting discounts and commissions and offering expenses. |
Stock-based compensation expens
Stock-based compensation expense | 12 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation expense | Stock-based compensation expense 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 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, 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 are registered pursuant to a registration statement on Form S-8 on November 1, 2018. On August 22, 2023, the board of directors adopted an inducement equity incentive plan (the "Inducement Plan). The maximum aggregate number of shares that may be issued under the Inducement Plan is 700,000 of the Company's common stock. The Inducement Plan permits the grant of non-statutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares. The shares issuable under the Inducement Plan are registered pursuant to a registration statement on Form S-8 filed with the Securities and Exchange Commission on August 25, 2023. As of September 30, 2023, a total of 2,025,002 shares of the Company’s common stock have been reserved for issuance under the 2018 Plan and the Inducement Plan. 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 non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, and performance units. Restricted Stock Units Restricted stock consists of restricted stock unit awards (RSUs) which have been granted to employees and non-employee directors. The value of an RSU award is based on the Company’s stock price on the date of grant. Employee grants generally vest over four years and non-employee director grants generally vest over one year. Forfeitures of RSUs are recognized as they occur. 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, 2023 is as follows: (In thousands, except per share data) Shares Weighted average grant date fair value per share Nonvested shares at September 30, 2022 1,566 $ 67.66 Granted 1,269 $ 25.36 Vested/Issued (598) 55.29 Forfeited (617) 63.40 Nonvested shares at September 30, 2023 1,620 $ 40.73 As of September 30, 2023, there was $60.4 million of total unrecognized compensation cost related to these issuances that is expected to be recognized over a weighted average period of 2.5 years. The total grant date fair value of RSUs awarded during the year ended September 30, 2023, and 2022 were $32.2 million and $96.2 million, respectively. The total grant date fair value of RSUs and performance stock units awarded during the year ended September 30, 2021 was $49.3 million. The total grant date fair value of RSUs vested during the year ended September 30, 2023 and 2022 were $33.7 million and $27.1 million, respectively. The total grant date fair value of RSUs and performance stock units vested during the year ended September 30, 2021 was $10.5 million. Performance Stock Units Performance stock unit awards (“PSUs”) granted to certain employees will vest upon achievement of operational milestones related to the Wilsonville facility, and to Company executives will vest upon achievement of revenue, gross profit and cash balance metrics as determined by the board of directors, and to certain non-employee consultants will vest upon achievement of operational milestones. Stock compensation expense for PSUs is recorded over the vesting period based on the grant date fair value of the awards and probability of the achievement of specified performance targets. The grant date fair value is equal to the closing share price of the Company’s common stock on the date of grant. For employees, PSUs generally vest over a one For non-employees, PSUs generally vest over a one Activity under the PSUs during the year ended September 30, 2023 is summarized below: (In thousands, except per share data) Shares Weighted average grant date fair value per share Nonvested shares at September 30, 2022 529 $ 79.60 Granted 811 $ 26.17 Vested/Issued (50) 35.47 Forfeited (358) 76.04 Nonvested shares at September 30, 2023 932 $ 36.82 As of September 30, 2023, the unrecognized compensation costs related to these awards was $20.6 million, based on the maximum achievement of the performance targets. The Company expects to recognize those costs over a weighted average period of 1.5 years. The total grant date fair value of PSUs awarded during the year ended September 30, 2023 and 2022 were $21.2 million and $49.0 million, respectively. The total grant date fair value of PSUs vested during the year ended September 30, 2023 and 2022 were $1.8 million and $0.5 million, respectively. Options Options are generally granted to employees and were previously granted to non-employee directors. Stock options entitle the holder to purchase, at the end of the vesting term, a specified number of shares of Company common stock at an exercise price per share equal to the closing market price of the common stock on the date of grant. Stock options have a contractual life from the date of the grant and a vesting schedule as established by the board of directors. The maximum term of stock options granted under the 2018 Plan is 10 years and the awards generally vest over a four-year period. Forfeitures of options are recognized as they occur. The fair value of each services based stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company historically had been a private company and lacked company-specific historical and implied volatility information for its stock. Therefore, it estimated its expected stock price volatility based on the historical volatility of publicly traded peer companies through the period ended September 30, 2023 and utilized the “simplified” method for awards that qualify as “plain-vanilla” options. As determined under the simplified method, the expected term of stock options granted is calculated based on contractual and vesting terms of the option award, the risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award and the expected dividend yield is zero based on the fact that the Company has never paid cash dividends on common stock and does not expect to pay any cash dividends in the foreseeable future. Options activity during the year ended September 30, 2023 is summarized below: (In thousands, except per share data) Shares Weighted average exercise price per share Weighted average remaining contractual term (years) Aggregate intrinsic value Outstanding at September 30, 2022 2,453 $ 24.67 6.33 $ 33,447 Forfeited (216) 36.47 — — Exercised (118) 11.70 — $ 1,091 Outstanding at September 30, 2023 2,119 $ 24.18 5.25 $ 6,715 Nonvested at September 30, 2023 77 $ 42.12 6.32 47 Exercisable at September 30, 2023 2,042 $ 23.51 5.21 $ 6,668 As of September 30, 2023, the unrecognized compensation costs related to these awards was $1.8 million. The Company expects to recognize those costs over a weighted average period of 0.8 years. The Company did not grant any options during the year ended September 30, 2023. The total grant date fair value of stock options awarded during the year ended September 30, 2022 was $15.8 million. The total grant date fair value of options and PSOs awarded during the year ended September 30, 2021 was $12.1 million. The aggregate intrinsic value of stock options exercised during the year ended September 30, 2022 was $31.9 million. The fair value of options granted during the year ended September 30, 2022 were calculated using the weighted average assumptions set forth below: Year ended 2022 Expected term (years) 6.0 Expected volatility 70.7 % Risk-free interest rate 1.4 % Dividend yield —% The fair value of options and performance stock options granted during the year ended September 30, 2021, were calculated using the weighted average assumptions set forth below: Year ended 2021 Expected term (years) 6.1 Expected volatility 64.4 % Risk-free interest rate 1.0 % Dividend yield —% Performance Stock Options On September 1, 2020, the board of directors approved the implementation of a revised annual equity award program for executive officers, senior level employees and consultants to be granted as performance-based stock options ("PSOs") under the 2018 Plan. The number of PSOs ultimately earned under the awards to executive officers and senior level employees is calculated based on the achievement of a certain total revenue threshold during the fiscal year ended September 30, 2023. The percentage of performance stock options 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 options granted. The number of PSOs ultimately earned under the awards to a consultant is calculated based on the achievement of certain operational milestones. The maximum term of performance stock options granted under the 2018 Plan is 10 years for both employees and non-employees. The awards generally vest over a two-year period for executive officers and senior level employees. Awards to non-employees generally vest over a five-year period. The provisions of the PSO 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 options that are expected to vest. Forfeitures of PSOs are recognized as they occur. The Company reassesses the probability of the performance condition at each reporting period and adjusts the compensation cost based on the probability assessment. As of September 30, 2023, the Company determined that 30,000 shares are expected to vest based on the probability of the performance condition that will be achieved under this equity award program. Activity under the PSOs during the year ended September 30, 2023 is summarized below: (In thousands, except per share data) Shares Weighted average exercise price per share Weighted average remaining contractual term (years) Aggregate intrinsic value Outstanding at September 30, 2022 312 $ 61.35 8.33 $ 296 Exercisable at September 30, 2022 19 $ 31.29 9.57 $ 74 Nonvested at September 30, 2022 293 $ 63.27 8.25 $ 222 Forfeited (23) 67.85 — — Vested (240) 66.81 — — Nonvested at September 30, 2023 30 $ 31.29 8.57 $ — Exercisable at September 30, 2023 259 $ 64.24 7.23 $ — Outstanding at September 30, 2023 289 $ 60.82 7.37 $ — As of September 30, 2023, the unrecognized compensation costs related to these awards was $0.3 million. The Company expects to recognize those costs over a weighted average period of 1.6 years. The Company did not grant any PSOs during the year ended September 30, 2023. The total grant date fair value of performance stock options awarded during the year ended September 30, 2022 was $1.5 million. The fair values of PSOs granted during the year ended September 30, 2022 were calculated using the weighted average assumptions set forth below: Year ended 2022 Expected term (years) 5.9 Expected volatility 70.9% Risk-free interest rate 2.8% Dividend yield —% Stock-based compensation Total stock-based compensation expense recognized were as follows: Year ended (in thousands) 2023 2022 2021 Cost of revenues $ 4,562 $ 4,587 $ 2,678 Research and development 13,944 19,541 10,166 Selling, general and administrative 11,772 54,905 24,154 Total stock-based compensation $ 30,278 $ 79,033 $ 36,998 An immaterial amount of stock-based compensation was capitalized to inventories attributable to employees who support the manufacturing of the Company's products for the year ended September 30, 2023. The balance sheet as of September 30, 2023 and 2022 includes $1.2 million and $0.7 million, respectively, of stock-based compensation primarily related to implementation of the Company’s lab production software system and order management system, which was capitalized in property and equipment. The total amount of share-based liabilities settled were $5.9 million and $4.6 million for the year ended September 30, 2023 and 2022, respectively. The settlement of the liabilities related to the issuance of contingent consideration and indemnity holdbacks associated with Abveris and iGenomX acquisition. 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, 2023 is as follows: (In thousands) Shares Outstanding at September 30, 2022 507 Additional shares authorized 249 Shares issued during the period (217) Outstanding at September 30, 2023 539 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, 2023, 2022 and 2021 activity under the 2018 ESPP was immaterial. 401(k) Savings Plan During 2018, the Company adopted a 401(k) savings plan for the benefit of its employees. In January 2022, the Company modified its plan to include an employer matching contribution. The Company is required to make matching contributions to the 401(k) plan equal to 50% of the first 6% of wages deferred by each participating employee. For the year ended September 30, 2023 and 2022, the Company incurred expenses for employer matching contributions of $2.8 million and $2.0 million, respectively. Abveris Acquisition As discussed further in Note 13 “Business acquisition”, on December 1, 2021, the Company completed the acquisition of AbX Biologics, Inc., a privately-held company providing in vivo antibody discovery services (“Abveris”) and granted certain equity awards to new employees. These equity awards included up to 231,876 restricted shares of the Company’s common stock which are issuable based on achievement of the 2022 calendar revenue target, which had an aggregate grant date fair value of $20.1 million. In addition, all employees must remain employed through the payout date, and certain employees have an additional vesting period of up to two years from the acquisition date. The vesting upon achievement of the 2022 calendar revenue target is 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 stock price as of December 1, 2021 for the fair value of restricted shares. At September 30, 2022, management determined that the performance condition relating to these awards was probable of being achieved, and cumulative stock-based compensation expense of $9.9 million was recognized during the year ended September 30, 2022. At December 31, 2022, management determined that the performance condition was not achieved, and therefore the cumulative stock-based compensation expense recognized to date was reversed, resulting in a reduction of stock compensation expense of $9.9 million in the three months ended December 31, 2022. |
Net loss per share attributable
Net loss per share attributable to common stockholders | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net loss per share attributable to common stockholders | 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) 2023 2022 2021 Numerator: Net loss attributable to common stockholders $ (204,618) $ (217,863) $ (152,098) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted 56,885 53,885 48,251 Net loss per share attributable to common stockholders, basic and diluted $ (3.60) $ (4.04) $ (3.15) 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) 2023 2022 2021 Shares subject to options to purchase common stock 2,408 2,765 3,131 Unvested restricted stock units and performance stock units 2,552 2095 707 Unvested shares of common stock issued upon early exercise of stock options — — 3 Shares subject to employee stock purchase plan 118 97 27 Total 5,078 4,957 3,868 |
Geographic, product and industr
Geographic, product and industry information | 12 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Geographic, product and industry information | 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, 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) 2023 2022 2021 Americas $ 151,263 $ 122,473 $ 77,909 EMEA 71,389 62,078 44,124 APAC 22,457 19,014 10,300 Total $ 245,109 $ 203,565 $ 132,333 The table below sets forth revenues by products. Year ended September 30, (in thousands) 2023 2022 2021 Synthetic genes $ 73,541 $ 61,509 $ 38,964 Oligo pools 14,489 12,424 8,039 DNA libraries 10,201 6,149 5,678 Antibody discovery 23,172 24,171 6,985 NGS tools 123,706 99,312 72,667 Total $ 245,109 $ 203,565 $ 132,333 The table below sets forth revenues by industry. Year ended September 30, (in thousands) 2023 2022 2021 Industrial chemicals/materials $ 59,321 $ 57,940 $ 34,475 Academic research 45,847 37,097 25,299 Healthcare 137,148 106,363 71,241 Food/agriculture 2,793 2,165 1,318 Total revenues $ 245,109 $ 203,565 $ 132,333 Revenue from the United States represented 60%, 59% and 58% of the total revenue for the years ended September 30, 2023, 2022 and 2021, respectively. Long-lived assets located in the United States were $131.2 million and $136.3 million as of September 30, 2023 and 2022, respectively. Long-lived assets located outside of the United States were $0.6 million and $3.1 million as of September 30, 2023 and 2022, respectively. |
Business acquisition
Business acquisition | 12 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business acquisition | Business acquisition AbX Biologics, Inc. (“Abveris”) On December 1, 2021, the Company acquired all of the outstanding stock of Abveris. The acquisition date fair value of the consideration transferred for Abveris was $102.6 million, consisting of cash totaling $9.5 million, 759,601 shares of the Company’s common stock valued at $66.1 million based on the Company’s closing stock price on December 1, 2021, employee stock awards issued to certain Abveris employees valued at $6.4 million, contingent consideration of $8.5 million, holdbacks of $12.8 million, and a net estimated working capital adjustment of $0.7 million. The contingent consideration was subject to the attainment of the calendar year 2022 revenue target. The contingent consideration was payable after December 31, 2022 in a combination of cash and up to 334,939 shares of the Company’s common stock. The acquisition date fair value of the contingent consideration was based on forecasted revenue of Abveris relative to the 2022 revenue target as well as the Company’s stock price as of December 1, 2021. The Company maintained an indemnity and adjustment holdback for the purposes of providing security against any adjustment to the amounts at closing. The indemnity holdback period extends for 18 months from the anniversary of the closing date. The indemnity holdback was settled by transferring 104,727 shares of the Company’s stock and an immaterial amount of cash. The fair value of the indemnity holdback was $12.5 million as of the acquisition date. The adjustment holdback represented up to 3,416 shares of the Company’s stock, options to purchase up to 408 shares of the Company’s common stock and an immaterial amount of cash. The holdback adjustment liability was $0.3 million as of the acquisition date. The adjustment holdback liability was settled during fiscal 2023 by transferring 538 shares. As of the acquisition date, post-combination compensation expense excluded from the purchase price included employee stock awards issued to certain Abveris employees valued at $41.0 million. This included awards valued at $17.7 million which vest over a two year service period following the acquisition date and awards valued at $3.2 million with no future vesting requirements, which were deemed accelerated by the Company at the acquisition date and expensed within the three months ended December 31, 2021. Finally, post-combination expense included awards valued at approximately $20.1 million which vest based on achievement of the calendar year 2022 revenue target and continuing employment through the payout date, and for certain employees, additional continuing employment through the two year anniversary of the acquisition date. At the conclusion of the measurement period ended December 31, 2022, management determined that the revenue target associated with the performance based awards was not met, and therefore none of these awards vested. The following table summarizes the final fair value amounts of the assets acquired and liabilities assumed as of the acquisition date, as well as the purchase consideration: (in thousands) December 1, 2021 Assets acquired Cash and cash equivalents $ 1,306 Accounts receivable 2,309 Other current assets and prepaid expenses 1,654 Property, plant and equipment 1,078 Other non-current assets 2,970 Intangible assets 46,500 Liabilities assumed Current liabilities 3,549 Non-current liabilities 846 Deferred tax liability 10,545 Fair value of assets acquired and liabilities assumed $ 40,877 Goodwill 61,768 Total purchase price $ 102,645 Consideration transferred Cash $ 9,467 Company common stock 72,514 Contingent consideration 8,500 Holdback liabilities 12,838 Net working capital adjustment (674) Fair value of purchase consideration $ 102,645 The following table summarizes the estimate of the intangible assets as of the acquisition date: (in thousands except for years) Estimated Estimated Fair Developed technology 14 $ 30,900 Customer relationships 10 14,700 Trade name 3 900 Estimated fair value of acquired intangible assets $ 46,500 The Company estimated the fair value of the developed technology intangible asset and a portion of the customer relationships intangible assets using an excess earnings model. An additional portion of the customer relationships intangible assets was valued using the with and without method. The Company estimated the fair value of the trade name intangible asset using a relief from royalty 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 revenue, 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 9.6%. 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 following table provides a reconciliation of contingent consideration and holdbacks balances from acquisition date to September 30, 2023: (in thousands) Contingent Holdbacks Total Balance at December 1, 2021 – acquisition date $ 8,500 $ 12,164 $ 20,664 Change in fair value during the period (6,400) (7,071) (13,471) Balance at September 30, 2022 $ 2,100 $ 5,093 $ 7,193 Change in fair value during the period $ (2,100) $ (3,326) $ (5,426) Settlement during the period — (1,767) (1,767) Balance at September 30, 2023 $ — $ — $ — The estimated fair value of the contingent consideration liability decreased as a result of the change in the Company’s stock price from December 1, 2021 to June 30, 2023. The estimated fair value of the holdback liability decreased as a result of the change in the Company’s stock price as of June 30, 2023. In June 30, 2023, the indemnity holdback period ended, and the Company issued 104,727 shares of its common stock to satisfy the indemnity holdback. The shares of common stock, valued at $1.8 million, were issued by the Company during three months ended June 30, 2023 along with an immaterial cash payment for fractional shares. The post-combination effect from net deferred tax liability assumed from the Abveris acquisition also caused a release of the Company’s deferred income tax valuation allowance. On the acquisition date, the release resulted in an income tax benefit of $10.5 million. Issuance of contingent consideration for iGenomX acquisition In December 2022, the indemnity holdback period ended, and the Company became obligated to issue 171,551 shares of its common stock to satisfy the indemnity holdback. The shares of common stock, valued at $4.1 million, were subsequently issued by the Company during January 2023 along with an immaterial cash payment for fractional shares. In December 2021, the Company determined that the transition milestones specified in the iGenomX acquisition agreement were completed, and the Company became obligated to issue 59,190 shares of its common stock to satisfy the contingent consideration. The shares of common stock, valued at $4.6 million, were subsequently issued by the Company during January 2022 along with an immaterial cash payment for fractional shares. |
2023 Restructuring and other co
2023 Restructuring and other costs | 12 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
2023 Restructuring and other costs | 2023 Restructuring and other costs On May 3, 2023, the Company’s Board of Directors approved a strategic restructuring plan to reduce costs, build a leaner organization and increase operating efficiencies. The restructuring plan included a reduction in force which affected approximately 270 employees worldwide, representing approximately 25% of the Company’s total workforce. The majority of these employees separated from the Company by September 30, 2023. The reduction in force is subject to local regulatory requirements. Furthermore, as part of the plan the Company removed the duplication of synthetic biology production across its South San Francisco, California and Wilsonville, Oregon facilities. The plan was implemented beginning in May 2023 and was substantially completed by the end of fiscal year 2023. The Company recognized cumulative pre-tax restructuring $12.7 million and other costs of approximately $3.5 million in the fiscal year ended September 30, 2023, consisting of costs associated with employee severance and related benefits, asset impairments and other associated costs. The Company expects to incur immaterial employee severance and benefits expenses for costs to be recognized over the remaining service period of impacted employees. All charges related to the restructuring plan have been recorded to Restructuring and other costs in the consolidated statements of operations and comprehensive loss. Restructuring and other costs are presented in the table below: Year ended September 30, (in thousands) 2023 Severance and related benefit costs $ 8,467 Asset impairments (1) 6,785 Other associated costs (2) 917 $ 16,169 (1) Related to write-off of lab equipment ($3.7 million) and leasehold improvements for decommissioned labs ($1.8 million) and computer software ($1.3 million). (2) Related primarily to costs associated with transferring assets between labs and professional service assistance related to the restructuring . The following table shows the accrual activity and payments relating to cash-based restructuring costs: (in thousands) Severance and related benefit costs Other associated costs Total Costs $ 8,467 $ 917 $ 9,384 Payments $ (7,950) $ (917) $ (8,867) Balance as of September 30, 2023 $ 517 $ — $ 517 |
Investment in variable interest
Investment in variable interest entity | 12 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Investment in variable interest entity | Investment in variable interest entityOn November 1, 2021, the Company contributed certain assets and licensed certain intellectual property rights to the then 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. 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. While the licensed antibody neutralized all known variants of concern through Omicron, it does not neutralize the BA.4 and BA.5 variants. 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 made an initial investment of $5.0 million in a simple agreement for future equity (“SAFE”), and two additional investments of $2.5 million each, as described below. In exchange for the 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 49.8%, excluding shares and options reserved for future stock awards and further excluding shares that Revelar would have issued to the Company upon conversion of its SAFEs. On February 3, 2022, the Company purchased an additional SAFE issued by Revelar for $2.5 million pursuant to the Asset License and Contract Assignment Agreement between the parties. In exchange for the SAFE, the Company obtained the right to receive shares of Revelar issued in a future preferred stock financing. On April 6, 2022, the Company purchased an additional SAFE issued by Revelar for $2.5 million pursuant to the Asset License and Contract Assignment Agreement between the parties. In exchange for the SAFE, the Company obtained the right to receive shares of Revelar issued in a future preferred stock financing. The Company determined that Revelar was a VIE as the entity lacks sufficient equity to finance its activities without additional support. Additionally, the Company determined that it has (a) the power to direct the activities that significantly impact Revelar’s economic performance and (b) the obligation to absorb losses of, and the right to receive benefits from, Revelar that are potentially significant to Revelar. As a result, the Company was deemed to be the primary beneficiary of Revelar and is required to consolidate Revelar in accordance with ASC 810; however, the Company deconsolidated Revelar as described below. Revelar incurred a net loss of approximately $14.6 million for the year ended September 30, 2022, and the decrease in net assets was fully absorbed by the Company. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 5, 2023, the Company entered into antibody discovery and licensing option agreement with Bayer AG ("Bayer"). Under the terms of the agreement, the Company will conduct antibody discovery campaigns against targets to be determined by Bayer. Bayer will have the option to license antibodies discovered under the collaboration. Under the terms of the agreement, the Company will receive payments connected with the initiation of research and will be eligible to receive fees associated with research milestones and the exercise of licensing options. The antibody leads discovered under the collaboration that enter clinical development qualify for certain success-based clinical and commercial milestone payments as well as royalties from product sales. In total, the Company is eligible to receive up to $188.0 million in clinical and commercial milestone payments plus royalties. In return, Bayer receives exclusive rights to license the antibodies for commercialization in all global territories. * * * * * |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Pay vs Performance Disclosure | |||
Net loss attributable to common stockholders | $ (204,618) | $ (217,863) | $ (152,098) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 shares | Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Emily M. Leproust [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On September 12, 2023, Emily M. Leproust, the Company's Chief Executive Officer, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a “ 10b5-1 Plan ”). Ms. Leproust’s 10b5-1 Plan provides for the potential sale of up to 369,600 shares of the Company’s common stock and will expire on the earlier of December 16, 2024 and the date when all shares under the 10b5-1 Plan are sold. | |
Name | Emily M. Leproust | |
Title | Chief Executive Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 12, 2023 | |
Arrangement Duration | 461 days | |
Aggregate Available | 369,600 | 369,600 |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
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, transaction price and progress toward completion of performance obligation under the contracts with customers, determination of the net realizable value of inventory, valuation and useful life of developed technology and customer relationships, restructuring costs and incremental borrowing rate for operating leases. Actual results could differ from those estimates. Certain prior year amounts have been reclassified to conform to the current year presentation. The Company’s consolidated financial statements include its wholly-owned subsidiaries and Revelar, a variable interest entity ("VIE") for which the Company was the primary beneficiary through September 30, 2022. Refer to Note 15 for details. 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. 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, 2023, 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 with two financial institutions that management believe are 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. |
Cash and cash equivalents and restricted cash | Cash and cash equivalents and restricted cash 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, 2023 and 2022. Restricted cash represents cash held at financial institutions that are pledged as collateral for stand-by letters of credit for lease commitments. The lease related letters of credit will lapse at the end of the respective lease terms through 2044. |
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. Provision for bad debts were $0.2 million and $0.2 million as of September 30, 2023 and 2022, respectively. |
Fair value of financial instruments | Fair value of financial instrumentsThe Company applies fair value accounting for all financial and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risks. See Note 3, Fair value measurements, for more information. 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. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Cost is computed using standard cost which approximates actual cost on a first-in, first-out basis. The Company periodically review its inventories to identify obsolete, slow-moving, excess or otherwise unsaleable items. If obsolete, slow-moving, excess or unsaleable items are observed and there are no alternate uses for the inventory, the Company records a write-down to net realizable value through a charge to cost of revenues on our consolidated statements of operations and comprehensive loss. The determination of net realizable value requires judgment, including consideration of many factors, such as estimates of future product demand, past experience, product net selling prices, current and future market conditions, the age and nature of inventories, and potential product obsolescence, among others. |
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 lesser of the useful life and the remaining lease term of the respective leasehold improvements assets, if any. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is credited or charged to operations in the period recognized. Repairs and maintenance costs are expensed as incurred. |
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. Costs include external direct costs of services and applicable personnel costs of employees devoted to specific software application development. Personnel costs consist of salaries, employee benefit costs, bonuses and stock-based compensation expenses. The capitalized amounts are included in property and equipment, net on the consolidated balance sheets. 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. |
Finite-lived intangible assets | Finite-lived intangible assetsFinite-lived intangible assets are recorded at cost, net of accumulated amortization, and, if applicable, impairment charges. Amortization of finite-lived intangible assets is recorded over the assets’ estimated useful lives on a straight-line basis or based on the pattern in which economic benefits are consumed, if reliably determinable. The Company reviews the finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. See “Impairment of long-lived assets” for additional information. |
Impairment of long-lived assets | Impairment of long-lived assetsThe Company reviews property and equipment, right of use assets and finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If indicators of impairment are present, the Company tests for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of the asset over its useful life to the carrying amount of the asset or asset group. If the asset or asset group is determined to be impaired, any excess of the carrying value of the asset or asset group over its estimated fair value is recognized as an impairment loss. Impairment assessments inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions. |
Leases | Leases The Company determines if an arrangement is or contains a lease at inception and classify each lease as operating or financing. 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 made during the lease term, net of any tenant improvement allowance. 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 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. Operating lease right-of- use assets are adjusted for prepaid lease payments, lease incentives and initial direct costs incurred. 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. |
Goodwill | Goodwill Determining when to test for impairment, the reporting unit, the assets and liabilities of the reporting unit, and the fair value of the reporting unit requires significant judgment and involves the use of significant estimates and assumptions. The Company tests goodwill for impairment in the fourth quarter each year, or more frequently if indicators of an impairment exist. Evaluating goodwill for impairment involves the determination of the fair value of the reporting unit in which goodwill and indefinite-lived intangible assets are recorded using a qualitative or quantitative analysis. If the fair value of the reporting unit exceeds its carrying value, goodwill is considered not impaired. If the carrying value of the reporting unit exceeds its fair value, the Company will record an impairment loss up to the difference between the carrying value and implied fair value . The Company has an unconditional option to bypass the qualitative assessment in any period and proceed directly to performing the first step of the goodwill impairment test. For 2023, the Company elected to proceed directly to the step-one assessment which indicated that the fair value of its single reporting unit substantially exceeded the carrying value . |
Segment information | Segment information The Company is a synthetic biology and genomics company that has developed a disruptive DNA synthesis platform to industrialize the engineering of biology and manufactures synthetic genes, tools for next-generation sequencing preparation, and antibody libraries for drug discovery and development 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. |
Foreign currency transactions and translation | Foreign currency transactions and translation The Company's consolidated financial statements are presented in U.S. dollars. The functional currency for certain foreign subsidiaries is their local currency. Revenues, expenses, gains and losses for non-U.S. dollar functional currency entities are translated into U.S. dollars using average currency exchange rates for the period. Assets and liabilities for such entities are translated using exchange rates that approximate the rate at the balance sheet date. Foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income on the Company's consolidated balance sheets. Foreign currency transaction gains and losses on transactions not denominated in functional currency are recorded in Other income (expense), net, on the consolidated statements of operations. |
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 may be 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. The transaction price is determined based on the agreed upon rates in the purchase order or master supply agreements applied to the quantity of all the products that were manufactured and shipped to the customer. The Company’s contracts may include one or more ordered products, and the shipment of these products comprises the performance obligation(s) under the contract. 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, other than Biopharma 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. Shipping and handling fees charged to our customers are recognized as product revenue in the period shipped and the related costs for providing these services are recorded as a cost of revenue. 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’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. 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.” |
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 costsCosts related to advertising and promotions are expensed to sales and marketing as incurred. |
Government contract payments | Government contract paymentsThe Company had a subcontract with the Georgia Institute of Technology funded by the United States Director of Central Intelligence ("IARPA"). This subcontract was for the period from September 2019 to February 2023. The Company recognized payments received from these arrangements when milestones are achieved and recorded them as a reduction of research and development expenses. |
Stock-based compensation | Stock-based compensation The Company maintains performance incentive plans under which incentive and nonqualified stock options, performance-based stock options, restricted stock units, performance-based stock units and through employer purchase plan 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 the Accounting Standard Codification ("ASC") 718, Compensation—Stock Compensation . ASC 718 requires the recognition of compensation expense, using a fair value-based method, for costs related to all stock-based payments including stock options, restricted stock units and employee stock purchase plan. The Company recognizes fair value of stock options granted to employees and 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 awards, expense is recognized over the period from the grant date to the estimated attainment date, which is the derived service period of the award, if management determines that it is probable that the performance-based vesting conditions will be achieved. |
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. 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, 2023, 2022 and 2021, diluted net loss per common share is the same as the basic net loss per share for those years. |
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. |
Variable interest entities | Variable interest entitiesThe Company consolidates a VIE in which the Company is deemed to be the primary beneficiary. An entity is generally a VIE if it meets any of the following criteria: (i) the entity has insufficient equity to finance its activities without additional subordinated financial support from other parties, (ii) the equity investors cannot make significant decisions about the entity’s operations or (iii) the voting rights of some investors are not proportional to their obligations to absorb the expected losses of the entity or receive the expected returns of the entity and substantially all of the entity’s activities involve or are conducted on behalf of the investor with disproportionately few voting rights. The Company periodically makes judgments in determining whether its investees are VIEs and, for each reporting period, the Company assesses whether it is the primary beneficiary of its VIE. |
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. |
Restructuring and other costs | Restructuring and other costs Restructuring and other costs are comprised of employee separation costs, asset impairments, and other associated costs primarily related to implementing the plan. Employee separation costs principally consist of one-time termination benefits and contractual termination benefits for severance, other termination benefit costs, and stock-based compensation expense for the acceleration of stock awards. |
Recent accounting pronouncements | Recent accounting pronouncements New accounting guidance adopted In November 2021, the Financial Accounting Standards Board (the "FASB") issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance. The amendments in this update require the annual disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model. The Company adopted this standard effective October 1, 2022. The adoption of ASU-2021-10 did not have an impact on the Company’s consolidated financial statements as of and for the year ended September 30, 2023. New accounting guidance issued but not yet effective 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 standard is not expected to have a material impact to the Company's consolidated financial statements. |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Cash and Cash Equivalents | (in thousands) September 30, 2023 September 30, 2022 Cash and cash equivalents $ 286,470 $ 378,687 Restricted cash, non-current 2,811 1,572 Total cash, cash equivalents and restricted cash $ 289,281 $ 380,259 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2023: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 286,470 $ — $ — $ 286,470 Short-term investments: Corporate Bonds 14,918 — (29) 14,889 U.S. government treasury bills 35,111 — (57) 35,054 Non-current assets - investment in equity securities 3,711 — — 3,711 Total $ 340,210 $ — $ (86) $ 340,124 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2022: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 378,687 $ — $ — $ 378,687 Short-term investments: Commercial paper 14,997 — — 14,997 U.S. government treasury bills 112,878 — (1,594) 111,284 Total $ 506,562 $ — $ (1,594) $ 504,968 |
Restrictions on Cash and Cash Equivalents | (in thousands) September 30, 2023 September 30, 2022 Cash and cash equivalents $ 286,470 $ 378,687 Restricted cash, non-current 2,811 1,572 Total cash, cash equivalents and restricted cash $ 289,281 $ 380,259 |
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 Vehicles 5 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, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Debt Securities Available-for-Sale | The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2023: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 286,470 $ — $ — $ 286,470 Short-term investments: Corporate Bonds 14,918 — (29) 14,889 U.S. government treasury bills 35,111 — (57) 35,054 Non-current assets - investment in equity securities 3,711 — — 3,711 Total $ 340,210 $ — $ (86) $ 340,124 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2022: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 378,687 $ — $ — $ 378,687 Short-term investments: Commercial paper 14,997 — — 14,997 U.S. government treasury bills 112,878 — (1,594) 111,284 Total $ 506,562 $ — $ (1,594) $ 504,968 |
Summary of Cash and Cash Equivalents | (in thousands) September 30, 2023 September 30, 2022 Cash and cash equivalents $ 286,470 $ 378,687 Restricted cash, non-current 2,811 1,572 Total cash, cash equivalents and restricted cash $ 289,281 $ 380,259 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2023: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 286,470 $ — $ — $ 286,470 Short-term investments: Corporate Bonds 14,918 — (29) 14,889 U.S. government treasury bills 35,111 — (57) 35,054 Non-current assets - investment in equity securities 3,711 — — 3,711 Total $ 340,210 $ — $ (86) $ 340,124 The following table sets forth the cash and cash equivalents, and short-term investments as of September 30, 2022: (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Fair value Cash and cash equivalents $ 378,687 $ — $ — $ 378,687 Short-term investments: Commercial paper 14,997 — — 14,997 U.S. government treasury bills 112,878 — (1,594) 111,284 Total $ 506,562 $ — $ (1,594) $ 504,968 |
Summary of Company's Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | As of September 30, 2023, 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 $ 245,654 $ — $ — $ 245,654 Corporate Bonds — 14,889 — 14,889 U.S. government treasury bills 35,054 — — 35,054 Investment in equity securities — — 3,711 3,711 Total financial assets $ 280,708 $ 14,889 $ 3,711 $ 299,308 Total financial liabilities $ — $ — $ — $ — As of September 30, 2022, 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 $ 316,805 $ — $ — $ 316,805 Commercial paper — 14,997 — 14,997 U.S. government treasury bills 111,284 — — 111,284 Total financial assets $ 428,089 $ 14,997 $ — $ 443,086 Liabilities Contingent consideration and indemnity holdback $ — $ 9,592 $ 2,100 $ 11,692 Total financial liabilities $ — $ 9,592 $ 2,100 $ 11,692 |
Summary of Key Inputs Into Monte Carlo Simulation | The key inputs into the Monte Carlo simulation as of December 1, 2021, the acquisition date and as of September 30, 2022 were as follows: September 30, December 1, Contingent consideration 2022 2021 Stock price $ 35.24 $ 87.06 Equity volatility 93.7 % 81.3 % Risk-free interest rate 3.9 % 0.4 % Revenue volatility 30.2 % 21.9 % |
Summary of Reconciliation of Beginning and Ending Balances | The following table provides a reconciliation of beginning and ending balances of the Level 3 financial liabilities during the year ended September 30, 2023: (in thousands) Contingent consideration Equity investments Total Balance as of September 30, 2022 $ 2,100 $ — $ 2,100 Change in fair value (2,100) — (2,100) Additions during the year — 3,711 3,711 Balance as of September 30, 2023 $ — $ 3,711 $ 3,711 |
Balance sheet components (Table
Balance sheet components (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Summary of inventories | Inventories consist of the following: September 30, (in thousands) 2023 2022 Raw Materials $ 27,024 $ 28,787 Work-in-process 1,113 2,866 Finished Goods 3,926 7,654 $ 32,063 $ 39,307 |
Schedule of Property Plant And Equipment | Property and Equipment, net consists of the following: September 30, (in thousands) 2023 2022 Laboratory equipment $ 104,508 $ 62,285 Furniture, fixtures and other equipment 3,484 2,332 Vehicles 85 — Computer equipment 3,103 2,815 Computer software 5,507 1,693 Leasehold improvements 57,271 14,371 Construction in progress 8,528 87,723 $ 182,486 $ 171,218 Less: Accumulated depreciation and amortization (50,656) (31,777) $ 131,830 $ 139,441 |
Schedule of Other Current Liabilities | Other current liabilities consist of the following: September 30, (in thousands) 2023 2022 Income and other taxes payable $ 4,374 $ 3,661 Deferred revenue 2,999 3,476 Other current liabilities 430 908 Contingent consideration — 2,100 Indemnity holdbacks — 9,592 $ 7,803 $ 19,737 |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The goodwill balance is presented below: (in thousands) September 30, 2023 2022 Balance at beginning of year 85,811 22,434 Business acquisition – additions (see Note 13) — 61,768 Remeasurement adjustments to the deferred tax assets — 1,609 Balance at end of year $ 85,811 $ 85,811 |
Summary of Intangible Assets Balances | The finite-lived intangible assets balances are presented below: September 30, 2023 (in thousands, except for years) Weighted average Gross Accumulated Net book Developed Technology 15 $ 50,020 $ (7,636) $ 42,384 Customer Relationships 11 15,210 (3,461) 11,749 Tradenames & Trademarks 3 900 (550) 350 Total finite-lived intangible assets $ 66,130 $ (11,647) $ 54,483 September 30, 2022 (in thousands, except for years) Weighted average Gross Accumulated Net book Developed Technology 15 $ 50,020 $ (4,375) $ 45,645 Customer Relationships 11 15,210 (1,767) 13,443 Tradenames & Trademarks 3 900 (250) 650 Total finite-lived intangible assets $ 66,130 $ (6,392) $ 59,738 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future annual amortization expense is as follows (in thousands): Years ending September 30, 2024 $ 5,170 2025 4,920 2026 4,870 2027 4,320 2028 4,210 Thereafter 30,993 $ 54,483 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Supplemental Balance Sheet Information Relating to Companies Operating Lease | Supplemental balance sheet information related to the Company’s operating leases as of September 30, 2023 is as follows: (in thousands) September 30, 2023 Assets: Operating lease right-of-use-assets $ 71,531 Current liabilities: Current portion of operating lease liabilities $ 14,896 Noncurrent liabilities: Operating lease liabilities, net of current portion $ 79,173 |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under all non-cancelable operating leases as of September 30, 2023 are as follows: (in thousands) Operating Years ending September 30: 2024 $ 14,860 2025 14,924 2026 13,894 2027 8,371 2028 8,471 Thereafter 88,014 Total minimum lease payments $ 148,534 Less: imputed interest (54,465) Total operating lease liabilities $ 94,069 Less: current portion (14,896) Operating lease liabilities, net of current portion $ 79,173 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Domestic and Foreign Components of Pre-Tax Loss | The domestic and foreign components of pre-tax loss for the years ended September 30, 2023, 2022, and 2021 are as follows: Year ended September 30, (in thousands) 2023 2022 2021 US $ (205,389) $ (231,659) $ (149,533) Foreign 1,923 3,385 (4,495) Total $ (203,466) $ (228,274) $ (154,028) |
Schedule of Components of the Provision for Income Taxes | The components of the provision for income taxes for the years ended September 30, 2023, 2022, and 2021 are as follows: Year ended September 30, (in thousands) 2023 2022 2021 Current Federal $ — $ — $ — State 9 (1) (29) Foreign 1,143 767 108 Total current $ 1,152 $ 766 $ 79 Deferred Federal $ — $ (9,765) $ (2,268) State — (1,412) 259 Foreign — — — Total deferred $ — $ (11,177) $ (2,009) Total (benefit)/provision $ 1,152 $ (10,411) $ (1,930) |
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 for the years ended September 30, 2023, 2022, and 2021: Year ended 2023 2022 2021 Tax expense computed at the federal statutory rate 21 % 21 % 21 % Change in valuation allowance (25) % (13) % (33) % Research and development credit benefit 5 % 4 % 3 % Business combination — % (4) % (2) % Stock-based compensation (1) % (1) % 12 % Change in fair value of contingent consideration and holdbacks 1 % (1) % — % Gain on deconsolidation of variable interest entity — % (1) % — % Others (2) % — % — % Total income tax expense (1) % 5 % 1 % |
Schedule of Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax assets and liabilities are as follows for the years ended September 30, 2023, and 2022: September 30, (in thousands) 2023 2022 Net operating loss carryforwards $ 209,338 $ 191,337 Research and development credit carryforwards 49,454 35,109 Capitalized research and development 30,599 — Operating lease liability 22,921 23,118 Stock-based compensation 13,858 13,138 Other 8,107 11,541 Gross deferred tax assets $ 334,277 $ 274,243 Less: Valuation allowance (302,381) (240,660) Net deferred tax assets $ 31,896 $ 33,583 Fixed assets $ (1,363) $ (1,169) Operating lease right-of-use asset (17,417) (17,986) Intangible assets (13,116) (14,428) Gross deferred tax liabilities $ (31,896) $ (33,583) 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: (in thousands) Federal 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 Increases related to tax positions taken during 2022 5,082 Increases related to tax positions taken in the prior year 864 Balance as of September 30, 2022 $ 13,383 Increases related to tax positions taken during 2023 $ 5,043 Increases related to tax positions taken in the prior year 759 Balance as of September 30, 2023 $ 19,185 |
Stock-based compensation expe_2
Stock-based compensation expense (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of RSU Activity | Activity with respect to the Company’s restricted stock units during the year ended September 30, 2023 is as follows: (In thousands, except per share data) Shares Weighted average grant date fair value per share Nonvested shares at September 30, 2022 1,566 $ 67.66 Granted 1,269 $ 25.36 Vested/Issued (598) 55.29 Forfeited (617) 63.40 Nonvested shares at September 30, 2023 1,620 $ 40.73 |
Summary of PSU Activity | Activity under the PSUs during the year ended September 30, 2023 is summarized below: (In thousands, except per share data) Shares Weighted average grant date fair value per share Nonvested shares at September 30, 2022 529 $ 79.60 Granted 811 $ 26.17 Vested/Issued (50) 35.47 Forfeited (358) 76.04 Nonvested shares at September 30, 2023 932 $ 36.82 |
Schedule of Share-based Payment Arrangement, Option, Activity | Options activity during the year ended September 30, 2023 is summarized below: (In thousands, except per share data) Shares Weighted average exercise price per share Weighted average remaining contractual term (years) Aggregate intrinsic value Outstanding at September 30, 2022 2,453 $ 24.67 6.33 $ 33,447 Forfeited (216) 36.47 — — Exercised (118) 11.70 — $ 1,091 Outstanding at September 30, 2023 2,119 $ 24.18 5.25 $ 6,715 Nonvested at September 30, 2023 77 $ 42.12 6.32 47 Exercisable at September 30, 2023 2,042 $ 23.51 5.21 $ 6,668 Activity under the PSOs during the year ended September 30, 2023 is summarized below: (In thousands, except per share data) Shares Weighted average exercise price per share Weighted average remaining contractual term (years) Aggregate intrinsic value Outstanding at September 30, 2022 312 $ 61.35 8.33 $ 296 Exercisable at September 30, 2022 19 $ 31.29 9.57 $ 74 Nonvested at September 30, 2022 293 $ 63.27 8.25 $ 222 Forfeited (23) 67.85 — — Vested (240) 66.81 — — Nonvested at September 30, 2023 30 $ 31.29 8.57 $ — Exercisable at September 30, 2023 259 $ 64.24 7.23 $ — Outstanding at September 30, 2023 289 $ 60.82 7.37 $ — |
Summary of Weighted Average Valuation Assumptions | The fair value of options granted during the year ended September 30, 2022 were calculated using the weighted average assumptions set forth below: Year ended 2022 Expected term (years) 6.0 Expected volatility 70.7 % Risk-free interest rate 1.4 % Dividend yield —% The fair value of options and performance stock options granted during the year ended September 30, 2021, were calculated using the weighted average assumptions set forth below: Year ended 2021 Expected term (years) 6.1 Expected volatility 64.4 % Risk-free interest rate 1.0 % Dividend yield —% Year ended 2022 Expected term (years) 5.9 Expected volatility 70.9% Risk-free interest rate 2.8% Dividend yield —% |
Schedule Of Stock-Based Compensation Expenses | Total stock-based compensation expense recognized were as follows: Year ended (in thousands) 2023 2022 2021 Cost of revenues $ 4,562 $ 4,587 $ 2,678 Research and development 13,944 19,541 10,166 Selling, general and administrative 11,772 54,905 24,154 Total stock-based compensation $ 30,278 $ 79,033 $ 36,998 |
Schedule Of Shares Reserved For Issuance | The number of shares reserved for issuance as at September 30, 2023 is as follows: (In thousands) Shares Outstanding at September 30, 2022 507 Additional shares authorized 249 Shares issued during the period (217) Outstanding at September 30, 2023 539 |
Net loss per share attributab_2
Net loss per share attributable to common stockholders (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
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) 2023 2022 2021 Numerator: Net loss attributable to common stockholders $ (204,618) $ (217,863) $ (152,098) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted 56,885 53,885 48,251 Net loss per share attributable to common stockholders, basic and diluted $ (3.60) $ (4.04) $ (3.15) |
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) 2023 2022 2021 Shares subject to options to purchase common stock 2,408 2,765 3,131 Unvested restricted stock units and performance stock units 2,552 2095 707 Unvested shares of common stock issued upon early exercise of stock options — — 3 Shares subject to employee stock purchase plan 118 97 27 Total 5,078 4,957 3,868 |
Geographic, product and indus_2
Geographic, product and industry information (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
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, 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) 2023 2022 2021 Americas $ 151,263 $ 122,473 $ 77,909 EMEA 71,389 62,078 44,124 APAC 22,457 19,014 10,300 Total $ 245,109 $ 203,565 $ 132,333 |
Summary of Revenue by Product | The table below sets forth revenues by products. Year ended September 30, (in thousands) 2023 2022 2021 Synthetic genes $ 73,541 $ 61,509 $ 38,964 Oligo pools 14,489 12,424 8,039 DNA libraries 10,201 6,149 5,678 Antibody discovery 23,172 24,171 6,985 NGS tools 123,706 99,312 72,667 Total $ 245,109 $ 203,565 $ 132,333 |
Summary of Revenue by Industry | The table below sets forth revenues by industry. Year ended September 30, (in thousands) 2023 2022 2021 Industrial chemicals/materials $ 59,321 $ 57,940 $ 34,475 Academic research 45,847 37,097 25,299 Healthcare 137,148 106,363 71,241 Food/agriculture 2,793 2,165 1,318 Total revenues $ 245,109 $ 203,565 $ 132,333 |
Business acquisition (Tables)
Business acquisition (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of Preliminary Fair Value Amounts of Assets Acquired and Liabilities Assumed | The following table summarizes the final fair value amounts of the assets acquired and liabilities assumed as of the acquisition date, as well as the purchase consideration: (in thousands) December 1, 2021 Assets acquired Cash and cash equivalents $ 1,306 Accounts receivable 2,309 Other current assets and prepaid expenses 1,654 Property, plant and equipment 1,078 Other non-current assets 2,970 Intangible assets 46,500 Liabilities assumed Current liabilities 3,549 Non-current liabilities 846 Deferred tax liability 10,545 Fair value of assets acquired and liabilities assumed $ 40,877 Goodwill 61,768 Total purchase price $ 102,645 Consideration transferred Cash $ 9,467 Company common stock 72,514 Contingent consideration 8,500 Holdback liabilities 12,838 Net working capital adjustment (674) Fair value of purchase consideration $ 102,645 |
Summary of Preliminary Estimate of Intangible Assets | The following table summarizes the estimate of the intangible assets as of the acquisition date: (in thousands except for years) Estimated Estimated Fair Developed technology 14 $ 30,900 Customer relationships 10 14,700 Trade name 3 900 Estimated fair value of acquired intangible assets $ 46,500 |
Schedule of Reconciliation of Contingent Consideration | The following table provides a reconciliation of contingent consideration and holdbacks balances from acquisition date to September 30, 2023: (in thousands) Contingent Holdbacks Total Balance at December 1, 2021 – acquisition date $ 8,500 $ 12,164 $ 20,664 Change in fair value during the period (6,400) (7,071) (13,471) Balance at September 30, 2022 $ 2,100 $ 5,093 $ 7,193 Change in fair value during the period $ (2,100) $ (3,326) $ (5,426) Settlement during the period — (1,767) (1,767) Balance at September 30, 2023 $ — $ — $ — |
2023 Restructuring and other _2
2023 Restructuring and other costs (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | Restructuring and other costs are presented in the table below: Year ended September 30, (in thousands) 2023 Severance and related benefit costs $ 8,467 Asset impairments (1) 6,785 Other associated costs (2) 917 $ 16,169 (1) Related to write-off of lab equipment ($3.7 million) and leasehold improvements for decommissioned labs ($1.8 million) and computer software ($1.3 million). (2) Related primarily to costs associated with transferring assets between labs and professional service assistance related to the restructuring . The following table shows the accrual activity and payments relating to cash-based restructuring costs: (in thousands) Severance and related benefit costs Other associated costs Total Costs $ 8,467 $ 917 $ 9,384 Payments $ (7,950) $ (917) $ (8,867) Balance as of September 30, 2023 $ 517 $ — $ 517 |
Organization, liquidity and c_2
Organization, liquidity and capital resources (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Class of Warrant or Right [Line Items] | ||
Accumulated deficit | $ 1,033,034 | $ 828,416 |
Fair value | 336,400 | $ 504,968 |
Subsequent Public Offering | ||
Class of Warrant or Right [Line Items] | ||
Proceeds from the issuance of equity securities | 1,333,700 | |
Proceeds from issuance of debt | $ 13,800 |
Summary of significant accoun_4
Summary of significant accounting policies - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 USD ($) segment | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Accounts receivable, allowance for credit loss | $ 200 | $ 200 | |
Credit period granted to customers | 30 days | ||
Depreciation and amortization | $ 29,310 | 16,514 | $ 9,750 |
Capitalized computer software, net | $ 7,900 | 5,300 | |
Impairment of long lived assets | 0 | 0 | |
Number of operating segments | segment | 1 | ||
Number of reportable segments | segment | 1 | ||
Contract assets | $ 2,800 | 3,400 | |
Contract liabilities | 3,000 | 3,500 | |
Recognized revenue | 2,800 | 1,100 | |
Performance obligation amount | 5,300 | ||
Advertising and promotion expenses | 2,900 | 2,400 | 2,500 |
Development of DNA Synthesis Portion of the Molecular Information Storage | Georgia Institute of Technology | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Total expected cost of project | 7,700 | ||
Commitment to contribute towards project cost | 2,000 | ||
Development of DNA Synthesis Portion of the Molecular Information Storage | Georgia Institute of Technology | United States Director Of Central Intelligence | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Grant receivable for the project | 5,700 | ||
Research and development portion of the grant received and recognized | $ 1,200 | $ 900 | $ 1,100 |
Customer One | Accounts Receivable | Customer Concentration Risk | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk, percentage | 10% |
Summary of significant accoun_5
Summary of significant accounting policies - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 286,470 | $ 378,687 | ||
Restricted cash, non-current | 2,811 | 1,572 | ||
Total cash, cash equivalents and restricted cash | $ 289,281 | $ 380,259 | $ 467,359 | $ 94,246 |
Summary of significant accoun_6
Summary of significant accounting policies - Schedule of Estimated Lives of Property And Equipment (Details) | Sep. 30, 2023 |
Laboratory equipment | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Furniture, fixtures and other equipment | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Computer equipment | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Vehicles | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Computer software | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Fair value measurement - Cash A
Fair value measurement - Cash And Cash Equivalents And Available For Sale Securities At Fair Value (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 286,470 | $ 378,687 |
Amortized cost | 340,210 | 506,562 |
Gross unrealized gains | 0 | 0 |
Gross unrealized losses | (86) | (1,594) |
Cash and cash equivalents, fair value | 286,470 | 378,687 |
Equity securities, FV-NI, cost | 3,711 | |
Equity Securities, FV-NI, Unrealized Loss | 0 | |
Equity Securities, FV-NI, Unrealized Gain | 0 | |
Equity Securities, FV-NI | 3,711 | |
Fair value | 340,124 | |
Fair value | 336,400 | 504,968 |
Commercial Paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short term investments, Amortized cost | 14,918 | 14,997 |
Gross unrealized gains | 0 | 0 |
Gross unrealized losses | (29) | 0 |
Short term investments, fair value | 14,889 | 14,997 |
U.S. government treasury bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short term investments, Amortized cost | 35,111 | 112,878 |
Gross unrealized gains | 0 | 0 |
Gross unrealized losses | (57) | (1,594) |
Short term investments, fair value | $ 35,054 | $ 111,284 |
Fair value measurement - Summar
Fair value measurement - Summary of Company's Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Assets | ||
Money market funds | $ 286,470 | $ 378,687 |
Investment in equity securities | 3,711 | |
Total financial assets | 299,308 | 443,086 |
Liabilities | ||
Contingent consideration and indemnity holdback | 11,692 | |
Total financial liabilities | 0 | 11,692 |
Commercial Paper & Corporate Bonds | ||
Assets | ||
Short term investments, fair value | 14,889 | 14,997 |
U.S. government treasury bills | ||
Assets | ||
Short term investments, fair value | 35,054 | 111,284 |
Money market funds | ||
Assets | ||
Money market funds | 245,654 | 316,805 |
Commercial Paper & Corporate Bonds | ||
Assets | ||
Money market funds | 14,997 | |
Level 1 | ||
Assets | ||
Investment in equity securities | 0 | |
Total financial assets | 280,708 | 428,089 |
Liabilities | ||
Contingent consideration and indemnity holdback | 0 | |
Total financial liabilities | 0 | 0 |
Level 1 | Commercial Paper & Corporate Bonds | ||
Assets | ||
Short term investments, fair value | 0 | |
Level 1 | U.S. government treasury bills | ||
Assets | ||
Short term investments, fair value | 35,054 | 111,284 |
Level 1 | Money market funds | ||
Assets | ||
Money market funds | 245,654 | 316,805 |
Level 1 | Commercial Paper & Corporate Bonds | ||
Assets | ||
Money market funds | 0 | |
Level 2 | ||
Assets | ||
Investment in equity securities | 0 | |
Total financial assets | 14,889 | 14,997 |
Liabilities | ||
Contingent consideration and indemnity holdback | 9,592 | |
Total financial liabilities | 0 | 9,592 |
Level 2 | Commercial Paper & Corporate Bonds | ||
Assets | ||
Short term investments, fair value | 14,889 | |
Level 2 | U.S. government treasury bills | ||
Assets | ||
Short term investments, fair value | 0 | 0 |
Level 2 | Money market funds | ||
Assets | ||
Money market funds | 0 | 0 |
Level 2 | Commercial Paper & Corporate Bonds | ||
Assets | ||
Money market funds | 14,997 | |
Level 3 | ||
Assets | ||
Investment in equity securities | 3,711 | |
Total financial assets | 3,711 | 0 |
Liabilities | ||
Contingent consideration and indemnity holdback | 2,100 | |
Total financial liabilities | 0 | 2,100 |
Level 3 | Commercial Paper & Corporate Bonds | ||
Assets | ||
Short term investments, fair value | 0 | |
Level 3 | U.S. government treasury bills | ||
Assets | ||
Short term investments, fair value | 0 | 0 |
Level 3 | Money market funds | ||
Assets | ||
Money market funds | $ 0 | 0 |
Level 3 | Commercial Paper & Corporate Bonds | ||
Assets | ||
Money market funds | $ 0 |
Fair value measurement - Monte
Fair value measurement - Monte Carlo Simulation (Details) - AbX Biologics, Inc. | Sep. 30, 2023 | Dec. 01, 2021 |
Stock price | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business combination, contingent consideration | 35.24 | 87.06 |
Equity volatility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business combination, contingent consideration | 0.937 | 0.813 |
Risk-free interest rate | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business combination, contingent consideration | 0.039 | 0.004 |
Revenue volatility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business combination, contingent consideration | 0.302 | 0.219 |
Fair value measurement - Summ_2
Fair value measurement - Summary of Reconciliation of Beginning and Ending Balances of the Level 3 Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Sep. 30, 2023 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance as of September 30, 2022 | $ 2,100 | |
Change in fair value | $ (2,100) | 2,100 |
Additions during the year | (3,711) | |
Balance as of September 30, 2023 | $ 2,100 | $ 3,711 |
Fair value, liability, recurring basis, unobservable input reconciliation, gain (loss), statement of income or comprehensive income | Change In Fair Value Of Contingent Consideration And Indemnity Holdback | |
Contingent consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance as of September 30, 2022 | $ 2,100 | |
Change in fair value | 2,100 | |
Additions during the year | 0 | |
Balance as of September 30, 2023 | 0 | |
Equity Method Investments | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance as of September 30, 2022 | 0 | |
Change in fair value | 0 | |
Additions during the year | (3,711) | |
Balance as of September 30, 2023 | $ 3,711 |
Fair value measurement - Narrat
Fair value measurement - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Equity securities, FV-NI, cost | $ 3,711 | ||
Equity ownership, excluding consolidated entity and equity method investee, percentage | 15% | ||
Investment in equity securities | $ 3,711 | ||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | $ 2,100 | 3,711 | $ 2,100 |
Change in fair value of contingent consideration | $ 2,100 | (2,100) | |
Convertible Note | Convertible Notes Payable | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Equity securities, FV-NI, cost | $ 3,500 | ||
Debt instrument, interest rate, stated percentage | 4% |
Balance sheet components - Inve
Balance sheet components - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw Materials | $ 27,024 | $ 28,787 |
Work-in-process | 1,113 | 2,866 |
Finished Goods | 3,926 | 7,654 |
Total inventories | $ 32,063 | $ 39,307 |
Balance sheet components - Narr
Balance sheet components - Narrative (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Balance Sheet Related Disclosures [Abstract] | ||
Other Inventory, Materials, Supplies and Merchandise under Consignment, Gross | $ 0 | |
Work-in-process inventory included gross consigned | $ 100,000 | |
Tangible asset impairment charges | $ 6,800,000 |
Balance sheet components - Sche
Balance sheet components - Schedule of Property Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 182,486 | $ 171,218 |
Less: Accumulated depreciation and amortization | (50,656) | (31,777) |
Property and equipment, net | 131,830 | 139,441 |
Laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 104,508 | 62,285 |
Furniture, fixtures and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,484 | 2,332 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 85 | 0 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,103 | 2,815 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 5,507 | 1,693 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 57,271 | 14,371 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 8,528 | $ 87,723 |
Balance sheet components - Othe
Balance sheet components - Other current liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Income and other taxes payable | $ 4,374 | $ 3,661 |
Deferred revenue | 2,999 | 3,476 |
Other current liabilities | 430 | 908 |
Contingent consideration | 0 | 2,100 |
Indemnity holdbacks | 0 | 9,592 |
Other current liabilities | $ 7,803 | $ 19,737 |
Goodwill and intangible asset_2
Goodwill and intangible assets - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Total amortization expense related to intangible assets | $ 5.3 | $ 4.9 | $ 0.5 |
Goodwill and intangible asset_3
Goodwill and intangible assets - Summary of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Goodwill [Roll Forward] | ||
Balance at beginning of year | $ 85,811 | $ 22,434 |
Business acquisition – additions (see Note 13) | 0 | 61,768 |
Remeasurement adjustments to the deferred tax assets | 0 | 1,609 |
Balance at end of year | $ 85,811 | $ 85,811 |
Goodwill and intangible asset_4
Goodwill and intangible assets - Intangible Assets Balances (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 66,130 | $ 66,130 |
Accumulated amortization | (11,647) | (6,392) |
Net book value | $ 54,483 | $ 59,738 |
Developed Technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average Amortization period in years | 15 years | 15 years |
Gross carrying amount | $ 50,020 | $ 50,020 |
Accumulated amortization | (7,636) | (4,375) |
Net book value | $ 42,384 | $ 45,645 |
Customer Relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average Amortization period in years | 11 years | 11 years |
Gross carrying amount | $ 15,210 | $ 15,210 |
Accumulated amortization | (3,461) | (1,767) |
Net book value | $ 11,749 | $ 13,443 |
Tradenames & Trademarks | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted average Amortization period in years | 3 years | 3 years |
Gross carrying amount | $ 900 | $ 900 |
Accumulated amortization | (550) | (250) |
Net book value | $ 350 | $ 650 |
Goodwill and intangible asset_5
Goodwill and intangible assets - Schedule of Finite Lived Intangible Assets Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 5,170 | |
2025 | 4,920 | |
2026 | 4,870 | |
2027 | 4,320 | |
2028 | 4,210 | |
Thereafter | 30,993 | |
Net book value | $ 54,483 | $ 59,738 |
Long-term debt - Additional Inf
Long-term debt - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Sep. 30, 2017 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Instrument [Line Items] | |||||
Repayments of long-term debt | $ 0 | $ 1,558,000 | $ 3,333,000 | ||
Revolving Credit Facility | SVB | |||||
Debt Instrument [Line Items] | |||||
Proceeds from long term line of credit | $ 10,000,000 | ||||
Outstanding loan balance | $ 0 | ||||
Floating Interest Rate | Revolving Credit Facility | SVB | |||||
Debt Instrument [Line Items] | |||||
Debt instrument variable interest rate spread | 1% | ||||
Fourth Amended and Restated Loan and Security Agreement | SVB | |||||
Debt Instrument [Line Items] | |||||
Debt instrument principal amount | $ 20,000,000 | ||||
Debt instrument term | 51 months | ||||
Final payment fee | $ 700,000 | ||||
Fourth Amended and Restated Loan and Security Agreement | Prime Rate | SVB | |||||
Debt Instrument [Line Items] | |||||
Debt instrument variable interest rate spread | 3% | ||||
Tranche One | Fourth Amended and Restated Loan and Security Agreement | SVB | |||||
Debt Instrument [Line Items] | |||||
Debt instrument principal amount | $ 10,000,000 | ||||
Repayments of long-term debt | $ 10,000,000 | ||||
Warrants to purchase common stock (in shares) | 64,127 | ||||
Exercise price of warrants (in dollars per share) | $ 6.24 | ||||
Proceeds from long term debt | $ 10,000,000 | ||||
Tranche Two | Fourth Amended and Restated Loan and Security Agreement | SVB | |||||
Debt Instrument [Line Items] | |||||
Debt instrument principal amount | 5,000,000 | ||||
Tranche Three | Fourth Amended and Restated Loan and Security Agreement | SVB | |||||
Debt Instrument [Line Items] | |||||
Debt instrument principal amount | 5,000,000 | ||||
Prior Loan Refinance | Tranche One | Fourth Amended and Restated Loan and Security Agreement | SVB | |||||
Debt Instrument [Line Items] | |||||
Proceeds from long term debt | 7,800,000 | ||||
New Advance | Tranche One | Fourth Amended and Restated Loan and Security Agreement | SVB | |||||
Debt Instrument [Line Items] | |||||
Proceeds from long term debt | $ 2,200,000 |
Commitments and contingencies -
Commitments and contingencies - Operating Leases On Balance Sheet (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Assets: | ||
Operating lease right-of-use-assets | $ 71,531 | $ 74,948 |
Current liabilities: | ||
Current portion of operating lease liability | 14,896 | 13,642 |
Noncurrent liabilities: | ||
Operating lease liabilities, net of current portion | $ 79,173 | $ 81,270 |
Commitments and contingencies_2
Commitments and contingencies - Minimum Rental Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
2024 | $ 14,860 | |
2025 | 14,924 | |
2026 | 13,894 | |
2027 | 8,371 | |
2028 | 8,471 | |
Thereafter | 88,014 | |
Total minimum lease payments | 148,534 | |
Less: imputed interest | (54,465) | |
Total operating lease liabilities | 94,069 | |
Less: current portion | (14,896) | $ (13,642) |
Operating lease liabilities, net of current portion | $ 79,173 | $ 81,270 |
Commitments and contingencies_3
Commitments and contingencies - Narrative (Detail) $ in Thousands | 12 Months Ended | |||
May 30, 2023 USD ($) ft² space extension | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Aug. 06, 2021 | |
Gain Contingencies [Line Items] | ||||
Change in right-of-use asset | $ 3,400 | $ 13,400 | ||
Change in operating lease liabilities | 800 | 33,500 | ||
Operating lease expense | 16,200 | $ 15,600 | ||
Operating Lease, Payments | $ 14,600 | |||
Lease weighted-average remaining lease term | 15 years 4 months 13 days | |||
Lease weighted average discount rate | 6.54% | |||
Options to extend | extension | 2 | |||
Number of spaces | space | 2 | |||
Extension term | 5 years | |||
Operating lease security deposit with the lessor | $ 500 | |||
Future minimum payments | $ 148,534 | |||
Quincy, Massachusetts | ||||
Gain Contingencies [Line Items] | ||||
Operating lease area | ft² | 17,200 | |||
Future minimum payments | $ 8,600 | |||
Operating lease term | 10 years 5 months | |||
Quincy, Massachusetts | Premises A, First Two Years | ||||
Gain Contingencies [Line Items] | ||||
Operating lease base rent annual percentage increase | 2% | |||
Quincy, Massachusetts | Premises A, After First Two Years | ||||
Gain Contingencies [Line Items] | ||||
Operating lease base rent annual percentage increase | 2.75% | |||
Quincy, Massachusetts | Premises B, Annual Increase | ||||
Gain Contingencies [Line Items] | ||||
Operating lease base rent annual percentage increase | 2.75% |
Related party transactions - (D
Related party transactions - (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Related Party Transaction [Line Items] | ||||
Raw materials purchased from related party investor | $ 6,800 | $ 8,000 | $ 5,000 | |
Revenue | [1] | 245,109 | 203,565 | 132,333 |
Accounts receivable, net | 44,064 | 40,294 | ||
Related Party | ||||
Related Party Transaction [Line Items] | ||||
Revenue | 5,900 | 3,500 | 0 | |
Accounts receivable, net | $ 1,700 | 0 | $ 0 | |
Related party consideration | $ 100 | |||
[1]During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. |
Income taxes - Additional Infor
Income taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Contingency [Line Items] | |||
Income tax expense (benefit) | $ 1,152 | $ (10,411) | $ (1,930) |
Valuation allowance | 302,381 | 240,660 | |
Impact of unrecognized tax benefits on income tax rate if recognized | 400 | 100 | |
Domestic Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Operating loss carry forwards | 842,300 | 523,300 | |
Domestic Tax Authority | Never Expire | |||
Income Tax Contingency [Line Items] | |||
Operating loss carry forwards | 641,300 | ||
Domestic Tax Authority | 2032 through 2038 | |||
Income Tax Contingency [Line Items] | |||
Operating loss carry forwards | 201,000 | ||
State and Local Jurisdiction | |||
Income Tax Contingency [Line Items] | |||
Operating loss carry forwards | 842,300 | $ 523,300 | |
State and Local Jurisdiction | 2023 | |||
Income Tax Contingency [Line Items] | |||
Operating loss carry forwards | 255,900 | ||
State and Local Jurisdiction | 2024 and Beyond | |||
Income Tax Contingency [Line Items] | |||
Operating loss carry forwards | 267,400 | ||
Research Tax Credit Carryforward | Domestic Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Tax credit carry forwards | 42,300 | ||
Research Tax Credit Carryforward | State and Local Jurisdiction | |||
Income Tax Contingency [Line Items] | |||
Tax credit carry forwards | $ 28,800 |
Income taxes - Components of pr
Income taxes - Components of pre-tax loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
US | $ (205,389) | $ (231,659) | $ (149,533) |
Foreign | 1,923 | 3,385 | (4,495) |
Loss before income taxes | $ (203,466) | $ (228,274) | $ (154,028) |
Income taxes - Provision for in
Income taxes - Provision for income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Current | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 9 | (1) | (29) |
Foreign | 1,143 | 767 | 108 |
Total current | 1,152 | 766 | 79 |
Deferred | |||
Federal | 0 | (9,765) | (2,268) |
State | 0 | (1,412) | 259 |
Foreign | 0 | 0 | 0 |
Total deferred | 0 | (11,177) | (2,009) |
Total (benefit)/provision | $ 1,152 | $ (10,411) | $ (1,930) |
Income taxes - Schedule of effe
Income taxes - Schedule of effective income tax rate reconciliation (Details) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Tax expense computed at the federal statutory rate | 21% | 21% | 21% |
Change in valuation allowance | (25.00%) | (13.00%) | (33.00%) |
Research and development credit benefit | 5% | 4% | 3% |
Business combination | 0% | (4.00%) | (2.00%) |
Stock-based compensation | (1.00%) | (1.00%) | 12% |
Change in fair value of contingent consideration and holdbacks | 1% | (1.00%) | 0% |
Gain on deconsolidation of variable interest entity | 0% | (1.00%) | 0% |
Others | (2.00%) | 0% | 0% |
Total income tax expense | (1.00%) | 5% | 1% |
Income taxes - Schedule of defe
Income taxes - Schedule of deferred tax assets and liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 209,338 | $ 191,337 |
Research and development credit carryforwards | 49,454 | 35,109 |
Capitalized research and development | 30,599 | 0 |
Operating lease liability | 22,921 | 23,118 |
Stock-based compensation | 13,858 | 13,138 |
Other | 8,107 | 11,541 |
Gross deferred tax assets | 334,277 | 274,243 |
Less: Valuation allowance | (302,381) | (240,660) |
Net deferred tax assets | 31,896 | 33,583 |
Fixed assets | (1,363) | (1,169) |
Operating lease right-of-use asset | (17,417) | (17,986) |
Intangible assets | (13,116) | (14,428) |
Gross deferred tax liabilities | (31,896) | (33,583) |
Total net deferred tax asset | $ 0 | $ 0 |
Income taxes - Schedule of unre
Income taxes - Schedule of unrecognized tax benefits roll forward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance beginning of the year | $ 13,383 | $ 7,437 | $ 4,700 |
Increases related to tax positions during the year | 5,043 | 5,082 | 2,737 |
Increases related to tax positions taken in the prior year | 759 | 864 | |
Balance end of the year | $ 19,185 | $ 13,383 | $ 7,437 |
Common stock - Narrative (Detai
Common stock - Narrative (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | |
Feb. 28, 2022 USD ($) $ / shares shares | Sep. 30, 2023 vote $ / shares | Sep. 30, 2022 $ / shares | |
Class of Warrant or Right [Line Items] | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | |
Number of votes per share | vote | 1 | ||
Subsequent Public Offering | |||
Class of Warrant or Right [Line Items] | |||
Underwritten public offering (in shares) | shares | 5,227,272 | ||
Common stock (in dollars per share) | $ / shares | $ 55 | ||
Over-Allotment Option | |||
Class of Warrant or Right [Line Items] | |||
Underwritten public offering (in shares) | shares | 681,818 | ||
Net proceeds from offering | $ | $ 269.8 |
Stock-based compensation expe_3
Stock-based compensation expense - Additional information (Details) $ in Thousands | 12 Months Ended | |||||
Dec. 01, 2021 USD ($) shares | Sep. 26, 2018 shares | Sep. 30, 2023 USD ($) shares | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 USD ($) | Aug. 22, 2023 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Aggregate number of common stock shares reserved for issuance (in shares) | shares | 539,000 | 507,000 | ||||
Exercised | $ 1,091 | |||||
Capitalized computer software, net | 7,900 | $ 5,300 | ||||
Share-based liabilities settled | $ 5,900 | 4,600 | ||||
Employer matching percentage | 50% | |||||
Percentage of employee's gross pay matched | 6% | |||||
Employer matching contributions | $ 2,800 | 2,000 | ||||
Stock based compensation expense | $ 30,278 | 79,033 | $ 36,998 | |||
AbX Biologics, Inc. | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 2 years | |||||
Awards aggregate fair value | $ 20,100 | |||||
Share-based payment arrangement, expense (credit) | 9,900 | |||||
Restricted Stock Unit | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Conversion ratio | 1 | |||||
Unrecognized compensation cost | $ 60,400 | |||||
Recognize cost weighted average period | 2 years 6 months | |||||
Grant date fair value | $ 32,200 | 96,200 | 49,300 | |||
Vested in period, fair value | $ 33,700 | 27,100 | 10,500 | |||
Granted (in shares) | shares | 1,269,000 | |||||
Restricted Stock Unit | Director | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 1 year | |||||
Performance Stock Unit | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 20,600 | |||||
Recognize cost weighted average period | 1 year 6 months | |||||
Grant date fair value | $ 21,200 | 49,000 | ||||
Vested in period, fair value | $ 1,800 | 500 | ||||
Granted (in shares) | shares | 811,000 | |||||
Performance Stock Unit | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of PSUs that may vest based on performance | 0% | |||||
Performance Stock Unit | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of PSUs that may vest based on performance | 150% | |||||
Performance Stock Unit | Employee | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 1 year | |||||
Performance Stock Unit | Employee | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Performance Stock Unit | Non-Employee | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 1 year | |||||
Performance Stock Unit | Non-Employee | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Option | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Unrecognized compensation cost | $ 1,800 | |||||
Recognize cost weighted average period | 9 months 18 days | |||||
Options, grant date fair value | 15,800 | $ 12,100 | ||||
Exercises in period, intrinsic value | $ 31,900 | |||||
Award term | 10 years | |||||
Dividend yield | 0% | 0% | 0% | |||
Performance Stock Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 300 | |||||
Recognize cost weighted average period | 1 year 7 months 6 days | |||||
Grant date fair value | $ 1,500 | |||||
Options, grant date fair value | $ 12,100 | |||||
Award term | 10 years | |||||
Dividend yield | 0% | 0% | ||||
Performance Stock Options | Non-Employee | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 5 years | |||||
Performance Stock Options | Executive Officers and Senior Level Employees | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 2 years | |||||
Vest outstanding (in shares) | shares | 30,000 | |||||
Performance Stock Options | Executive Officers and Senior Level Employees | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of PSUs that may vest based on performance | 0% | |||||
Performance Stock Options | Executive Officers and Senior Level Employees | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of PSUs that may vest based on performance | 150% | |||||
Share-based Payment Arrangement | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Capitalized computer software, net | $ 1,200 | $ 700 | ||||
Performance Shares | AbX Biologics, Inc. | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in shares) | shares | 231,876 | |||||
Stock based compensation expense | $ 4,100 | $ 9,900 | ||||
2018 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum aggregate number of shares (in shares) | shares | 6,856,405 | |||||
Minimum annual increase in share reserved for issuance | shares | 999,900 | |||||
Annual automatic Increase in share reserved for issuance (as a percent) | 4% | |||||
Aggregate number of common stock shares reserved for issuance (in shares) | shares | 2,025,002 | |||||
Inducement Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum aggregate number of shares (in shares) | shares | 700,000 | |||||
2018 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Minimum annual increase in share reserved for issuance | shares | 249,470 | |||||
Annual automatic Increase in share reserved for issuance (as a percent) | 1% | |||||
Aggregate number of common stock shares reserved for issuance (in shares) | shares | 275,225 | |||||
Percentage of payroll deduction to purchase common stock | 15% | |||||
ESPP eligible employee common stock purchase price ratio | 85% |
Stock-based compensation expe_4
Stock-based compensation expense - Activity Under The Equity Incentive Plans (Details) shares in Thousands | 12 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Restricted Stock Unit | |
Number of Shares | |
Non vested shares beginning balance (in shares) | shares | 1,566 |
Granted (in shares) | shares | 1,269 |
Vested/Issued (in shares) | shares | (598) |
Forfeited (in shares) | shares | (617) |
Non vested shares ending balance (in shares) | shares | 1,620 |
Weighted average grant date fair value per share | |
Weighted average grant date fair value, beginning balance (in dollars per share) | $ / shares | $ 67.66 |
Granted (in dollars per share) | $ / shares | 25.36 |
Vested/ Issued (in dollars per share) | $ / shares | 55.29 |
Forfeited (in dollars per share) | $ / shares | 63.40 |
Weighted average grant date fair value, ending balance (in dollars per share) | $ / shares | $ 40.73 |
Performance Stock Unit | |
Number of Shares | |
Non vested shares beginning balance (in shares) | shares | 529 |
Granted (in shares) | shares | 811 |
Vested/Issued (in shares) | shares | (50) |
Forfeited (in shares) | shares | (358) |
Non vested shares ending balance (in shares) | shares | 932 |
Weighted average grant date fair value per share | |
Weighted average grant date fair value, beginning balance (in dollars per share) | $ / shares | $ 79.60 |
Granted (in dollars per share) | $ / shares | 26.17 |
Vested/ Issued (in dollars per share) | $ / shares | 35.47 |
Forfeited (in dollars per share) | $ / shares | 76.04 |
Weighted average grant date fair value, ending balance (in dollars per share) | $ / shares | $ 36.82 |
Stock-based compensation expe_5
Stock-based compensation expense - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Shares | ||
Number of options, Outstanding beginning balance (in shares) | 2,453 | |
Forfeited (in shares) | (216) | |
Exercised (in shares) | (118) | |
Number of options, Outstanding ending balance (in shares) | 2,119 | 2,453 |
Number of options, Nonvested at September 30, 2022 (in shares) | 77 | |
Number of options, Exercisable (in shares) | 2,042 | |
Weighted average exercise price per share | ||
Weighted average exercise price per share, Outstanding beginning balance (in dollars per share) | $ 24.67 | |
Forfeited (in dollars per share) | 36.47 | |
Exercised (in dollars per share) | 11.70 | |
Weighted average exercise price per share, Outstanding ending balance (in dollars per share) | 24.18 | $ 24.67 |
Weighted average exercise price per share, Nonvested at September 30, 2022 (in dollars per share) | 42.12 | |
Weighted average exercise price per share, Exercisable (in dollars per share) | $ 23.51 | |
Weighted average remaining contractual term (years) | ||
Outstanding | 5 years 3 months | 6 years 3 months 29 days |
Weighted average remaining contractual term (years), Nonvested at September 30, 2022 | 6 years 3 months 25 days | |
Weighted average remaining contractual term (years), Exercisable | 5 years 2 months 15 days | |
Aggregate intrinsic value | ||
Aggregate intrinsic value, outstanding beginning balance | $ 33,447 | |
Exercised | 1,091 | |
Aggregate intrinsic value, Nonvested at September 30, 2022 | 47 | |
Aggregate intrinsic value, exercisable | 6,668 | |
Aggregate intrinsic value, outstanding ending balance | $ 6,715 | $ 33,447 |
Performance Stock Options | ||
Shares | ||
Number of options, Outstanding beginning balance (in shares) | 293 | |
Forfeited (in shares) | (23) | |
Vested (in shares) | (240) | |
Number of options, Outstanding ending balance (in shares) | 30 | 293 |
Number of options, Nonvested at September 30, 2022 (in shares) | 289 | 312 |
Number of options, Exercisable (in shares) | 259 | 19 |
Weighted average exercise price per share | ||
Weighted average exercise price per share, Outstanding beginning balance (in dollars per share) | $ 61.35 | |
Forfeited (in dollars per share) | 67.85 | |
Vested (in dollars per share) | 66.81 | |
Weighted average exercise price per share, Outstanding ending balance (in dollars per share) | 60.82 | $ 61.35 |
Weighted average exercise price per share, Nonvested at September 30, 2022 (in dollars per share) | 31.29 | 63.27 |
Weighted average exercise price per share, Exercisable (in dollars per share) | $ 64.24 | $ 31.29 |
Weighted average remaining contractual term (years) | ||
Outstanding | 7 years 4 months 13 days | 8 years 3 months 29 days |
Weighted average remaining contractual term (years), Nonvested at September 30, 2022 | 8 years 6 months 25 days | 8 years 3 months |
Weighted average remaining contractual term (years), Exercisable | 7 years 2 months 23 days | 9 years 6 months 25 days |
Aggregate intrinsic value | ||
Aggregate intrinsic value, outstanding beginning balance | $ 296 | |
Aggregate intrinsic value, Nonvested at September 30, 2022 | 0 | $ 222 |
Aggregate intrinsic value, exercisable | 0 | 74 |
Aggregate intrinsic value, outstanding ending balance | $ 0 | $ 296 |
Stock-based compensation expe_6
Stock-based compensation expense - Valuation Assumptions (Detail) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 6 years | 6 years 1 month 6 days | |
Expected volatility | 70.70% | 64.40% | |
Risk-free interest rate | 1.40% | 1% | |
Dividend yield | 0% | 0% | 0% |
Performance Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 5 years 10 months 24 days | 6 years 1 month 6 days | |
Expected volatility | 70.90% | 64.40% | |
Risk-free interest rate | 2.80% | 1% | |
Dividend yield | 0% | 0% |
Stock-based compensation expe_7
Stock-based compensation expense - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $ 30,278 | $ 79,033 | $ 36,998 |
Cost of revenues | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 4,562 | 4,587 | 2,678 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | 13,944 | 19,541 | 10,166 |
Selling, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expense | $ 11,772 | $ 54,905 | $ 24,154 |
Stock-based compensation expe_8
Stock-based compensation expense - Reserved For Issuance (Details) shares in Thousands | 12 Months Ended |
Sep. 30, 2023 shares | |
Number Of Shares Reserved For Issuance [Roll Forward] | |
Outstanding at September 30, 2021 (in shares) | 507 |
Additional shares authorized (in shares) | 249 |
Shares issued during the period (in shares) | (217) |
Outstanding at September 30, 2022 (in shares) | 539 |
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, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Numerator: | |||
Net loss attributable to common stockholders | $ (204,618) | $ (217,863) | $ (152,098) |
Denominator: | |||
Weighted-average shares used in computing net loss per share, basic (in shares) | 56,885 | 53,885 | 48,251 |
Weighted-average shares used in computing net loss per share, diluted (in shares) | 56,885 | 53,885 | 48,251 |
Net loss per share attributable to common stockholders—basic (in dollars per share) | $ (3.60) | $ (4.04) | $ (3.15) |
Net loss per share attributable to common stockholders—diluted (in dollars per share) | $ (3.60) | $ (4.04) | $ (3.15) |
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, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 5,078 | 4,957 | 3,868 |
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 (in shares) | 2,408 | 2,765 | 3,131 |
Unvested restricted stock units and performance stock units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (in shares) | 2,552 | 2,095 | 707 |
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 (in shares) | 0 | 0 | 3 |
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 (in shares) | 118 | 97 | 27 |
Geographic, product and indus_3
Geographic, product and industry information - Geographic Region (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | $ 245,109 | $ 203,565 | $ 132,333 |
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 151,263 | 122,473 | 77,909 | |
EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 71,389 | 62,078 | 44,124 | |
APAC | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 22,457 | $ 19,014 | $ 10,300 | |
[1]During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. |
Geographic, product and indus_4
Geographic, product and industry information - By Product (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | $ 245,109 | $ 203,565 | $ 132,333 |
Synthetic genes | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 73,541 | 61,509 | 38,964 | |
Oligo pools | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 14,489 | 12,424 | 8,039 | |
DNA libraries | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 10,201 | 6,149 | 5,678 | |
Antibody discovery | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 23,172 | 24,171 | 6,985 | |
NGS tools | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 123,706 | $ 99,312 | $ 72,667 | |
[1]During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. |
Geographic, product and indus_5
Geographic, product and industry information - By Industry (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | $ 245,109 | $ 203,565 | $ 132,333 |
Industrial chemicals/materials | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 59,321 | 57,940 | 34,475 | |
Academic research | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 45,847 | 37,097 | 25,299 | |
Healthcare | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 137,148 | 106,363 | 71,241 | |
Food/agriculture | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 2,793 | $ 2,165 | $ 1,318 | |
[1]During the years ended September 30, 2023, and 2022, the Company had revenues from the related parties in the amount of $5.9 million and $3.5 million, respectively. The revenues from the related parties were immaterial for the year ended September 30, 2021. |
Geographic, product and indus_6
Geographic, product and industry information - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
United States | |||
Segment Reporting Information [Line Items] | |||
Long-lived assets | $ 131.2 | $ 136.3 | |
United States | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 60% | 59% | 58% |
Non-US | |||
Segment Reporting Information [Line Items] | |||
Long-lived assets | $ 0.6 | $ 3.1 |
Business acquisition - Narrativ
Business acquisition - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Dec. 01, 2021 USD ($) shares | Dec. 31, 2022 shares | Jan. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) shares | Jun. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) shares | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Business Acquisition [Line Items] | ||||||||
Income tax benefit | $ (1,152) | $ 10,411 | $ 1,930 | |||||
Stock based compensation expense | $ 30,278 | 79,033 | $ 36,998 | |||||
AbX Biologics, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Fair value of consideration transferred | $ 102,645 | |||||||
Cash | $ 9,467 | |||||||
Equity (in shares) | shares | 759,601 | |||||||
Company common stock | $ 72,514 | $ 1,800 | ||||||
Options consideration | 6,400 | |||||||
Contingent consideration | 8,500 | |||||||
Holdback Liabilities | 12,800 | |||||||
Net working capital adjustment | $ 674 | |||||||
Contingent consideration, shares issuable up to (in shares) | shares | 334,939 | |||||||
Indemnity holdbacks period | 18 months | |||||||
Indemnity holdback shares (in shares) | shares | 104,727 | |||||||
Holdback before adjustment | $ 12,500 | |||||||
Adjustment holdback shares (in shares) | shares | 3,416 | 538 | ||||||
Adjustment holdback options (in shares) | shares | 408 | |||||||
Value of adjustment holdback | $ 300 | |||||||
Post combination compensation expenses includes employee stock awards | $ 41,000 | |||||||
Vesting period | 2 years | |||||||
Discount rate | 0.096 | |||||||
Income tax benefit | $ 10,500 | |||||||
AbX Biologics, Inc. | Awards with vesting requirements | ||||||||
Business Acquisition [Line Items] | ||||||||
Post combination compensation expenses includes employee stock awards | $ 17,700 | |||||||
Vesting period | 2 years | |||||||
AbX Biologics, Inc. | Awards without vesting requirements | ||||||||
Business Acquisition [Line Items] | ||||||||
Post combination compensation expenses includes employee stock awards | $ 3,200 | |||||||
AbX Biologics, Inc. | Performance Shares | ||||||||
Business Acquisition [Line Items] | ||||||||
Post combination compensation expenses includes employee stock awards | $ 20,100 | |||||||
Stock based compensation expense | $ 4,100 | $ 9,900 | ||||||
iGenomX | ||||||||
Business Acquisition [Line Items] | ||||||||
Company common stock | $ 66,100 | $ 4,600 | ||||||
Contingent consideration (in shares) | shares | 171,551 | 59,190 |
Business acquisition - Assets a
Business acquisition - Assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Dec. 01, 2021 | Jun. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Liabilities assumed | |||||
Goodwill | $ 85,811 | $ 85,811 | $ 22,434 | ||
AbX Biologics, Inc. | |||||
Assets acquired | |||||
Cash and cash equivalents | $ 1,306 | ||||
Accounts receivable | 2,309 | ||||
Other current assets and prepaid expenses | 1,654 | ||||
Property, plant and equipment | 1,078 | ||||
Other non-current assets | 2,970 | ||||
Intangible assets | 46,500 | ||||
Liabilities assumed | |||||
Current liabilities | 3,549 | ||||
Non-current liabilities | 846 | ||||
Deferred tax liability | 10,545 | ||||
Fair value of assets acquired and liabilities assumed | 40,877 | ||||
Goodwill | 61,768 | ||||
Total purchase price | 102,645 | ||||
Consideration transferred | |||||
Cash | 9,467 | ||||
Company common stock | 72,514 | $ 1,800 | |||
Contingent consideration | 8,500 | ||||
Holdback liabilities | 12,838 | ||||
Net working capital adjustment | (674) | ||||
Fair value of purchase consideration | $ 102,645 |
Business acquisition - Prelimin
Business acquisition - Preliminary estimate of the intangible assets (Details) - AbX Biologics, Inc. $ in Thousands | Dec. 01, 2021 USD ($) |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 46,500 |
Developed Technology | |
Business Acquisition [Line Items] | |
Estimated Weighted Average Useful Lives in Years | 14 years |
Estimated Fair Value | $ 30,900 |
Customer Relationships | |
Business Acquisition [Line Items] | |
Estimated Weighted Average Useful Lives in Years | 10 years |
Estimated Fair Value | $ 14,700 |
Trade name | |
Business Acquisition [Line Items] | |
Estimated Weighted Average Useful Lives in Years | 3 years |
Estimated Fair Value | $ 900 |
Business acquisition - Change i
Business acquisition - Change in contingent consideration (Details) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Sep. 30, 2023 | |
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration, Liability [Roll Forward] | ||
Balance at December 1, 2021 – acquisition date | $ 11,692 | |
Balance at September 30, 2022 | $ 11,692 | |
AbX Biologics, Inc. | ||
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration, Liability [Roll Forward] | ||
Balance at December 1, 2021 – acquisition date | 20,664 | 7,193 |
Change in fair value during the period | (13,471) | (5,426) |
Business combination, contingent consideration arrangements, settlements | (1,767) | |
Balance at September 30, 2022 | 7,193 | 0 |
Contingent consideration | AbX Biologics, Inc. | ||
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration, Liability [Roll Forward] | ||
Balance at December 1, 2021 – acquisition date | 8,500 | 2,100 |
Change in fair value during the period | (6,400) | (2,100) |
Business combination, contingent consideration arrangements, settlements | 0 | |
Balance at September 30, 2022 | 2,100 | 0 |
Holdbacks | AbX Biologics, Inc. | ||
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration, Liability [Roll Forward] | ||
Balance at December 1, 2021 – acquisition date | 12,164 | 5,093 |
Change in fair value during the period | (7,071) | (3,326) |
Business combination, contingent consideration arrangements, settlements | (1,767) | |
Balance at September 30, 2022 | $ 5,093 | $ 0 |
2023 Restructuring and other _3
2023 Restructuring and other costs - Narrative (Details) | 12 Months Ended | |
May 03, 2023 employee | Sep. 30, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||
Other restructuring costs | $ 3,500,000 | |
Severance costs | 0 | |
2023 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected number of positions eliminated | employee | 270 | |
Restructuring and related cost, number of positions eliminated, period percent | 25% | |
Restructuring charges | 16,169,000 | |
Restructuring reserve | 517,000 | |
2023 Restructuring Plan | Severance and related benefit costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 8,467,000 | |
Restructuring reserve | 517,000 | |
2023 Restructuring Plan | Other associated costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 917,000 | |
Restructuring reserve | 0 | |
2023 Restructuring Plan | Pre-Tax Restructuring | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 12,700,000 |
2023 Restructuring and other _4
2023 Restructuring and other costs - Restructuring Charges (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Tangible asset impairment charges | $ 6,800 |
Laboratory equipment | |
Restructuring Cost and Reserve [Line Items] | |
Tangible asset impairment charges | 3,700 |
Leasehold improvements | |
Restructuring Cost and Reserve [Line Items] | |
Tangible asset impairment charges | 1,800 |
Computer software | |
Restructuring Cost and Reserve [Line Items] | |
Tangible asset impairment charges | 1,300 |
2023 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Total | 16,169 |
Severance and related benefit costs | 2023 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Total | 8,467 |
Asset Impairments | 2023 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Total | 6,785 |
Other associated costs | 2023 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Total | $ 917 |
2023 Restructuring and other _5
2023 Restructuring and other costs - Accrual Activity and Payments Relating to Cash-Based Restructuring Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other costs | $ 16,169 | $ 0 | $ 0 |
2023 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other costs | 9,384 | ||
Payments | (8,867) | ||
Restructuring reserve | 517 | ||
Severance and related benefit costs | 2023 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other costs | 8,467 | ||
Payments | (7,950) | ||
Restructuring reserve | 517 | ||
Other associated costs | 2023 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and other costs | 917 | ||
Payments | (917) | ||
Restructuring reserve | $ 0 |
Investment in variable intere_2
Investment in variable interest entity (Details) $ in Thousands | 12 Months Ended | |||||
Apr. 06, 2022 USD ($) | Feb. 03, 2022 USD ($) | Nov. 01, 2021 USD ($) investment | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Variable Interest Entity [Line Items] | ||||||
Number of additional investments | investment | 2 | |||||
Gain on deconsolidation of subsidiary | $ 0 | $ 4,607 | $ 0 | |||
Revelar | ||||||
Variable Interest Entity [Line Items] | ||||||
Additional SAFE issued | $ 2,500 | $ 2,500 | $ 2,500 | |||
Variable Interest Entity, Primary Beneficiary | Revelar | ||||||
Variable Interest Entity [Line Items] | ||||||
Investment amount | $ 5,000 | |||||
Ownership percentage | 49.80% | |||||
Loss absorbed by reporting entity | (14,600) | |||||
Variable Interest Entity, Primary Beneficiary | Revelar | Maximum | ||||||
Variable Interest Entity [Line Items] | ||||||
Investment amount | $ 10,000 | |||||
Variable Interest Entity, Not Primary Beneficiary | Revelar | ||||||
Variable Interest Entity [Line Items] | ||||||
Gain on deconsolidation of subsidiary | 4,600 | |||||
Net liabilities | $ (4,600) |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Oct. 05, 2023 USD ($) |
Subsequent events | |
Subsequent Event [Line Items] | |
Licensing Agreements, Potential Milestone Revenue | $ 188,000 |