Twist Bioscience(TWST) - 2025 Q3 - Quarterly Report

Forward-Looking Statements This section outlines the company's forward-looking statements, subject to various risks and uncertainties - The report contains forward-looking statements regarding future growth, expansion, operations, and financial performance, which are subject to numerous risks and uncertainties[11] - Key risks include the ability to increase revenue and growth rate, accurately estimate capital needs, manage growth, enter new markets, develop new products, protect intellectual property, manage competition, and adapt to technological changes[11] - Readers are cautioned not to rely on these statements as predictions of future events, and the Company undertakes no obligation to update them, except as required by law[12][13] Part I. Financial Information This part presents the company's unaudited condensed consolidated financial statements and management's discussion and analysis Item 1. Financial Statements (unaudited) This section presents Twist Bioscience Corporation's unaudited condensed consolidated financial statements and related notes Condensed Consolidated Balance Sheets (unaudited) Condensed Consolidated Balance Sheets (Unaudited) - Key Figures | Metric (in thousands) | June 30, 2025 | September 30, 2024 | Change | | :-------------------- | :------------ | :----------------- | :----- | | Total assets | $643,605 | $614,323 | +$29,282 | | Total liabilities | $165,407 | $141,634 | +$23,773 | | Total stockholders' equity | $478,198 | $472,689 | +$5,509 | | Cash and cash equivalents | $201,373 | $226,316 | -$24,943 | | Investment in equity securities | $54,337 | $1,525 | +$52,812 | | Liability related to sale of future revenue | $15,000 | $— | +$15,000 | Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (unaudited) Condensed Consolidated Statements of Operations (Unaudited) - Key Figures | Metric (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :-------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Revenues | $96,057 | $81,464 | $277,563 | $228,264 |\ | Loss from operations | $(30,120) | $(88,922) | $(106,325) | $(184,788) |\ | Gain on sale of business | $48,847 | $— | $48,847 | $— |\ | Net income (loss) | $20,390 | $(85,571) | $(50,532) | $(174,071) |\ | Basic EPS | $0.34 | $(1.47) | $(0.85) | $(3.01) |\ | Diluted EPS | $0.33 | $(1.47) | $(0.85) | $(3.01) | Condensed Consolidated Statements of Stockholders' Equity (unaudited) Stockholders' Equity Changes (Three Months Ended June 30, 2025) | Metric (in thousands) | March 31, 2025 Balance | Stock-based Compensation | Net Income | June 30, 2025 Balance | | :-------------------- | :--------------------- | :----------------------- | :--------- | :-------------------- | | Additional paid-in capital | $1,753,600 | $16,076 | — | $1,771,502 |\ | Accumulated deficit | $(1,312,830) | — | $20,390 | $(1,292,440) |\ | Total stockholders' equity | $440,108 | $16,076 | $20,390 | $478,198 | Stockholders' Equity Changes (Nine Months Ended June 30, 2025) | Metric (in thousands) | Sept 30, 2024 Balance | Stock-based Compensation | Net Loss | June 30, 2025 Balance | | :-------------------- | :-------------------- | :----------------------- | :------- | :-------------------- |\ | Additional paid-in capital | $1,715,119 | $48,417 | — | $1,771,502 |\ | Accumulated deficit | $(1,241,908) | — | $(50,532)| $(1,292,440) |\ | Total stockholders' equity | $472,689 | $48,417 | $(50,532)| $478,198 | Condensed Consolidated Statements of Cash Flows (unaudited) Condensed Consolidated Statements of Cash Flows (Unaudited) - Key Figures | Metric (in thousands) | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :-------------------- | :------------------------------ | :------------------------------ | | Net cash used in operating activities | $(35,814) | $(48,774) |\ | Net cash used in investing activities | $(12,359) | $(1,786) |\ | Net cash provided by financing activities | $22,966 | $3,263 |\ | Net decrease in cash, cash equivalents, and restricted cash | $(25,227) | $(47,244) |\ | Cash, cash equivalents, and restricted cash at end of period | $203,905 | $242,037 | - Non-cash investing activities for the nine months ended June 30, 2025, included $53.9 million in equity securities and $1.7 million in promissory notes received as consideration for the sale of a business[28] Notes to Unaudited Condensed Consolidated Financial Statements This section provides comprehensive notes to the unaudited condensed consolidated financial statements Note 1. Organization and Description of Business This note describes Twist Bioscience's synthetic biology business and the sale of its DNA Data Storage unit - Twist Bioscience is a synthetic biology company with a disruptive DNA synthesis platform for manufacturing synthetic DNA, RNA, and antibody proteins[33][34] - On May 2, 2025, the company sold its DNA Data Storage business to Atlas Data Storage, Inc[35] Net Income (Loss) and Accumulated Deficit | Metric (in millions) | June 30, 2025 (3 months) | June 30, 2024 (3 months) | June 30, 2025 (9 months) | June 30, 2024 (9 months) | June 30, 2025 (Accumulated) | | :------------------- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | :-------------------------- | | Net Income (Loss) | $20.4 | $(85.6) | $(50.5) | $(174.1) | $(1,292.4) | Note 2. Summary of Significant Accounting Policies This note outlines the significant accounting policies used in preparing the financial statements - The unaudited condensed consolidated financial statements are prepared in accordance with GAAP, with certain information condensed or omitted compared to annual reports[38] - The company accounts for proceeds from the monetization of future milestone and royalty payments as a debt instrument, amortized using the effective interest rate method[44] - Investments in equity securities without readily determinable fair values are accounted for using the measurement alternative of cost less impairment, adjusted for observable price changes[46][47] - The company elected to account for contingent consideration receivable from the Atlas Contribution Agreement as a gain contingency, recognizing it in earnings only after the contingency is resolved[48] Note 3. Revenue This note details the company's revenue recognition policies and disaggregation by product, region, and industry - Revenue is generated from synthetic biology tools (synthetic genes, oligo pools, NGS tools, DNA libraries) and biopharma services for antibody discovery[53] Contract Balances (in thousands) | Metric | June 30, 2025 | September 30, 2024 | | :-------------- | :------------ | :----------------- | | Contract assets | $1,036 | $2,031 |\ | Contract liabilities | $6,234 | $2,131 | Revenues by Geographic Region (in thousands) | Region | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Americas | $59,387 | $51,389 | $168,285 | $141,221 |\ | EMEA | $30,742 | $23,581 | $89,688 | $67,064 |\ | APAC | $5,928 | $6,494 | $19,590 | $19,979 |\ | Total | $96,057 | $81,464 | $277,563 | $228,264 | Revenues by Product (in thousands) | Product | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :---------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Synthetic genes | $27,680 | $24,948 | $82,387 | $67,031 |\ | Oligo pools | $5,423 | $4,166 | $15,228 | $12,295 |\ | DNA libraries | $2,056 | $3,848 | $7,867 | $10,318 |\ | Antibody discovery| $5,614 | $5,102 | $17,009 | $15,029 |\ | NGS tools | $55,284 | $43,400 | $155,072 | $123,591 |\ | Total | $96,057 | $81,464 | $277,563 | $228,264 | Revenues by Industry (in thousands) | Industry | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Industrial chemicals/materials | $23,103 | $23,188 | $67,101 | $59,730 |\ | Academic research | $15,931 | $14,892 | $50,004 | $42,387 |\ | Healthcare | $56,375 | $42,823 | $158,510 | $124,637 |\ | Food/agricultural | $648 | $561 | $1,948 | $1,510 |\ | Total | $96,057 | $81,464 | $277,563 | $228,264 | Note 4. Cash, Cash Equivalents and Investments This note provides a breakdown of the company's cash, cash equivalents, and investment balances Cash, Cash Equivalents and Investments (in thousands) | Metric | June 30, 2025 | September 30, 2024 | | :-------------------------------------- | :------------ | :----------------- | | Cash and cash equivalents | $201,373 | $226,316 |\ | Short-term investments | $49,425 | $50,083 |\ | Investment in equity securities of privately held companies | $54,337 | $1,525 |\ | Total cash, cash equivalents and investments | $305,135 | $277,924 | Note 5. Fair Value Measurement This note describes the company's fair value measurement hierarchy for financial assets - Fair value measurements are based on ASC 820, utilizing a three-level hierarchy (Level 1: quoted prices in active markets; Level 2: observable inputs other than Level 1 prices; Level 3: unobservable inputs)[67][68] Assets Measured at Fair Value on a Recurring Basis (in thousands) | Asset | June 30, 2025 (Fair Value) | September 30, 2024 (Fair Value) | | :------------------------ | :------------------------- | :------------------------------ | | Money market funds | $167,973 | $199,858 |\ | U.S. government treasury bills | $49,425 | $50,083 |\ | Total financial assets | $217,398 | $249,941 | - All financial assets measured at fair value (money market funds and U.S. government treasury bills) are classified as Level 1, indicating quoted prices in active markets[70][71] Note 6. Investment in Equity Securities This note details the company's investment in equity securities, including the sale of its DNA Data Storage business - The company sold its DNA digital data storage business to Atlas Data Storage, Inc. on May 2, 2025[74] Consideration and Gain on Sale of Business (in thousands) | Item | As of May 2, 2025 | | :------------------------ | :---------------- | | Fair value of Series Seed-1 Preferred Stock | $53,890 |\ | Fair value of promissory note receivable | $1,696 |\ | Upfront cash consideration | $2,500 |\ | Total Sale consideration | $58,086 |\ | Net assets sold | $(9,239) |\ | Gain on sale of business | $48,847 | - The company's investment in Atlas is accounted for at fair value using the measurement alternative method, as Atlas is a private company without readily determinable fair value[75] - Atlas is a variable interest entity, but the company is not its primary beneficiary, with a maximum exposure to loss of $57.4 million from its investment, promissory note, and other receivables[79] Note 7. Balance Sheet Components This note provides detailed breakdowns of various balance sheet components, including inventories and property Allowance for Credit Losses (in thousands) | Metric | June 30, 2025 | September 30, 2024 | | :-------------------------- | :------------ | :----------------- | | Allowance for credit losses | $0.5 | $0.7 | Inventories (in thousands) | Component | June 30, 2025 | September 30, 2024 | | :-------------- | :------------ | :----------------- | | Raw materials | $17,497 | $17,316 |\ | Work-in-process | $1,960 | $2,146 |\ | Finished goods | $6,481 | $4,616 |\ | Total | $25,938 | $24,078 | Property and Equipment, net (in thousands) | Component | June 30, 2025 | September 30, 2024 | | :------------------------ | :------------ | :----------------- | | Gross carrying amount | $184,633 | $178,163 |\ | Accumulated depreciation and amortization | $(89,282) | $(75,643) |\ | Net book value | $95,351 | $102,520 | Other Current Liabilities (in thousands) | Component | June 30, 2025 | September 30, 2024 | | :------------------------ | :------------ | :----------------- | | Income and other taxes payable | $4,253 | $2,725 |\ | Contract liabilities | $6,324 | $2,131 |\ | Other current liabilities | $500 | $961 |\ | Total | $11,077 | $5,817 | Note 8. Goodwill and Intangible Assets This note details the company's goodwill and finite-lived intangible assets, including changes from business sale Goodwill Balance (in thousands) | Metric | June 30, 2025 | September 30, 2024 | | :-------------------------- | :------------ | :----------------- | | Balance at beginning of period/year | $85,811 | $85,811 |\ | Sale of business | $(3,616) | $— |\ | Balance at end of period/year | $82,195 | $85,811 | Finite-Lived Intangible Assets (in thousands) | Component | June 30, 2025 (Net Book Value) | September 30, 2024 (Net Book Value) | | :------------------ | :----------------------------- | :---------------------------------- | | Developed Technology | $13,688 | $14,478 |\ | Customer Relationships | $— | $— |\ | Tradenames & Trademarks | $— | $— |\ | Total | $13,688 | $14,478 | Total Amortization Expense Related to Intangible Assets (in thousands) | Period | 2025 | 2024 | | :------------------------ | :-------- | :-------- | | Three months ended June 30 | $0.3 | $1.3 |\ | Nine months ended June 30 | $0.8 | $3.9 | Note 9. Leases This note outlines the company's operating lease commitments and related expenses - The company leases facilities under non-cancellable operating leases expiring through 2044[90] Future Minimum Lease Payments (in thousands) as of June 30, 2025 | Years ending September 30 | Operating leases | | :------------------------ | :--------------- | | Remainder of 2025 | $3,858 |\ | 2026 | $13,963 |\ | 2027 | $8,450 |\ | 2028 | $8,510 |\ | 2029 | $6,609 |\ | Thereafter | $81,405 |\ | Total minimum lease payments | $122,795 |\ | Less: imputed interest | $(44,645) |\ | Total operating lease liabilities | $78,150 | Lease Expense and Income (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :---------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Operating lease costs | $3,823 | $3,800 | $11,306 | $11,800 |\ | Sublease income | $(417) | $— | $(417) | $— | Note 10. Commitments and Contingencies This note describes the company's legal commitments and contingencies, including ongoing lawsuits - The company is a defendant in a securities class action lawsuit (Peters v. Twist Bioscience Corporation, et al.) filed in December 2022, alleging violations of federal securities laws based on a Scorpion Capital report[95][97] - A shareholder derivative suit (Shumacher vs. Leproust et al.) was filed in September 2023, based on similar allegations as the securities class action, and is currently stayed[99] - The company intends to vigorously defend itself against these claims, and the securities class action is awaiting a judge's decision on a motion to dismiss[98] Note 11. Related Party Transactions This note details transactions with related parties, including Atlas Data Storage, Inc Revenues from Related Parties (in thousands) | Period | 2025 | 2024 | | :------------------------ | :-------- | :-------- | | Three months ended June 30 | $2,800 | $4,100 |\ | Nine months ended June 30 | $9,600 | $9,700 | - Atlas Data Storage, Inc. became a related party after the company's investment, leading to sublease income of $0.4 million for both the three and nine months ended June 30, 2025[102] - As of June 30, 2025, the company held a promissory note receivable from Atlas of $1.7 million and other receivables of $1.7 million related to transition services and sublease income[103] Note 12. Income Taxes This note provides information on the company's income tax provisions and the impact of tax reforms Income Tax Provisions (in thousands) | Period | 2025 | 2024 | | :------------------------ | :-------- | :-------- | | Three months ended June 30 | $0.2 | $0.2 |\ | Nine months ended June 30 | $0.5 | $0.7 | - The sale of the DNA digital data storage business did not impact the income tax provision due to carryover tax attributes (net operating losses) and a valuation allowance[107] - Recently enacted U.S. tax reform legislation (H.R.1) is not expected to have a material impact on the company's financial statements[108] Note 13. Common Stock This note details changes in the company's common stock authorization and outstanding shares - The authorized common stock was increased to 200.0 million shares at a par value of $0.00001 per share in February 2025[110] Note 14. Stock-based Compensation This note outlines the company's stock-based compensation plans and related expenses Total Stock-based Compensation Expense (in thousands) | Period | 2025 | 2024 | | :------------------------ | :-------- | :-------- | | Three months ended June 30 | $16,057 | $13,734 |\ | Nine months ended June 30 | $48,376 | $38,578 | - As of June 30, 2025, there was $72.6 million of unrecognized compensation cost for restricted stock units, expected to be recognized over 2.8 years[115] - Unrecognized compensation costs for performance-based restricted stock units totaled $45.2 million (based on maximum achievement), expected to be recognized over 1.7 years[117] - Stock options outstanding at June 30, 2025, were 1,463 thousand shares with a weighted average exercise price of $30.77[119] Note 15. Net Income (Loss) Per Share This note presents the calculation of basic and diluted net income (loss) per share Net Income (Loss) Per Share | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) | $20,390 | $(85,571) | $(50,532) | $(174,071) |\ | Basic EPS | $0.34 | $(1.47) | $(0.85) | $(3.01) |\ | Diluted EPS | $0.33 | $(1.47) | $(0.85) | $(3.01) | - Potentially dilutive common shares, totaling 3,719 thousand for the three months and 5,553 thousand for the nine months ended June 30, 2025, were excluded from diluted EPS calculations when their effect was antidilutive[122] Note 16. Liability Related to the Sales of Future Revenue This note describes the liability related to the sale of future milestone and royalty payments - On October 21, 2024, the company received a $15.0 million upfront payment from XOMA (US) LLC for the right to receive half of future milestone and royalty payments from certain antibody discovery and biopharma services agreements[123] - This payment was recorded as a liability related to the sale of future revenue, to be amortized using the effective interest method[123] - No imputed interest expense was recorded for the nine months ended June 30, 2025, as the estimated aggregate future milestone and royalty payments did not exceed $15.0 million[125] Note 17. Impairment of long-lived assets This note details the impairment loss recognized for the Biopharma asset group - An impairment indicator was identified for the Biopharma asset group on June 30, 2024, due to lower than forecasted revenues[126] - An impairment loss of $44.9 million was recorded for the three and nine months ended June 30, 2024, allocated to property and equipment ($9.1 million) and finite-lived intangible assets ($35.9 million)[130] - The fair value of the Biopharma asset group was estimated using a discounted cash flow method with a 14% discount rate, and fair values of individual assets were determined using income and market approaches[127][128] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial condition, operations, liquidity, and capital resources, including the impact of the DNA Data Storage business sale Overview This overview describes Twist Bioscience's synthetic biology platform, recent business sale, and financial highlights - Twist Bioscience is a leading synthetic biology company with a disruptive DNA synthesis platform, expanding beyond DNA to synthetic RNA and antibody proteins[132] - The company sold its DNA Data Storage business to Atlas Data Storage, Inc. to accelerate technology development and allow strategic focus, retaining a minority ownership and potential future milestone/royalty payments[136] - The company reported net income of $20.4 million for the three months ended June 30, 2025, primarily due to the sale of the DNA Data Storage business, compared to a net loss of $85.6 million in the prior year[135] - As of June 30, 2025, the company had an accumulated net deficit of $1,292.4 million and $250.8 million in cash, cash equivalents, and short-term investments[135] Results of Operations This section analyzes the company's financial performance for the three and nine months ended June 30, 2025 and 2024 Comparison of the Three Months Ended June 30, 2025 and 2024 This section compares the company's financial results for the three months ended June 30, 2025 and 2024 - Revenues increased 18% to $96.1 million, primarily due to growth in NGS tools and synthetic genes[140] - Gross margin increased to 53.4% from 43.3%, driven by increased revenues and stable manufacturing costs[140] - Loss from operations decreased to $30.1 million from $88.9 million, benefiting from the absence of a $44.9 million impairment charge in the prior year[140] - A gain of $48.8 million was recognized from the sale of the DNA digital data storage business[140] Revenues This section analyzes revenue performance, highlighting growth drivers and key product contributions Revenues (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | Revenues | $96,057 | $81,464 | $14,593 | 18% | - The increase in revenues was primarily due to growth in NGS tools revenue ($11.9 million) and synthetic genes revenue ($2.7 million), driven by healthcare and academic research industries[144] - The number of genes shipped increased by 12% to approximately 237,000 genes in Q3 2025 from 212,000 in Q3 2024[144] Cost of Revenues This section analyzes cost of revenues and gross margin, detailing factors influencing changes Cost of Revenues and Gross Margin (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | Cost of revenues | $44,760 | $46,193 | $(1,433) | (3)% |\ | Gross profit | $51,297 | $35,271 | $16,026 | 45% |\ | Gross margin | 53.4% | 43.3% | 10.1% pts | | - The decrease in cost of revenues was mainly due to a $1.7 million decrease in depreciation and amortization, $0.5 million decrease in production overheads, and $0.3 million decrease in material costs[147] Research and Development Expenses This section analyzes research and development expenses, noting changes in personnel and stock-based compensation Research and Development Expenses (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | R&D expenses | $18,047 | $22,469 | $(4,422) | (20)% | - The decrease was primarily driven by a $2.4 million reduction in personnel costs and a $1.5 million reduction in stock-based compensation expenses, mainly due to the transition of DNA digital data storage employees[148] Selling, General and Administrative Expenses This section analyzes selling, general and administrative expenses, detailing increases in compensation and marketing Selling, General and Administrative Expenses (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | SG&A expenses | $63,370 | $56,794 | $6,576 | 12% | - The increase was primarily due to a $2.8 million increase in stock-based compensation, $1.9 million in personnel costs, $1.3 million in marketing costs, and $1.0 million in IT services costs[149] Impairment of long-lived assets This section details the impairment of long-lived assets for the three months ended June 30, 2024 Impairment of Long-Lived Assets (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :--- | :--- | :----- | :------- | | Impairment | $— | $44,930 | $(44,930) | (100)% | Gain on Sale of business This section details the gain recognized from the sale of the DNA digital data storage business Gain on Sale of Business (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :--- | :-------- | :------- | | Gain on sale | $48,847 | $— | $48,847 | N/A | Interest and Other Income (Expense), net This section analyzes interest and other income (expense), net, for the period Interest and Other Income (Expense), net (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | Interest income | $2,690 | $3,663 | $(973) | (27)% |\ | Other income (expense), net | $(836) | $(121) | $(715) | 591% |\ | Total | $1,854 | $3,542 | $(1,688) | (48)% | Income Tax Expense This section details the company's income tax expense for the period Income Tax Expense (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :--- | :--- | :----- | :------- | | Income tax expense | $(191) | $(191) | $— | 0% | Comparison of the Nine Months Ended June 30, 2025 and 2024 This section compares the company's financial results for the nine months ended June 30, 2025 and 2024 - Revenues increased 22% to $277.6 million, primarily due to growth in NGS tools and synthetic genes[155] - Gross margin increased to 50.5% from 41.7%, driven by increased revenues and stable manufacturing costs[162] - The company recognized a $48.8 million gain on the sale of its DNA digital data storage business[167] - Research and development expenses decreased by 9%, while selling, general and administrative expenses increased by 11%[164][165] Revenues This section analyzes revenue performance, highlighting growth drivers and key product contributions Revenues (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | Revenues | $277,563 | $228,264 | $49,299 | 22% | - The increase was primarily due to growth in NGS tools revenue ($31.5 million) and synthetic genes revenue ($15.4 million)[161] - The number of genes shipped increased by 16% to approximately 669,000 genes in the nine months ended June 30, 2025, from 576,000 in the prior year[161] Cost of Revenues This section analyzes cost of revenues and gross margin, detailing factors influencing changes Cost of Revenues and Gross Margin (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | Cost of revenues | $137,398 | $133,148 | $4,250 | 3% |\ | Gross profit | $140,165 | $95,116 | $45,049 | 47% |\ | Gross margin | 50.5% | 41.7% | 8.8% pts | | - The increase in cost of revenues was primarily due to a $7.3 million increase in material costs and a $2.3 million increase in stock-based compensation, partially offset by a $4.4 million decrease in depreciation and amortization[162] Research and Development Expenses This section analyzes research and development expenses, noting changes in personnel and stock-based compensation Research and Development Expenses (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | R&D expenses | $63,271 | $69,718 | $(6,447) | (9)% | - The decrease was primarily due to a $3.3 million reduction in personnel costs, $1.4 million in stock-based compensation, and $1.5 million in depreciation expense, linked to the DNA digital data storage business sale[164] Selling, General and Administrative Expenses This section analyzes selling, general and administrative expenses, detailing increases in compensation and marketing Selling, General and Administrative Expenses (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | SG&A expenses | $183,219 | $165,256 | $17,963 | 11% | - The increase was primarily due to an $8.9 million increase in stock-based compensation, $3.8 million in personnel costs, $1.2 million in marketing costs, and $2.5 million in other third-party spending[165] Impairment of long-lived assets This section details the impairment of long-lived assets for the nine months ended June 30, 2024 Impairment of Long-Lived Assets (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :--- | :--- | :----- | :------- | | Impairment | $— | $44,930 | $(44,930) | (100)% | Gain on Sale of business This section details the gain recognized from the sale of the DNA digital data storage business Gain on Sale of Business (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :--- | :-------- | :------- | | Gain on sale | $48,847 | $— | $48,847 | N/A | Interest and Other Income (Expense), net This section analyzes interest and other income (expense), net, for the period Interest and Other Income (Expense), net (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :-------- | :-------- | :-------- | :------- | | Interest income | $8,731 | $11,724 | $(2,993) | (26)% |\ | Other expense | $(1,323) | $(351) | $(972) | 277% |\ | Total | $7,408 | $11,373 | $(3,965) | (35)% | Income Tax Expense This section details the company's income tax expense for the period Income Tax Expense (Nine Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | Change | % Change | | :-------------------- | :--- | :--- | :----- | :------- | | Income tax expense | $(462) | $(656) | $194 | (30)% | Liquidity and Capital Resources This section discusses the company's liquidity, capital resources, and cash flow activities Sources of Liquidity This section outlines the company's primary sources of liquidity and recent financing activities - The company's operations are financed through public equity, private placements, credit facilities, and revenue[171] Cash and Investments (in millions) | Metric | June 30, 2025 | | :------------------------ | :------------ | | Cash and cash equivalents | $201.4 |\ | Short-term investments | $49.4 | - Recent liquidity sources include a $15.0 million upfront payment from XOMA for future revenue rights and $2.5 million cash from the sale of the DNA digital data storage business to Atlas[172][173] Operating Capital Requirements This section details the company's operating capital requirements and capital expenditure commitments - Primary capital uses are compensation, manufacturing, laboratory supplies, legal, regulatory, general overhead, and capital expenditures[174] - As of June 30, 2025, the company had $10.3 million in commitments for capital expenditures[174] Cash Flows This section summarizes the company's cash flows from operating, investing, and financing activities Summary of Cash Flows (in thousands) | Activity | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :---------------------------- | :------------------------------ | :------------------------------ | | Net cash used in operating activities | $(35,814) | $(48,774) |\ | Net cash provided by (used in) investing activities | $(12,359) | $(1,786) |\ | Net cash provided by financing activities | $22,966 | $3,263 | Operating Activities This section analyzes net cash used in operating activities, highlighting changes in net loss and non-cash items Net Cash Used in Operating Activities (in thousands) | Metric | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :-------------------------------------- | :------------------------------ | :------------------------------ | | Net cash used in operating activities | $(35,814) | $(48,774) | - The decrease in cash used was driven by a lower net loss ($50.5 million vs. $174.1 million), adjusted for non-cash items including $48.4 million in stock-based compensation and a $48.8 million gain on sale of business in 2025[176][177] - Changes in operating assets and liabilities resulted in a net cash outflow of $5.6 million in 2025, mainly due to increases in accounts receivable, inventories, and prepaid expenses, partially offset by increases in accounts payable, other liabilities, and accrued expenses[177] Investing Activities This section analyzes net cash used in investing activities, including property purchases and business sale proceeds Net Cash Used in Investing Activities (in thousands) | Metric | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :-------------------------------------- | :------------------------------ | :------------------------------ | | Net cash used in investing activities | $(12,359) | $(1,786) | - Investing activities included $15.6 million in property and equipment purchases and $2.5 million in proceeds from the sale of the data storage business in 2025[179] Financing Activities This section analyzes net cash provided by financing activities, including future revenue sales and stock exercises Net Cash Provided by Financing Activities (in thousands) | Metric | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :-------------------------------------- | :------------------------------ | :------------------------------ | | Net cash provided by financing activities | $22,966 | $3,263 | - Financing activities in 2025 included $15.0 million from XOMA for the sale of future revenue, $5.6 million from stock option exercises, and $2.4 million from the employee stock purchase plan[181] Off-Balance Sheet Arrangements This section confirms the absence of off-balance sheet arrangements - The company has no off-balance sheet arrangements[183] Contractual Obligations and Other Commitments This section notes that contractual obligations have not materially changed from the annual report - Contractual obligations have not materially changed from the Annual Report on Form 10-K[184] Critical Accounting Policies and Significant Management Estimates This section discusses critical accounting policies, including the gain on sale of business calculation - The calculation of gain on sale of business is a critical accounting policy, involving fair value measurement of the investment in Atlas Series Seed-1 Preferred Stock[186] - The fair value of the Atlas investment was determined using the backsolve method, based on a recent financing round, and an option pricing allocation method (OPM) to allocate total equity value[186] Recent Accounting Pronouncements This section outlines recent accounting pronouncements and their expected impact on the company - Recent accounting pronouncements include ASU No. 2023-09 (Income Taxes), ASU No. 2023-07 (Segment Reporting), and ASU 2024-03 (Expense Disaggregation Disclosures)[49][50][51] - The company does not expect these new standards to have a material impact on its financial position or results of operations upon adoption[49][50][51][52] Item 3. Quantitative and Qualitative Disclosures About Market Risk The company's market risk exposure remains materially unchanged since September 30, 2024 - The company's exposure to market risk has not materially changed since September 30, 2024[189] Item 4. Controls and Procedures Management concluded disclosure controls were effective, with no material changes in internal control - The company's disclosure controls and procedures were evaluated and deemed effective as of June 30, 2025[190] - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025[191] Part II. Other Information This part provides other information, including legal proceedings, risk factors, and executive trading plans Item 1. Legal Proceedings The company is involved in legal proceedings, detailed in Note 10, with management expecting no material adverse effect - The company is involved in material pending legal proceedings, as described in Note 10 of the financial statements[193] - Management believes the final disposition of these legal matters will not materially adversely affect the company's business, financial position, results of operations, or cash flows[193] Item 1A. Risk Factors This section references risk factors from previous reports, noting no material changes since the last annual report - Readers should consider risk factors detailed in the Annual Report on Form 10-K and previous Quarterly Report on Form 10-Q[194] - There have been no material changes in the company's risk factors from those described in its Annual Report on Form 10-K[194] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company reports no unregistered sales of equity securities - There were no unregistered sales of equity securities[195] Item 3. Defaults Upon Senior Securities The company reports no defaults upon senior securities - There were no defaults upon senior securities[196] Item 4. Mine Safety Disclosures This item is not applicable to the company - This item is not applicable[197] Item 5. Other Information Key executives adopted Rule 10b5-1 trading plans in May 2025 for potential common stock sales - Several key executives, including the Chief Legal Officer, CFO, President & COO, and CEO, adopted Rule 10b5-1 trading plans in May 2025[198][199][200][201] Rule 10b5-1 Trading Plans Adopted in May 2025 | Executive | Shares for Potential Sale | Expiration Date (Earlier of) | | :------------------------ | :------------------------ | :--------------------------- | | Dennis Cho (Chief Legal Officer) | 31,945 | May 15, 2026 |\ | Adam Laponis (Chief Financial Officer) | 24,000 | August 20, 2026 |\ | Patrick Finn (President & COO) | 97,496 | May 13, 2026 |\ | Emily M. Leproust (CEO) | 458,276 | September 16, 2026 | Item 6. Exhibits This section lists exhibits filed with Form 10-Q, including agreements for the DNA Data Storage business sale and certifications - Exhibits include the Contribution Agreement, License Agreement, and MES Software License Agreement related to the sale of the DNA Data Storage business to Atlas Data Storage, Inc[204] - Certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 by the Chief Executive Officer and Chief Financial Officer are also filed[204] - The financial statements are provided in iXBRL (inline eXtensible Business Reporting Language) format[204] Signatures The report is signed by the Chief Financial Officer on behalf of Twist Bioscience Corporation - The report is signed by Adam Laponis, Chief Financial Officer, on behalf of Twist Bioscience Corporation, dated August 4, 2025[207]