UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 19, 2018
Twist Bioscience Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-38720 | 46-205888 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I. R. S. Employer Identification No.) |
455 Mission Bay Boulevard South
Suite 545
San Francisco, CA 94158
(Address of principal executive offices, including ZIP code)
(800) 719-0671
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
| Item 7.01 | Results of Operations and Financial Condition. |
On December 19, 2018, Twist Bioscience Corporation (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended September 30, 2018. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: December 19, 2018 | Twist Bioscience Corporation | |||||
| /s/ Mark Daniels | ||||||
| Mark Daniels | ||||||
| Senior Vice President, Chief Legal Officer, Chief Ethics and Compliance Officer, and Secretary | ||||||
Exhibit 99.1
Twist Bioscience Reports Fiscal 2018 Fourth Quarter and Full Year Financial Results and
Highlights Commercial and Operational Progress
— $25.4 million in total revenue; 136% year-over-year growth —
— Bolstered cash position with approximately $69 million in proceeds from IPO —
— Company to host conference call today 4:30 pm Eastern Time —
SAN FRANCISCO, Calif. — December 19, 2018 — Twist Bioscience Corporation (NASDAQ: TWST), a company enabling customers to succeed through its offering of high-quality synthetic DNA, today reported financial results and business highlights for the fiscal 2018 fourth quarter and full year ended September 30, 2018.
“It has been an exceptional year for Twist Bioscience, with significant top-line growth across all business areas and both operational and commercial accomplishments,” said Emily M. Leproust, Ph.D., CEO and co-founder of Twist. “We’ve doubled our revenue coming from our synthetic biology products, launched our target enrichment kits for next-generation sequencing, which is gaining traction in the marketplace, expanded internationally, and laid a foundation for both our drug discovery and DNA digital data storage verticals. In addition, we strengthened our balance sheet with the closing of both a private financing and our initial public offering.
“Looking ahead into fiscal 2019, we expect to continue to deliver on our mission to improve healthcare and sustainability through synthetic DNA as we expand our customer base, convert pilot customers to production, grow revenue across all product categories and geographic regions, as well as validate our GPCR and antibody optimization software for Twist Biopharma and pursue non-dilutive financing for digital data storage.”
Fiscal Fourth Quarter 2018 and Recent Highlights
| • | Shipped approximately 71,000 genes in the fourth quarter of 2018, compared to approximately 38,000 in the fourth quarter of fiscal 2017; shipped approximately 247,000 genes in fiscal 2018 compared to approximately 125,000 in fiscal 2017. Current turnaround time for genes is 15-20 days. |
| • | Continued progress in NGS product line, with eight customers now in production mode |
| • | Together with Microsoft and the University of Washington, announced plans to create an archive of knowledge encoded into Twist Bioscience DNA to be included in the Lunar Library™ |
| • | Completed synthesis of wholly-owned G-coupled protein receptor (GPCR) library and development of antibody optimization software |
| • | Expanded international reach with new distributors in Asia Pacific |
| • | Completed an initial public offering (IPO), raising approximately $69 million in net proceeds, and began trading on the Nasdaq Global Select Market under the ticker symbol “TWST” |
Fiscal 2019 Milestones
| • | Grow revenue across all product categories and geographic regions |
| • | Offer customers 5kb genes at disruptive price |
| • | Introduce Twist Application Product Interface (TAPI) for gene ordering |
| • | Implement and execute new product introductions roadmap |
| • | Convert pilot NGS customers to full production |
| • | Launch e-commerce platform for NGS product |
| • | Achieve ISO 13485 certification for quality management systems (NGS product line) |
| • | Leverage growth in top line to improve variable and gross margin |
| • | Launch back-end production in China for NGS and other products |
| • | Generate proof-of-concept data from the GPCR library and antibody optimization software for Twist Biopharma, and seek non-dilutive partnerships and/or out-licensing of therapeutic assets |
| • | Execute roadmap to increase synthesis density on silicon platform and reduce DNA writing cost for DNA digital data storage |
| • | Pursue non-dilutive funding for the continued development of DNA digital data storage |
FISCAL 2018 FOURTH QUARTER FINANCIAL RESULTS
Orders
Total orders received for the three months ended September 30, 2018 were $12.8 million, compared to $6.2 million for the same period of fiscal 2017. The increase in orders is due primarily to the introduction of NGS as well as an increase in orders for synbio products, particularly genes.
Revenue
Total revenues were $8.4 million for the three months ended September 30, 2018 compared to $3.5 million for the same period of fiscal 2017. The increase in revenue was due to increasing sales of genes, oligo pools and DNA libraries as well as the introduction of NGS tools products across all geographies and market segments.
Cost of Revenues
Cost of revenues for the three months ended September 30, 2018 were $9.1 million compared to $6.8 million for the similar period of fiscal 2017. The increase in cost of revenues is due to increased headcount, consumption of reagents and production materials.
Research and Development Expenses
Research and development expenses for the three months ended September 30, 2018 were $6.1 million compared to $4.9 million for the period ended September 30, 2017. The main driver for the increase was the beginning of investment in the Twist Biopharma vertical.
Selling, General and Administrative Expenses
Selling, general and administrative expenses for the three months ended September 30, 2018 were $13.0 million compared to $8.4 million for the same period of 2017. The increase was primarily due to increased headcount, advertising and marketing expenses, professional and legal expenses, stock compensation expenses and information technology-related charges.
Net Loss
Net loss for the fiscal 2018 fourth quarter was $19.8 million, or $6.59 per share, compared to $17.0 million, or $6.68 per share, for the fiscal 2017 fourth quarter.
Cash Position
As of September 30, 2018, the company had $80.8 million in cash and cash equivalents. The fourth quarter ending cash position does not include approximately $69 million in net proceeds from the initial public offering, which was received in the first quarter of fiscal 2019.
FISCAL 2018 FINANCIAL RESULTS
Orders
Total orders received for fiscal 2018 were $39.4 million compared to $17.6 million in fiscal 2017.
Revenue
Total revenues were $25.4 million for fiscal 2018 compared to $10.8 million in fiscal 2017. The increase in revenue was due to increasing sales of genes, oligo pools and DNA libraries, which increased 136% year over year, as well as the introduction of our NGS tools products across all geographies and market segments.
Cost of Revenues
Cost of revenues for fiscal 2018 were $32.2 million compared to $24.0 million for fiscal 2017. The increase in cost of revenues is due to increased payroll expenses, consumption of reagents and production materials.
Research and Development Expenses
Research and development expenses for fiscal 2018 were $20.3 million compared to $19.1 million for fiscal 2017.
Selling, General and Administrative Expenses
Selling, general and administrative expenses for fiscal 2018 were $43.5 million compared to $26.1 million for the period ended September 30, 2017. The increase was primarily due to increased headcount, advertising and marketing expenses, professional and legal expenses, stock compensation expenses and information technology-related charges.
Net Loss
Net loss for fiscal 2018 was $71.2 million, or $25.51 per share, compared to $59.3 million, or $24.49 per share for fiscal 2017.
For the full fiscal year 2019, Twist expect to report:
Revenue in the range of $46 million to $48 million
Net loss in the range of $80 million to $82 million
Conference Call Information
The company plans to hold a conference call and live audio webcast for analysts and investors at 4:30 p.m. Eastern Time to discuss its financial results and provide an update on the company’s business. The call can be accessed by dialing (866) 688-0947 (domestic) or (409) 217-8781 (international) and refer to the conference ID 8279646. A telephonic replay will be available beginning approximately four hours after the call through January 2, 2019, and may be accessed by dialing (855) 859-2056 (domestic) or (404) 537-3406 (international). The replay conference ID is 8279646. The webcast replay will be available for two weeks.
About Twist Bioscience Corporation
Twist Bioscience is a leading and rapidly growing synthetic biology company that has developed a disruptive DNA synthesis platform to industrialize the engineering of biology. The core of the platform is a proprietary technology that pioneers a new method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. Twist is leveraging its unique technology to manufacture a broad range of synthetic DNA-based products, including synthetic genes, tools for next-generation sequencing (NGS) preparation, and antibody libraries for drug discovery and development. Twist is also pursuing longer-term opportunities in digital data storage in DNA and biologics drug discovery. Twist make products for use across many industries including healthcare, industrial chemicals, agriculture and academic research.
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Investor Relations Information
Twist uses the investor relations section on its website as a means of complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor Twist’s investor relations website in addition to following Twist’s press releases, SEC filings, and public conference calls and webcasts.
Legal Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements. All statements other than statements of historical facts contained herein are forward-looking statements reflecting the current beliefs and expectations of management made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including, but not limited to, Twist Bioscience’s anticipated fiscal 2019 milestones, conversion of pilot customers , revenue growth across all product categories and geographic regions, validation of Twist’s GPCR and antibody optimization software for Twist Biopharma and delivery on Twist’s mission to improve healthcare and sustainability through synthetic DNA. Such forward-looking statements involve known and unknown risks, uncertainties, and other important factors that may cause Twist Bioscience’s actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the risks and uncertainties of the ability to attract new customers and retain and grow sales from existing customers; risks and uncertainties of rapidly changing technologies and extensive competition in synthetic biology could make the products Twist Bioscience is developing obsolete or non-competitive; uncertainties of the retention of a significant customer; risks of third party claims alleging infringement of patents and proprietary rights or seeking to invalidate Twist Bioscience’s patents or proprietary rights; and the risk that Twist Bioscience’s proprietary rights may be insufficient to protect its technologies. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to Twist Bioscience’s business in general, see Twist Bioscience’s risk factors set forth in Twist Bioscience’s Registration Statement on Form S-1 that
is on file with the Securities and Exchange Commission and the prospectus dated October 30, 2018 relating to its initial public offering of common stock. Any forward-looking statements contained in this press release speak only as of the date hereof, and Twist Bioscience specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
CONTACTS:
Investor Contact:
Argot Partners
Maeve Conneighton
212-600-1902
maeve@argotpartners.com
Media Contact:
Angela Bitting
925- 202-6211
media@twistbioscience.com
# # #
Twist Bioscience Corporation
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
(unaudited)
| Three Months Ended September 30, | Year Ended September 30, | |||||||||||||||
| 2017 | 2018 | 2017 | 2018 | |||||||||||||
| Revenues |
$ | 3,466 | $ | 8,407 | $ | 10,767 | $ | 25,427 | ||||||||
| Operating expenses: |
||||||||||||||||
| Cost of revenues |
6,829 | 9,093 | 24,020 | 32,189 | ||||||||||||
| Research and development |
4,851 | 6,065 | 19,169 | 20,347 | ||||||||||||
| Selling, general and administrative |
8,409 | 12,953 | 26,060 | 43,450 | ||||||||||||
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| Total operating expenses |
20,089 | 28,111 | 69,249 | 95,986 | ||||||||||||
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|||||||||
| Loss from operations |
(16,623 | ) | (19,704 | ) | (58,482 | ) | (70,559 | ) | ||||||||
| Interest income |
187 | 409 | 412 | 999 | ||||||||||||
| Interest expense |
(248 | ) | (386 | ) | (905 | ) | (1,313 | ) | ||||||||
| Other income (expense), net |
(206 | ) | (45 | ) | (55 | ) | (121 | ) | ||||||||
| Provision for income taxes |
(119 | ) | (76 | ) | (280 | ) | (242 | ) | ||||||||
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| Net loss and comprehensive loss |
$ | (17,009 | ) | $ | (19,802 | ) | $ | (59,310 | ) | $ | (71,236 | ) | ||||
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| Net loss per common share, basic and diluted |
$ | (6.68 | ) | $ | (6.59 | ) | $ | (24.49 | ) | $ | (25.51 | ) | ||||
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| Shares used to compute net loss per common share, basic and diluted |
2,551,318 | 3,013,818 | 2,422,243 | 2,792,743 | ||||||||||||
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Twist Bioscience Corporation
Condensed Consolidated Balance Sheet
(in thousands)
(unaudited)
| September 30, 2017 |
September 30, 2018 |
|||||||
| Assets |
||||||||
| Cash and cash equivalents |
$ | 31,227 | $ | 80,757 | ||||
| Short-term investments |
30,977 | — | ||||||
| Accounts receivable, net |
2,346 | 5,419 | ||||||
| Inventory |
1,827 | 6,028 | ||||||
| Prepaid expenses and other current assets |
1,492 | 3,467 | ||||||
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|||||
| Total current assets |
67,869 | 95,671 | ||||||
| Property and equipment, net |
14,834 | 12,331 | ||||||
| Goodwill |
1,138 | 1,138 | ||||||
| Intangible assets, net |
920 | 712 | ||||||
| Restricted cash, non-current |
202 | 579 | ||||||
| Other non-current assets |
694 | 5,360 | ||||||
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| Total assets |
85,657 | 115,791 | ||||||
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| Current liabilities |
||||||||
| Accounts payable |
$ | 2,849 | $ | 7,531 | ||||
| Accrued expenses |
2,092 | 2,166 | ||||||
| Accrued payroll |
3,470 | 5,401 | ||||||
| Current portion of long-term debt |
— | 2,500 | ||||||
| Other current liabilities |
1,066 | 939 | ||||||
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| Total current liabilities |
9,477 | 18,537 | ||||||
| Redeemable convertible preferred stock warrant liability |
644 | 631 | ||||||
| Long-term debt, net of current portion |
9,154 | 7,218 | ||||||
| Other non-current liabilities |
107 | 344 | ||||||
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| Total liabilities |
19,382 | 26,730 | ||||||
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| Redeemable convertible preferred stock |
199,633 | 290,483 | ||||||
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| Common stock |
— | — | ||||||
| Additional paid-in capital |
6,228 | 9,346 | ||||||
| Accumulated other comprehensive income |
33 | 87 | ||||||
| Accumulated deficit |
(139,619 | ) | (210,855 | ) | ||||
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| Total stockholders’ equity (deficit) |
(133,358 | ) | (201,422 | ) | ||||
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| Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) |
$ | 85,657 | $ | 115,791 | ||||
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Twist Bioscience Corporation
Condensed Consolidated Statements of Cash Flow
(in thousands)
(unaudited)
| Three Months Ended September 30, |
Year Ended September 30, |
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| 2017 | 2018 | 2017 | 2018 | |||||||||||||
| Cash flows from operating activities |
||||||||||||||||
| Net loss attributable to common stockholders |
$ | (17,009 | ) | $ | (19,802 | ) | $ | (59,310 | ) | $ | (71,236 | ) | ||||
| Adjustments to reconcile net loss to net cash used in operating activities |
||||||||||||||||
| Depreciation and amortization |
1,247 | 1,329 | 5,021 | 5,727 | ||||||||||||
| Loss on disposal of property and equipment |
620 | — | 507 | 55 | ||||||||||||
| Stock-based compensation |
864 | 1,086 | 1,891 | 2,961 | ||||||||||||
| Non-cash interest expense |
128 | 104 | 363 | 254 | ||||||||||||
| Change in fair value of redeemable convertible preferred stock warrant liability |
83 | (80 | ) | 261 | (13 | ) | ||||||||||
| Amortization of debt discount |
29 | 79 | 95 | 308 | ||||||||||||
| Changes in assets and liabilities, net of impact of business combination: |
||||||||||||||||
| Accounts receivable, net |
(274 | ) | (1,130 | ) | (1,623 | ) | (3,073 | ) | ||||||||
| Inventory, net |
(16 | ) | (1,776 | ) | (599 | ) | (4,202 | ) | ||||||||
| Prepaid expenses and other current assets |
(360 | ) | (964 | ) | (324 | ) | (1,760 | ) | ||||||||
| Other non-current assets |
(228 | ) | 640 | (481 | ) | (812 | ) | |||||||||
| Accounts payable |
498 | 2,220 | 560 | 3,759 | ||||||||||||
| Accrued expenses |
2,544 | (426 | ) | 621 | (114 | ) | ||||||||||
| Accrued payroll |
585 | 2,022 | 1,067 | 1,932 | ||||||||||||
| Other liabilities |
(169 | ) | 208 | 650 | 50 | |||||||||||
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| Net cash used in operating activities |
(11,458 | ) | (16,490 | ) | (51,301 | ) | (66,164 | ) | ||||||||
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| Cash flows from investing activities |
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| Purchases of property and equipment |
(3,339 | ) | (1,047 | ) | (6,594 | ) | (3,688 | ) | ||||||||
| Proceeds from sale of property and equipment |
(255 | ) | — | 266 | 17 | |||||||||||
| Purchases of investments |
(20,457 | ) | (149 | ) | (40,587 | ) | (3,523 | ) | ||||||||
| Maturity of investments |
9,600 | 1,600 | 36,925 | 34,500 | ||||||||||||
| Change in restricted cash |
120 | (434 | ) | 120 | (434 | ) | ||||||||||
| Cash acquired through business combination |
— | — | — | — | ||||||||||||
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| Net cash provided by (used in) investing activities |
(14,331 | ) | (30 | ) | (9,870 | ) | 26,872 | |||||||||
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| Cash flows from financing activities |
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| Proceeds from issuance of common stock and exercise of stock options |
187 | 40 | 205 | 331 | ||||||||||||
| Proceeds from issuance of Series D redeemable convertible preferred stock, net of issuance costs |
444 | 6,977 | 65,596 | 90,850 | ||||||||||||
| Payments of deferred offering costs |
— | (640 | ) | — | (2,359 | ) | ||||||||||
| Borrowings of long-term debt |
2,174 | — | 2,174 | — | ||||||||||||
| Repayments of long-term debt |
(1,743 | ) | — | (4,173 | ) | — | ||||||||||
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| Net cash provided by financing activities |
1,062 | 6,377 | 63,802 | 88,822 | ||||||||||||
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| Net increase in cash and cash equivalents |
(24,727 | ) | (10,143 | ) | 2,631 | 49,530 | ||||||||||
| Cash and cash equivalents at beginning of year |
55,954 | 90,900 | 28,596 | 31,227 | ||||||||||||
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| Cash and cash equivalents at end of year |
$ | 31,227 | $ | 80,757 | $ | 31,227 | $ | 80,757 | ||||||||
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