Inotiv (NOTV) 10-Q 16 Feb 22 2022 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Dec. 31, 2021	Feb. 11, 2022
Document And Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2021
Entity File Number	000-23357
Entity Registrant Name	INOTIV, INC.
Entity Incorporation, State or Country Code	IN
Entity Tax Identification Number	35-1345024
Entity Address, Address Line One	2701 KENT AVENUE
Entity Address, City or Town	WEST LAFAYETTE
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	47906
City Area Code	765
Local Phone Number	463-4527
Title of 12(b) Security	Common Shares
Trading Symbol	NOTV
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		25,459,361
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000720154
Current Fiscal Year End Date	--09-30

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Current assets:
Cash and cash equivalents	$ 42,418	$ 138,924
Restricted cash	436	18,000
Trade receivables and contract assets, net of allowances for doubtful accounts of $3,068 and $668, respectively	71,949	28,364
Inventories, net	36,066	602
Prepaid expenses and other current assets	23,390	3,129
Total current assets	174,259	189,019
Property and equipment, net	132,823	47,978
Operating lease right-of-use assets, net	24,469	8,358
Goodwill	451,810	51,927
Other intangible assets, net	215,132	24,233
Other assets	5,394	341
Total assets	1,003,887	321,856
Current liabilities:
Accounts payable	28,141	6,163
Accrued expenses and other liabilities	23,518	8,968
Capex line of credit	0	1,749
Fees invoiced in advance	44,525	26,614
Current portion on long-term operating lease	5,674	1,959
Current portion of long-term debt	5,223	9,656
Total current liabilities	107,081	55,109
Long-term operating leases, net	18,705	6,554
Long-term debt, less current portion, net of debt issuance costs	255,395	154,209
Other liabilities	3,296	512
Deferred tax liabilities, net	29,007	344
Total liabilities	413,484	216,728
Contingencies (Note 14)
Shareholders' equity and noncontrolling interest:
Preferred shares, authorized 1,000,000 shares, no par value
Common shares, no par value: Authorized 74,000,000 shares; 24,348,594 issued and outstanding at December 31, 2021 and 15,931,485 at September 30, 2021	6,050	3,945
Additional paid-in capital	679,261	112,198
Accumulated deficit	(94,426)	(11,015)
Accumulated other comprehensive loss	137	0
Total shareholders' equity	591,022	105,128
Noncontrolling interest	(619)	0
Total shareholders' equity and noncontrolling interest	590,403	105,128
Total liabilities and shareholders' equity and noncontrolling interest	$ 1,003,887	$ 321,856

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
CONDENSED CONSOLIDATED BALANCE SHEETS
Allowance for doubtful accounts	$ 3,068	$ 668
Preferred Stock, Shares Authorized	1,000,000	1,000,000
Preferred Stock, No Par Value	$ 0	$ 0
Common Stock, No Par Value	$ 0	$ 0
Common Stock, Shares Authorized	74,000,000	74,000,000
Common Stock, Shares, Issued	24,348,594	15,931,485
Common Stock, Shares, Outstanding	24,348,594	15,931,485

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Total revenue	$ 84,211	$ 17,885
Operating expenses:
Selling	2,738	625
General and administrative	13,252	4,882
Amortization of intangible assets	3,396	160
Other operating expense	33,580	196
Operating income (loss)	(33,641)	14
Interest expense	(4,828)	(347)
Other (expense) income	(57,727)
Income (loss) before income taxes	(96,196)	(333)
Provision for income taxes	12,785	(33)
Consolidated net income (loss)	(83,411)	(366)
Less: Net income (expense) attributable to noncontrolling interests	(364)
Net income (loss) attributable to common shareholders	$ (83,047)	$ (366)
Loss per common share
Basic net income per share (in dollars per share)	$ (3.93)	$ (0.03)
Diluted net income per share (in dollar per share)	$ (3.93)	$ (0.03)
Weighted-average number of common shares outstanding
Basic (in shares)	21,124	11,016
Diluted (in shares)	21,124	11,016
Service
Total revenue	$ 38,176	$ 17,032
Total cost of revenue	24,209	11,597
Product
Total revenue	46,035	853
Total cost of revenue	$ 40,677	$ 411

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Consolidated net income (loss)	$ (83,411)	$ (366)
Other comprehensive income (loss), net of tax
Foreign currency translation	247
Defined benefit plans:
Actuarial gains (losses), net of taxes	(110)
Foreign currency translation
Other comprehensive income (loss), net of tax	137
Consolidated comprehensive income (loss)	(83,274)	(366)
Comprehensive loss attributable to non-controlling interests	(364)
Comprehensive income (loss) attributable to the common stockholders	$ (83,638)	$ (366)

CONSOLIDATED STATEMENTS OF SHAR

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY AND NONCONTROLLING INTEREST - USD ($)	Preferred Shares	Common Shares	Additional paid-in capital	Accumulated deficit.	Accumulated Other Comprehensive Loss	Noncontrolling Interest	Total
Balance at Sep. 30, 2020	$ 25,000	$ 2,706,000	$ 26,775,000	$ (21,910,000)			$ 7,596,000
Balance (in shares) at Sep. 30, 2020	25	10,977,675
Consolidated net income (loss)	$ 0	$ 0	0	(366,000)	$ 0	$ 0	(366,000)
Stock option exercises		$ 6,000	39,000	0			45,000
Stock option exercises (in shares)		23,350
Issuance of stock under employee stock plans (in shares)	0	116,974
Stock based compensation	$ 0	$ 29,000	152,000	0	0	0	181,000
Balance at Dec. 31, 2020	$ 25,000	$ 2,741,000	26,966,000	(22,276,000)			7,456,000
Balance (in shares) at Dec. 31, 2020	25	11,117,999
Balance at Sep. 30, 2021	$ 0	$ 3,945,000	112,198,000	(11,015,000)			105,128,000
Balance (in shares) at Sep. 30, 2021	0	15,931,485
Consolidated net income (loss)	$ 0	$ 0	0	(83,411,000)		364,000	(83,047,000)
Stock issued in acquisition	$ 0	$ 2,094,000	459,289,000	0			$ 461,383,000
Stock issued in acquisition (In shares)	0	8,374,138					8,374,138
Non-controlling interest related to Envigo acquisition	$ 0	$ 0	0	0		(983,000)	$ (983,000)
Issuance of stock under employee stock plans	$ 0	$ 11,000	38,000	0			49,000
Issuance of stock under employee stock plans (in shares)	0	42,971
Stock based compensation	$ 0	$ 0	19,160,000	0			19,160,000
Pension cost amortization	0	0	0	0	(110,000)		(110,000)
Foreign currency translation	0	0	0	0	247,000		247,000
Reclassification of convertible note embedded derivative to equity (Note 7)	0	0	88,576,000	0			88,576,000
Balance at Dec. 31, 2021	$ 0	$ 6,050,000	$ 679,261,000	$ (94,426,000)	$ 137,000	$ (619,000)	$ 590,403,000
Balance (in shares) at Dec. 31, 2021	0	24,348,594

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating activities:
Net income (loss)	$ (83,411)	$ (366)
Adjustments to reconcile net income (loss) to net cash provided by operating activities, net of acquisitions:
Depreciation and amortization	6,035	1,065
Undistributed earnings of noncontrolling interest	(364)
Change on operating lease	(229)	5
Employee stock compensation expense	19,159	181
Changes in deferred taxes	(14,281)
Provision for doubtful accounts		72
Foreign currency (gain) loss	320	9
Loss on fair value remeasurement of embedded derivative	56,714
Other non-cash operating activities	2,021	37
Loss on debt extinguishment	877
Non-cash amortization of inventory fair value step-up	3,668
Gain on disposal of fixed assets	(247)
Financing lease interest expense	1	69
Changes in operating assets and liabilities:
Accounts receivable	1,517	(634)
Inventories	(3,393)	(176)
Income tax accruals	1,438	33
Prepaid expenses and other current assets	(1,432)	(231)
Accounts payable	4,491	435
Accrued expenses	(10,974)	(1,089)
Customer advances	10,806	2,242
Other asset and liabilities, net	6,141
Net cash used in operating activities	(1,143)	1,652
Investing activities:
Capital expenditures	(5,655)	(1,474)
Proceeds from sale of equipment	284
Cash paid in acquisitions	(227,022)
Net cash used in investing activities	(232,393)	(1,474)
Financing activities:
Payments on finance lease liability		(108)
Payments of long-term debt	(37,747)
Payments of debt issuance costs	(7,102)	(712)
Payments on promissory notes	(167)	(40)
Payments on capex lines of credit	(1,749)
Borrowings on construction loans	1,184
Borrowings on capex lines of credit		387
Proceeds from issuance of senior term notes	165,000
Proceeds from exercise of stock options	47	44
Net cash provided by financing activities	119,466	(429)
Net increase in cash and cash equivalents	(114,070)	(251)
Cash, cash equivalents, and restricted cash at beginning of period	156,924	1,406
Cash, cash equivalents, and restricted cash at end of period	42,854	1,155
Noncash financing activity:
Seller financed acquisition	3,000
Supplemental disclosure of cash flow information:
Cash paid for interest	1,351	$ 256
Income taxes paid, net	$ 163

DESCRIPTION OF THE BUSINESS AND

DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION	3 Months Ended
	Dec. 31, 2021
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION	1. DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION ​ Inotiv, Inc. and its subsidiaries and a variable interest entity (“VIE”) (“We,” “Our,” “Us,” the “Company,” and “Inotiv”) comprise a leading contract research organization specializing in nonclinical and analytical drug discovery and development services. The Company also manufactures scientific instruments for life sciences research, which it sells with related software for use by pharmaceutical companies, universities, government research centers and medical research institutions. On November 5, 2021, the Company completed the acquisition of Envigo RMS Holding Corp. (“Envigo acquisition”) by merger of a wholly owned subsidiary of the Company with and into Envigo. As a result of the Envigo transaction, the Company’s business now includes breeding, importing and selling research-quality animal models for use in laboratory tests, manufacturing and distributing standard and custom diets, distributing bedding and enrichment products, and providing other services associated with these products. With over 130 different species and strains, the Company is a global leader in the production and sale of some of the most widely used rodent research model strains, among other species. The Company maintains production and distribution facilities in the United States (“U.S.”), United Kingdom (“U.K.”), mainland Europe, and Israel. Basis of Presentation The Company has prepared the accompanying unaudited interim condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”), and therefore should be read in conjunction with the Company’s audited consolidated financial statements, and the notes thereto, included in the Company’s annual report on Form 10-K for the fiscal year ended September 30, 2021. In the opinion of management, the condensed consolidated financial statements for the three months ended December 31, 2021 and 2020 include all adjustments which are necessary for a fair presentation of the results of the interim periods and of the Company’s financial position at December 31, 2021. The results of operations for the three months ended December 31, 2021 may not be indicative of the results for the fiscal year ending September 30, 2022. The acquisition of Envigo was transformational to the Company’s underlying business. As a result, certain reclassifications have been made to prior periods in the unaudited condensed consolidated financial statements and accompanying notes to conform with current presentation, which more closely reflects management’s perspective of the business as it currently exists. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and judgements that may affect the reported amounts of assets, liabilities, revenues, and expenses, and related disclosures of contingent assets and liabilities. These include, but are not limited to, management estimates in the calculation and timing of revenue recognition, pension liabilities, deferred tax assets and liabilities and the related valuation allowance. Although estimates are based upon management’s best estimate using historical experience, current events, and actions, actual results could differ from those estimates. Changes in estimates are reflected in reported results in the period in which they become known. ​ Consolidation The accompanying condensed consolidated financial statements are unaudited and have been prepared by the Company, including all subsidiaries and a VIE it consolidates in accordance with GAAP. The Company consolidates a VIE, as a result of the Envigo acquisition. The VIE does not have a material impact to net assets or net income. The Company accounts for noncontrolling interests in accordance with Accounting Standard Codification (“ASC”) 810, “Consolidation” (“ASC 810”). ASC 810 requires companies with noncontrolling interests to disclose such interests as a portion of equity but separate from the Parent’s equity. The noncontrolling interests’ portion of net income (loss) is presented on the condensed consolidated statement of operations. Summary of Significant Accounting Policies The Company’s significant accounting policies are described in Note 2, “Summary of Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for fiscal year 2021. As a result of the Envigo acquisition, certain policies have been added or adjusted to reflect our combined business. Pension Costs As a result of the Envigo acquisition, the Company has a defined benefit pension plan for one of its U.K. subsidiaries. The projected benefit obligation and funded position of the defined benefit plan is estimated by actuaries and the Company recognizes the funded status of its defined benefit plan on its consolidated balance sheet and recognizes gains and losses. Prior service costs or credits that arise during the period are not recognized as components of net periodic benefit cost as a component of accumulated other comprehensive income (loss), net of tax. The Company measures plan assets and obligations as of the date of the Company’s year-end consolidated balance sheet; making assumptions to anticipate future events. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of the unfunded defined benefit plan obligation, among other items. Additional information about certain effects on net periodic benefit cost for the next fiscal year that arise from delayed recognition of the gains or losses, prior service costs or credits, and transition assets or obligations are disclosed in the notes to the consolidated financial statements (see Note 13 – Defined Benefit Plan). Comprehensive Income (Loss) Comprehensive income (loss) for the periods presented is comprised of consolidated net income (loss) plus the change in the cumulative translation adjustment equity account and the adjustments, net of tax, for the current year actuarial gains (losses) in connection with the Company’s defined benefit plan. Foreign Currencies Transactions in currencies other than the functional currency of each entity are recorded at the rates of exchange on the date of the transaction. Monetary assets and liabilities in currencies other than the functional currency are translated at the rates of exchange on the balance sheet date and the related transaction gains and losses are reported in the consolidated statements of operations, in Operating income. The Company records gains and losses from re-measuring intercompany loans separately in Foreign exchange gain (loss) in the consolidated statement of operations. The results of operations of subsidiaries whose functional currency is other than the U.S. dollar are translated into U.S. dollars at the average exchange rate, assets and liabilities are translated at period-end exchange rates, capital accounts are translated at historical exchange rates, and retained earnings are translated at the weighted average of historical rates. Translation adjustments are excluded from the determination of net income and are recorded as a separate component of equity within accumulated other comprehensive income (loss) in the consolidated financial statements.

EQUITY

EQUITY	3 Months Ended
	Dec. 31, 2021
EQUITY
EQUITY	2. EQUITY Common Stock Offering On April 23, 2021, we closed an underwritten public offering of 3,044,117 of our common shares, including 397,058 common shares sold pursuant to the full exercise by the underwriter of its option to purchase additional shares to cover over-allotments. All of the shares were sold at a price On November 4, 2021, the Company’s shareholders approved an amendment to the Company’s Second Amended and Restated Articles of Incorporation to increase the number of authorized Common Shares from 20,000,000 shares, consisting of 19,000,000 Common Shares and 1,000,000 Preferred Shares, to 75,000,000 shares, consisting of 74,000,000 Common Shares and 1,000,000 Preferred Shares. Approval of this matter by the Inotiv shareholders was a condition to the closing of the Envigo acquisition (described below). The amendment was effective on November 4, 2021. On November 4, 2021, the Company’s shareholders approved an amendment to the Company’s 2018 Equity Incentive Plan to increase the number of shares available for awards thereunder by 1,500,000 shares and to make certain corresponding changes to the plan. At December 31, 2021, 1,820,933 shares remained available for grants under the Equity Plan. Stock Issued in Connection with Acquisitions During the three months ended December 31, 2021, 8,374,138 common shares were issued in relation to acquisitions. See Note 10 for further discussion of consideration for each acquisition. Stock Based Compensation The Company expenses the estimated fair value of stock options over the vesting periods of the grants. The Company recognizes expense for awards subject to graded vesting using the straight-line attribution method. The Company adopted a change in accounting policy effective October 1, 2020 for forfeitures. Prior to October 1, 2020, stock-based compensation expense was reduced for estimated forfeitures, and if necessary, an adjustment was recognized in future periods if actual forfeitures differed from those estimates. The accounting change was made prospectively; therefore, stock-based compensation for equity grants subsequent to October 1, 2020, will not be reduced for estimated forfeitures as expense will be adjusted in the period that a forfeiture occurs. The Company believes that this accounting change will more accurately account for expense relating to forfeitures. The Company has assessed the cumulative effect of this change in accounting policy and has deemed the impact to be immaterial; therefore, an adjustment has not been recorded to beginning retained earnings. Stock based compensation expense for the three months ended December 30, 2021 and 2020, was $23,932 and $181, respectively. Of the $23,932 stock compensation expense, $23,014 relates to post-combination expense recognized in connection with the Envigo transaction (see Note 10 – Business Combinations), which is inclusive of $4,772 of cash.

LOSS PER SHARE

LOSS PER SHARE	3 Months Ended
	Dec. 31, 2021
LOSS PER SHARE
LOSS PER SHARE	3. LOSS PER SHARE The Company computes basic income (loss) per share using the weighted average number of common shares outstanding. The Company computes diluted earnings per share using the if-converted method for preferred shares, if any, and the treasury stock method for stock options, respectively. As of December 31, 2021, the Company only had dilutive potential common shares, which related to shares issuable upon exercise of options. Shares issuable upon exercise of 1,654,270 options were not considered in computing diluted income (loss) per share for the three months ended December 31, 2021 because they were anti-dilutive. Additionally, there are 3,040,268 shares issuable upon conversion in connection with the convertible debt entered into on September 27, 2021. The Company computes diluted earnings per share using the if-converted method for the shares issuable in connection with the convertible debt. These shares were not considered in computing diluted (loss) per share for the three months ended December 31, 2021 because they were anti-dilutive. Shares issuable upon exercise of 704,340 options and 12 common shares issuable upon conversion of preferred shares were not considered in computing diluted (loss) per share for the three months ended December 31, 2020 because they were anti-dilutive. The following table reconciles the computation of basic net loss per share to diluted loss per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ ​ 2021 2020 Basic and diluted net income (loss) per share: ​ ​ ​ Net loss applicable to common shareholders ​ $ (83,047) ​ $ (366) ​ Weighted average common shares outstanding ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ 21,124 ​ ​ 11,016 ​ Diluted ​ 21,124 ​ 11,016 ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net loss per share ​ $ (3.93) ​ $ (0.03) ​ Diluted net loss per share ​ $ (3.93) ​ $ (0.03) ​ ​

OTHER OPERATING EXPENSE

OTHER OPERATING EXPENSE	3 Months Ended
	Dec. 31, 2021
OTHER OPERATING EXPENSE
OTHER OPERATING EXPENSE	4. OTHER OPERATING EXPENSE Other operating expense consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ 2021 2020 Acquisition costs ​ $ 7,977 ​ $ — Startup costs ​ ​ 957 ​ ​ 160 Remediation costs ​ ​ 439 ​ ​ — Integration costs ​ ​ 831 ​ ​ — Other costs ​ ​ 362 ​ ​ 36 Acquisition-related stock compensation costs ​ ​ 23,014 ​ ​ — ​ ​ $ 33,580 ​ $ 196 ​ ​ ​ ​ ​ ​ ​ ​

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Dec. 31, 2021
SEGMENT INFORMATION
SEGMENT INFORMATION	5. SEGMENT INFORMATION Due to the Envigo acquisition, the Company reports its results in two reportable segments – Discovery and Safety Assessment (DSA) and Research Models and Services (RMS). ​ The DSA segment provides preclinical research services on a contract basis directly to biopharma and pharmaceutical companies as well as certain research products. Preclinical research services include screening and pharmacological testing, nonclinical safety testing, formulation development, regulatory compliance and quality control testing, which are services required to take a drug through the early development process including discovery services, which are non-regulated services to assist clients with the identification, screening, and selection of a lead compound for drug development, and regulated and non-regulated (GLP and non-GLP) safety assessment services. Research products provides liquid chromatography, electrochemical and physiological monitoring products to pharmaceutical companies, universities, government research centers and medical research institutions. ​ The Company’s RMS reportable segment includes the research models, research model services and Teklad diet, bedding and enrichment businesses (Teklad). Research models include the commercial production and sale of small research models and large research models and the production and sale of certain biological products. Research model services include: Genetically Engineered Models and Services (GEMS), which performs contract breeding and other services associated with genetically engineered models; client-owned animal colony care; and health monitoring and diagnostics services related to research models. Teklad includes standard, custom and medicated diets as well as bedding and environmental enrichment products, which enhance the welfare of research animals. ​ During the three months ended December 31, 2021, the RMS segment reported intersegment revenue of $320 from the DSA segment. The following table presents revenue and other financial information by reportable segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ ​ 2021 2020 Revenue ​ ​ ​ ​ ​ ​ ​ DSA ​ $ 32,825 ​ $ 17,885 ​ RMS ​ 51,386 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Income (Loss) ​ ​ ​ ​ ​ ​ ​ DSA ​ $ 6,042 ​ $ 3,277 ​ RMS ​ ​ 80 ​ ​ — ​ Unallocated Corporate ​ (39,763) ​ (3,263) ​ ​ ​ $ (33,641) ​ $ 14 ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ (4,828) ​ ​ (347) ​ Other expense ​ ​ (57,727) ​ ​ — ​ Loss before income taxes ​ $ (96,196) ​ $ (333) ​ ​ ​ Total assets by reporting segment is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 DSA ​ $ 208,886 ​ $ 321,856 RMS ​ ​ 795,001 ​ ​ — ​ ​ $ 1,003,887 ​ $ 321,856 ​ Revenue by geographic area is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ ​ 2021 2020 ​ United States ​ $ 71,142 ​ $ 17,885 ​ Netherlands ​ ​ 6,536 ​ ​ — ​ Other ​ ​ 6,533 ​ ​ — ​ ​ ​ $ 84,211 ​ $ 17,885 ​ ​

INCOME TAXES

INCOME TAXES	3 Months Ended
	Dec. 31, 2021
INCOME TAXES
INCOME TAXES	6. INCOME TAXES The Company uses the asset and liability method of accounting for income taxes. The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. The Company measures deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company recognizes the effect on deferred tax assets and liabilities of a change in tax rates in income in the period that includes the enactment date. The Company records valuation allowances based on a determination of the expected realization of tax assets. The difference between the enacted federal statutory rate of 21% and the Company’s effective rate of 13.3% for the three months ended December 31, 2021 is primarily related to deferred tax liabilities established as part of the acquisition of Envigo, which resulted in a release of valuation allowance, as well as, the impact on tax expense of certain book to tax differences on the deductibility of certain transaction costs and non-deductibility of the loss on fair value remeasurement of the embedded derivative component of the convertible notes. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not to be sustained upon examination based on the technical merits of the position. The Company measures the amount of the accrual for which an exposure exists as the largest amount of benefit determined on a cumulative probability basis that it believes is more likely than not to be realized upon settlement of the position. At December 31, 2021 and September 30, 2021, the Company had no liability for uncertain income tax positions. The Company records interest and penalties accrued in relation to uncertain income tax positions as a component of income tax expense. Any changes in the liability for uncertain tax positions would impact the effective tax rate. The Company does not expect the total amount of unrecognized tax benefits to significantly change in the next twelve months. The Company is subject to income taxes in the U.S. federal jurisdiction, and the various states and local jurisdictions in which it operates. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. In the normal course of business, the Company is subject to examination by the federal, state, local and foreign taxing authorities. State and other income tax returns are generally subject to examination for a period of three On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferral of the employer portion of social security payments (FICA deferral), and expanded income tax net operating loss carryback provisions. As of December 31, 2021, the Company has a FICA deferral of approximately $916 related to the Envigo acquisition. During the three months ended December 31, 2021, the Company paid $916, and the remaining amount of $916 is due on December 31, 2022. On December 27, 2020, the U.S. enacted the Consolidated Appropriations Act of 2021 (“CAA”) which extended and expanded certain tax relief measures created by the CARES Act, including, but not limited to, (1) second round of Payroll Protection Program loans, and (2) the Employer Retention Credit for 2021. ​

DEBT

DEBT	3 Months Ended
	Dec. 31, 2021
DEBT
DEBT	Credit Facility On November 5, 2021, the Company, certain of subsidiaries of the Company (the “Subsidiary Guarantors”), the lenders party thereto, and Jefferies Finance LLC, as administrative agent, entered into a Credit Agreement (the “Credit Agreement”). The Credit Agreement provides for a term loan facility in the original principal amount of $165,000, a delayed draw term loan facility in the original principal amount of $35,000 (available to be drawn up to 18 months from the date of the Credit Agreement), and a revolving loan facility in the original principal amount of $15,000. In addition, the Credit Agreement provides for an aggregate combined increase of the revolving loan facility and the term loan facility of up to $35,000, which amount will be available to be drawn once the delayed draw term loan facility is no longer available. On November 5, 2021, the Company borrowed the full amount of the term loan facility, but did not borrow any amounts on the delayed draw term loan facility or the revolving loan facility. The Company may elect to borrow on each of the loan facilities at either an adjusted LIBOR rate of interest or an adjusted prime rate of interest. Adjusted LIBOR rate loans shall accrue interest at an annual rate equal to the LIBOR rate plus a margin of between 6.00% and 6.50%, depending on the Company’s then current Secured Leverage Ratio (as defined in the Credit Agreement). The LIBOR rate must be a minimum of 1%. The initial adjusted LIBOR rate of interest is the LIBOR rate plus 6.25%. Adjusted prime rate loans shall accrue interest at an annual rate equal to the prime rate plus a margin of between 5.00% and 5.50%, depending on the Company’s then current Secured Leverage Ratio. The initial adjusted prime rate of interest is the prime rate plus 5.25%. Actual interest accrued at 7.25% through December 31, 2021. The Company must pay (i) a fee based on a percentage per annum equal to 0.50% on the average daily undrawn portion of the commitments in respect of the revolving loan facility and (ii) a fee based on a percentage per annum equal to 1.00% on the average daily undrawn portion of the commitments in respect of the delayed drawn loan facility. In each case, such fee shall be paid quarterly in arrears. Each of the term loan facility and delayed draw term loan facility require annual principal payments in an amount equal to 1.0% of their respective original principal amounts. The Company shall also repay the term loans on an annual basis in an amount equal to a percentage of its Excess Cash Flow (as defined in the Credit Agreement), which percentage will be determined by its then current Secured Leverage Ratio. Each of the loan facilities may be repaid at any time with premium or penalty. The Company is required to maintain an initial Secured Leverage Ratio (as defined in the Credit Agreement) of not more than 4.25 to 1.00. The maximum permitted Secured Leverage Ratio shall reduce to 3.00 to 1.00 beginning with the Company’s fiscal quarter ending March 31, 2025. The Company is required to maintain a minimum Fixed Charge Coverage Ratio (as defined in the Credit Agreement), which ratio shall be 1.00 to 1.00 during the first year of the Credit Agreement and shall be 1.10 to 1.00 from and after the Credit Agreement’s first anniversary. Each of the loan facilities is secured by all assets (other than certain excluded assets) of the Company and each of the Subsidiary Guarantors. Repayment of each of the loan facilities is guaranteed by each of the Subsidiary Guarantors. Utilizing proceeds from the Credit Agreement on November 5, 2021, the Company repaid all indebtedness and terminated the credit agreement related to the First Internet Bank of Indiana (“FIB”) credit facility as described in Note 10 and recognized $877 loss on debt extinguishment. Long term debt as of December 31, 2021 and September 30, 2021 is detailed in the table below. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of: ​ December 31, 2021 September 30, 2021 FIB Term Loans ​ $ — ​ $ 36,185 Seller Note – Bolder BioPath ​ 1,455 ​ 1,500 Seller Note – Smithers Avanza ​ 175 ​ 280 Seller Note – Preclinical Research Services ​ ​ 667 ​ ​ 685 Seller Note – Plato BioPharma ​ ​ 3,000 ​ ​ — EIDL Loan ​ ​ 141 ​ ​ — Convertible Senior Notes ​ ​ 101,062 ​ ​ 131,673 Senior Term Loan ​ ​ 165,000 ​ ​ — ​ ​ 271,500 ​ 170,323 Less: Current portion ​ (5,223) ​ (9,656) Less: Debt issue costs not amortized ​ (10,882) ​ (6,458) Total Long-term debt ​ $ 255,395 ​ $ 154,209 ​ Acquisition-related Debt In addition to the indebtedness under the Credit Agreement, certain of the Company’s subsidiaries have issued unsecured notes as partial payment of the purchase prices of certain acquisitions as described herein. Each of these notes is subordinated to the indebtedness under the Credit Agreement. As part of the acquisition of Plato BioPharma, which is a part of the Company’s Inotiv Boulder subsidiary, Inotiv Boulder, LLC, issued unsecured subordinated promissory notes payable to the former shareholders of Plato BioPharma in an aggregate principal amount of $3,000. The promissory notes bear interest at a rate of 4.5% per annum, with monthly payments of principal and interest and a maturity date of June 1, 2023. ​ Convertible Senior Notes ​ On September 27, 2021, the Company issued $140,000 principal amount of its 3.25% Convertible Senior Notes due 2027. The Notes were issued pursuant to, and are governed by, an indenture, dated as of September 27, 2021, among the Company, the BAS Evansville, as guarantor, and U.S. Bank National Association, as trustee. Pursuant to the purchase agreement between the Company and the initial purchaser of the Notes, the Company granted the initial purchaser an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes were first issued, up to an additional $15,000 principal amount of Notes. The Notes issued on September 27, 2021 include $15,000 principal amount of Notes issued pursuant to the full exercise by the initial purchaser of such option. The Company used the net proceeds from the offering of Notes, together with borrowings under a new senior secured term loan facility, to fund the cash portion of the purchase price of the Envigo Acquisition and related fees and expenses, as described in Note 16. ​ The Notes are the Company’s senior, unsecured obligations and are (i) equal in right of payment with the Company’s existing and future senior, unsecured indebtedness; (ii) senior in right of payment to the Company’s existing and future indebtedness that is expressly subordinated to the Notes; (iii) effectively subordinated to the Company’s existing and future secured indebtedness, to the extent of the value of the collateral securing that indebtedness; and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s non-guarantor subsidiaries. The Notes are fully and unconditionally guaranteed, on a senior, unsecured basis, by BAS Evansville (the “Guarantor”). ​ The Notes accrue interest at a rate of 3.25% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, beginning on April 15, 2022. The Notes will mature on October 15, 2027, unless earlier repurchased, redeemed or converted. Before April 15, 2027, noteholders have the right to convert their Notes only upon the occurrence of certain events. From and after April 15, 2027, noteholders may convert their Notes at any time at their election until the close of business on the scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivering, as applicable, cash, its common shares or a combination of cash and its common shares, at the Company’s election. The initial conversion rate is 1.7162 common shares per $1,000 principal amount of Notes, which represents an initial conversion price of approximately $46.05 per common share. The conversion rate and conversion price are subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. ​ The Notes are redeemable, in whole and not in part, at the Company’s option at any time on or after October 15, 2024 and on or before the 40th scheduled trading day immediately before the maturity date, but only if the last reported sale price per common share of the Company exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. The redemption price is a cash amount equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, calling the Notes for redemption pursuant to the provisions described in this paragraph will constitute a Make-Whole Fundamental Change, which will result in an increase to the conversion rate in certain circumstances for a specified period of time. ​ If certain corporate events that constitute a “Fundamental Change” (as defined in the Indenture) occur, then noteholders may require the Company to repurchase their Notes at a cash repurchase price equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s common shares. ​ The Notes have customary provisions relating to the occurrence of “Events of Default” (as defined in the Indenture), which include the following: (i) certain payment defaults on the Notes (which, in the case of a default in the payment of interest on the Notes, are subject to a 30-day ​ If an Event of Default involving bankruptcy, insolvency or reorganization events with respect to the Company or the Guarantor (and not solely with respect to a significant subsidiary of the Company or the Guarantor) occurs, then the principal amount of, and all accrued and unpaid interest on, all of the Notes then outstanding will immediately become due and payable without any further action or notice by any person. If any other Event of Default occurs and is continuing, then, the Trustee, by notice to the Company, or noteholders of at least 25% of the aggregate principal amount of Notes then outstanding, by notice to the Company and the Trustee, may declare the principal amount of, and all accrued and unpaid interest on, all of the Notes then outstanding to become due and payable immediately. However, notwithstanding the foregoing, the Company may elect, at its option, that the sole remedy for an Event of Default relating to certain failures by the Company to comply with certain reporting covenants in the Indenture consists exclusively of the right of the noteholders to receive special interest on the Notes for up to 180 days at a specified rate per annum not exceeding 0.50% on the principal amount of the Notes. ​ In accordance with ASC 815, at issuance, the Company evaluated the convertible feature of the Notes and determined it was required to be bifurcated as an embedded derivative and did not qualify for equity classification. The convertible feature of the Notes is subject to fair value remeasurement as of each balance sheet date or until it meets equity classification requirements and is valued utilizing level three inputs as described below. The discount resulting from the initial fair value of the embedded derivative will be amortized to interest expense using the effective interest method. Non-cash interest expense during the period primarily related to this discount. ​ In the first quarter of 2022, the Company early adopted Accounting Standards Update (“ASU”) ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06)”. The update simplifies the accounting for convertible debt instruments and convertible preferred stock by reducing the number of accounting models and limiting the number of embedded conversion features separately recognized from the primary contract. As a result of the approval for the increase in authorized shares on November 4, 2021 (See Note 2 – Equity), the convertible note conversion rights met all equity classification criteria in ASC 815. As a result, the derivative liability was remeasured as of November 4, 2021 and reclassified out of long-term liabilities and into additional paid-in capital. ​ Based upon the above, the Company remeasured the fair value of the embedded derivative as of November 4, 2021 which resulted in a fair value measurement of $88,576 and a loss on remeasurement included in other income (loss) for the three-months ended December 31, 2021 of $56,714. The embedded derivative liability of $88,576 was then reclassified to additional paid-in capital in accordance with ASC 815. ​ In connection with the evaluation at November 4, 2021, the Company rechallenged its analysis of the initial allocation of value between the embedded derivative and debt component of the convertible debt included in long-term liabilities at September 30, 2021. This resulted in a change in the allocation of the underlying long-term debt from $76,716 to $99,776 and the allocation of the conversion feature from $54,922 to $31,862. These changes did not result in any change to long-term liabilities or any material changes to net income as of September 30, 2021. ​ Fair Value ​ The provisions of the Fair Value Measurements and Disclosure Topic defines fair value, establishes a consistent framework for measuring fair value and provides the disclosure requirements about fair value measurements. This Topic also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s judgment about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the inputs as follows: ​ ● Level 1 – Valuations based on quoted prices for identical assets or liabilities in active markets that the Company has the ability to access. ● Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. ● Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. ​ The embedded conversion feature of the convertible senior notes is subject to fair value measurement on a recurring basis as they include unobservable and significant inputs in determining the fair value. The Company utilized a single factor trinomial lattice model to determine the related fair value of the embedded derivative convertible feature of the notes at November 4, 2021, and the inputs used included a volatility of 40.0%, a bond yield assumption of 10.44% and a remaining maturity period of 5.95 years. ​ Former Credit Agreement ​ On October 4, 2021, the Company entered into a Third Amendment to Amended and Restated Credit Agreement, which amended the Amended and Restated Credit Agreement between the Company and First Internet Bank of Indiana (“FIB”), as amended. Pursuant to the Amendment, FIB consented to the acquisition by the Company of Plato by merger of Plato with a wholly owned subsidiary of the Company and the subsequent merger of the surviving corporation of that merger with another wholly owned subsidiary of the Company. In addition, the Amendment amended the Credit Agreement to (i) add the promissory notes to be issued to former Plato shareholders in the Plato Acquisition as permitted indebtedness, which notes will be issued by the surviving company, guaranteed by the Company and subordinated in favor of the Lender, and (ii) add references to the Plato Acquisition to certain provisions of the Credit Agreement relating to subordination agreements, representations and warranties, and certain covenants to permit the Plato Acquisition to occur. The Amendment includes agreements by the Company to obtain certain landlord waivers within 30 days of the closing of the Plato Acquisition and to deliver to the Lender signed subordination agreements. The Company consummated the Envigo Acquisition and repaid all of its obligations under the FIB Credit Facility in November 2021, as described in Note 10.

SUPPLEMENTAL BALANCE SHEET INFO

SUPPLEMENTAL BALANCE SHEET INFORMATION	3 Months Ended
	Dec. 31, 2021
SUPPLEMENTAL BALANCE SHEET INFORMATION
SUPPLEMENTAL BALANCE SHEET INFORMATION	8. SUPPLEMENTAL BALANCE SHEET INFORMATION Trade receivables and contract assets, net consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Trade receivables ​ $ 66,771 ​ $ 21,402 Unbilled revenue ​ 8,246 ​ 7,630 Total ​ ​ 75,017 ​ ​ 29,032 Less: Allowance for doubtful accounts ​ (3,068) ​ (668) Trade receivables and contract assets, net of allowances for doubtful accounts ​ $ 71,949 ​ $ 28,364 ​ Inventories, net consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ ​ 2021 2021 Raw materials ​ $ 1,455 ​ $ 513 ​ Work in progress ​ 114 ​ 37 ​ Finished goods ​ 4,456 ​ 192 ​ Animal Inventory ​ ​ 33,682 ​ ​ — ​ Total ​ ​ 39,707 ​ ​ 742 ​ Less: Obsolescence reserve ​ (3,641) ​ (140) ​ Inventories, net ​ $ 36,066 ​ $ 602 ​ ​ Prepaid expenses and other current assets consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Advances to suppliers ​ $ 10,319 ​ $ — Income tax receivable ​ 2,851 ​ — Other ​ ​ 8,245 ​ ​ 1,198 Prepaid research models ​ ​ 1,975 ​ ​ 1,931 Prepaid expenses and other current assets ​ $ 23,390 ​ $ 3,129 ​ The composition of other assets is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Long-term advances to suppliers ​ $ 2,144 ​ $ — Security deposits and guarantees ​ ​ 2,511 ​ ​ 51 Finance lease right-of-use assets, net ​ ​ 54 ​ ​ 60 Other ​ 685 ​ 230 Other assets ​ $ 5,394 ​ $ 341 ​ Accrued expenses consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Accrued compensation ​ $ 11,030 ​ $ 3,528 Non-income taxes ​ ​ 1,888 ​ ​ 18 Accrued interest ​ ​ 2,339 ​ ​ 169 Current portion of long-term finance lease ​ ​ 22 ​ ​ 24 Other ​ 8,072 ​ 4,887 Current portion of contingent liability ​ ​ 167 ​ ​ 167 Consideration payable ​ ​ — ​ ​ 175 Accrued expenses and other liabilities ​ $ 23,518 ​ $ 8,968 ​ The composition of fees invoiced in advance is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ ​ 2021 2021 Customer deposits ​ $ 12,511 ​ $ — ​ Deferred revenue ​ ​ 32,014 ​ ​ 26,614 ​ Fees invoiced in advance ​ $ 44,525 ​ $ 26,614 ​ ​ Other liabilities consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Long-term customer deposits ​ $ 1,161 ​ $ — Accrued pension liability ​ ​ 865 ​ ​ — Long-term finance leases ​ ​ 35 ​ ​ 39 Other ​ ​ 762 ​ ​ — Long-term portion of contingent liability ​ ​ 473 ​ ​ 473 Other liabilities ​ $ 3,296 ​ $ 512 ​

NEW ACCOUNTING PRONOUNCEMENTS

NEW ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Dec. 31, 2021
NEW ACCOUNTING PRONOUNCEMENTS.
NEW ACCOUNTING PRONOUNCEMENTS	9. NEW ACCOUNTING PRONOUNCEMENTS In the first quarter of 2022, the Company early adopted Accounting Standards Update (“ASU”) ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06)”. The update simplifies the accounting for convertible debt instruments and convertible preferred stock by reducing the number of accounting models and limiting the number of embedded conversion features separately recognized from the primary contract. The guidance also includes targeted improvements to the disclosures for convertible instruments and earnings per share. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020.

BUSINESS COMBINATIONS

BUSINESS COMBINATIONS	3 Months Ended
	Dec. 31, 2021
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS	10. BUSINESS COMBINATIONS ​ The Company accounts for acquisitions in accordance with guidance found in ASC 805, Business Combinations. The guidance requires consideration given, including contingent consideration, assets acquired, and liabilities assumed to be valued at their fair market values at the acquisition date. The guidance further provides that: (1) in-process research and development will be recorded at fair value as an indefinite-lived intangible asset; (2) acquisition costs will generally be expensed as incurred, (3) restructuring costs associated with a business combination will generally be expensed subsequent to the acquisition date; and (4) changes in deferred tax asset valuation allowances and income tax uncertainties after the acquisition date generally will affect income tax expense. ASC 805 requires that any excess of purchase price over fair value of assets acquired, including identifiable intangibles and liabilities assumed, be recognized as goodwill. HistoTox Labs acquisition Overview On April 30, 2021, the Company completed the acquisition of substantially all of the assets of HistoTox Labs, Inc. (“HistoTox Labs”). HistoTox Labs is a provider of services in connection with non-clinical consulting, laboratory and strategic support services and products related to routine and specialized histology, immunohistology, histopathology and image analysis/digital pathology. Consideration for the HistoTox Labs Acquisition consisted of $22,389 in cash, including $68 payable in net working capital adjustments. HistoTox Labs, Bolder BioPATH and Plato BioPharma (discussed below) were combined into one business unit and recorded combined revenues of $9,316 and combined net income of $1,830 for the three month periods ending December 31, 2021. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of property and equipment, intangible assets, income taxes, goodwill, among other items. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but no later than one year after the acquisition date. Finalization of the valuation during the measurement period could result in a change in the amounts recorded for the acquisition date fair value. This business is reported as part of our DSA reportable segment. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Accounts receivable ​ ​ 982 Unbilled revenues ​ ​ 337 Operating lease ROU asset ​ ​ 2,239 Property and equipment ​ 4,021 Intangible assets ​ ​ 8,500 Other Assets ​ ​ 25 Goodwill ​ ​ 9,129 Accounts payable ​ ​ (132) Accrued expenses ​ ​ (266) Customer advances ​ ​ (207) Operating lease liability ​ (2,239) ​ ​ $ 22,389 ​ Property and equipment is mostly composed of equipment (including lab equipment, furniture and fixtures, and computer equipment). The fair value of property and equipment was determined using a combination of cost and market-based methodologies. The fair value of property and equipment as of December 31, 2021 is based on preliminary assumptions which are subject to change as we complete our valuation procedures. Intangible assets primarily relate to customer relationships and a non-compete agreement. The acquired definite-lived intangible assets are being amortized over a weighted-average estimated useful life of approximately 8 years for customer relationships and 5 years for the non-compete agreement on a straight-line basis. The estimated fair values of identifiable intangible assets were determined using the "income approach," which is a valuation technique that provides an estimate of the fair value of an asset based on market participant expectations of the cash flows an asset would generate over its remaining useful life. Some of the significant assumptions inherent in the development of these asset valuations include the estimated net cash flows for each year for each asset or product (including revenues, cost of services, marketing, selling and administrative expenses, and contributory asset charges), the appropriate discount rate necessary to measure the risk inherent in each future cash flow stream, the life cycle of each asset, the potential regulatory and commercial success risk, and competitive trends impacting the asset and each cash flow stream, as well as other factors. The fair value of intangible assets as of December 31, 2021 is based on preliminary assumptions which are subject to change as we complete our valuation procedures. Goodwill, which is derived from the enhanced scientific expertise, expanded client base and our ability to provide broader service solutions through a comprehensive portfolio, is recorded based on the amount by which the purchase price exceeds the fair value of the net assets acquired and is deductible for tax purposes. Goodwill from this transaction is allocated to the Company’s DSA reportable segment. Bolder BioPATH acquisition Overview On May 3, 2021, the Company completed the acquisition of Bolder BioPATH in a merger of Bolder BioPATH with a wholly owned subsidiary of the Company. Bolder BioPATH is a provider of services specializing in in vivo models of rheumatoid arthritis, osteoarthritis, and inflammatory bowel disease as well as other autoimmune and inflammation models. Consideration for the Bolder BioPATH acquisition consisted of (i) $17,530 in cash, including net working capital adjustment receivable of approximately $970 and inclusive of $1,250 being held in escrow for purposes of securing any amounts payable by the selling parties on account of indemnification obligations, purchase price adjustments, and other amounts payable under the merger agreement, (ii) 1,588,235 of the Company’s common shares valued at $34,452 using the closing price of the Company’s common shares on May 3, 2021 and (iii) unsecured subordinated promissory notes payable to the former shareholders of Bolder BioPATH in an aggregate principal amount of $1,500. The promissory notes bear interest at a rate of 4.5% per annum, with monthly payments of principal and interest and a maturity date of May 1, 2026. In accordance with ASC 805-740, the Company established a deferred tax liability with an offset to goodwill in connection with the accounting for the opening balance sheet of the Bolder BioPATH acquisition as a result of book-to-tax differences primarily related to the customer relationship intangible and property and equipment. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of property and equipment, intangible assets, income taxes and goodwill, among other items. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but no later than one year after the acquisition date. Finalization of the valuation during the measurement period could result in a change in the amounts recorded for the acquisition date fair value. This business is reported as part of our DSA reportable segment. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Accounts receivable ​ ​ 2,258 Unbilled revenues ​ ​ 1,798 Prepaid expenses ​ 6 Operating lease ROU asset ​ ​ 2,750 Property and equipment ​ 6,609 Intangible asset ​ ​ 12,500 Other assets ​ ​ 70 Goodwill ​ ​ 36,223 Accounts payable ​ ​ (159) Accrued expenses ​ (294) Deferred revenue ​ ​ (662) Deferred tax liability ​ ​ (4,867) Operating lease liability ​ (2,750) ​ ​ $ 53,482 ​ Property and equipment is mostly composed of equipment (including lab equipment, furniture and fixtures, and computer equipment). The fair value of property and equipment was determined using a combination of cost and market-based methodologies. The fair value of intangible assets as of December 31, 2021 is based on preliminary assumptions which are subject to change as we complete our valuation procedures. Intangible assets primarily relate to customer relationships. The acquired definite-lived intangible assets are being amortized over a weighted-average estimated useful life of approximately 8 years on a straight-line basis. The estimated fair values of identifiable intangible assets were determined using the "income approach," which is a valuation technique that provides an estimate of the fair value of an asset based on market participant expectations of the cash flows an asset would generate over its remaining useful life. Some of the significant assumptions inherent in the development of these asset valuations include the estimated net cash flows for each year for each asset or product (including revenues, cost of services, marketing, selling and administrative expenses, and contributory asset charges), the appropriate discount rate necessary to measure the risk inherent in each future cash flow stream, the life cycle of each asset, the potential regulatory and commercial success risk, and competitive trends impacting the asset and each cash flow stream, as well as other factors. The fair value of intangible assets as of December 31, 2021 is based on preliminary assumptions which are subject to change as we complete our valuation procedures. Goodwill, which is derived from the enhanced scientific expertise, expanded client base and our ability to provide broader service solutions through a comprehensive portfolio, is recorded based on the amount by which the purchase price exceeds the fair value of the net assets acquired and none is deductible for tax purposes. Goodwill from this transaction is allocated to the Company’s DSA reportable segment. Gateway acquisition Overview On August 2, 2021, the Company completed the acquisition of Gateway Pharmacology Laboratories LLC (“Gateway Laboratories”) to further expand its drug metabolism and pharmacokinetics technology and capability as well as expand service offerings to include in vitro solutions in pharmacology and toxicology early in drug discovery. Consideration for the Gateway Laboratories acquisition consisted of (i) $1,671 in cash, including working capital and subject to customary purchase price adjustments, and (ii) 45,323 of the Company’s common shares valued at $1,182 using the closing price of the Company’s common shares on August 2, 2021. This business is reported as part of our DSA reportable segment. In accordance with ASC 805-740, the Company established a deferred tax liability with an offset to goodwill in connection with the accounting for the opening balance sheet of the Gateway Laboratories acquisition as a result of book-to-tax differences primarily related to the customer relationship intangible and property and equipment. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of property and equipment, intangible assets, income taxes, and goodwill, among other items. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but no later than one year after the acquisition date. Finalization of the valuation during the measurement period could result in a change in the amounts recorded for the acquisition date fair value. Goodwill, which is derived from the enhanced scientific expertise, expanded client base and the Company’s ability to provide broader service solutions through a comprehensive portfolio, is recorded based on the amount by which the purchase price exceeds the fair value of the net assets acquired and none is deductible for tax purposes. Goodwill from this transaction is allocated to the Company’s DSA reportable segment. ​ The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Accounts receivable ​ ​ 422 Operating lease ROU asset ​ ​ 120 Property and equipment ​ 359 Intangible asset ​ ​ 100 Other assets ​ ​ 9 Goodwill ​ 2,207 Accounts payable ​ ​ (54) Accrued expenses ​ ​ (72) Deferred tax liability ​ ​ (118) Operating lease liability ​ (120) ​ ​ $ 2,853 ​ BioReliance acquisition Overview On July 9, 2021, the Company completed the acquisition of certain assets of BioReliance Corporation (“BioReliance”) to further expand its service offerings to include in genetic toxicology services. The assets acquired consisted of fixed assets and an intangible asset related to customer relationships. The Company accounted for the transaction as a business combination as it was determined that the transaction included inputs and substantive processes capable of producing outputs which constitute a business. Consideration for the BioReliance acquisition consisted of (i) $175 in cash and (ii) 10% of net sales through December 2023 derived from the provision by the Company of services comprising the business to existing customers related to the intangible asset acquired. The Company estimated the fair value of 10% of net sales and recorded a contingent consideration liability of $640 in the consolidated balance sheets for the year ended September 30, 2021. The $175 consideration payable was included in accrued expenses in the consolidated balance sheets for the year ended September 30, 2021 and subsequently paid in the first quarter of fiscal 2022. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of property and equipment and intangible assets. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but no later than one year after the acquisition date. Finalization of the valuation during the measurement period could result in a change in the amounts recorded for the acquisition date fair value. This business is reported as part of our DSA reportable segment. ​ The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Property and equipment ​ ​ 175 Intangible asset ​ 640 ​ ​ $ 815 ​ As of December 31, 2021, the Company had approximately $640 of contingent consideration related to the BioReliance acquisition that is subject to fair value measurement on a recurring basis as it includes unobservable and significant inputs in the determination of the fair value. The fair value of the contingent consideration related to BioReliance was estimated using a discounted cash flow analysis and level 3 inputs including projections representative of a market participant view for net sales through December 2023 and an estimated discount rate. The amount to be paid is calculated as a percentage of net sales as described above. Plato BioPharma acquisition Overview On October 4, 2021, the Company completed the acquisition of Plato BioPharma, Inc. (“Plato”) to expand its market reach in early-stage drug discovery. Consideration for the Plato acquisition consisted of (i) $10,462 in cash, including working capital and subject to customary purchase price adjustments, (ii) 57,587 of the Company’s common shares valued at $1,776 using the closing price of the Company’s common shares on October 4, 2021 and (iii) a $3,000 seller note. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of property and equipment, intangible assets, income taxes, goodwill and net working capital among other items. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but ​ The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Cash ​ ​ 1,027 Accounts receivable ​ ​ 842 Property and equipment ​ ​ 1,148 Operating lease ROU asset ​ ​ 2,582 Intangible asset ​ ​ 5,100 Goodwill ​ ​ 8,898 Operating lease liability ​ ​ (2,566) Other liabilities, net ​ ​ (242) Deferred tax liability ​ (1,551) ​ ​ $ 15,238 ​ Envigo RMS Holding Corp acquisition Overview On November 5, 2021, the Company completed the acquisition of Envigo RMS Holding Corp. (“Envigo”) by merger of a wholly owned subsidiary of the Company with and into Envigo to expand its market reach in early-stage drug discovery. The aggregate consideration paid to the holders of outstanding capital stock in Envigo in the merger consisted of cash of $218,205, including adjustments for net working capital, and 8,245,918 of the Company’s common shares valued at $439,590 using the opening price of the Company’s common shares on November 5, 2021. In addition, the Company assumed certain outstanding Envigo stock options, including both vested and unvested options, that were converted in the right to purchase 790,620 Company common shares at an exercise price of $9.93 per share. The stock options were valued at $44.80 per option utilizing a Black-Scholes option valuation model with the inputs below. The total value of options issued of $35,418, of which $18,242 was excluded from the purchase price as those options were determined to be post-combination expense. The previously vested stock options are reflected as purchase consideration of approximately $17,176. ​ ​ ​ ​ ​ Stock price ​ ​ 53.31 Strike price ​ ​ 9.93 Volatility ​ ​ 75.93% Expected term ​ ​ 3.05 Risk-free rate ​ ​ 0.62% ​ The Company recognized transaction costs related to the acquisition of Envigo of $8,491 for the three months ended December 31, 2021. These costs were associated with legal and professional services related to the acquisition and are reflected within other operating expenses in the Company’s consolidated statement of operations. ​ The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of property and equipment, inventory, intangible assets, income taxes, goodwill, and the finalization of net working capital, among other items. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but ​ The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Cash ​ ​ 3,287 Trade receivables and contract assets ​ ​ 44,734 Inventory ​ ​ 35,739 Prepaid expenses and other current assets ​ ​ 18,758 Operating lease right-of-use assets, net ​ ​ 7,231 Property and equipment ​ ​ 80,712 Other assets ​ ​ 9,078 Intangible asset ​ ​ 184,000 Goodwill ​ ​ 390,037 Accounts payable ​ ​ (17,743) Fees invoiced in advance ​ ​ (7,283) Current portion on long-term operating lease ​ ​ (2,600) Accrued expenses and other liabilities ​ (25,884) Long-term operating leases, net ​ ​ (4,631) Long-term deferred tax liabilities ​ ​ (41,379) Non-controlling interest ​ ​ 915 ​ ​ $ 674,971 ​ Robinson Services, Inc. acquisition Overview On December 29, 2021, the Company completed the acquisition of the rabbit breeding and supply business of Robinson Services, Inc. (“RSI”). The acquisition is another step in Inotiv’s strategic plan for building its RMS business and will be reported in the RMS reporting segment. The aggregate consideration paid in the transaction consisted of cash consideration of $3,250 and 70,633 of the Company’s common shares valued at $2,898 using the closing price of the Company’s common shares on December 29, 2021. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of intangible assets, non-compete agreement, supply agreement and goodwill. The amounts recognized will be finalized as the information necessary to complete the analysis is obtained, but no later than one year after the acquisition date. Finalization of the valuation during the measurement period could result in a change in the amounts recorded for the acquisition date fair value. This business is reported as part of our RMS reportable segment. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Customer relationship ​ ​ 4,700 Non-complete agreement ​ ​ 300 Supply agreement ​ ​ 200 Goodwill ​ ​ 948 ​ ​ $ 6,148 ​ Pro Forma Results The Company’s unaudited pro forma results of operations for the three months ended December 31, 2021 and December 31, 2020, assuming Envigo acquisition had occurred as of October 1, 2020 are presented for comparative purposes below. These amounts are based on available information of the results of operations of Envigo operations prior to the acquisition date and are not necessarily indicative of what the results of operations would have been had the acquisitions and the merger been completed on October 1, 2020. The unaudited pro forma information is as follows: ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Three Months Ended ​ December 31, 2021 ​ December 31, 2020 Total revenues $ 111,025 ​ $ 89,077 ​ ​ ​ ​ Net income (loss) (85,841) ​ (35,324) ​

REVENUE RECOGNITION

REVENUE RECOGNITION	3 Months Ended
	Dec. 31, 2021
REVENUE RECOGNITION
REVENUE RECOGNITION	11. REVENUE RECOGNITION In accordance with Accounting Standards Codification (“ASC”) 606, the Company disaggregates its revenue from clients into two revenue streams, service revenue and product revenue. At contract inception the Company assesses the services promised in the contract with the clients to identify performance obligations in the arrangements. ​ Service revenue ​ DSA The Company enters into contracts with clients to provide drug discovery and development services with payments based on mainly fixed-fee arrangements. The Company also offers archive storage services to its clients. The Company’s fixed fee arrangements may involve nonclinical research services (toxicology, pathology, pharmacology), bioanalytical, and pharmaceutical method development and validation, nonclinical research services and the analysis of bioanalytical and pharmaceutical samples. For bioanalytical and pharmaceutical method validation services and nonclinical research services, revenue is recognized over time using the input method based on the ratio of direct costs incurred to total estimated direct costs. For contracts that involve in-life study conduct, method development or the analysis of bioanalytical and pharmaceutical samples, revenue is recognized over time when samples are analyzed or when services are performed. The Company generally bills for services on a milestone basis. These contracts represent a single performance obligation and due to the Company’s right to payment for work performed, revenue is recognized over time. Research services contract fees received upon acceptance are deferred until earned and classified within customer advances on the condensed consolidated balance sheets. Unbilled revenues represent revenues earned under contracts in advance of billings. Archive services provide climate controlled archiving for client’s data and samples. The archive revenue is recognized over time, generally when the service is provided. These arrangements include one performance obligation. Amounts related to future archiving or prepaid archiving contracts for clients where archiving fees are billed in advance are accounted for as deferred revenue and recognized ratably over the period the applicable archive service is performed. ​ RMS The Company provides Genetically Engineered Models and Services (GEMS), which performs contract breeding and other services associated with genetically engineered models; client-owned animal colony care; and health monitoring and diagnostics services related to research models. For contracts that involve creation of a specific type of animal, revenue is recognized over time with each milestone as a separate performance obligation. The Company is due payment for work performed even if subsequent milestones are unable to be met. Contract breeding and client-owned animal colony care is recognized over time and are billed as per diems. Health monitoring and diagnostic services are recognized once the service is performed. ​ Product revenue ​ DSA Products revenues included internally manufactured scientific instruments for life sciences research and the related software for use by pharmaceutical companies, universities, government research centers and medical research institutions under the Company’s BASi product line. These products can be sold to multiple clients and have alternative use. Both the transaction sales price and shipping terms are agreed upon in the client order. For these products, all revenue is recognized at a point in time, generally when title of the product and control is transferred to the client based upon shipping terms. These arrangements typically include only one performance obligation. ​ RMS Product revenues included research models, diets and bedding, bioproducts and transgenic models and services. Research models revenue represents the commercial production and sale of research models, principally purpose-bred rats and mice for use by researchers, and large-animal models. Diets and bedding revenues represent laboratory animal diets, bedding, and enrichment products under the Company’s Teklad product line. Bioproducts revenues represents the sale of serum and plasma, whole blood, tissues, organs and glands, embryo culture serum and growth factors. Research models and diets and bedding include freight costs associated with the delivery of the product to customers. ​ The following table presents changes in the Company’s contract assets and contract liabilities for the three months ended December 31, 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ September 30, ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 Additions Deductions 2021 Contract Assets: Unbilled revenue ​ $ 6,194 ​ $ 5,362 ​ $ (3,310) ​ $ 8,246 Contract liabilities: Fees invoiced in advance ​ $ 26,614 ​ $ 124,057 ​ $ (106,146) ​ $ 44,525 ​

LEASES

LEASES	3 Months Ended
	Dec. 31, 2021
LEASES
LEASES	12. LEASES The Company records a right-of-use (“ROU”) asset and lease liability for substantially all leases for which it is a lessee, in accordance with ASU 842. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company recognizes lease expense for the leases on a straight-line basis over the lease term. At inception of a contract, the Company considers all relevant facts and circumstances to assess whether or not the contract represents a lease by determining whether or not the contract conveys the right to control the use of an identified asset, either explicit or implicit, for a period of time in exchange for consideration. The Company has various operating and finance leases for facilities and equipment. Facilities leases provide office, laboratory, warehouse, or land, the company uses to conduct its operations. Facilities leases range in duration from two renewal options Equipment leases provide for office equipment, laboratory equipment or services the Company uses to conduct its operations. Equipment leases range in duration from 30 to 60 months, with either subsequent annual Right-of-use lease assets and lease liabilities that are reported in the Company’s condensed consolidated balance sheets are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ December 31, 2021 September 30, 2021 Operating right-of-use assets, net ​ $ 24,469 ​ $ 8,358 ​ ​ ​ ​ ​ ​ ​ Current portion of operating lease liabilities ​ ​ 5,674 ​ 1,959 Long-term operating lease liabilities ​ ​ 18,705 ​ 6,554 Total operating lease liabilities ​ $ 24,379 ​ $ 8,513 ​ ​ ​ ​ ​ ​ ​ Finance right-of-use assets, net ​ $ 54 ​ $ 60 ​ ​ ​ ​ ​ ​ ​ Current portion of finance lease liabilities ​ ​ 22 ​ 24 Long-term finance lease liabilities ​ ​ 35 ​ 39 Total finance lease liabilities ​ $ 57 ​ $ 63 ​ During the three months ended December 31, 2021, the Company had operating lease amortizations of $1,083 and had finance lease amortization of $6. Finance lease interest recorded in the three months ended December 31, 2021 was $1. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The components of lease expense related to the Company’s leases for the three months ended December 31, 2021 and December 31, 2020 were: ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended Three months ended ​ ​ December 31, 2021 December 31, 2020 Operating lease costs: ​ ​ ​ ​ Fixed operating lease costs ​ $ 1,083 ​ $ 229 Short-term lease costs ​ 25 ​ 10 Variable lease costs ​ ​ — ​ ​ 2 Lease income ​ (177) ​ (160) Finance lease costs: ​ ​ ​ ​ Amortization of right-of-use asset expense ​ 6 ​ 37 Interest on finance lease liability ​ 1 ​ 69 Total lease cost ​ $ 938 ​ $ 187 ​ The Company serves as lessor to a lessee in one facility through the end of calendar year 2024. The gross rental income and underlying lease expense are presented gross in the Company’s condensed consolidated balance sheets. The Company received rental income of $177 and $160 for the three months ended December 31, 2021 and December 31, 2020, respectively. Supplemental cash flow information related to leases was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended Three months ended ​ ​ December 31, 2021 December 31, 2020 Cash flows included in the measurement of lease liabilities: ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 1,096 ​ $ 229 Operating cash flows from finance leases ​ 1 ​ 69 Finance cash flows from finance leases ​ 6 ​ 108 Non-cash lease activity: ​ ​ ​ ​ Right-of-use assets obtained in exchange for new operating lease liabilities ​ $ 17,036 ​ $ 448 ​ The weighted average remaining lease term and discount rate for the Company’s operating and finance leases as of December 31, 2021 and December 31, 2020 were: ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ ​ ​ December 31, 2021 ​ December 31, 2020 ​ Weighted-average remaining lease term (in years) ​ ​ Operating lease 6.18 4.51 Finance lease 2.90 0.88 Weighted-average discount rate (in percentages) ​ ​ Operating lease 5.10 % 5.22 % Finance lease 4.86 % 5.84 % ​ Lease duration was determined utilizing renewal options that the Company is reasonably certain to execute. As of December 31, 2021, maturities of operating and finance lease liabilities for each of the following five years and a total thereafter were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases Finance Leases 2022 (remainder of fiscal year) ​ $ 5,136 ​ $ 18 2023 ​ 5,227 ​ 18 2024 ​ 4,373 ​ 18 2025 ​ 3,601 ​ 7 2026 ​ 2,937 ​ — Thereafter ​ 7,011 ​ — Total minimum future lease payments ​ 28,285 ​ 61 Less interest ​ (3,906) ​ (4) Total lease liability ​ 24,379 ​ 57 ​

DEFINED BENEFIT PLAN

DEFINED BENEFIT PLAN	3 Months Ended
	Dec. 31, 2021
DEFINED BENEFIT PLAN
DEFINED BENEFIT PLAN	13. DEFINED BENEFIT PLAN The Company has a defined benefit plan in the U.K., the Harlan Laboratories UK Limited Occupational Pension Scheme (the "Pension Plan"), which operated through April 2012. As of April 30, 2012, the accumulation of plan benefits of employees in the Pension Plan was permanently suspended and therefore the Pension Plan was curtailed. During the year ending September 30, 2022, the Company expects to contribute $1,078 to the Pension Plan. As of December 31, 2021, the unfunded defined benefit plan obligation of $865 is included in other liabilities (non-current) in the condensed consolidated balance sheets. ​ The following table provides the components of net periodic benefit costs for the Pension Plan, which is included in general and administrative in the condensed consolidated statement of operations. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ 2021 2020 Components of net periodic benefit expense: ​ ​ ​ ​ ​ ​ Interest cost ​ $ 58 ​ $ - Expected return on assets ​ ​ (109) ​ ​ - Amortization of prior loss ​ ​ 161 ​ ​ - Net periodic benefit cost ​ $ 110 ​ $ - ​

CONTINGENCIES

CONTINGENCIES	3 Months Ended
	Dec. 31, 2021
CONTINGENCIES
CONTINGENCIES	14. CONTINGENCIES ​ Litigation ​ Envigo is a defendant in a purported class action and a related action under California’s Private Attorney General Act of 2004 (“PAGA”) brought by Jacob Greenwell, a former employee of Envigo, on June 25, 2021 in the Superior Court of California, Alameda County. The complaints allege that Envigo violated certain wage and hour requirements under the California Labor Code. PAGA authorizes private attorneys to bring claims on behalf of the State of California and aggrieved employees for violations of California’s wage and hour laws. The class action complaint seeks certification of a class of similarly situated employees and the award of actual, consequential and incidental losses and damages for the alleged violations. The PAGA complaint seeks civil penalties pursuant to the California Labor Code and attorney’s fees. The Company intends to vigorously defend these claims. ​ The Company is party to certain other legal actions arising out of the normal course of its business. In management's opinion, none of these actions will have a material effect on the Company's operations, financial condition or liquidity. No form of proceedings has been brought, instigated or is known to be contemplated against the Company by any government agency. ​ Government Investigations ​ During the period from July through December 2021, one of Envigo’s U.S. facilities was inspected on several occasions by the U.S. Department of Agriculture (“USDA”). USDA issued inspection reports with findings of non-compliance with certain USDA laws and regulations. Envigo formally appealed certain of the findings. USDA has indicated it intends to conduct a formal investigation. The inspections and/or the investigation could lead to enforcement action resulting in penalties that could include a temporary restraining order or injunction, civil and/or criminal penalties, and/or license suspension or revocation. As of December 31, 2021, no investigation has been initiated. ​ On June 15, 2021, Envigo Global Services, Inc., a subsidiary of the Company acquired in the Envigo acquisition, was served with a grand jury subpoena issued by the Department of Justice in Miami, Florida requiring the production of documents related to the importation into the United States of live non-human primates originating from or transiting through China, Cambodia and/or Vietnam from April 1, 2014 through March 28, 2019. The Company is cooperating with the Department of Justice. ​

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE LOSS	3 Months Ended
	Dec. 31, 2021
ACCUMULATED OTHER COMPREHENSIVE LOSS.
ACCUMULATED OTHER COMPREHENSIVE LOSS	15. ACCUMULATED OTHER COMPREHENSIVE LOSS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cumulative ​ ​ ​ ​ ​ ​ ​ translation ​ ​ ​ ​ Pension adjustment ​ Total Balance as of September 30, 2021 ​ $ — ​ $ — ​ $ — Amortization of actuarial loss ​ ​ 110 ​ ​ — ​ ​ 110 Cumulative translation adjustment ​ ​ — ​ ​ (247) ​ ​ (247) Balance as of December 31, 2021 ​ $ 110 ​ $ (247) ​ $ (137) ​

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Dec. 31, 2021
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	16. SUBSEQUENT EVENTS ​ On January 10, 2022, Inotiv, Inc. and Inotiv Morrisville, LLC, a wholly owned subsidiary of the Company (the “ILS Purchaser”), entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Integrated Laboratory Systems Holdings, LLC, a Delaware limited liability company (the “Seller”), and Integrated Laboratory Systems, LLC, a North Carolina limited liability company ("ILS") providing for the acquisition by the Purchaser of all of the outstanding membership interests of ILS (the "Acquisition"). ILS is a preclinical contract research organization offering a suite of toxicology testing solutions, including genetic toxicology, in vivo and in vitro toxicology, histology and pathology, molecular biology and bioinformatics and computational toxicology and data science services, to governmental and commercial clients. Consideration for the ILS membership interests consisted of $38,800 in cash (after giving effect to an adjustment for estimated net working capital), subject to certain adjustments and inclusive of a $3,800 escrow for purposes of securing any amounts payable by the selling parties on account of indemnification obligations under the Purchase Agreement, and 429,118 of the Company's common shares having a value of $18.0 million based on the volume weighted average closing price of Company shares as reported by NASDAQ for the twenty trading-day period ending on January 6, 2022. In order t o fund a portion of the purchase price for the ILS Acquisition, on January 10, 2022, the Company borrowed the full amount of its existing $35,000 delayed draw term loan facility (the "DDTL") under the Credit Agreement, dated November 5, 2021, among the Company, certain subsidiaries of the Company (the "Subsidiary Guarantors"), the lenders party thereto and Jefferies Finance LLC as administrative agent (the "Credit Agreement"). ​ On January 27, 2022, Inotiv, Inc., and Envigo Global Services Inc., a wholly owned subsidiary of the Company (the “Orient Purchaser Purchase Agreement OBRC to the Seller in the amount of $3,700. The payable will not bear interest and is required to be paid to Seller on the date that is 18 months after the Closing. Purchaser will have the right to set off against the payable any amounts that become payable by the Seller on account of indemnification obligations under the Purchase Agreement. ​ On January 27, 2022, the Company, certain of subsidiaries of the Company (the “Subsidiary Guarantors”), the lenders party thereto, and Jefferies Finance LLC, as administrative agent, entered into a First Amendment (“Amendment”) to its existing Credit Agreement (the “Credit Agreement”). The Amendment provides for, among other things, an increase to the existing term loan facility in the amount of $40,000 (the “Incremental Term Loans”) and a new delayed draw term loan facility in the original principal amount of $35,000, which amount is available to be drawn up to 24 months from the date of the Amendment (the “DDTL”). The Incremental Term Loans and any amounts borrowed under the DDTL are referred to herein as the “Additional Term Loans”. On January 27, 2022, the Company borrowed the full amount of the Incremental Term Loans, but did not borrower any amounts under the DDTL. ​

DESCRIPTION OF THE BUSINESS A_2

DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies)	3 Months Ended
	Dec. 31, 2021
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION
Basis of Presentation	Basis of Presentation The Company has prepared the accompanying unaudited interim condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”), and therefore should be read in conjunction with the Company’s audited consolidated financial statements, and the notes thereto, included in the Company’s annual report on Form 10-K for the fiscal year ended September 30, 2021. In the opinion of management, the condensed consolidated financial statements for the three months ended December 31, 2021 and 2020 include all adjustments which are necessary for a fair presentation of the results of the interim periods and of the Company’s financial position at December 31, 2021. The results of operations for the three months ended December 31, 2021 may not be indicative of the results for the fiscal year ending September 30, 2022. The acquisition of Envigo was transformational to the Company’s underlying business. As a result, certain reclassifications have been made to prior periods in the unaudited condensed consolidated financial statements and accompanying notes to conform with current presentation, which more closely reflects management’s perspective of the business as it currently exists.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and judgements that may affect the reported amounts of assets, liabilities, revenues, and expenses, and related disclosures of contingent assets and liabilities. These include, but are not limited to, management estimates in the calculation and timing of revenue recognition, pension liabilities, deferred tax assets and liabilities and the related valuation allowance. Although estimates are based upon management’s best estimate using historical experience, current events, and actions, actual results could differ from those estimates. Changes in estimates are reflected in reported results in the period in which they become known.
Consolidation	Consolidation The accompanying condensed consolidated financial statements are unaudited and have been prepared by the Company, including all subsidiaries and a VIE it consolidates in accordance with GAAP. The Company consolidates a VIE, as a result of the Envigo acquisition. The VIE does not have a material impact to net assets or net income. The Company accounts for noncontrolling interests in accordance with Accounting Standard Codification (“ASC”) 810, “Consolidation” (“ASC 810”). ASC 810 requires companies with noncontrolling interests to disclose such interests as a portion of equity but separate from the Parent’s equity. The noncontrolling interests’ portion of net income (loss) is presented on the condensed consolidated statement of operations.
Pension Costs	Pension Costs As a result of the Envigo acquisition, the Company has a defined benefit pension plan for one of its U.K. subsidiaries. The projected benefit obligation and funded position of the defined benefit plan is estimated by actuaries and the Company recognizes the funded status of its defined benefit plan on its consolidated balance sheet and recognizes gains and losses. Prior service costs or credits that arise during the period are not recognized as components of net periodic benefit cost as a component of accumulated other comprehensive income (loss), net of tax. The Company measures plan assets and obligations as of the date of the Company’s year-end consolidated balance sheet; making assumptions to anticipate future events. The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2021. The purchase price allocation is preliminary and subject to change, including the valuation of the unfunded defined benefit plan obligation, among other items. Additional information about certain effects on net periodic benefit cost for the next fiscal year that arise from delayed recognition of the gains or losses, prior service costs or credits, and transition assets or obligations are disclosed in the notes to the consolidated financial statements (see Note 13 – Defined Benefit Plan).
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) for the periods presented is comprised of consolidated net income (loss) plus the change in the cumulative translation adjustment equity account and the adjustments, net of tax, for the current year actuarial gains (losses) in connection with the Company’s defined benefit plan.
Foreign Currencies	Foreign Currencies Transactions in currencies other than the functional currency of each entity are recorded at the rates of exchange on the date of the transaction. Monetary assets and liabilities in currencies other than the functional currency are translated at the rates of exchange on the balance sheet date and the related transaction gains and losses are reported in the consolidated statements of operations, in Operating income. The Company records gains and losses from re-measuring intercompany loans separately in Foreign exchange gain (loss) in the consolidated statement of operations. The results of operations of subsidiaries whose functional currency is other than the U.S. dollar are translated into U.S. dollars at the average exchange rate, assets and liabilities are translated at period-end exchange rates, capital accounts are translated at historical exchange rates, and retained earnings are translated at the weighted average of historical rates. Translation adjustments are excluded from the determination of net income and are recorded as a separate component of equity within accumulated other comprehensive income (loss) in the consolidated financial statements.
New Accounting Pronouncements	In the first quarter of 2022, the Company early adopted Accounting Standards Update (“ASU”) ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06)”. The update simplifies the accounting for convertible debt instruments and convertible preferred stock by reducing the number of accounting models and limiting the number of embedded conversion features separately recognized from the primary contract. The guidance also includes targeted improvements to the disclosures for convertible instruments and earnings per share. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020.

LOSS PER SHARE (Tables)

LOSS PER SHARE (Tables)	3 Months Ended
	Dec. 31, 2021
LOSS PER SHARE
Schedule of computation of basic net loss per share to diluted loss per share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ ​ 2021 2020 Basic and diluted net income (loss) per share: ​ ​ ​ Net loss applicable to common shareholders ​ $ (83,047) ​ $ (366) ​ Weighted average common shares outstanding ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ 21,124 ​ ​ 11,016 ​ Diluted ​ 21,124 ​ 11,016 ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net loss per share ​ $ (3.93) ​ $ (0.03) ​ Diluted net loss per share ​ $ (3.93) ​ $ (0.03) ​

OTHER OPERATING EXPENSE (Tables

OTHER OPERATING EXPENSE (Tables)	3 Months Ended
	Dec. 31, 2021
OTHER OPERATING EXPENSE
Schedule of other operating expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ 2021 2020 Acquisition costs ​ $ 7,977 ​ $ — Startup costs ​ ​ 957 ​ ​ 160 Remediation costs ​ ​ 439 ​ ​ — Integration costs ​ ​ 831 ​ ​ — Other costs ​ ​ 362 ​ ​ 36 Acquisition-related stock compensation costs ​ ​ 23,014 ​ ​ — ​ ​ $ 33,580 ​ $ 196 ​ ​ ​ ​ ​ ​ ​

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	3 Months Ended
	Dec. 31, 2021
SEGMENT INFORMATION
Schedule of operating segments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ ​ 2021 2020 Revenue ​ ​ ​ ​ ​ ​ ​ DSA ​ $ 32,825 ​ $ 17,885 ​ RMS ​ 51,386 ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Income (Loss) ​ ​ ​ ​ ​ ​ ​ DSA ​ $ 6,042 ​ $ 3,277 ​ RMS ​ ​ 80 ​ ​ — ​ Unallocated Corporate ​ (39,763) ​ (3,263) ​ ​ ​ $ (33,641) ​ $ 14 ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ (4,828) ​ ​ (347) ​ Other expense ​ ​ (57,727) ​ ​ — ​ Loss before income taxes ​ $ (96,196) ​ $ (333) ​ ​ ​ Total assets by reporting segment is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 DSA ​ $ 208,886 ​ $ 321,856 RMS ​ ​ 795,001 ​ ​ — ​ ​ $ 1,003,887 ​ $ 321,856
Schedule of geographical Information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ ​ 2021 2020 ​ United States ​ $ 71,142 ​ $ 17,885 ​ Netherlands ​ ​ 6,536 ​ ​ — ​ Other ​ ​ 6,533 ​ ​ — ​ ​ ​ $ 84,211 ​ $ 17,885 ​

DEBT (Tables)

DEBT (Tables)	3 Months Ended
	Dec. 31, 2021
DEBT
Schedule of long-term debt	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of: ​ December 31, 2021 September 30, 2021 FIB Term Loans ​ $ — ​ $ 36,185 Seller Note – Bolder BioPath ​ 1,455 ​ 1,500 Seller Note – Smithers Avanza ​ 175 ​ 280 Seller Note – Preclinical Research Services ​ ​ 667 ​ ​ 685 Seller Note – Plato BioPharma ​ ​ 3,000 ​ ​ — EIDL Loan ​ ​ 141 ​ ​ — Convertible Senior Notes ​ ​ 101,062 ​ ​ 131,673 Senior Term Loan ​ ​ 165,000 ​ ​ — ​ ​ 271,500 ​ 170,323 Less: Current portion ​ (5,223) ​ (9,656) Less: Debt issue costs not amortized ​ (10,882) ​ (6,458) Total Long-term debt ​ $ 255,395 ​ $ 154,209

SUPPLEMENTAL BALANCE SHEET IN_2

SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables)	3 Months Ended
	Dec. 31, 2021
SUPPLEMENTAL BALANCE SHEET INFORMATION
Schedule of supplemental balance sheet information related to trade receivables and contract assets, net	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Trade receivables ​ $ 66,771 ​ $ 21,402 Unbilled revenue ​ 8,246 ​ 7,630 Total ​ ​ 75,017 ​ ​ 29,032 Less: Allowance for doubtful accounts ​ (3,068) ​ (668) Trade receivables and contract assets, net of allowances for doubtful accounts ​ $ 71,949 ​ $ 28,364
Schedule of supplemental balance sheet information related to inventories	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ ​ 2021 2021 Raw materials ​ $ 1,455 ​ $ 513 ​ Work in progress ​ 114 ​ 37 ​ Finished goods ​ 4,456 ​ 192 ​ Animal Inventory ​ ​ 33,682 ​ ​ — ​ Total ​ ​ 39,707 ​ ​ 742 ​ Less: Obsolescence reserve ​ (3,641) ​ (140) ​ Inventories, net ​ $ 36,066 ​ $ 602 ​
Schedule of supplemental balance sheet information related to the composition of prepaid expenses and other current assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Advances to suppliers ​ $ 10,319 ​ $ — Income tax receivable ​ 2,851 ​ — Other ​ ​ 8,245 ​ ​ 1,198 Prepaid research models ​ ​ 1,975 ​ ​ 1,931 Prepaid expenses and other current assets ​ $ 23,390 ​ $ 3,129
Schedule of supplemental balance sheet information related to other assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Long-term advances to suppliers ​ $ 2,144 ​ $ — Security deposits and guarantees ​ ​ 2,511 ​ ​ 51 Finance lease right-of-use assets, net ​ ​ 54 ​ ​ 60 Other ​ 685 ​ 230 Other assets ​ $ 5,394 ​ $ 341
Schedule of accrued expenses	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Accrued compensation ​ $ 11,030 ​ $ 3,528 Non-income taxes ​ ​ 1,888 ​ ​ 18 Accrued interest ​ ​ 2,339 ​ ​ 169 Current portion of long-term finance lease ​ ​ 22 ​ ​ 24 Other ​ 8,072 ​ 4,887 Current portion of contingent liability ​ ​ 167 ​ ​ 167 Consideration payable ​ ​ — ​ ​ 175 Accrued expenses and other liabilities ​ $ 23,518 ​ $ 8,968
Schedule of fees invoiced in advance	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ ​ 2021 2021 Customer deposits ​ $ 12,511 ​ $ — ​ Deferred revenue ​ ​ 32,014 ​ ​ 26,614 ​ Fees invoiced in advance ​ $ 44,525 ​ $ 26,614 ​
Schedule of other liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 Long-term customer deposits ​ $ 1,161 ​ $ — Accrued pension liability ​ ​ 865 ​ ​ — Long-term finance leases ​ ​ 35 ​ ​ 39 Other ​ ​ 762 ​ ​ — Long-term portion of contingent liability ​ ​ 473 ​ ​ 473 Other liabilities ​ $ 3,296 ​ $ 512

BUSINESS COMBINATIONS (Tables)

BUSINESS COMBINATIONS (Tables)	3 Months Ended
	Dec. 31, 2021
Business Acquisition [Line Items]
Schedule of unaudited pro forma information	​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Three Months Ended ​ December 31, 2021 ​ December 31, 2020 Total revenues $ 111,025 ​ $ 89,077 ​ ​ ​ ​ Net income (loss) (85,841) ​ (35,324)
HistoTox Labs
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Accounts receivable ​ ​ 982 Unbilled revenues ​ ​ 337 Operating lease ROU asset ​ ​ 2,239 Property and equipment ​ 4,021 Intangible assets ​ ​ 8,500 Other Assets ​ ​ 25 Goodwill ​ ​ 9,129 Accounts payable ​ ​ (132) Accrued expenses ​ ​ (266) Customer advances ​ ​ (207) Operating lease liability ​ (2,239) ​ ​ $ 22,389
Bolder BioPATH
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Accounts receivable ​ ​ 2,258 Unbilled revenues ​ ​ 1,798 Prepaid expenses ​ 6 Operating lease ROU asset ​ ​ 2,750 Property and equipment ​ 6,609 Intangible asset ​ ​ 12,500 Other assets ​ ​ 70 Goodwill ​ ​ 36,223 Accounts payable ​ ​ (159) Accrued expenses ​ (294) Deferred revenue ​ ​ (662) Deferred tax liability ​ ​ (4,867) Operating lease liability ​ (2,750) ​ ​ $ 53,482
Gateway Pharmacology Laboratories LLC
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Accounts receivable ​ ​ 422 Operating lease ROU asset ​ ​ 120 Property and equipment ​ 359 Intangible asset ​ ​ 100 Other assets ​ ​ 9 Goodwill ​ 2,207 Accounts payable ​ ​ (54) Accrued expenses ​ ​ (72) Deferred tax liability ​ ​ (118) Operating lease liability ​ (120) ​ ​ $ 2,853
BioReliance Corporation
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Property and equipment ​ ​ 175 Intangible asset ​ 640 ​ ​ $ 815
Plato BioPharma Inc
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Cash ​ ​ 1,027 Accounts receivable ​ ​ 842 Property and equipment ​ ​ 1,148 Operating lease ROU asset ​ ​ 2,582 Intangible asset ​ ​ 5,100 Goodwill ​ ​ 8,898 Operating lease liability ​ ​ (2,566) Other liabilities, net ​ ​ (242) Deferred tax liability ​ (1,551) ​ ​ $ 15,238
Envigo RMS Holding Corp
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Cash ​ ​ 3,287 Trade receivables and contract assets ​ ​ 44,734 Inventory ​ ​ 35,739 Prepaid expenses and other current assets ​ ​ 18,758 Operating lease right-of-use assets, net ​ ​ 7,231 Property and equipment ​ ​ 80,712 Other assets ​ ​ 9,078 Intangible asset ​ ​ 184,000 Goodwill ​ ​ 390,037 Accounts payable ​ ​ (17,743) Fees invoiced in advance ​ ​ (7,283) Current portion on long-term operating lease ​ ​ (2,600) Accrued expenses and other liabilities ​ (25,884) Long-term operating leases, net ​ ​ (4,631) Long-term deferred tax liabilities ​ ​ (41,379) Non-controlling interest ​ ​ 915 ​ ​ $ 674,971
Schedule of information related to measurement assumptions	​ ​ ​ ​ ​ Stock price ​ ​ 53.31 Strike price ​ ​ 9.93 Volatility ​ ​ 75.93% Expected term ​ ​ 3.05 Risk-free rate ​ ​ 0.62%
Robinson Services, Inc.
Business Acquisition [Line Items]
Schedule of purchase price allocation	​ ​ ​ ​ ​ ​ ​ Preliminary ​ ​ Allocation as of ​ ​ December 31, 2021 Assets acquired and liabilities assumed: ​ Customer relationship ​ ​ 4,700 Non-complete agreement ​ ​ 300 Supply agreement ​ ​ 200 Goodwill ​ ​ 948 ​ ​ $ 6,148

REVENUE RECOGNITION (Tables)

REVENUE RECOGNITION (Tables)	3 Months Ended
	Dec. 31, 2021
REVENUE RECOGNITION
Schedule of changes in contract assets and liabilities	The following table presents changes in the Company’s contract assets and contract liabilities for the three months ended December 31, 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ September 30, ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 Additions Deductions 2021 Contract Assets: Unbilled revenue ​ $ 6,194 ​ $ 5,362 ​ $ (3,310) ​ $ 8,246 Contract liabilities: Fees invoiced in advance ​ $ 26,614 ​ $ 124,057 ​ $ (106,146) ​ $ 44,525

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Dec. 31, 2021
LEASES
Summary of right-of-use lease assets and lease liabilities that are reported in the Company's condensed consolidated balance sheets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ December 31, 2021 September 30, 2021 Operating right-of-use assets, net ​ $ 24,469 ​ $ 8,358 ​ ​ ​ ​ ​ ​ ​ Current portion of operating lease liabilities ​ ​ 5,674 ​ 1,959 Long-term operating lease liabilities ​ ​ 18,705 ​ 6,554 Total operating lease liabilities ​ $ 24,379 ​ $ 8,513 ​ ​ ​ ​ ​ ​ ​ Finance right-of-use assets, net ​ $ 54 ​ $ 60 ​ ​ ​ ​ ​ ​ ​ Current portion of finance lease liabilities ​ ​ 22 ​ 24 Long-term finance lease liabilities ​ ​ 35 ​ 39 Total finance lease liabilities ​ $ 57 ​ $ 63
Summary of components of lease expense	​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended Three months ended ​ ​ December 31, 2021 December 31, 2020 Operating lease costs: ​ ​ ​ ​ Fixed operating lease costs ​ $ 1,083 ​ $ 229 Short-term lease costs ​ 25 ​ 10 Variable lease costs ​ ​ — ​ ​ 2 Lease income ​ (177) ​ (160) Finance lease costs: ​ ​ ​ ​ Amortization of right-of-use asset expense ​ 6 ​ 37 Interest on finance lease liability ​ 1 ​ 69 Total lease cost ​ $ 938 ​ $ 187
Summary of supplemental cash flow information related to leases	​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended Three months ended ​ ​ December 31, 2021 December 31, 2020 Cash flows included in the measurement of lease liabilities: ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 1,096 ​ $ 229 Operating cash flows from finance leases ​ 1 ​ 69 Finance cash flows from finance leases ​ 6 ​ 108 Non-cash lease activity: ​ ​ ​ ​ Right-of-use assets obtained in exchange for new operating lease liabilities ​ $ 17,036 ​ $ 448
Summary of weighted average remaining lease term and discount rate	​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ ​ ​ December 31, 2021 ​ December 31, 2020 ​ Weighted-average remaining lease term (in years) ​ ​ Operating lease 6.18 4.51 Finance lease 2.90 0.88 Weighted-average discount rate (in percentages) ​ ​ Operating lease 5.10 % 5.22 % Finance lease 4.86 % 5.84 %
Summary of maturities of operating lease liabilities for each of the following five years and a total thereafter	​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases Finance Leases 2022 (remainder of fiscal year) ​ $ 5,136 ​ $ 18 2023 ​ 5,227 ​ 18 2024 ​ 4,373 ​ 18 2025 ​ 3,601 ​ 7 2026 ​ 2,937 ​ — Thereafter ​ 7,011 ​ — Total minimum future lease payments ​ 28,285 ​ 61 Less interest ​ (3,906) ​ (4) Total lease liability ​ 24,379 ​ 57
Summary of maturities of finance lease liabilities for each of the following five years and a total thereafter	​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases Finance Leases 2022 (remainder of fiscal year) ​ $ 5,136 ​ $ 18 2023 ​ 5,227 ​ 18 2024 ​ 4,373 ​ 18 2025 ​ 3,601 ​ 7 2026 ​ 2,937 ​ — Thereafter ​ 7,011 ​ — Total minimum future lease payments ​ 28,285 ​ 61 Less interest ​ (3,906) ​ (4) Total lease liability ​ 24,379 ​ 57

DEFINED BENEFIT PLAN (Tables)

DEFINED BENEFIT PLAN (Tables)	3 Months Ended
	Dec. 31, 2021
DEFINED BENEFIT PLAN
Schedule of components of net periodic benefit costs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ 2021 2020 Components of net periodic benefit expense: ​ ​ ​ ​ ​ ​ Interest cost ​ $ 58 ​ $ - Expected return on assets ​ ​ (109) ​ ​ - Amortization of prior loss ​ ​ 161 ​ ​ - Net periodic benefit cost ​ $ 110 ​ $ -

ACCUMULATED OTHER COMPREHENSI_2

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)	3 Months Ended
	Dec. 31, 2021
ACCUMULATED OTHER COMPREHENSIVE LOSS.
Schedule of accumulated other comprehensive income (loss)	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cumulative ​ ​ ​ ​ ​ ​ ​ translation ​ ​ ​ ​ Pension adjustment ​ Total Balance as of September 30, 2021 ​ $ — ​ $ — ​ $ — Amortization of actuarial loss ​ ​ 110 ​ ​ — ​ ​ 110 Cumulative translation adjustment ​ ​ — ​ ​ (247) ​ ​ (247) Balance as of December 31, 2021 ​ $ 110 ​ $ (247) ​ $ (137)

EQUITY - Common stock offering

EQUITY - Common stock offering (Details) - USD ($) $ / shares in Units, $ in Millions	Nov. 04, 2021	Apr. 23, 2021	Dec. 31, 2021	Nov. 03, 2021	Sep. 30, 2021
Equity
Net proceeds		$ 49
Common and preferred shares authorized	75,000,000			20,000,000
Common Stock, Shares Authorized	74,000,000		74,000,000	19,000,000	74,000,000
Preferred Stock, Shares Authorized	1,000,000		1,000,000	1,000,000	1,000,000
Number of shares added under amended and restated plan	1,500,000
Stock issued in acquisition (In shares)			8,374,138
2021 Equity Incentive Plan
Equity
Number of shares remained available for grants			1,820,933
Public offering
Equity
Stock issued (in shares)		3,044,117
Price per share		$ 17
Underwriting option
Equity
Stock issued (in shares)		397,058
Price per share		$ 17

EQUITY - Stock Based Compensati

EQUITY - Stock Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
STOCK-BASED COMPENSATION
Stock based compensation expense	$ 23,932	$ 181
Envigo equity plan
STOCK-BASED COMPENSATION
Stock based compensation expense	23,014
Post-combination expense recognized in connection acqusition inclusive of cash	$ 4,772

LOSS PER SHARE (Details)

LOSS PER SHARE (Details) - shares	Sep. 27, 2021	Dec. 31, 2021	Dec. 31, 2020
Employee stock options
LOSS PER SHARE
Shares excluded in computing diluted (loss)		1,654,270	704,340
Shares issuable upon conversion	3,040,268
Common shares issuable upon conversion of preferred shares
LOSS PER SHARE
Shares excluded in computing diluted (loss)			12

LOSS PER SHARE - Reconciliation

LOSS PER SHARE - Reconciliation of basic net loss to diluted net loss per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
LOSS PER SHARE
Net loss applicable to common shareholders	$ (83,047)	$ (366)
Weighted average common shares outstanding, basic (in thousands) (in shares)	21,124	11,016
Weighted average common shares outstanding, diluted (in thousands) (in shares)	21,124	11,016
Basic net income per share (in dollars per share)	$ (3.93)	$ (0.03)
Diluted net income per share (in dollar per share)	$ (3.93)	$ (0.03)

OTHER OPERATING EXPENSE (Detail

OTHER OPERATING EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
OTHER OPERATING EXPENSE
Acquisition costs	$ 7,977
Start up costs	957	$ 160
Remediation costs	439
Integration costs	831
Other costs	362	36
Acquisition-related stock compensation costs	23,014
Total	$ 33,580	$ 196

SEGMENT INFORMATION - Operating

SEGMENT INFORMATION - Operating Segments Revenue and Operating Income (Loss) (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2021USD ($)segment	Dec. 31, 2020USD ($)	Sep. 30, 2021USD ($)
SEGMENT INFORMATION
Number of segments | segment	2
Revenue	$ 84,211	$ 17,885
Operating Income (Loss)	(33,641)	14
Interest expense	(4,828)	(347)
Other (expense) income	(57,727)
Loss before income taxes	(96,196)	(333)
Assets	1,003,887		$ 321,856
United States
SEGMENT INFORMATION
Revenue	71,142	17,885
Netherlands
SEGMENT INFORMATION
Revenue	6,536
Other
SEGMENT INFORMATION
Revenue	6,533
Intersegment
SEGMENT INFORMATION
Revenue	320
Discovery and Safety Assessment Segment (DSA)
SEGMENT INFORMATION
Revenue	32,825	17,885
Operating Income (Loss)	6,042	3,277
Assets	208,886		$ 321,856
Research Models And Services Segment (RMS)
SEGMENT INFORMATION
Revenue	51,386
Operating Income (Loss)	80
Assets	795,001
Unallocated Corporate Segment
SEGMENT INFORMATION
Operating Income (Loss)	$ (39,763)	$ (3,263)

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Sep. 30, 2021
INCOME TAXES
Liability for uncertain tax positions	$ 0		$ 0
Deferral amounts paid	$ 916
Forecast
INCOME TAXES
Deferral amount		$ 916
Maximum
INCOME TAXES
Income tax examination period	5 years
Minimum
INCOME TAXES
Income tax examination period	3 years
Envigo RMS Holding Corp
INCOME TAXES
Federal statutory income tax rate (as a percent)	21.00%
Effective income tax rate (as a percent)	13.30%
Deferral amount	$ 916

DEBT (Details)

DEBT (Details) $ / shares in Units, $ in Thousands	Nov. 05, 2021USD ($)	Nov. 04, 2021USD ($)	Sep. 27, 2021USD ($)itemD$ / shares	Dec. 31, 2021USD ($)	Nov. 03, 2021USD ($)	Sep. 30, 2021USD ($)
DEBT
Gain (loss) on extinguishment of debt				$ (877)
Long-term debt				271,500		$ 170,323
LIBOR
DEBT
Basis points adjustments	6.25%
Prime Rate
DEBT
Basis points adjustments	5.25%
Maximum | LIBOR
DEBT
Basis points adjustments	6.50%
Maximum | Prime Rate
DEBT
Basis points adjustments	5.50%
Minimum | LIBOR
DEBT
Variable interest rate (as a percent)	1.00%
Basis points adjustments	6.00%
Minimum | Prime Rate
DEBT
Basis points adjustments	5.00%
Revolving Facility
DEBT
Maximum amount of line of credit	$ 35,000
Principal amount of revolving loan facility	$ 15,000
Commitment fee percentage	0.50%
Line Of Credit Facility, Initial Leverage Ratio
DEBT
Threshold secured leverage ratio	4.25
Line Of Credit Facility, Leverage Ratio To Be Maintained Beginning Quarter Ending March 31, 2025
DEBT
Threshold secured leverage ratio	3
Line Of Credit Facility, Minimum Fixed Charge Coverage Ratio To Be Maintained During First Anniversary
DEBT
Minimum fixed charge coverage ratio	1
Line Of Credit Facility, Minimum Fixed Charge Coverage Ratio To Be Maintained From And After First Anniversary
DEBT
Minimum fixed charge coverage ratio	1.10
Credit Agreement | First Internet Bank of Indiana
DEBT
Gain (loss) on extinguishment of debt	$ 877
Term Loan
DEBT
Principal amount	$ 165,000
Delayed Draw Term Loan
DEBT
Maximum term for drawing loan facility	18 months
Commitment fee percentage	1.00%
Principal amount	$ 35,000
Credit Facility Term Loan and Delayed Draw Term Loan
DEBT
Annual principal payments percentage	1.00%
Seller Note - Smithers Avanza
DEBT
Long-term debt				175		280
Seller Note - Pre-Clinical Research Services
DEBT
Long-term debt				667		685
Seller Note - Bolder BioPATH
DEBT
Long-term debt				1,455		1,500
Seller Note - Plato BioPharma
DEBT
Principal amount				$ 3,000
Annual Interest Rate (as a percent)				4.50%
Long-term debt				$ 3,000
Convertible Senior Notes
DEBT
Principal amount			$ 140,000
Annual Interest Rate (as a percent)			3.25%	7.25%
Settlement period			13 days
Additional principal amount			$ 15,000
Long-term debt				$ 101,062	$ 99,776	$ 131,673
Fair value of the conversion					$ 31,862
Initial conversion rate			1.7162
Initial conversion price | $ / shares			$ 46.05
Number of scheduled trading days | item			40
Conversion price			130.00%
Number of trading days | D			20
Number of consecutive trading days | D			30
Cure period			30 days
Cure or waiver period			60 days
Guarantor or subsidiaries for the payment			$ 20,000
Period for discharge or stay			60 days
Percentage of noteholders			25.00%
Right to receive special interest maximum term			180 days
Right to receive special interest maximum rate			0.50%
Convertible Senior Notes | Other Income (loss)
DEBT
Gain (loss) on fair value remeasurement				(56,714)
Convertible Senior Notes | ASU 2020-06
DEBT
Long-term debt		$ 76,716
Fair value of the conversion		54,922
Fair value remeasurement of embedded derivative		88,576
Fair value remeasurement, reclassified to additional paid in capital		$ 88,576
EIDL Loan
DEBT
Long-term debt				$ 141

DEBT - Schedule of long-term de

DEBT - Schedule of long-term debt (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Nov. 03, 2021	Sep. 30, 2021
DEBT
Long-term debt	$ 271,500		$ 170,323
Less: Current portion	(5,223)		(9,656)
Less: Debt issue costs not amortized	(10,882)		(6,458)
Total Long-term debt	255,395		154,209
FIB Term Loans
DEBT
Long-term debt			36,185
Seller Note - Bolder BioPATH
DEBT
Long-term debt	1,455		1,500
Seller Note - Smithers Avanza
DEBT
Long-term debt	175		280
Seller Note - Pre-Clinical Research Services
DEBT
Long-term debt	667		685
Seller Note - Plato BioPharma
DEBT
Long-term debt	3,000
EIDL Loan
DEBT
Long-term debt	141
Convertible Senior Notes
DEBT
Long-term debt	101,062	$ 99,776	$ 131,673
Senior Term Loan
DEBT
Long-term debt	$ 165,000

DEBT - Weighted-average assumpt

DEBT - Weighted-average assumptions used to compute fair-value (Details) - Convertible Senior Notes	Nov. 04, 2021
Measurement input - Bond Yield
DEBT
Measurement input	40
Volatility
DEBT
Measurement input	10.44
Measurement input - maturity period
DEBT
Maturity period (in years)	5 years 11 months 12 days

SUPPLEMENTAL BALANCE SHEET IN_3

SUPPLEMENTAL BALANCE SHEET INFORMATION - Trade Receivables (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Trade receivables and contract assets
Trade receivables	$ 66,771	$ 21,402
Unbilled revenue	8,246	7,630
Total	75,017	29,032
Less: Allowance for doubtful accounts	(3,068)	(668)
Trade receivables and contract assets, net of allowances for doubtful accounts	$ 71,949	$ 28,364

SUPPLEMENTAL BALANCE SHEET IN_4

SUPPLEMENTAL BALANCE SHEET INFORMATION - Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Inventories
Raw materials	$ 1,455	$ 513
Work in progress	114	37
Finished goods	4,456	192
Animal Inventory	33,682
Total	39,707	742
Less: Obsolescence reserve	(3,641)	(140)
Inventories, net	$ 36,066	$ 602

SUPPLEMENTAL BALANCE SHEET IN_5

SUPPLEMENTAL BALANCE SHEET INFORMATION - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Prepaid expenses and other current assets
Advances to suppliers	$ 10,319
Income tax receivable	2,851
Other	8,245	$ 1,198
Prepaid research models	1,975	1,931
Prepaid expenses and other current assets	$ 23,390	$ 3,129

SUPPLEMENTAL BALANCE SHEET IN_6

SUPPLEMENTAL BALANCE SHEET INFORMATION - Composition of Other Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Other assets
Long-term advances to suppliers	$ 2,144
Security deposits and guarantees	2,511	$ 51
Finance lease right-of-use assets, net	54	60
Other	685	230
Other assets	$ 5,394	$ 341

SUPPLEMENTAL BALANCE SHEET IN_7

SUPPLEMENTAL BALANCE SHEET INFORMATION - Accrued expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Accrued expenses
Accrued compensation	$ 11,030	$ 3,528
Non-income taxes	1,888	18
Accrued interest	2,339	169
Current portion of long-term finance lease	22	24
Other	8,072	4,887
Current portion of contingent liability	167	167
Consideration payable		175
Accrued expenses and other liabilities	$ 23,518	$ 8,968

SUPPLEMENTAL BALANCE SHEET IN_8

SUPPLEMENTAL BALANCE SHEET INFORMATION - Fees invoiced in advance (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Fees invoiced in advance
Customer deposits	$ 12,511
Deferred revenue	32,014	$ 26,614
Fees invoiced in advance	$ 44,525	$ 26,614

SUPPLEMENTAL BALANCE SHEET IN_9

SUPPLEMENTAL BALANCE SHEET INFORMATION - Other liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Other liabilities.
Long-term customer deposits	$ 1,161
Accrued pension liability	865
Long-term finance leases	35	$ 39
Other	762
Long-term portion of contingent liability	473	473
Other liabilities	$ 3,296	$ 512

BUSINESS COMBINATIONS - Prelimi

BUSINESS COMBINATIONS - Preliminary fair value of assets acquired and liabilities assumed (Details) $ in Thousands	Dec. 31, 2021USD ($)
HistoTox Labs
Assets acquired and liabilities assumed:
Accounts receivable	$ 982
Unbilled receivables	337
Operating lease ROU asset	2,239
Property and equipment	4,021
Intangible assets	8,500
Other assets	25
Goodwill	9,129
Accounts payable	(132)
Accrued expenses	(266)
Customer advances	(207)
Operating lease liability	(2,239)
Total	22,389
Bolder BioPATH
Assets acquired and liabilities assumed:
Accounts receivable	2,258
Unbilled receivables	1,798
Prepaid expenses and other current assets	6
Operating lease ROU asset	2,750
Property and equipment	6,609
Intangible assets	12,500
Other assets	70
Goodwill	36,223
Accounts payable	(159)
Accrued expenses	(294)
Deferred revenue	(662)
Deferred tax liability	(4,867)
Operating lease liability	(2,750)
Total	53,482
Gateway Pharmacology Laboratories LLC
Assets acquired and liabilities assumed:
Accounts receivable	422
Operating lease ROU asset	120
Property and equipment	359
Intangible assets	100
Other assets	9
Goodwill	2,207
Accounts payable	(54)
Accrued expenses	(72)
Deferred tax liability	(118)
Operating lease liability	(120)
Total	2,853
BioReliance Corporation
Assets acquired and liabilities assumed:
Property and equipment	175
Intangible assets	640
Total	815
Plato BioPharma Inc
Assets acquired and liabilities assumed:
Cash and equivalents assumed	1,027
Accounts receivable	842
Operating lease ROU asset	2,582
Property and equipment	1,148
Intangible assets	5,100
Goodwill	8,898
Deferred tax liability	(1,551)
Operating lease liability	(2,566)
Other liabilities, net	(242)
Total	15,238
Envigo RMS Holding Corp
Assets acquired and liabilities assumed:
Cash and equivalents assumed	3,287
Accounts receivable	44,734
Inventory	35,739
Prepaid expenses and other current assets	18,758
Operating lease ROU asset	7,231
Property and equipment	80,712
Intangible assets	184,000
Other assets	9,078
Goodwill	390,037
Accounts payable	(17,743)
Accrued expenses and other liabilities	(25,884)
Fees invoiced in advance	(7,283)
Long-term deferred tax liabilities	(41,379)
Operating lease liability	(2,600)
Long-term operating leases, net	(4,631)
Non-controlling interest	915
Total	674,971
Robinson Services, Inc.
Assets acquired and liabilities assumed:
Customer relationship	4,700
Non-complete agreement	300
Supply agreement	200
Goodwill	948
Total	$ 6,148

BUSINESS COMBINATIONS (Details)

BUSINESS COMBINATIONS (Details) $ / shares in Units, $ in Thousands	Dec. 29, 2021USD ($)shares	Nov. 05, 2021USD ($)$ / sharesshares	Oct. 04, 2021USD ($)shares	Aug. 02, 2021USD ($)shares	Jul. 09, 2021USD ($)	May 03, 2021USD ($)shares	Apr. 30, 2021USD ($)	Dec. 31, 2021USD ($)segment	Dec. 31, 2020USD ($)	Sep. 30, 2021USD ($)
BUSINESS COMBINATIONS
Consideration in cash								$ 227,022
Provision for income taxes								12,785	$ (33)
Revenues								84,211	17,885
Net income (loss)								(83,047)	$ (366)
HistoTox Labs
BUSINESS COMBINATIONS
Consideration in cash							$ 22,389
Adjustments for net working capital							$ 68
Intangible assets								$ 8,500
HistoTox Labs | Customer Relationships
BUSINESS COMBINATIONS
Weighted-average estimated useful life								8 years
HistoTox Labs | Non-Compete Agreements
BUSINESS COMBINATIONS
Weighted-average estimated useful life								5 years
Bolder BioPATH
BUSINESS COMBINATIONS
Consideration in cash						$ 17,530
Adjustments for net working capital						$ 970
Shares issued | shares						1,588,235
Common shares value						$ 34,452
Principal amount						1,500
Escrowed amount						$ 1,250
Intangible assets								$ 12,500
Goodwill deductible for tax purposes								$ 0
Acquisition term								1 year
Goodwill impairment losses								$ 0
Bolder BioPATH | Promissory Note
BUSINESS COMBINATIONS
Annual interest rate						4.50%
Bolder BioPATH | Customer Relationships
BUSINESS COMBINATIONS
Weighted-average estimated useful life								8 years
Gateway Pharmacology Laboratories LLC
BUSINESS COMBINATIONS
Consideration in cash				$ 1,671
Shares issued | shares				45,323
Common shares value				$ 1,182
Intangible assets								$ 100
Goodwill deductible for tax purposes								$ 0
HistoTox Labs, Bolder BioPATH and Plato BioPharma combined
BUSINESS COMBINATIONS
Number of operating segments | segment								1
Revenues								$ 9,316
Net income (loss)								$ 1,830
Acquisition term								1 year
Goodwill impairment losses								$ 0
BioReliance Corporation
BUSINESS COMBINATIONS
Consideration in cash					$ 175
Intangible assets								640
Tangible and identifiable intangible assets								815
Percentage of net sales from services to existing customers					10.00%					10.00%
Percentage of estimated fair value of net sales										10.00%
Contingent consideration								$ 640		$ 640
Acquisition term								1 year
Goodwill impairment losses								$ 0
BioReliance Corporation | Accrued Liabilities, Current
BUSINESS COMBINATIONS
Contingent consideration										$ 175
Plato BioPharma Inc
BUSINESS COMBINATIONS
Consideration in cash			$ 10,462
Shares issued | shares			57,587
Common shares value			$ 1,776
Intangible assets								5,100
Cash and equivalents assumed								$ 1,027
Acquisition term								1 year
Goodwill impairment losses								$ 0
Plato BioPharma Inc | Promissory Note
BUSINESS COMBINATIONS
Principal amount			$ 3,000
Envigo RMS Holding Corp
BUSINESS COMBINATIONS
Aggregate consideration paid, including adjustments for net working capital		$ 218,205
Shares issued | shares		8,245,918
Common shares value		$ 439,590
Shares issuable upon the exercise of stock option | shares		790,620
Exercisable weighted-average exercise price (in dollars per share) | $ / shares		$ 9.93
Total value of options		$ 35,418
Value of optioins excluded from purchase price		$ 18,242
Share Price | $ / shares		$ 44.80
Vested stock options reflected as purchase consideration		$ 17,176
Intangible assets								184,000
Cash and equivalents assumed								3,287
Transaction costs								$ 8,491
Acquisition term								1 year
Goodwill impairment losses								$ 0
Principal assumptions
Stock price | $ / shares		$ 53.31
Strike price | $ / shares		$ 9.93
Volatility		75.93%
Expected term		3 years 18 days
Risk-free rate		0.62%
Robinson Services, Inc.
BUSINESS COMBINATIONS
Consideration in cash	$ 3,250
Shares issued | shares	70,633
Common shares value	$ 2,898

BUSINESS COMBINATIONS - Unaudit

BUSINESS COMBINATIONS - Unaudited pro forma (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
BUSINESS COMBINATIONS
Total revenues	$ 111,025	$ 89,077
Net income (loss)	$ (85,841)	$ (35,324)

REVENUE RECOGNITION - Changes i

REVENUE RECOGNITION - Changes in contract assets and liabilities (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2021USD ($)
Contract assets
Opening balance	$ 6,194
Additions	5,362
Deductions	(3,310)
Ending balance	8,246
Contract liabilities
Opening balance	26,614
Additions	124,057
Deductions	(106,146)
Ending balance	$ 44,525

LEASES (Details)

LEASES (Details)	3 Months Ended
	Dec. 31, 2021
LEASES
Renewal option, operating lease	true
Renewal option, finance lease	true
Facilities leases | Minimum
LEASES
Lease term, operating lease	2 years
Lease term, finance lease	2 years
Facilities leases | Maximum
LEASES
Lease term, operating lease	10 years
Lease term, finance lease	10 years
Equipment leases | Minimum
LEASES
Lease term, operating lease	30 months
Lease term, finance lease	30 months
Equipment leases | Maximum
LEASES
Lease term, operating lease	60 months
Lease term, finance lease	60 months

LEASES - Right-of-use lease ass

LEASES - Right-of-use lease assets and lease liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Right-of-use lease assets and lease liabilities
Operating right-of-use assets, net	$ 24,469	$ 8,358
Current portion of operating lease liabilities	5,674	1,959
Long-term operating lease liabilities	18,705	6,554
Total operating lease liabilities	24,379	8,513
Finance lease right-of-use assets, net	54	60
Current portion of finance lease liabilities	22	24
Long-term finance lease liabilities	35	39
Total finance lease liabilities	$ 57	$ 63

LEASES - Operating and Finance

LEASES - Operating and Finance leases (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2021USD ($)facility	Dec. 31, 2020USD ($)
LEASES
Amortization of operating leases	$ 1,083
Amortization of right-of-use asset expense	6	$ 37
Financing lease interest expense	$ 1	69
Number of facilities the Company serves as a lessor to a lessee | facility	1
Rental income	$ 177	$ 160

LEASES - Components of lease ex

LEASES - Components of lease expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating lease costs:
Fixed operating lease costs	$ 1,083	$ 229
Short-term lease costs	25	10
Variable lease costs		2
Lease income	(177)	(160)
Finance lease costs:
Amortization of right-of-use asset expense	6	37
Interest on finance lease liability	1	69
Total lease cost	$ 938	$ 187

LEASES - Supplemental cash flow

LEASES - Supplemental cash flow information (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 1,096	$ 229
Operating cash flows from finance leases	1	69
Finance cash flows from finance leases	6	108
Non-cash lease activity:
Right-of-use assets obtained in exchange for new operating lease liabilities	$ 17,036	$ 448

LEASES - Weighted average remai

LEASES - Weighted average remaining lease term and discount rate (Details)	Dec. 31, 2021	Dec. 31, 2020
LEASES
Operating lease, weighted-average remaining lease term (in years)	6 years 2 months 4 days	4 years 6 months 3 days
Finance lease, weighted-average remaining lease term (in years)	2 years 10 months 24 days	10 months 17 days
Operating lease, weighted-average discount rate (as a percent)	5.10%	5.22%
Finance lease, weighted-average discount rate (as a percent)	4.86%	5.84%

LEASES - Maturities of operatin

LEASES - Maturities of operating and finance lease (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021
Maturities of operating lease liabilities
2022 (remainder of fiscal year)	$ 5,136
2023	5,227
2024	4,373
2025	3,601
2026	2,937
Thereafter	7,011
Total minimum future lease payments	28,285
Less interest	(3,906)
Total operating lease liabilities	24,379	$ 8,513
Maturities of finance lease liabilities
2022 (remainder of fiscal year)	18
2023	18
2024	18
2025	7
Total minimum future lease payments	61
Less interest	(4)
Total finance lease liabilities	$ 57	$ 63

DEFINED BENEFIT PLAN - Narrativ

DEFINED BENEFIT PLAN - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
DEFINED BENEFIT PLAN
Contributions to the plan	$ 1,078
Unfunded defined benefit plan obligation		$ 865

DEFINED BENEFIT PLAN - Componen

DEFINED BENEFIT PLAN - Components of net periodic benefit costs (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2021USD ($)
Components of net periodic benefit expense:
Interest cost	$ 58
Expected return on assets	(109)
Amortization of prior loss	161
Net periodic benefit cost	$ 110

ACCUMULATED OTHER COMPREHENSI_3

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2021USD ($)
ACCUMULATED OTHER COMPREHENSIVE LOSS
Balance	$ 105,128
Amortization of actuarial loss	(110)
Cumulative translation adjustment	247
Balance	590,403
Accumulated other comprehensive income (loss)
ACCUMULATED OTHER COMPREHENSIVE LOSS
Amortization of actuarial loss	110
Cumulative translation adjustment	(247)
Balance	(137)
Pension
ACCUMULATED OTHER COMPREHENSIVE LOSS
Amortization of actuarial loss	110
Balance	110
Cumulative translation adjustment
ACCUMULATED OTHER COMPREHENSIVE LOSS
Cumulative translation adjustment	(247)
Balance	$ (247)

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) $ in Thousands	Jan. 27, 2022USD ($)Dshares	Jan. 10, 2022USD ($)Dshares	Nov. 05, 2021USD ($)	Dec. 31, 2021USD ($)
SUBSEQUENT EVENTS
Consideration in cash				$ 227,022
Revolving Facility
SUBSEQUENT EVENTS
Maximum amount of line of credit			$ 35,000
Delayed Draw Term Loan
SUBSEQUENT EVENTS
Principal amount			$ 35,000
Maximum term for drawing loan facility			18 months
Subsequent events. | Integrated Laboratory Systems, LLC (ILS) | Purchase Agreement
SUBSEQUENT EVENTS
Consideration in cash		$ 38,800
Escrowed amount		$ 3,800
Shares issued | shares		429,118
Common shares value		$ 18,000
Number of trading days | D		20
Subsequent events. | Orient Bio, Inc. (OBRC) | Purchase Agreement
SUBSEQUENT EVENTS
Consideration in cash	$ 28,200
Shares issued | shares	677,339
Common shares value	$ 23,000
Number of trading days | D	20
Liabilities incurred	$ 3,700
Period for payment of consideration	18 months
Subsequent events. | Credit Facility Term Loan | First Amendment to Credit Agreement
SUBSEQUENT EVENTS
Principal amount	$ 40,000
Subsequent events. | Delayed Draw Term Loan | First Amendment to Credit Agreement
SUBSEQUENT EVENTS
Maximum amount of line of credit	$ 35,000
Maximum term for drawing loan facility	24 months
Subsequent events. | Delayed Draw Term Loan | Integrated Laboratory Systems, LLC (ILS) | Purchase Agreement
SUBSEQUENT EVENTS
Principal amount		$ 35,000