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Item 1. Business

2021-11-24 compared with 2020-11-18 · 117 added, 218 removed, 49 unchanged (87% of the section changed)

We are a leading global provider of manufacturing automation solutions for the semiconductor industry, and life science sample-based services and solutions for the life sciences market.

In the semiconductor manufacturing market, we provide precision robotics, integrated automation systems, and contamination control solutions to semiconductor fabrication plants, or fabs and original equipment manufacturers, or OEMs, worldwide.

In the life sciences market, we offer a full suite of services and solutions for analyzing, managing, and storing biological and chemical compound samples to advance research and development for clinical, pharmaceutical, and other scientific endeavors.

Our life sciences solutions include gene sequencing and synthesis, a broad suite of high-throughput automated cryogenic storage products, related consumables, sample inventory software, as well as fully outsourced solutions for sample storage, transport, and inventory management.

Our leadership positions and our global support capability in each of these markets make us a valued business partner to the largest semiconductor and semiconductor capital equipment manufactures, and pharmaceutical and life sciences research institutions in the world.

In total, we employ approximately 3,200 full-time employees worldwide and have sales in more than 50 countries.

We are a leading global provid er of life science sample exploration and management solutions for the life sciences market.

We support our customers from research to clinical development with our sample management, automated storage, and genomic services expertise to help our customers bring impactful therapies to market faster.

We understand the importance of sample integrity and offer a broad portfolio of products and services spanning across the life cycle of samples from procurement and sourcing, automated storage platforms, genomic services and a broad range of consumables, informatics and data software, and sample management solutions.

Our expertise and leadership positions enable us to be a trusted partner to pharmaceutical, biotechnology, and life sciences research institutions globally.

In total, our life sciences business employs approximately 2,900 full-time employees, part-time employees and contingent workers worldwide and have sales in more than 80 countries.

We are headquartered in Chelmsford, Massachusetts and have operations in North America, Asia, and Europe.

Semiconductor

Since our founding in 1978, we have been a leading automation provider and partner to the global semiconductor manufacturing industry.

We provide advanced, high precision, high throughput robots, vacuum automation systems, contamination control systems, and reticle storage solutions to the global semiconductor capital equipment industry.

We sell our semiconductor products and services both to OEMs and directly to global semiconductor chip manufacturers.

We have significant investments in the engineering disciplines to design and advance capabilities in precise automation, high-speed, contaminant-free and vacuum environments, and contamination elimination.

Our engineering organization develops new automation capabilities and product offerings, and partners with customers to integrate our offerings into their tools which are part of the semiconductor manufacturing process.

In April 2018, we supplemented our portfolio of offerings with the acquisition of Tec-Sem Group AG, a Switzerland-based manufacturer of reticle storage management systems that support the needs for advanced lithography.

The reticle storage business is managed and reported as a part of our Contamination Controls Solutions reporting unit.

On July 1, 2019, we completed the sale of our semiconductor cryogenics business to Edwards Vacuum LLC (a member of the Atlas Copco Group) for approximately $675 million in cash subject to adjustments for working capital and other items.

Our semiconductor equipment business provided approximately 57% of our revenue in the fiscal year 2020.

The semiconductor capital equipment market has delivered overall long-term growth in excess of global gross domestic product (GDP) while also experiencing short-term cycles of sequential decreases and increases of sales.

The cycles are influenced by the technological trends of the semiconductor industry and sometimes by the economic trends of the global economy.

Life Sciences

We are a leading provider of life sciences services and products supporting the analysis, storage, and management of biological and chemical compound samples for pharmaceutical, biotech, clinical, healthcare and academic institutions worldwide.

We offer advanced automated solutions for cryogenic sample storage, capable of efficiently handling and managing both small and immense populations of biological samples to ensure end-to-end “cold chain of custody” of customer samples.

We are a leading commercial provider of fully outsourced storage and transport of biological samples.

We offer a broad range of genomic services including sequencing, synthesis and gene editing.

We are a leading provider of automated cold sample storage systems, consumables, and instruments, and informatics solutions, enabling or enhancing our customers’ visibility into their sample inventories and help them to manage their laboratory workflows.

We are also a leading life sciences service provider of outsourced sample storage and management, as well as genomic services which include Sanger sequencing, high throughput/next generation sequencing, bioinformatics, gene synthesis, molecular biology, and good laboratory practices, or GLP, regulatory services.

Taken all together, we believe our life sciences sample management product and services offerings allow our customers to maintain a complete “cold chain of custody” and enhance efficiency of related workflows for their samples.

With our genomic services offering, we can add more value to the samples under our care to assist our customers in advancing their research and discoveries.

Our research and development teams and our services teams possess significant specialized expertise in cryogenics, refrigeration, automation, biological and molecular sciences, and expertise for preparing and processing biological samples for analysis and testing.

Our teams develop new products, enhanced workflow solutions, sample management software solutions, and innovative sample preparation protocols.

As a result of these innovations, the business holds significant intellectual property and has enabled many loyal customer relationships.

Our life sciences portfolio includes products and services that we acquired to bring together a comprehensive capability to service our customers’ needs in the sample-based services arena.

We continue to develop the acquired products and services offerings through the combined expertise of the newly acquired teams and our existing research and development resources.

This acquisition, investment, and integration approach has allowed us to accelerate our

internal development and that of the acquired entity, significantly decreasing our time to market.

Our recent acquisitions include the following:

In November 2018, we acquired GENEWIZ Group, or GENEWIZ, a leading provider of gene sequencing and gene synthesis services to pharmaceutical, biotechnology and academic institutions around the world.

GENEWIZ is headquartered in New Jersey and has a network of genomics laboratories spanning the United States, China, Japan, Germany, and the United Kingdom.

The GENEWIZ services, combined with our core capabilities in sample management services, position us to add more value to samples under our care and provide more comprehensive solutions to our customer base.

In February 2020, we acquired RURO, Inc., or RURO, an informatics software company based in Maryland.

RURO offers cloud-based software solutions that manage laboratory workflow and bio-sample data for a broad range of customers in the biotech, healthcare, and pharmaceutical sectors.

RURO's capabilities and offerings enable us to offer enhanced on-site and off-site management of biological sample inventories and integration solutions for customers’ distributed workflow.

In the fourth quarter of fiscal year 2021, we entered into a definitive agreement to sell our

semiconductor automation business, to Thomas H.

Lee Partners, L.P., or THL, for approximately $3.0 billion in cash subject to customary adjustments.

The semiconductor automation results are classified as discontinued operations, and, unless otherwise noted, the description of our business in this report relates solely to our continuing operations.

We anticipate the closing of the transaction in the first half of the calendar year 2022 upon satisfaction of customary closing conditions and regulatory approvals.

In the fourth quarter of fiscal year 2021, we announced that our remaining business, which consists of our reportable segments, Life Sciences Products and Life Sciences Services will be rebranded under a single, unified brand, Azenta Life Sciences, or Azenta, during the first half of fiscal year 2022.

and an management.

Our life sciences portfolio includes products and services that we acquired over time to bring together a comprehensive capability to serve our customers’ needs.

We continue to develop our products and services offerings through the expertise of our research and development resources.

We believe our acquisition, investment, and integration approach has allowed us to accelerate our internal development and significantly accelerate our time to market.

For further information on our acquisitions, please refer to Note 4, “Acquisitions” to our Consolidated Financial Statements included under Item 8, “Financial Statements and Supplementary Data” of this Form 10-K.

Our life sciences businesses provided approximately 43% of our revenue in fiscal 2020.

As the market of cell-based research is vast and growing, it is driving continued growth in the services and product offerings for the analysis and management of samples.

Our customer list numbers in the thousands and we address only a fraction of the industry.

We serve the largest customers in the pharmaceutical industry, the most advanced research hospitals performing clinical research and therapy development, as well as some of the newest and leading-edge start-ups in the biotech space.

We also serve academic and government institutions.

We believe that the sample-based services and products business will continue to demonstrate a high growth trajectory and we do not observe cyclical characteristics in demand for these offerings.

We serve the semiconductor capital equipment market through one operating and reportable segment, our Semiconductor Solutions Group segment.

We serve the life sciences market through two operating and reportable segments:

Brooks Life Sciences Products and Brooks Life Sciences Services.

Prior to the fiscal year 2020, we had only two reportable segments that consisted of the Brooks Semiconductor Solutions Group segment and the Brooks Life Sciences segment.

The Brooks Life Sciences segment consisted of two operating segments, Sample Management and GENEWIZ.

During the fiscal year 2020, we realigned our life sciences businesses to combine the sample management services offerings under the leadership of our GENEWIZ genomic services business to form the Brook Life Sciences Services operating and reportable segment.

By combining these two service-based businesses we believe we can more effectively leverage the potential for synergies as customers engage us to manage a broad variety of sample-based services including gene sequencing, gene synthesis, lab analysis, sample kitting and preparation, transportation, and storage.

In the realignment we also formed our Brooks Life Sciences Products operating and reportable segment composed of product offerings of large automated ultra-cold stores, automated cryogenic storage systems, and consumables and instruments, and related product support services.

For further information on our reportable and operating segments, please refer to Note 20, “Segment and Geographic Information” to our Consolidated Financial Statements included under Item 8, “Financial Statements and Supplementary Data” of this Form 10- K.

Brooks Semiconductor Solutions Group Segment

Brooks Semiconductor Solutions Group is a leader in wafer automation, contamination controls solutions, and related support services.

Our offerings are designed to enhance capabilities and efficiencies of the manufacturing process of semiconductor fabs through improved throughput, yield, and cost of ownership of complex processing equipment.

Our product offerings include vacuum and atmospheric robots, turnkey vacuum and atmospheric wafer handling systems, as well as wafer carrier cleaning and reticle storage systems.

Our service network of expert application and field engineers, who are generally located close to our customers, provides rapid refurbishment of robots to stringent specifications, upgrades to improve equipment productivity, and proactive monitoring and diagnostics for predictive risk management and improved up-time of the installed base.

Markets and Customers

The demand for semiconductors and semiconductor manufacturing equipment is cyclical, resulting in periodic expansions and contractions.

While our semiconductor business services element is generally more stable, the cyclical nature of the capital equipment business causes sales from products to vary quarterly based on short-term market demands.

It is not unusual for these variations in sales to be up or down 10% to 20% in sequential quarters.

As a result, our quarterly and yearly semiconductor business sales have sometimes fluctuated.

We expect future sales in this market will continue to fluctuate between quarters and year-over-year.

The principal markets served by the Brooks Semiconductor Solutions Group segment include the following:

● Semiconductor capital equipment market

Each year, the global semiconductor industry makes significant capital investments to keep up with advancements in technology, to add manufacturing capacity and to improve productivity within existing fabs.

While the global market for semiconductor capital equipment is cyclical, we believe that it possesses a long-term growth profile driven by the demand for increasingly sophisticated consumer electronics, automotive and smart appliance products, growth in data centers, the expansion of the Internet-of-Things which increasingly connects various appliances and devices to servers, and mobile communications infrastructure such as 5G networks.

The expansion of innovative applications in the market translates to higher demand for semiconductor devices that typically require higher performance, lower power consumption and reduced size.

The increase in manufacturing capacity and advancements of the chip technology are ultimately enabled by advancements in the processes and technology utilized to produce these chips.

We believe this trend continues to provide market opportunities for the Brooks Semiconductor Solutions Group to be a valued partner supporting the industry’s needs.

We have been a long-term partner to device manufacturers and OEMs who are the providers of tools to fabs.

We maintain collaborative relationships with our customers for the innovative design of solutions that enable their equipment to have a process advantage and deliver improved cost of ownership in the fab.

Our global network of technical specialists provides extensive support to our customers in all regions, including the key semiconductor markets in South Korea, Taiwan, China, Japan, Europe and the United States.

We are recognized as a market leader in three critical sub-segments:

vacuum automation for wafer handling;

wafer automation for advanced packaging;

and contamination control solutions.

The production of advanced semiconductor chips requires many complex and logistically challenging manufacturing activities.

Silicon wafers must go through hundreds of process steps to create billions of microscopic transistors interconnected by a complex network of horizontal and vertical conducting layers to produce a functioning integrated circuit.

These initial fabrication steps, which are referred to in the industry as front-end processes, are repeated many times on a single wafer to create the desired pattern on the silicon wafer.

Up to 50% of these processes are performed in tools that operate under vacuum conditions, such as removing, depositing, or measuring materials on wafer surfaces.

As semiconductors’ complexity has increased, the number of process steps that occur in a vacuum environment has also increased, resulting in a greater need for vacuum automation technology solutions.

The increase in packing density of components in mobile devices has led the industry to devise advanced packaging techniques for chip interconnectivity using what is called wafer level packaging, or WLP.

This advanced packaging

technology combines multiple wafers before cutting them into pieces and then forming them onto a packaging substrate where they are ultimately divided into a multitude of chips.

The recent increased adoption of WLP has increased the need for a contaminant free and high purity manufacturing environment, resulting in higher demand for our semiconductor offerings tailored to handle full wafer forms.

It is the handling of these packaging substrates, which are often more complex to handle than standard silicon wafers, which require our sophisticated advanced packaging automation systems that are often customized for a specific customer substrate.

There is an increased demand for equipment that performs cleaning and conditioning of the wafer carriers which are used in all advanced semiconductor fabs.

These cleaning tools remove microscopic particles, molecular contaminates and moisture attracted to the inside surface of the carrier.

Automated cleaning and conditioning of the wafer carriers and EUV reticle carriers are also in demand as customers look to improve overall manufacturing yields.

Similarly, as lithography also requires cleaner controlled environments, our reticle solutions provide contamination control for highly valued reticles or masks used in standard and EUV lithography for printing the technological features onto the wafer.

● Adjacent capital equipment markets

There are a few adjacent capital equipment markets that employ manufacturing processes similar to the semiconductor manufacturing industry.

These markets include microelectromechanical systems, or MEMs devices, light-emitting diodes, or LEDs, Organic Light Emitting Diodes, or OLEDs, and touch screen technology.

These markets and the semiconductor capital equipment market share common customers and utilize similar technology applications.

For example, LEDs are manufactured using vacuum systems and handling processes similar to those used in semiconductor manufacturing.

We believe the desire for efficient, higher throughput and extremely clean manufacturing for semiconductor wafer fabs, the chip packaging process and other industrial or high performance electronic-based products and processes have created a substantial market for us in the following offerings:

(i) substrate handling automation, which is related to moving the wafers in a semiconductor fab, (ii) tool automation, which moves wafers from station-to-station, (iii) vacuum systems technology to create and sustain the clean environment necessary for fabricating various products, and (iv) automated contamination control systems to clean and condition substrate carriers.

Product and Service Offerings

The principal offerings of the Brooks Semiconductor Solutions Group segment consist of:

(i) wafer handling robotics and integrated systems and (ii) semiconductor contamination control solutions.

The segment also provides support services, including repair and refurbishment, diagnostics and installation, and spare parts and enhancement upgrades to optimize tool productivity.

Wafer handling robotics and integrated systems - include vacuum robots, atmospheric robotic modules, and tool automation systems that provide precision handling and clean wafer environments.

In the semiconductor industry, wafer handling represents a critical technology that is an integral component of highly complex production tools that run in the world’s most advanced wafer fabs.

A typical customer tool is designed and built around a process chamber and uses automation technology to move wafers in and out of the chamber.

We specialize in developing and building these automated handling systems and the vacuum technologies used in these tools.

We provide individual automation components within an OEM customer system as well as complete integrated handling systems.

We provide automation products designed to improve manufacturing performance and productivity for both atmospheric pressure and vacuum-based tools.

Contamination control solutions - include automated cleaning and inspection systems for wafer carriers, reticle pod cleaners, and stockers, which are automated systems that store wafers or reticles.

Our products are used to remove contaminants that result from critical airborne contamination within the workflow of the manufacturing process.

Our solutions contribute to improved yields, productivity and process stability in the manufacturing process which requires an ultra-clean manufacturing environment for leading-edge chips with geometries below 20 nanometers.

We sell our products and services to the world’s major semiconductor chip makers and to OEMs, who provide process tools to those same chip makers.

Our customers outside the semiconductor industry are broadly diversified.

have major customers in North America, Europe and Asia.

Although we ship much of our equipment to OEMs in the United States, many of these OEM tools are ultimately installed in semiconductor fabs that are outside of North America.

Thus, we also provide support services to leading OEMs, fabs and foundries across the globe.

Brooks Life Sciences Products and Brooks Life Sciences Services

Our life sciences businesses are comprised of two reportable segments, Life Sciences Products segment and Life Sciences Services segment.

Our Life Sciences Products business is a leading provider of automated ultra-cold storage solutions for biological and chemical compound samples.

Our storage systems provide reliable automation and sample inventory management at temperatures down to -196°C and can store anywhere from thousands to millions of samples.

Our sample management solutions include consumable vials and tubes, PCR plates, instruments for supporting workflow, and informatics, all of which focus on providing customers with the highest level of sample quality, security, availability, intelligence and integrity throughout the lifecycle of samples providing customers with complete end-to-end “cold-chain of custody” capabilities.

Our Life Sciences Services business is a leading provider of solutions addressing the many needs of customers in the area of genomic analysis and the management and care of biological samples used in pharmaceutical, biotech, healthcare, clinical, and academic R&D markets.

Millions of samples are processed every year, each containing valuable information that must be preserved with the sample.

Through our genomic services we provide a broad capability to customers for sequencing and synthesis of genes.

Our sample management services include off-site storage services, transport services, laboratory services, and interactive informatics solutions.

We also provide expert-level consultation services to our clients throughout their experimental design and implementation.

Our services also include short- and long-term sample storage and management of the “cold chain of custody” from collection, to storage, to retrieving the sample which ultimately may go back into the customer’s research workflow.

As referenced above, in November 2018, we completed the acquisition of GENEWIZ, a leading global provider of genomic analysis and gene synthesis services.

In February 2020, we acquired RURO, a software company providing innovative solutions for managing biological sample inventory and workflows for the life sciences market.

We believe the combination of our broad sample-based offerings, including genomic analysis, sample management services, automated storage systems, and informatic solutions has meaningfully enhanced our ability to meet our customers’ demands with a single and more comprehensive relationship.

Life Sciences Market

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Other companies and institutions have fewer or no in-house options and make use of outsourced capabilities as their primary solution.

GENEWIZ participates in this market as a value-added laboratory services provider, offering high quality genetic testing services with fast turnaround time.

The Brooks life sciences businesses currently serve customers worldwide, including all of the top-20 global bio-pharmaceutical companies.

Due to the comprehensive nature of our sample management and genomic services solutions,

we are continuing to expand our customer base and geographic reach.

We have more than 7,000 customers globally, and we continue to add new customers each quarter.

Brooks Life Sciences Products Offerings

The principal offerings of the Brooks Life Sciences Products segment include the following:

Automated ultra-cold storage systems – provides stand-alone systems that typically store one to two million samples each in temperature ranges from +4°C to -196°C.

Our systems provide high throughput capability and optimized storage of multi-format tubes and plates and increased storage capacity while maintaining consistent temperature profiles across stored samples.

We also offer support services for our installed base of storage systems.

We participate in this market as a value-added laboratory services provider, offering high quality genetic testing services with fast turnaround time.

We have more than 8,700 customers globally and we address only a fraction of the industry.

We serve top customers in the pharmaceutical and biotechnology industry, the most advanced research hospitals performing clinical research and therapy development, as well as some of the newest and leading-edge start-ups in the biotech space.

We also serve academic and government institutions.

We believe that the sample-based services and products business will continue to demonstrate a growth trajectory and we do not observe cyclical characteristics in demand for these offerings.

Our business is comprised of two reportable segments, our Life Sciences Products segment and our Life Sciences Services segment.

Life Sciences Products

Our Life Sciences Products business is a leading provider of automated ultra-cold storage solutions for biological and chemical compound samples.

Our storage systems provide reliable automation and sample inventory management at temperatures down to -190°C and can store anywhere from one to millions of samples.

Our sample management

solutions include consumable vials and tubes, polymerase chain reaction (PCR) plates, instruments for supporting workflow, and informatics, all of which focus on providing customers with the highest level of sample quality, security, availability, intelligence and integrity throughout the lifecycle of samples providing customers with complete end-to-end “cold-chain of custody” capabilities.

Life Sciences Products Offerings

The principal offerings of the Life Sciences Products segment include the following:

Automated ultra-cold storage systems – provides stand-alone systems that store up to 20 million samples in temperature ranges from ambient temperatures to -80°C and cryogenic storage with temperatures at -190°.

Our systems provide high throughput capability and optimized storage of multi-format tubes and plates while maintaining consistent temperature profiles across stored samples.

We also provide a portfolio of service products designed to optimize productivity of our storage systems offerings.

Consumables and Instruments - includes a complete range of consumables, including multiple formats of racks, tubes, caps, plates and foils, which are used for storage and handling of samples in ambient and ultra-cold storage environments.

A comprehensive range of instruments used for labeling, bar coding, capping, de-capping, auditing, sealing, peeling, and piercing tubes and plates complement our consumables.

Our offerings include a range of products aimed at the genomic sample preparation and services market for polymerase chain reactions, or PCR, & sequencing, imaging, plate sealing, liquid handling, and sample processing.

Brooks Life Sciences Services Offerings

The principal offerings of the Brooks Life Sciences Services segment include the following:

Our offerings include a range of products aimed at the genomic sample preparation and services market for PCR and sequencing, imaging, plate sealing, liquid handling, and sample processing.

Life Sciences Services

We process millions of samples every year, each containing valuable information that must be preserved with the sample.

Through our genomic services we provide a broad capability to customers for sequencing and synthesis of genes.

Our sample management services include off-site storage services, transport services, laboratory services, and interactive informatics solutions.

We also provide expert-level consultation services to our clients throughout their experimental design and implementation.

Life Sciences Services Offerings

The principal offerings of the Life Sciences Services segment include the following:

Genomic Services - provides gene sequencing and gene synthesis services, enabling the fast-expanding research of gene-based healthcare discoveries and therapies.

These service offerings include Next Generation sequencing, or NGS, Sanger sequencing, gene synthesis, bioinformatics, and GLP regulatory services.

These service offerings include Next Generation sequencing, or NGS, Sanger sequencing, gene synthesis, bioinformatics, and good laboratory practices, or GLP, regulatory services.

The sequencing services are available with both standard and custom services for extraction, library preparation, sequencing, and bioinformatics, supported by Ph.D.-level project managers providing consultations, updates, and post-delivery assistance.

The gene synthesis offerings provide production of a wide range of sequence lengths and structural complexity, DNA cloning, gene fragment synthesis, and oligo synthesis.

Sample Repository Solutions - includes a complete range of services consisting of on-site and off-site sample storage, cold chain logistics, sample transport and collection relocation, bio-processing solutions (inclusive of sample preparation, and genomic and cell culture analysis), disaster recovery and business continuity, as well as project management and consulting.

Informatics - provides sample intelligence software solutions and integration of customer technology.

Our informatics suite supports laboratory workflow scheduling for life science tools and instrument work cells, sample inventory and logistics, environmental and temperature monitoring, clinical trial and consent management, and planning, data management, virtualization, and visualization of sample collections.

The addition of RURO's capabilities and offerings enables us to offer enhanced on-site and off-site management of biological sample inventories and integration solutions to our customers for their increasingly distributed workflow.

Informatics - provides sample intelligence software solutions.

visualization of sample collections.

We offer enhanced on-site and off-site management of biological sample inventories and integration solutions to our customers for their increasingly distributed workflow.

We believe the combination of our broad sample-based offerings, including genomic analysis, sample management solutions, automated storage systems, informatic solutions and sample sourcing and procurement services has enabled us to better serve our customers with an integrated and comprehensive portfolio.

Sales, Marketing and Customer Support

We market and sell most of our semiconductor products and services in Asia, Europe, the Middle East and North America through our direct sales organization.

The sales process for our products is often multilevel, involving a team comprised of individuals from sales, marketing, engineering, operations and senior management.

In many cases we assign a team to a customer who engages the customer at different levels of its organization to facilitate planning, provide product customization when required, and ensure open communication and support.

The majority of our life sciences sales are completed through our direct Brooks Life Sciences sales force, particularly our store systems, storage services, and genomic services.

Most of our sales are completed through our direct sales force, particularly our store systems, storage services, and genomic services.

We supplement the sale of consumables and instruments with distributors that reach a broad range of customers.

In regions with emerging life science industries such as China, India and the Middle East, we leverage local distributors to assist with the sales process for store systems.

larger sample management systems sales process may take months to complete and may involve a team from sales, marketing, and engineering.

Sales of genomic services are generally generated with on-line orders from the customer lab and delivered via a courier service, with the simplest of sequencing completed in less than 24 hours and more complex synthesis tasks within weeks.

Our larger automated store systems sales process may take months to complete and may involve a team from sales, marketing, and engineering.

Sales of genomic services are generally generated with on-line orders from the customer lab and delivered via a courier service, with the simplest of sequencing requests completed in less than 24 hours and more complex synthesis tasks within weeks.

We utilize a worldwide partner network of clinical sites and biobanks for the collection capability of our biospecimen procurement business.

We typically provide product warranties for a period of one to two years depending on the product type.

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We maintain sales and service centers in Asia, Europe, the Middle East and North America to enhance our customers’ support and communication.

Brooks’ Semiconductor Solutions Group segment operates in various market segments of varying breadth with differing competitors and competitive dynamics.

The semiconductor and adjacent technology markets, and process equipment manufacturing industries, are highly competitive and characterized by continual changes and technology improvements.

A significant portion of equipment automation is still done by the OEMs themselves.

Our competitors among merchant vacuum robot automation suppliers include primarily Japanese companies, such as Daihen Corporation, Daikin Industries, Ltd., Rorze Corporation, and Sumitomo Heavy Industries, as well as Korea-based RaonTech.

Atmospheric tool automation is typically less demanding technologically, has fewer barriers to entry and has a larger field of competitors.

We compete directly with other equipment automation suppliers of atmospheric modules and systems, such as Hirata Corporation, Kawasaki Heavy Industries, Ltd., Genmark Automation, Inc., Rorze Corporation, Sankyo Seisakusho Co., Ltd., TDK Corporation and Sinfonia Technology Co., Ltd.

Our Contamination Control Solutions business competes with suppliers of automated wafer carrier cleaning equipment such as Device Engineering and Hugle.

We believe our customers will purchase our equipment, automation products and vacuum subsystems as long as our products continue to provide the necessary throughput, reliability, contamination control and accuracy at an acceptable price.

We believe our semiconductor offerings are competitive with respect to all of these factors.

However, we cannot guarantee that we will be successful in selling our products to OEMs who currently satisfy a portion of their automation needs in-house or from other independent suppliers, regardless of the performance or price of our products.

Given the breadth of the sample management solutions and genomic services offered by the Brooks Life Sciences segments, there are no direct competitors for the comprehensive set of product and service solutions we provide to our customers.

Each of the business lines within the Brooks Life Sciences segments, however, has unique competitors in their area of offerings.

This includes Hamilton Company and Liconic AG for automation systems, Thermo-Fisher for consumables and services, Covance and LabCorp for storage services, and BGI, Eurofins, GenScript, Integrated DNA Technologies, and Twist for genomic services.

Given the breadth of the sample management solutions and genomic services offered by our Life Sciences Products and Life Sciences Services segments, we believe we have a unique portfolio of products and services that we provide to our customers.

Each of the business lines within the two segments, however, has unique competitors in their area of offerings.

In the Life Sciences Products segment, our main competitors include Hamilton Company and Liconic AG for automation systems and Thermo Fisher Scientific for consumables and services, In the Life Sciences Services segment, our main competitors include Laboratory Corporation of America Holdings and Thermo Fisher Scientific Inc.

for storage services, and BGI Genomics Co., Ltd.,, Eurofins, Scientific S.E., Genscript Biotech Corporation, Integrated DNA Technologies, Inc., Novogene Co., Ltd.

and Twist Bioscience Corporation for genomic services.

Research and Development

Our research and development efforts are focused on developing new products and enhancing the functionality, degree of integration, reliability and performance of our existing products and service offerings.

Our engineering, marketing, operations and management personnel leverage their close collaborative relationships with their counterparts in customer organizations to proactively identify market demands that helps us refocus our research and development investment to match our customers’ demands.

With the rapid pace of change that characterizes the markets we serve, it is essential for us to provide high-performance, reliable products in order to maintain our leadership position in our Brooks Semiconductor Solutions Group and Brooks Life Sciences segments.

Within our Brooks Semiconductor Solutions Group we invest in research and development initiatives to maintain our leadership positions in the market we serve as well as to expand our market opportunity.

Our investments in Vacuum Automation and Contamination Control include ramping our intelligent vacuum robot platform, MagnaTran LEAP, with new designs at customers releasing tools for 10 nanometers and below.

In addition, our new PuroMaxx LEAP carrier clean initiative is well positioned to handle the contamination challenges at 5 nanometers and below, while

having modularity to address the emerging need for carrier clean in the memory markets.

As the demand for extreme ultraviolet (EUV) lithography expands, Brooks continues investment in EUV POD cleaning and reticle storage.

Our initiatives with Guardian LEAP for EUV reticle storage will provide new innovation to solve many contamination challenges with EUV reticles.

Our engineering, marketing, operations and management personnel leverage their close collaborative relationships with their counterparts in customer organizations to proactively identify market demands that help us refocus our research and development investment to match our customers’ demands.

Within our Life Sciences Products segment, we have developed and continue to develop automated biological sample storage solutions for operating in ultra-low temperature environments.

We have a complete line up of automated storage from -20°C to -190°C.

Our BioStore™ II’s unique design allows controlled temperature storage down to -80°C with the industry’s highest throughput of sample retrieval.

We recently launched the BioStore™ III V that compliments the BioStore™ III Cryo product line and offers improved data management and sample security for vaccines and biologics stored at -80°C.

Within our Life Sciences Services segment, our GENEWIZ business advances research and development activities in gene sequencing, synthesis and related services to meet market demands.

Recently, enabled by newly developed proprietary technologies, GENEWIZ launched a portfolio of new services, targeting analysis of adeno-associated virus, a common vector used in cell and gene therapy.

We have a complete line up of automated stores from ambient temperatures to -190°C.

Our BioStore’s ™ unique design allows controlled temperature storage down to -80°C with the industry’s highest throughput of sample retrieval.

Our BioStore portfolio offers improved data management and sample security for vaccines and biologics stored at -80°C.

Within our Life Sciences Services segment, our genomics services business advances research and development activities in gene sequencing, synthesis, editing, and related services to meet market demands.

We invest in R&D services to develop protocols and efficiencies in our own laboratories and to provide proprietary offerings to our customers.

As an example, in our genomic services business we launched a portfolio of new services, targeting analysis of adeno-associated virus, a common vector used in cell and gene therapy.

We will continue to focus on developing processes and technologies that can streamline sample to data workflow.

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We implement quality assurance procedures that include standard design practices, reliability testing and analysis, supplier and component selection procedures, vendor controls, manufacturing process controls, and service processes that ensure high-quality performance of our products.

Our major manufacturing facilities are located in Chelmsford, Massachusetts;

Yongin-City, South Korea;

and Manchester, United Kingdom.

Our major manufacturing facilities are in Manchester, United Kingdom and Chelmsford, Massachusetts.

Our manufacturing operations are designed to provide high quality, optimal cost, differentiated products to our customers in short lead times through responsive and flexible processes and sourcing strategies.

We utilize lean manufacturing techniques for a large portion of our manufacturing, including the manufacture of assemblies that we have outsourced to competitive regions, including Asia.

We also believe the continued sourcing of portions of our manufacturing processes in these regions allows us to better serve our customers who have operations in these regions.

We utilize lean manufacturing techniques for a large portion of our manufacturing.

We have service and support locations near our customers to provide rapid response to their service needs.

Our principal product service and support locations include Chelmsford, Massachusetts;

Fremont, California;

Chu Bei City, Taiwan;

Yongin-City, South Korea;

Yokohama, Japan;

Shanghai, China;

Manchester, United Kingdom;

and Kiryat-Gat, Israel.

Our Brooks Life Sciences segments provide sample management storage and transportation services in Indianapolis, Indiana;

Fresno, California;

El Segundo, California;

Torrance, California;

Bronx, New York;

Canada, Germany, China, and Singapore.

We have a network of 13 laboratories that provide genomic services, including seven in the United States, three in China, and one each in Japan, Germany, and the United Kingdom.

Our principal product service and support locations include Chelmsford, Massachusetts, and Manchester, United Kingdom.

We provide sample management storage and transportation services in Indianapolis, Indiana;

Griesheim, Germany;

Montreal, Canada;

Beijing, China and various locations throughout the United States.

We have a network of 14 laboratories that provide genomic services, including eight in the United States, three in China, and one each in Japan, Germany, and the United Kingdom.

Patents and Proprietary Rights

We rely on patents, trade secret laws, confidentiality procedures, copyrights, trademarks and licensing agreements to protect our technology.

Due to the rapid technological change that characterizes the life sciences, semiconductor, adjacent technology markets and related process equipment industries, we believe that the improvement of existing technology, reliance upon trade secrets, unpatented proprietary know-how and the development of new products may be as important as patent protection in establishing and maintaining a competitive advantage.

Due to the rapid technological change that characterizes the life sciences and related process equipment industries, we believe that the improvement of existing technology, reliance upon trade secrets, unpatented proprietary know-how and the development of new products may be as important as patent protection in establishing and maintaining a competitive advantage.

Our policy is to require all employees to enter into proprietary information and nondisclosure agreements to protect trade secrets and know-how.

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Our patents will expire at various dates through 2038.

Backlog for the Brooks Semiconductor Solutions Group segment offerings totaled approximately $175 million as of September 30, 2020, as compared to approximately $127 million at September 30, 2019.

Backlog for the Brooks Semiconductor Solutions Group segment includes all purchase orders for which our customers have scheduled delivery, regardless of the expected delivery date, and consists principally of orders for products and service agreements.

Substantially all of this backlog consists of orders scheduled to be delivered within the next 12 months.

Backlog for the Brooks Life Sciences Products segment offerings totaled $92 million as of September 30, 2020, as compared to approximately $51 million at September 30, 2019.

Backlog for the Brooks Life Sciences Products segment includes all purchase orders for which customers have scheduled delivery, regardless of the expected delivery date, and consists of orders for products and service agreements.

Backlog for the Brooks Life Sciences Services segment offerings totaled $235 million as of September 30, 2020, as compared to approximately $252 million at September 30, 2019.

Backlog for the Brooks Life Sciences Services segment includes all purchase orders for which customers have scheduled delivery, regardless of the expected delivery date, and consists of orders for products and service agreements.

In addition, it includes estimated revenue for future services related to our BioStorage business for which contracts have been secured.

Final revenue realized will vary based on volumes, prices, duration, and other factors.

Storage contracts vary in length of time, with some being short term and some indefinite.

We include the estimated value for time periods in the contract up to a maximum of 5 years.

Environmental Matters

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Compliance with foreign, federal, state, and local laws and regulations has not had, and is not expected to have, an adverse effect on our capital expenditures, competitive position, financial condition or results of operations.

At September 30, 2020, we had 3,159 full time employees.

In addition, we employ part time workers and contractors.

We consider our relationships with our employees to be good.

Human Capital

As of September 30, 2021, we employed approximately 2,800 people which includes full-time and part-time employees, in addition, we utilized the services of 80 contingent associates, primarily in the United States.

None of our employees are covered by collective bargaining agreements.

We understand that our success depends on our highly talented associates, and our human capital management practices focus on attracting and retaining a diverse and engaged workforce.

Diversity, Equity and Inclusion .

We are committed to attracting, developing and retaining diverse talent that is inclusive of every age, gender, gender identity, race, sexual orientation, physical capability, neurological difference, ethnicity, belief and perspective.

Our goal is to develop cultural competency by seeking knowledge, increasing awareness, developing sensitivity, modeling respect and promoting inclusion and unity.

Approximately 48% of our employees are

gender diverse, and 41% of our U.S.-based employees identify as being racially diverse.

Additional detail on our gender and racial diversity can be found on our website in our ESG governance reports.

Employee Engagement .

We are committed to fostering a culture and environment where every employee feels valued.

Our success depends in large part on our hiring and retaining top talent across the entire organization, with primary emphasis on our management team and our employees who interface directly with our customers.

We compete for talent with other companies both smaller and larger, and both in our market and in other industries.

Compensation and Benefits.

In order to attract and retain top talent, we focus on having a diverse, inclusive, and safe workplace, while offering competitive compensation, benefits, and health and wellness programs.

A majority of employees also have incentive compensation opportunities, which are primarily focused on meeting financial, sales, operational, and/or customer focused metrics.

In addition, our long-term equity compensation is intended to align management interests with those of our stockholders and to encourage the creation of long-term value.

Training and Development .

We provide training and learning opportunities, rotational assignment opportunities, and continuous performance feedback to further our employee development.

Our learning culture is built on:

formal curriculums, communities of practice, peer-to-peer learning, experiential development, support tools and ongoing assessment.

We listen to our employees to better understand their training and development needs, and ensure our offerings cater to both technical learning and leadership development.

We offer a generous tuition reimbursement program that encourages employees to pursue undergraduate and graduate degrees in fields associated with their current or aspirational positions.

In 2021, 21 employees were enrolled in this benefit with 48% being female.

Employee Health and Safety.

Compliance with environmental, health and safety (“EH&S”) laws and regulations underlies the basis of the EH&S programs we have in place.

As we continue to monitor the impact of the COVID-19 pandemic, we have implemented and will continue to implement measures to ensure the safety of our employees.

We formed a COVID-19 leadership team, which is continuously evaluating the guidance from federal and local authorities and has created strict policies and guidelines that put our employee’s health and safety first.

Purpose and Core Values .

Our Company Purpose is to advance science and technology to enable a healthier and more connected world for everyone, everywhere.

We are committed to making sure that every team member understands our core values of Customer Focus, Achievement, Accountability, Teamwork, Employee Value, and Integrity.

These core values are the foundation from which we act and base our decisions and are embodied in our Standards of Conduct, which outline our commitment to our customers, our investors, our communities, and to one another.

Our Standards of Conduct also outline what is expected of our employees and ensure we continue to foster a culture of high integrity.

We adhere to the governance requirements established by federal and state law, the Securities and Exchange Commission (“SEC”), and the Nasdaq Global Select Market, and we strive to establish appropriate risk management methods and control procedures to adequately manage, monitor, and control the major risks we may face day to day.

Semiconductor Automation Business

As noted above, in the fourth quarter of fiscal year 2021, we entered into a definitive agreement to sell our semiconductor automation business to THL.

We anticipate the sale closing in the first half of fiscal year 2022 upon satisfaction of customary closing conditions and regulatory approvals.

Our semiconductor automation business is a leading automation provider and partner to the global semiconductor manufacturing industry.

We sell our semiconductor products and services both to OEMs and directly to global semiconductor chip manufacturers.

In the third quarter of fiscal year 2021, we acquired collaborative robots and automation subsystems developer Precise Automation, Inc., a leading developer of collaborative robots and automation subsystems headquartered in Fremont, California.

At the completion of the sale, we will no longer serve the semiconductor market.

Available Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business