Azenta, Inc. 10-K

Item 8. Financial Statements and Supplementary Data Report of Independent Registered Public Accounting Firm (PCAOB ID 238 ) 43 Consolidated Balance Sheets as of September 30, 2022 and 2021 46 Consolidated Statements of Operations for the years ended September 30, 2022, 2021 and 2020 47 Consolidated Statements of Comprehensive Income for the years ended September 30, 2022, 2021 and 2020 48 Consolidated Statements of Cash Flows for the years ended September 30, 2022, 2021 and 2020 49 Consolidated Statements of Changes in Stockholders’ Equity for the years ended September 30, 2022, 2021 and 2020 50 Notes to Consolidated Financial Statements 51 ​ ​ ​ ​ 42 Table of Contents ​ Report of Independent Registered Public Accounting Firm ​ ​ To the Board of Directors and Stockholders of Azenta, Inc. Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Azenta, Inc. and its subsidiaries (the “Company”) as of September 30, 2022 and 2021, and the related consolidated statements of operations, of comprehensive income, of changes in stockholders’ equity and of cash flows for each of the three years in the period ended September 30, 2022, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended September 30, 2022 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. 43 Table of Contents Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Goodwill Impairment Assessments – Life Sciences Products and Life Sciences Services Reporting Units As described in Notes 2 and 8 to the consolidated financial statements, the Company’s consolidated goodwill balance was $513.6 million as of September 30, 2022, of which $154.6 million relates to the Life Sciences Products reporting unit and $359.0 million relates to the Life Sciences Services reporting unit. In the fourth quarter of 2022, the Company experienced a decline in the stock price resulting in the market capitalization being less than the carrying value. Management considered the decline in the market capitalization being less than the carrying value of the reporting units in the evaluation of goodwill impairment indicators and determined it appropriate to perform a quantitative assessment of both the reporting units as of September 30, 2022. Management determines fair values of the reporting units based on an income approach in accordance with the discounted cash flow method. Application of the goodwill impairment test requires judgment. Different assumptions of revenue growth rates, gross margin percentage, selling, general and administrative expense percentage, and the discount rate used in the discounted cash flow method could result in different estimates of the reporting unit’s fair value as of each testing date. The principal considerations for our determination that performing procedures relating to the goodwill impairment assessments of the Life Sciences Products and Life Sciences Services reporting units is a critical audit matter are (i) the significant judgment by management when developing the fair value estimates of the Life Sciences Products and Life Sciences Services reporting units; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, gross margin percentage, and the discount rate for the Life Sciences Products reporting unit and revenue growth rates, gross margin percentage, selling, general and administrative expense percentage, and the discount rate for the Life Sciences Services reporting unit; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge. ​ Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the 44 Table of Contents effectiveness of controls relating to management’s goodwill impairment assessments, including controls over the valuation of the Life Sciences Products and Life Sciences Services reporting units. These procedures also included, among others, (i) testing management’s process for developing the fair value estimates of the reporting units; (ii) evaluating the appropriateness of the discounted cash flow methods; (iii) testing the completeness and accuracy of the underlying data used in the methods; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, gross margin percentage, and the discount rate for the Life Sciences Products reporting unit and revenue growth rates, gross margin percentage, selling, general and administrative expense percentage, and the discount rate for the Life Sciences Services reporting unit. Evaluating management’s significant assumptions related to revenue growth rates and gross margin percentage for the Life Sciences Products reporting unit and revenue growth rates, gross margin percentage, and selling, general and administrative expense percentage for the Life Sciences Services reporting unit involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting units; (ii) consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow methods and (ii) the reasonableness of the significant assumption related to the discount rates. /s/ PricewaterhouseCoopers LLP Boston, Massachusetts November 25, 2022 We have served as the Company’s auditor since 2016. ​ ​ ​ ​ 45 Table of Contents AZENTA, INC. CONSOLIDATED BALANCE SHEETS ​ ​ ​ ​ ​ ​ ​ ​ September 30, September 30, ​ ​ 2022 ​ 2021 Assets ​ ​ Current assets ​ ​ Cash and cash equivalents ​ $ 658,274 ​ $ 227,427 Short-term marketable securities ​ 911,764 ​ 81 Accounts receivable, net of allowance for expected credit losses ($ 5,162 and $ 4,318 , respectively) ​ 163,758 ​ 119,877 Inventories ​ 85,544 ​ 60,398 Derivative asset ​ ​ 124,789 ​ ​ — Short-term restricted cash ​ ​ 382,596 ​ ​ 7,145 Prepaid expenses and other current assets ​ 132,621 ​ 51,053 Current assets held for sale ​ ​ — ​ ​ 311,385 Total current assets ​ 2,459,346 ​ 777,366 Property, plant and equipment, net ​ 154,470 ​ 130,719 Long-term marketable securities ​ 352,020 ​ 3,598 Long-term deferred tax assets ​ 1,169 ​ 10,043 Goodwill ​ 513,623 ​ 469,356 Intangible assets, net ​ 178,401 ​ 186,534 Other assets ​ 57,093 ​ 58,068 Non-current assets held for sale ​ — ​ 183,828 Total assets ​ $ 3,716,122 ​ $ 1,819,512 Liabilities and stockholders' equity ​ ​ ​ Current liabilities ​ ​ ​ Accounts payable ​ $ 38,654 ​ $ 42,360 Deferred revenue ​ 39,748 ​ 25,724 Accrued warranty and retrofit costs ​ 2,890 ​ 2,330 Accrued compensation and benefits ​ 41,898 ​ 33,183 Accrued income taxes payable ​ 28,419 ​ 8,711 Accrued expenses and other current liabilities ​ 78,937 ​ 103,841 Current liabilities held for sale ​ ​ — ​ ​ 128,939 Total current liabilities ​ 230,546 ​ 345,088 Long-term debt ​ ​ — ​ ​ 49,677 Long-term tax reserves ​ 1,684 ​ 1,973 Long-term deferred tax liabilities ​ 64,555 ​ 13,030 Long-term pension liabilities ​ 261 ​ 705 Long-term operating lease liabilities ​ ​ 49,227 ​ ​ 45,088 Other long-term liabilities ​ 6,463 ​ 6,173 Non-current liabilities held for sale ​ ​ — ​ ​ 32,444 Total liabilities ​ 352,736 ​ 494,178 Commitments and contingencies (Note 16) ​ ​ Stockholders' equity ​ ​ Preferred stock, $ 0.01 par value - 1,000,000 shares authorized, no shares issued or outstanding ​ — ​ — Common stock, $ 0.01 par value - 125,000,000 shares authorized, 88,482,125 shares issued and 75,020,256 shares outstanding at September 30, 2022, 87,808,922 shares issued and 74,347,053 shares outstanding at September 30, 2021 ​ 885 ​ 878 Additional paid-in capital ​ 1,992,017 ​ 1,976,112 Accumulated other comprehensive income ​ ( 83,916 ) ​ 19,351 Treasury stock, at cost - 13,461,869 shares at September 30, 2022 and September 30, 2021 ​ ( 200,956 ) ​ ( 200,956 ) Retained earnings (accumulated deficit) ​ 1,655,356 ​ ( 470,051 ) Total stockholders' equity ​ ​ 3,363,386 ​ ​ 1,325,334 Total liabilities and stockholders' equity ​ $ 3,716,122 ​ $ 1,819,512 ​ The accompanying notes are an integral part of these consolidated financial statements. ​ 46 Table of Contents AZENTA, INC. CONSOLIDATED STATEMENTS OF OPERATIONS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 ​ ​ (In thousands, except per share data) Revenue ​ ​ ​ Products ​ $ 180,950 ​ $ 181,036 ​ $ 110,567 Services ​ 374,548 ​ 332,667 ​ 277,970 Total revenue ​ 555,498 ​ 513,703 ​ 388,537 Cost of revenue ​ ​ ​ Products ​ 100,044 ​ 96,678 ​ 62,715 Services ​ 199,870 ​ 173,216 ​ 153,674 Total cost of revenue ​ 299,914 ​ 269,894 ​ 216,389 Gross profit ​ 255,584 ​ 243,809 ​ 172,148 Operating expenses ​ ​ ​ Research and development ​ 27,542 ​ 22,412 ​ 17,818 Selling, general and administrative ​ 252,065 ​ 252,101 ​ 190,256 Restructuring charges ​ 712 ​ 385 ​ 674 Total operating expenses ​ 280,319 ​ 274,898 ​ 208,748 Operating loss ​ ( 24,735 ) ​ ( 31,089 ) ​ ( 36,600 ) Interest income ​ 20,286 ​ 632 ​ 849 Interest expense ​ ( 4,589 ) ​ ( 2,037 ) ​ ( 2,944 ) Loss on extinguishment of debt ​ ( 632 ) ​ ​ — ​ ​ — Other expenses ​ ( 266 ) ​ ( 16,475 ) ​ ( 1,597 ) Loss before income taxes ​ ( 9,936 ) ​ ( 48,969 ) ​ ( 40,292 ) Income tax provision (benefit) ​ 1,350 ​ ( 20,100 ) ​ ( 13,930 ) Loss from continuing operations ​ ( 11,286 ) ​ ( 28,869 ) ​ ( 26,362 ) Income from discontinued operations, net of tax ​ 2,144,145 ​ 139,616 ​ 91,215 Net income ​ $ 2,132,859 ​ $ 110,747 ​ $ 64,853 Basic net (loss) income per share: ​ ​ ​ Loss from continuing operations ​ $ ( 0.15 ) ​ $ ( 0.39 ) ​ $ ( 0.36 ) Income from discontinued operations, net of tax ​ 28.63 ​ 1.88 ​ 1.24 Basic net income per share ​ $ 28.48 ​ $ 1.49 ​ $ 0.88 Diluted net (loss) income per share: ​ ​ ​ Loss from continuing operations ​ $ ( 0.15 ) ​ $ ( 0.39 ) ​ $ ( 0.36 ) Income from discontinued operations, net of tax ​ 28.63 ​ 1.88 ​ 1.24 Diluted net income per share ​ $ 28.48 ​ $ 1.49 ​ $ 0.88 Weighted average shares used in computing net income per share: ​ ​ ​ ​ Basic ​ 74,897 ​ 74,229 ​ 73,557 Diluted ​ 74,897 ​ 74,455 ​ 73,850 ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ ​ 47 Table of Contents ​ ​ AZENTA, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 ​ ​ (In thousands) Net income ​ $ 2,132,859 ​ $ 110,747 ​ $ 64,853 Other comprehensive (loss) income, net of tax: ​ ​ ​ Foreign currency translation reclassification adjustments included in income from discontinued operations (Note 2) ​ ​ ( 16,567 ) ​ ​ — ​ ​ — Net investment hedge currency translation adjustment, net of tax effects of $ 31,769 for the fiscal year 2022 ​ ​ 93,020 ​ ​ — ​ ​ — Foreign currency translation adjustments ​ ( 169,266 ) ​ ( 2,922 ) ​ 18,877 Unrealized gain (losses) on marketable securities, net of tax effects of $( 3,729 ), $ 0 , and $ 0 for the fiscal year 2022, 2021, and 2020 ​ ( 10,908 ) ​ — ​ 7 Actuarial gains (losses), net of tax effects of ($ 121 ), ($ 77 ), and $ 27 for the fiscal years 2022, 2021, and 2020 ​ 454 ​ 354 ​ ( 476 ) Total other comprehensive (loss) income, net of tax ​ ( 103,267 ) ​ ( 2,568 ) ​ 18,408 Comprehensive income ​ $ 2,029,592 ​ $ 108,179 ​ $ 83,261 ​ ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ 48 Table of Contents Azenta, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ 2022 2021 2020 ​ ​ (In thousands) Cash flows from operating activities ​ ​ ​ ​ ​ ​ Net income ​ $ 2,132,859 ​ $ 110,747 ​ $ 64,853 ​ Adjustments to reconcile net income to net cash provided by operating activities: ​ ​ ​ ​ Depreciation and amortization ​ ​ 53,702 ​ 65,333 ​ 65,496 ​ Impairment of intangible assets ​ — ​ 13,364 ​ — ​ Stock-based compensation ​ 10,666 ​ 27,456 ​ 16,317 ​ Amortization of premium on marketable securities and deferred financing costs ​ ( 1,894 ) ​ 225 ​ 233 ​ Deferred income taxes ​ 24,469 ​ ( 17,265 ) ​ ( 5,407 ) ​ Loss on extinguishment of debt ​ 632 ​ — ​ — ​ (Gain) loss on disposals of property, plant and equipment ​ ( 21 ) ​ 260 ​ 226 ​ (Gain) loss on divestiture, net of tax ​ ​ ( 2,130,265 ) ​ ​ 948 ​ ​ 319 ​ Fees paid stemming from divestiture ​ ​ ( 52,461 ) ​ ​ — ​ ​ — ​ Taxes paid stemming from divestiture ​ ​ ( 431,600 ) ​ ​ — ​ ​ ( 91,500 ) ​ Changes in operating assets and liabilities, net of acquisitions and divestiture: ​ ​ ​ ​ ​ ​ ​ Accounts receivable ​ ( 31,397 ) ​ ( 69,643 ) ​ ( 18,755 ) ​ Inventories ​ ( 66,629 ) ​ ( 50,443 ) ​ ( 13,144 ) ​ Accounts payable ​ ( 3,926 ) ​ 30,967 ​ 792 ​ Deferred revenue ​ 16,599 ​ ( 3,939 ) ​ ( 139 ) ​ Accrued warranty and retrofit costs ​ 303 ​ 54 ​ 760 ​ Accrued compensation and tax withholdings ​ 11,404 ​ 7,298 ​ 11,097 ​ Other current assets and liabilities ​ 1,513 ​ ​ 34,495 ​ ​ 6,718 ​ Net cash (used in) provided by operating activities ​ ( 466,046 ) ​ 149,857 ​ 37,866 ​ Cash flows from investing activities ​ ​ ​ ​ ​ ​ Purchases of property, plant and equipment ​ ( 73,435 ) ​ ( 52,805 ) ​ ( 39,924 ) ​ Purchases of technology intangibles ​ ​ ( 4,000 ) ​ ​ — ​ ​ — ​ Purchases of marketable securities ​ ( 1,975,599 ) ​ ( 151 ) ​ ( 10,894 ) ​ Sales and maturities of marketable securities ​ ​ 705,384 ​ ​ 121 ​ ​ 44,820 ​ Proceeds from divestiture, net of cash transferred ​ 2,939,116 ​ — ​ — ​ Adjustment to proceeds from divestiture ​ ​ ​ ​ ​ ( 1,802 ) ​ ​ — ​ Acquisitions, net of cash acquired ​ ( 125,876 ) ​ ( 93,712 ) ​ ( 15,744 ) ​ Settlement (issuance) of note receivables ​ — ​ 2,000 ​ ( 1,000 ) ​ Net cash provided by (used in) investing activities ​ 1,465,590 ​ ( 146,349 ) ​ ( 22,742 ) ​ Cash flows from financing activities ​ ​ ​ ​ Proceeds from issuance of common stock ​ 5,245 ​ 5,812 ​ 4,595 ​ Principal payments on debt ​ ( 49,725 ) ​ ( 828 ) ​ ( 828 ) ​ Payments of finance leases ​ ​ ( 388 ) ​ ​ ( 1,164 ) ​ ​ ( 1,277 ) ​ Payment for contingent consideration related to acquisition ​ ​ ( 10,400 ) ​ ​ — ​ ​ — ​ Common stock dividends paid ​ ( 7,494 ) ​ ( 29,726 ) ​ ( 29,513 ) ​ Net cash used in financing activities ​ ( 62,762 ) ​ ( 25,906 ) ​ ( 27,023 ) ​ Effects of exchange rate changes on cash and cash equivalents ​ ( 180,819 ) ​ 5,205 ​ 9,254 ​ Net increase (decrease) in cash, cash equivalents and restricted cash ​ 755,963 ​ ( 17,193 ) ​ ( 2,645 ) ​ Cash, cash equivalents and restricted cash, beginning of period 285,333 302,526 305,171 Cash, cash equivalents and restricted cash, end of period ​ $ 1,041,296 $ 285,333 $ 302,526 Supplemental disclosures: ​ ​ ​ ​ Cash paid for interest ​ $ 469 ​ $ 1,435 ​ $ 2,159 ​ Cash paid for income taxes, net ​ 452,461 ​ 38,020 ​ 102,010 ​ Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ September 30, ​ ​ ​ 2022 ​ 2021 ​ 2020 ​ Cash and cash equivalents of continuing operations ​ $ 658,274 ​ $ 227,427 ​ $ 250,649 ​ Cash and cash equivalents included in assets held for sale ​ ​ — ​ ​ 45,000 ​ ​ 45,000 ​ Short-term restricted cash ​ ​ 382,596 ​ ​ 7,145 ​ ​ 3,567 ​ Long-term restricted cash included in other assets ​ ​ 426 ​ ​ 5,761 ​ ​ 3,310 ​ Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows ​ $ 1,041,296 ​ $ 285,333 ​ $ 302,526 ​ ​ ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ 49 Table of Contents Azenta, INC. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common ​ Stock at ​ Additional ​ Other ​ ​ ​ ​ ​ ​ ​ ​ Stock ​ Par ​ Paid-In ​ Comprehensive ​ Accumulated ​ Treasury ​ Total ​ ​ Shares ​ Value ​ Capital ​ Income (Loss) ​ Retained Earnings ​ Stock ​ Stockholders’ Equity ​ (In thousands, except share data) Balance September 30, 2019 85,759,700 ​ 857 ​ 1,921,954 ​ 3,511 ​ ( 586,412 ) ​ ( 200,956 ) ​ 1,138,954 Shares issued under restricted stock and purchase plans, net 1,534,010 ​ 16 ​ 4,579 ​ ​ ​ ​ 4,595 Stock-based compensation ​ ​ 16,317 ​ ​ ​ ​ 16,317 Common stock dividends declared, at $ 0.40 per share ​ ​ ​ ​ ( 29,513 ) ​ ​ ( 29,513 ) Net income ​ ​ ​ ​ ​ 64,853 ​ ​ 64,853 Foreign currency translation adjustments ​ ​ ​ ​ 18,877 ​ ​ ​ 18,877 Changes in unrealized losses on marketable securities, net of tax effects of $ 0 ​ ​ ​ 7 ​ ​ ​ 7 Actuarial loss arising in the year, net of tax effects of $ 27 ​ ​ ​ ​ ( 476 ) ​ ​ ​ ( 476 ) Balance September 30, 2020 87,293,710 ​ 873 ​ 1,942,850 ​ 21,919 ​ ( 551,072 ) ​ ( 200,956 ) ​ 1,213,614 Shares issued under restricted stock and purchase plans, net 515,212 ​ 5 ​ 5,806 ​ ​ ​ ​ 5,811 Stock-based compensation ​ ​ 27,456 ​ ​ ​ ​ 27,456 Common stock dividends declared, at $ 0.40 per share ​ ​ ​ ​ ( 29,726 ) ​ ​ ( 29,726 ) Net income ​ ​ ​ ​ ​ 110,747 ​ ​ 110,747 Foreign currency translation adjustments ​ ​ ​ ​ ( 2,922 ) ​ ​ ​ ( 2,922 ) Changes in unrealized losses on marketable securities, net of tax effects of $ 0 ​ ​ ​ — ​ ​ ​ — Actuarial loss arising in the year, net of tax effects of ($ 77 ) ​ ​ ​ 354 ​ ​ ​ 354 Balance September 30, 2021 87,808,922 ​ 878 ​ 1,976,112 ​ 19,351 ​ ( 470,051 ) ​ ( 200,956 ) ​ 1,325,334 Shares issued under restricted stock and purchase plans, net 673,203 ​ 7 ​ 5,239 ​ ​ ​ ​ 5,246 Stock-based compensation ​ ​ 10,666 ​ ​ ​ ​ 10,666 Common stock dividends declared, at $ 0.10 per share ​ ​ ​ ​ ( 7,494 ) ​ ​ ( 7,494 ) Net income ​ ​ ​ ​ ​ 2,132,859 ​ ​ 2,132,859 Unrealized gain on derivative asset, net of tax effect of $ 31,769 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 93,020 ​ ​ ​ ​ ​ ​ ​ ​ 93,020 Foreign currency translation adjustments reclassed out of accumulated other comprehensive income related to discontinued operations ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( 16,567 ) ​ ​ ​ ​ ​ ​ ​ ​ ( 16,567 ) Foreign currency translation adjustments ​ ​ ​ ​ ( 169,266 ) ​ ​ ​ ( 169,266 ) Changes in unrealized losses on marketable securities, net of tax effects of ($ 3,729 ) ​ ​ ​ ( 10,908 ) ​ ​ ​ ( 10,908 ) Actuarial loss arising in the year, net of tax effects of $ 121 ​ ​ ​ 454 ​ ​ ​ 454 Other ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 42 ​ ​ ​ ​ ​ 42 Balance September 30, 2022 88,482,125 ​ $ 885 ​ $ 1,992,017 ​ $ ( 83,916 ) ​ $ 1,655,356 ​ $ ( 200,956 ) ​ $ 3,363,386 ​ ​ ​ ​ The accompanying notes are an integral part of these consolidated financial statements. ​ ​ 50 Table of Contents Azenta, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. Nature of the Operation Azenta, Inc. (“Azenta”, or the “Company”) is a leading global provider of life science sample exploration and management solutions for the life sciences market. The Company supports its customers from research to clinical development with its sample management, automated storage, and genomic services expertise to help bring impactful therapies to market faster. Discontinued Operations In the fourth quarter of fiscal year 2021, the Company entered into a definitive agreement to sell its semiconductor automation business to Thomas H. Lee Partners, L.P. (“THL”). The Company determined that the semiconductor automation business met the “held for sale” criteria and the “discontinued operations” criteria in accordance with Financial Accounting Standard Boards (“FASB”) Accounting Standards Codification (“ASC”) 205, Presentation of Financial Statements , (“FASB ASC 205”) as of September 30, 2021. Please refer to Note 3, “Discontinued Operations” for further information about the discontinued businesses. The Consolidated Balance Sheets and Consolidated Statements of Operations, and the notes to the Consolidated Financial Statements were restated for all periods presented to reflect the discontinuation of the semiconductor automation business and the semiconductor cryogenics business in accordance with FASB ASC 205. The discussion in the notes to these Consolidated Financial Statements, unless otherwise noted, relate solely to the Company's continuing operations. On February 1, 2022, the Company completed the sale of the semiconductor automation business for $ 2.9 billion in cash. Risks and Uncertainties The Company is subject to risks common to companies in the markets it serves, including, but not limited to, global economic and financial market conditions, fluctuations in customer demand, acceptance of new products, development by its competitors of new technological innovations, risk of disruption in its supply chain, the implementation of tariffs and export controls, inflation, dependence on key personnel, protection of proprietary technology, and compliance with domestic and foreign regulatory authorities and agencies. Throughout the pandemic, the Company’s operations have not been significantly interrupted as the Company has adapted to having required employees on site and the balance of employees mostly working from home . The Company has followed government guidance in each region and has implemented the U.S. Centers for Disease Control and Prevention social distancing guidelines and other best practices to protect the health and safety of the Company’s employees. The COVID-19 pandemic has not had a substantial negative impact on the Company’s financial results and a portion of this impact has been mitigated by the Company’s realignment of resources to satisfy incremental orders related to virus research and vaccine development and commercialization. Future impacts of COVID-19 on the Company’s financial results are not fully determinable, as the full impact of the pandemic on the economy and markets which the Company serves is as yet unknown, but will be dependent, in part, on future variants of the virus and vaccine effectiveness against these variants and new or prolonged government responses to the pandemic. The Company’s financial results will also depend on variables including reduced demand from its customers, the degree that the supply chain may be constrained which could impact its delivery of products and services and the potential negative impact on its operations if there is an outbreak among the Company’s employees, as well as the amount of incremental demand caused by research and treatments in the areas of COVID-19 or related threats. ​ ​ 51 Table of Contents 2. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Significant estimates are associated with recording accounts receivable, inventories, goodwill, intangible assets other than goodwill, long-lived assets, derivative financial instruments, deferred income taxes, revenue over time, and stock-based compensation expense. The Company assesses the estimates on an ongoing basis and records changes in estimates in the period they occur and become known. Actual results could differ from these estimates. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, including results of operations and financial condition, will depend on future developments that are highly uncertain. This includes results from new information that may emerge concerning COVID-19 and any actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. The Company has made estimates of the impact of COVID-19 within its financial statements and there may be changes to those estimates in future periods. Business Combinations The Company accounts for business acquisitions using the purchase method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents the excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgment is used in determining fair values of assets acquired and liabilities assumed and contingent consideration, as well as intangibles and their estimated useful lives. Fair value and useful life determinations may be based on, among other factors, estimates of future expected cash flows and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as our current and future operating results. Actual results may vary from these estimates that may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within our operating results. Changes in the fair value of contingent consideration resulting from a change in the underlying inputs are recognized in results of operations until the arrangement is settled. Foreign Currency Translation Certain transactions of the Company and its subsidiaries are denominated in currencies other than their functional currency. Foreign currency exchange gains (losses) generated from the settlement and remeasurement of these transactions are recognized in earnings and presented within “Other income (expenses), net” in the Company’s Consolidated Statements of Operations. Net foreign currency transaction and remeasurement losses totaled $ 1.7 million, $ 1.8 million and $ 3.4 million for the fiscal years ended September 30, 2022, 2021 and 2020, respectively. The determination of the functional currency of the Company’s subsidiaries is based on their financial and operational environment and is the local currency of all of the Company’s foreign subsidiaries. The subsidiaries’ assets 52 Table of Contents and liabilities are translated into the reporting currency at period-end exchange rates, while revenue, expenses, gains and losses are translated at the average exchange rates during the period. Gains and losses from foreign currency translations are recorded in “Accumulated other comprehensive income” in the Company’s Consolidated Balance Sheets and presented as a component of comprehensive income in the Company’s Consolidated Statements of Comprehensive Income. The semiconductor automation business had foreign operations which had a cumulative translation adjustment balance of $ 16.6 million at the date of disposal of this business. This amount was removed from ‘Accumulated other comprehensive income” in the Company’s Consolidated Balance Sheet during the three months ended March 31, 2022, and included within the gain on the sale of the semiconductor automation business in “Income from discontinued operations, net of tax” in the Company’s Consolidated Statement of Operations. As a result, the Company presented a $ 16.6 million reclassification adjustment in “Accumulated other comprehensive income” in the Company’s Consolidated Balance Sheet at September 30, 2022. ​ Derivative Financial Instruments The Company has transactions and balances denominated in currencies other than the functional currency of the transacting entity. Most of these transactions carry foreign exchange risk are in Germany, the United Kingdom and China. The Company enters into foreign exchange contracts to reduce its exposure to currency fluctuations. The arrangements typically mature in three months or less and they do not qualify for hedge accounting. Net gains and losses related to these contracts are recorded as a component of “Other income (expenses), net” in the accompanying Consolidated Statements of Operations and are as follows for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended September 30, ​ 2022 2021 2020 Realized gains (losses) on derivatives not designated as hedging instruments ​ $ 991 ​ $ ( 7,781 ) ​ $ ( 2,671 ) ​ ​ The fair values of the forward contracts are recorded in the accompanying Consolidated Balance Sheets as “Prepaid expenses and other current assets” and “Accrued expenses and other current liabilities”. Foreign exchange contract assets and liabilities are measured and reported at fair value based on observable market inputs and classified within Level 2 of the fair value hierarchy described in fair value measurements in Footnote 19, due to a lack of an active market for these contracts. ​ Hedging Activities On February 1, 2022, the Company entered into a cross-currency swap agreement to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreement, the Company notionally exchanged approximately $ 1.03 billion for approximately € 915 million at a weighted average interest rate of approximately 1.196 %. The designated notional amount is $ 960 million and the actual interest rate is 1.283 %. 1.283 % was in the range of the market value for that day and is the true interest rate on the notional amount. This cross-currency swap agreement expires in February 2023. The Company has designated the cross-currency swap as a hedge of net investments against one of our Euro denominated subsidiaries which requires an exchange of the notional amounts at maturity. At the maturity of the cross currency-swap, the Company will deliver a notional amount of € 852 million and receive a notional amount of $ 960 million at an exchange rate of 1.1261 . ​ This cross-currency swap is marked to market at each reporting period, representing the fair values of the cross-currency swap and any changes in fair value are recognized as a component of “Accumulated other comprehensive items, net”, on the Consolidated Statements of Comprehensive Income. Interest accrued on the cross-currency swap is recorded within “Interest income” on the Consolidated Statements of Operations. For the fiscal year ended September 30, 2022, the Company recorded an unrealized gain in the derivative asset of $ 124.8 million, which is $ 93 million net of 53 Table of Contents taxes, to “Accumulated other comprehensive income” and recorded “Interest income” of $ 8.2 million, on this instrument for fiscal year ended September 30, 2022. ​ All derivatives, whether designated as a hedging relationship or not, are recorded in the Consolidated Balance Sheets at fair value. The accounting for changes in fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument as a fair value hedge, cash flow hedge or a hedge of a net investment in a foreign operation based on the exposure being hedged. Certain derivatives held by the Company are not designated as hedges but are used in managing exposure to changes in foreign exchange rates. A fair value hedge is a derivative instrument designated for the purpose of hedging the exposure to changes in fair value of an asset or a liability resulting from a particular risk. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are both recognized in the results of operations and presented in the same caption in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income. A cash flow hedge is a derivative instrument designated for the purpose of hedging the exposure to variability in future cash flows resulting from a particular risk. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in accumulated other comprehensive income and recognized in the results of operations when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in the results of operations. A hedge of a net investment in a foreign operation is achieved through a derivative instrument designated for the purpose of hedging the exposure of changes in value of investments in foreign subsidiaries. If the derivative is designated as a hedge of a net investment in a foreign operation, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive income as a part of the foreign currency translation adjustment. Ineffective portions of net investment hedges are recognized in the results of operations. For derivative instruments not designated as hedging instruments, changes in fair value are recognized in the Consolidated Statements of Operations as gains or losses consistent with the classification of the underlying risk. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash deposits and cash equivalents, marketable securities, derivative instruments and accounts receivable. All of the Company’s cash and cash equivalents, restricted cash, marketable securities and derivative instruments are maintained by major financial institutions. The Company invests cash not used in operations in investment grade, high credit quality securities in accordance with the Company’s investment policy which provides guidelines and limits regarding investments type, concentration, credit quality and maturity terms aimed at maintaining liquidity and reducing risk of capital loss. The Company regularly monitors the creditworthiness of its customers and believes that it has adequately provided for exposure to potential credit losses. The Company’s ten largest customers accounted for approximately 20 %, 19 % and 19 % of its consolidated revenue for the fiscal years ended September 30, 2022, 2021 and 2020, respectively. No customers accounted for more than 10% of the Company’s consolidated revenue for fiscal years 2022, 2021 and 2020. Fair Value Measurements The Company measures certain financial assets and liabilities, including cash equivalents, available for sale securities, accounts receivable, accounts payable, and derivative instruments at fair value. FASB ASC 820, Fair Value Measurement and Disclosures, establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Available for sale securities and derivative instruments are measured at fair value based on quoted market prices or observable inputs other than 54 Table of Contents quoted market prices for identical or similar assets or liabilities. The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short-term nature. Cash and Cash Equivalents, and Restricted Cash Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash. At September 30, 2022 and 2021, cash equivalents were $ 374.8 million and $ 0.1 million, respectively. Cash equivalents are reported at fair value. The Company classifies long-term restricted cash balances within “Other assets” on the accompanying Consolidated Balance Sheets based upon the term of the remaining restrictions. Accounts Receivable, Allowance for Expected Credit Losses Trade accounts receivable do not bear interest and are recorded at the invoiced amount. The Company maintains an allowance for expected credit losses representing its best estimate of expected credit losses related to its existing accounts receivable and their net realizable value. The Company determines the allowance based on a number of factors, including an evaluation of customer credit worthiness, the age of the outstanding receivables, economic trends, historical experience, and other information over the payment periods. The Company reviews and adjusts the allowance for expected credit losses on a quarterly basis. Accounts receivable balances are written off against the allowance for expected credit losses when the Company determines that the balances are not recoverable. Provisions for expected credit losses are recorded in “Selling, general and administrative” expenses in the Consolidated Statements of Operations. The Company does not have any off-balance-sheet credit exposure related to its customers. Inventories Inventories are stated at the lower of cost or net realizable value determined on a first-in, first-out basis and include the cost of materials, labor and manufacturing overhead. The Company reports inventories at their net realizable value and provides reserves for excess, obsolete or damaged inventory based on changes in customer demand, technology and other economic factors. Fixed Assets, Intangible Assets and Impairment of Long-lived Assets Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is computed based on the straight-line method and charged to results of operations to allocate the cost of the assets over their estimated useful lives, as follows: ​ ​ ​ ​ Buildings 10 - 40 years Computer equipment and software 3 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years ​ ​ Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining terms of the respective leases. Equipment used for demonstrations to customers is included in machinery and equipment and depreciated over its estimated useful life. Repair and maintenance costs are expensed as incurred. The Company has developed software for internal use. Internal and external labor costs incurred during the application development stage of a project are capitalized. Costs incurred prior to application development and post implementation are expensed as incurred. Training and data conversion costs are expensed as incurred. As of September 30, 2022, and 2021, the Company had cumulative capitalized direct costs of $ 26.9 million and $ 22.7 million, respectively, associated with the development of software for its internal use. As of September 30, 2022, this balance included $ 8.6 million associated with software still in the development stage which are included within "Property, plant and equipment, net" in the accompanying Consolidated Balance Sheets. During fiscal year 2022, the Company capitalized direct costs of $ 4.2 million associated with the development of software for its internal use. 55 Table of Contents Cost of disposed assets and the associated accumulated depreciation are derecognized upon their retirement or at the time of disposal, and the resulting gain or loss is included in the Company’s results of operations. The Company identified finite-lived intangible assets other than goodwill as a result of acquisitions. Finite-lived intangible assets are valued based on estimated future cash flows and amortized over their estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. Finite-lived intangibles assets and fixed assets are tested for impairment when indicators of impairment are present. For purposes of this test, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If the Company determines that indicators of potential impairment are present, it assesses the recoverability of long-lived asset group by comparing its undiscounted future cash flows to its carrying value. The future cash flow period is based on the future service life of the primary asset within the long-lived asset group. If the carrying value of the long-lived asset group exceeds its future cash flows, the Company determines fair values of the individual net assets within the long-lived asset group to assess potential impairment. If the aggregate fair values of the individual net assets of the group are less than their carrying values, an impairment loss is recognized for an amount in excess of the group’s aggregate carrying value over its fair value. The loss is allocated to the assets within the group based on their relative carrying values, with no asset reduced below its fair value. Finite-lived intangible assets are amortized over their useful lives, as follows: ​ ​ ​ ​ Trademarks 3 - 13 years Patents 7 years Completed technology 7 - 20 years Customer relationships 6 - 14 years ​ ​ Leases The Company has operating leases for real estate and non-real estate and finance leases for non-real estate. The classification of a lease as operating or finance and the determination of the right-of-use asset (“ROU asset”) and lease liability are determined at lease inception. The ROU asset represents the Company’s right to use an underlying asset for the lease term and the lease liability represents the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, an incremental borrowing rate is used based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. The Company’s lease agreements may contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. Fixed payments for non-lease components are combined with lease payments and accounted for as a single lease component which increases the amount of the ROU asset and liability. The ROU asset for operating leases is included within Other assets and the ROU asset for finance leases is included within “Property, plant, and equipment, net’ on the Consolidated Balance Sheets. The short-term lease liabilities for both operating leases and finance leases are included within ‘Accrued expenses and other current liabilities” on the Consolidated Balance Sheets. The long-term lease liabilities for operating leases and finance leases are included within ‘Long-term operating lease liabilities”, and “Other long-term liabilities”, respectively, on the Consolidated Balance Sheets. Goodwill Goodwill represents the excess of purchase price over the fair value of net tangible and identifiable intangible assets of the businesses acquired by the Company. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company has elected April 1 st as its annual goodwill impairment 56 Table of Contents assessment date. If the existence of events or circumstances indicates that it is more likely than not that fair values of the reporting units are below their carrying values, the Company performs additional impairment tests during interim periods to evaluate goodwill for impairment. Application of the goodwill impairment test requires significant judgment based on market and operational conditions at the time of the evaluation, including management’s best estimate of future business activity and the related estimates of future cash flows from the assets and the reporting units that include the associated goodwill. These periodic evaluations could cause management to conclude that impairment factors exist, requiring an adjustment of these assets to their then-current fair market values. Future business conditions and/or activity could differ materially from the projections made by management which could result in additional adjustments and impairment charges. The goodwill impairment test is performed at the reporting unit level. A reporting unit is either an operating segment or one level below it, which is referred to as a “component”. The level at which the impairment test is performed requires an assessment of whether the operations below an operating segment constitute a self-sustaining business, in which case testing is generally performed at this level. In accordance with ASC 350, Intangibles- Goodwill and Other (“ASC 350”), the Company first assesses qualitative factors to determine whether the existence of events or circumstances indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If the Company determines, based on this assessment, that it is more likely than not that the fair value of the reporting unit is less than its carrying value, it performs a quantitative goodwill impairment test by comparing the reporting unit’s fair value with its carrying value. An impairment loss is recognized for the amount by which the reporting unit’s carrying value exceeds its fair value, up to the total amount of goodwill allocated to the reporting unit. We determine fair values of our reporting units based on an income approach in accordance with the discounted cash flow method, or DCF Method. The DCF Method is based on projected future cash flows and terminal value estimates discounted to their present values. Terminal value represents a present value an investor would pay on the valuation date for the rights to the cash flows of the business for the years subsequent to the discrete cash flow projection period. We consider the DCF Method to be the most appropriate valuation technique since it is based on management’s long-term financial projections. In addition to determining the fair value of our reporting units based on the DCF Method, we also compare the aggregate values of our net corporate assets and reporting unit fair values to our overall market capitalization and use certain market-based valuation techniques to assess the reasonableness of the reporting unit fair values determined in accordance with the DCF Method. The key inputs used in the DCF Method include revenue growth rates, gross margin percentage, selling, general and administrative expense percentage and discount rates that are at or above our weighted-average cost of capital. We derive discount rates that are commensurate with the risks and uncertainties inherent in the respective reporting units and our internally developed projections of future cash flows. Application of the goodwill impairment test requires judgment based on market and operational conditions at the time of the evaluation, including management’s best estimates of the reporting unit’s future business activity and the related estimates and assumptions of future cash flows from the assets that include the associated goodwill. Different assumptions of revenue growth rates, gross margin percentage, selling, general and administrative expense percentage and the discount rate used in the DCF Method could result in different estimates of the reporting unit’s fair value as of each testing date. In the fourth quarter of 2022, the Company experienced a decline in its stock price resulting in the total market value of our shares of stock outstanding (our market capitalization), being less than the carrying value of its reporting units. Therefore, as of September 30, 2022, the Company assessed several events and circumstances that could affect the significant inputs used to determine the fair value of our reporting units, including the significance of the amount of excess fair value over carrying value, updates to operating margins and cash flows, and the overall change in the economic climate. The Company considered the decline in the market capitalization being less than the carrying value of its reporting units in its evaluation of goodwill impairment indicators and determined it appropriate to perform a quantitative assessment of both its reporting units as of September 30, 2022. The Company’s valuation was based on the DCF method described above. The Company concluded that there was no impairment , as the estimated fair value of the segments exceeded their carrying value. 57 Table of Contents In the event the financial performance of either of the two segments does not meet our expectations in the future, The Company experiences a prolonged macro or market downturn, or there are other negative revisions to key assumptions, in the DCF Method, the Company may be required to perform additional impairment analyses and could be required to recognize a non-cash impairment charge. Warranty Obligations The Company offers warranties on the sales of certain of its products and records warranty obligations for estimated future claims at the time revenue is recognized. Warranty obligations are estimated based on historical experience and management’s estimate of the level of future claims. Revenue Recognition The Company generates revenue from the following sources: ​ ● Products, including sales of automated cold sample management systems, consumables, instruments, spare parts, and software. ● Services, including repairs, upgrades, diagnostic support, installation, as well as biological sample services such as DNA sequencing, gene synthesis, molecular biology, bioinformatics, biological sample storage, sample acquisition and other support services. The Company recognizes revenue for the transfer of such promised products or services to customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those products or services. Under ASC 606, Revenue from Contracts with Customers (“ASC 606”), revenue is recognized when or as the transfer of control of the underlying performance obligation occurs. To determine the amount of consideration the Company expects to be entitled to and whether transfer of control has occurred, the Company applies the following five-step model: ​ ● Identify the contract with a customer. Contracts are accounted for when approval and commitment has been received from both parties, the rights of each party are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration to which the Company is entitled is probable. Contracts are generally evidenced through receipt of an approved purchase order or execution of a binding arrangement and can be both short and long-term. Long-term contracts within the segments relate to the sale of products with attached service-type warranty contracts that generally have a stated contract term that is greater than one year. Contracts may contain acceptance provisions where the Company is required to obtain technical acceptance from the customer upon completion of installation services and evidence of the system’s functional performance within the customer’s operating environment. The Company has concluded that acceptance criteria within its contracts can be objectively evaluated and will not impact the Company’s transfer of control assessment under ASC 606. ● Identify the performance obligations in the contract. Performance obligations include the sale of products and services. Certain customer arrangements related to the sale of automated cold sample management systems generally include more than one performance obligation and may include a combination of goods and or services, such as products with installation services or service-type warranty obligations. These contracts include multiple promises and as a result, the Company is required to evaluate each promise and determine whether the promise qualifies as a performance obligation within the contract. Contracts may contain the option to acquire additional products or services at defined prices. The Company reviews the pricing of these options to determine whether the option would exist independently of the current contract. If the pricing of contract options provides a material right to the customer that it would not receive without entering into the current contract, the Company accounts for the option as a separate performance obligation. ● Determine the transaction price. The transaction price of the Company’s contracts with its customer is generally fixed, based on the amounts to be contractually billed to the customer. Although uncommon, certain contracts may contain variable consideration in the form of customer allowances and rebates that consist 58 Table of Contents primarily of retrospective volume-based discounts and other incentive programs. Variable consideration is estimated at contract inception and included in the transaction price if it is probable that a subsequent change in the estimate would not result in a significant revenue reversal. The period between transfer of control of the performance obligations within a customer contract and timing of payment is generally within one year. As a result, the Company’s contracts typically do not include significant financing components. ● Allocate the transaction price to the performance obligations in the contract. For customer contracts that contain more than one performance obligation, the Company allocates the total transaction consideration to each performance obligation based on the relative stand-alone selling price of each performance obligation within the contract. The Company relies on either observable standalone sales or an expected cost-plus margin approach to determine the standalone selling price of offerings, depending on the nature of the performance obligation. Performance obligations whose standalone selling price is estimated using an expected cost-plus margin approach relate to the sale of customized automated cold sample management systems, services, and service-type warranties. ● Recognize revenue when or as the Company satisfies a performance obligation . The Company satisfies its performance obligations by transferring a product or service either at a point in time or over time, when the transfer of control of the underlying performance obligation has occurred. Control is evidenced by the customer’s ability to direct the use of and obtain substantially all the remaining benefits from the performance obligation. Revenue from third-party sales for which the Company does not meet the criteria for gross revenue recognition is recognized on a net basis. All other revenue is recognized on a gross basis. The Company excludes from the transaction price all sales taxes assessed by governmental authorities and as a result, revenue is presented net of tax. As a result of applying this five-step model under ASC 606, the Company recognizes revenues from its sale of products and services as follows: ​ ● Products: Revenue from the sale of standard products is recognized upon their transfer of control to the customer, which is considered complete at either the time of shipment or arrival at destination, based on the agreed upon terms within the contract. The Company’s payment terms for the sale of standard products are typically 30 to 60 days . Revenue from the sales of certain products that involve significant customization, which include primarily automated cold sample management systems is recognized over time as the asset created by the Company’s performance does not have alternative use to the Company and an enforceable right to payment for performance completed to date is present. The Company recognizes revenue as work progresses based on a percentage of actual labor hours incurred on the project to-date and total estimated labor hours expected to be incurred on the project. The selection of the method to measure progress towards completion requires judgment. The Company has concluded that using the percentage of labor hours incurred to estimated labor hours needed to complete the project most appropriately depicts the Company’s efforts towards satisfaction of the performance obligation. The Company develops profit estimates for long-term contracts based on total revenue expected to be generated from the project and total costs anticipated to be incurred in the project. These estimates are based on a number of factors, including the degree of required product customization and the work required to be able to install the product in the customer’s existing environment, as well as the Company’s historical experience, project plans and an assessment of the risks and uncertainties inherent in the contract related to implementation delays or performance issues that may or may not be within the Company’s control. The Company estimates a loss on a contract by comparing total estimated contract revenue to the total estimated contract costs and recognizes a loss during the period in which it becomes probable and can be reasonably estimated. The Company reviews profit estimates for long-term contracts during each reporting period and revises the estimate based on changes in circumstances. Revenue for certain arrangements that involve significant product customization but do not provide the Company with an enforceable right to payment for performance completed to date are recognized at a point in time, upon completion or substantial completion of the project, provided transfer of control has occurred. The project is considered substantially complete when the Company receives acceptance from the customer and remaining tasks are perfunctory or inconsequential and in control of the Company. Generally, the 59 Table of Contents terms of long-term contracts provide for progress billings based on completion of milestones or other defined phases of work. In certain instances, payments collected from customers in advance of recognizing the related revenue are recorded and presented as contract liabilities within “Deferred revenue” on the Company’s Consolidated Balance Sheet. Additionally, due to certain billing constraints within contracts, the customer may retain a portion of the contract price until completion of the contract. In these contracts, an unbilled receivable is recorded when revenue recognized may exceed billings, which the Company presents as a contract asset on the balance sheet, which is included within the “Prepaid expenses and other current assets” on the Company’s Consolidated Balance Sheet. ● Services: Service revenue is generally recognized ratably over time or on an output method, as the customer simultaneously receives and consumes the benefit of these services as they are performed. Payments related to service-type warranties may be made up front or proportionally over the contract term. Revenue for sample management and storage are recognized over the period the services are rendered or samples are stored. Payment due or received from the customers prior to rendering the associated services are recorded as a contract liability. ● Genomic Services: The Company’s genomic services are professional services which includes Sanger sequencing, Next Generation sequencing, gene synthesis and gene editing-CRISPR based gene editing. Revenue from genomic services is recognized over time and is based upon the fact that transfer of control takes place over time as determined using the input method of costs incurred. Research and Development Expense Research and development costs are expensed as incurred. Research and development costs consist primarily of personnel expenses related to development of new products, as well as enhancements and engineering changes to existing products and development of hardware and software components. Stock-Based Compensation Expense The Company measures stock-based compensation cost at fair value on the grant date and recognizes the expense over the service period for the awards expected to vest. The fair value of restricted stock units is determined based on the number of shares granted and the closing price of the Company’s common stock quoted on the Nasdaq Global Select Market on the date of grant. For awards that vest based on service conditions, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period. For awards that vest subject to performance conditions, the Company recognizes stock-based compensation expense ratably over the performance period if it is probable that performance condition will be met and adjusted for the percentage of shares probable of achieving the performance goals. Each quarter, the Company assesses the probability of achieving the performance goals. Current estimates may differ from actual results and future changes in estimates. The Company makes estimates of stock award forfeitures and the number of awards expected to vest. The Company considers many factors in developing forfeiture estimates, including award types, employee classes and historical experience. The following table reflects stock-based compensation expense, excluding amounts related to discontinued operations, recorded during the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 Restricted stock units ​ $ 10,597 ​ $ 18,923 ​ $ 9,907 Employee stock purchase plan ​ 1,846 ​ 1,128 ​ 744 Total stock-based compensation expense ​ $ 12,443 ​ $ 20,051 ​ $ 10,651 ​ 60 Table of Contents ​ Valuation Assumptions for an Employee Stock Purchase Plan The fair value of shares issued under the employee stock purchase plan is estimated on the commencement date of each offering period using the Black-Scholes option-pricing model with the following weighted average assumptions for the fiscal years ended September 30, 2022, 2021 and 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 Risk-free interest rate 1.7 % 0.3 % 0.9 % Volatility 49 % 53 % 58 % Expected life 6 months 6 months 6 months Dividend yield — % 0.6 % 1.1 % ​ ​ The risk-free rate is based on the U.S. Treasury yield curve for notes with terms approximating the expected life of the shares granted. The expected stock price volatility is determined based on the Company’s historic stock prices over a period commensurate with the expected life of the shares granted. The expected life represents the weighted average period over which the shares are expected to be purchased. Dividend yields are projected based on the Company’s history of dividend declarations and management’s intention for future dividend declarations. Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, as well as operating loss and tax credit carryforwards. The Company’s Consolidated Financial Statements contain certain deferred tax assets that were recorded as a result of operating losses, as well as other temporary differences between financial and tax accounting. A valuation allowance is established against deferred tax assets if, based upon the evaluation of positive and negative evidence and the extent to which that evidence is objectively verifiable, it is more likely than not that some or all of the deferred tax assets will not be realized. Significant management judgment is required in determining the Company’s income tax provision, the Company’s deferred tax assets and liabilities and any valuation allowance recorded against those net deferred tax assets. The Company evaluates the weight of all available evidence to determine whether it is more likely than not that some portion or all of the net deferred income tax assets will not be realized. The calculation of the Company’s income tax liabilities involves consideration of uncertainties in the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained upon an audit conducted by taxing authorities, including resolution of related appeals or litigation processes, if any. If the Company determines that a tax position will more likely than not be sustained, the second step requires the Company to estimate and measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as the Company must determine the probability of various possible outcomes. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors, such as changes in facts or circumstances, tax law, new audit activity and effectively settled issues. Determining whether an uncertain tax position is effectively settled requires judgment. A change in recognition or measurement may result in the recognition of a tax benefit or an additional charge to the tax provision. Earnings Per Share Basic income or loss per share is determined by dividing net income by the weighted average common shares outstanding during the period. Diluted income or loss per share is determined by dividing net income by diluted weighted average shares outstanding during the period. Diluted weighted average shares reflect the dilutive effect, if any, of potential common shares. To the extent their effect is dilutive, employee equity awards and other commitments to be 61 Table of Contents settled in common stock are included in the calculation of diluted income or loss per share based on the treasury stock method. Potential common shares are excluded from the calculation of dilutive weighted average shares outstanding if their effect would be anti-dilutive at the balance sheet date based on a treasury stock method or due to a net loss. Recently Issued Accounting Pronouncements In November 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-10, Government Assistance (Topic 832) – Disclosures by Business Entities about Government Assistance . The amendment in this ASU requires disclosures to increase the transparency of transactions with a government accounted for by applying a grant or contribution accounting model by analogy, including (1) the types of transactions, (2) the accounting for those transactions, and (3) the effect of those transactions on an entity’s financial statements. This ASU is effective for annual periods beginning after December 15, 2021. The Company will adopt the provisions of this ASU in fiscal year 2023. The Company is evaluating the effect of adopting this new accounting guidance. ​ Recently Adopted Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . ASU 2021-08 requires an entity to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606. Under current GAAP, an acquirer generally recognizes such items at fair value on the acquisition date. The ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. The standard should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company adopted the guidance during the first quarter of fiscal year 2022 . The impact of the adoption of this ASU is immaterial to the Company’s consolidated financial statements. In October 2020, the FASB issued “ASU” 2020-10, Codification Improvements . The amendments in this ASU represent changes to clarify certain ASCs, correct unintended application of guidance, or make minor improvements to certain ASCs that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. ASU 2020-10 is effective for annual periods beginning after December 15, 2020 and interim periods within those annual periods, with early adoption permitted. The amendments in this ASU should be applied retrospectively. This ASU did not affect the Company's consolidated financial statements or disclosures. The Company adopted the provisions of this ASU in the first quarter of fiscal 2022 . ​ In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting . In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope. The ASUs provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The provisions of the ASUs are only available until December 31, 2022, when the reference rate replacement activity is expected to be completed. There is no significant accounting impact on the Company’s consolidated financial statements and related disclosures as a result of the adoption of this ASU. ​ In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) , which removes certain exceptions to the general principles in ASC Topic 740, Income Taxes (“ASC Topic 740”), and improves consistent application of and simplifies GAAP for other areas of Topic 740 clarifying and amending existing guidance. This ASU is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2020. The Company adopted the provisions of this ASU in the first quarter of fiscal 2022 . There is no significant accounting impact on the Company’s consolidated financial statements and related disclosures as a result of the adoption of this ASU. ​ In August 2018, the FASB issued ASU 2018-14, Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans , which amends ASC 715 to add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. The amendments require additional disclosure for the weighted-average interest crediting rates, a narrative description of the reasons for significant gains and losses, and an 62 Table of Contents explanation of any other significant changes in the benefit obligation or plan assets. The amendment removes disclosure requirements for accumulated other comprehensive income expected to be recognized over the next year, information about plan assets to be returned to the entity, and the effects of a one-percentage-point change on the assumed health care costs and the effect of this change in rates on service cost, interest cost, and the benefit obligation for postretirement health care benefits. The ASU is effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The ASU does not amend the interim disclosure requirements of ASC 715-20. The Company adopted the provisions of this ASU in the first quarter of fiscal 2022 . There is no significant accounting impact on the Company’s consolidated financial statements and related disclosures as a result of the adoption of this ASU. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) , which removes certain exceptions to the general principles in Topic 740 and improves consistent application of and simplifies GAAP for other areas of Topic 740 clarifying and amending existing guidance. This ASU is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2020. Early adoption is permitted. The Company adopted the provisions of this ASU in the first quarter of fiscal 2022 . There is no significant accounting impact on the Company’s consolidated financial statements and related disclosures as a result of the adoption of this ASU. ​ ​ 3. Discontinued Operations Disposition of Semiconductor Automation Business On September 20, 2021, the Company entered into a definitive agreement to sell its semiconductor automation business to THL. On February 1, 2022, the Company completed the sale of the semiconductor automation business for $ 2.9 billion in cash. Net income from discontinued operations for the fiscal year ended September 30, 2022 is inclusive of the gain on sale of $ 2.6 billion. As part of the transaction, the Company recorded an $ 18.1 million liability related to retention bonuses and cash settled stock-based awards for former employees of the Company that were conveyed with the transaction. The Company paid $ 0.6 million in the quarter ended September 30, 2022, and will remit the remaining payment to THL during fiscal 2023, at the end of the retention period and THL will directly pay the Company’s former employees. Following the completion of the sale, the Company no longer serves the semiconductor market. In connection with the closing of the sale, the Company and THL entered into a transition services agreement, to which both the Company and THL will provide each other with certain transition services related to finance and accounting, information technology, human resources, compliance, facilities, legal and research and development support, for time periods ranging from three to 24 months . In addition, the Company entered into two separate lease agreements for leases back to the Company for portions of the facilities that have served as its corporate headquarters in Chelmsford, Massachusetts, and were sold to THL as part of the sale agreement. Each lease provides for a term of 24 months , which may be terminated earlier by the Company upon 90 days ’ notice to THL. The transition services agreement and lease agreements approximate fair value and there is no material impact to the Company’s results. During the fourth quarter of fiscal 2021, the Company determined that the semiconductor automation business met the criteria to be classified as a discontinued operation and, as a result, its historical financial results are reflected in the Company’s financial statements as a discontinued operation, and assets and liabilities were classified as assets and liabilities held for sale. 63 Table of Contents The following table presents the financial results of automation business discontinued operations with respect to the automation business (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ ​ 2022 2021 ​ ​ 2020 Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Products ​ ​ $ 244,962 ​ $ 624,358 ​ ​ $ 463,309 Services ​ ​ ​ 19,468 ​ ​ 55,698 ​ ​ ​ 45,427 Total revenue ​ ​ ​ 264,430 ​ ​ 680,056 ​ ​ $ 508,736 Cost of revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Products ​ ​ ​ 141,165 ​ ​ 354,786 ​ ​ ​ 274,727 Services ​ ​ ​ 11,159 ​ ​ 29,750 ​ ​ ​ 26,134 Total cost of revenue ​ ​ ​ 152,324 ​ ​ 384,536 ​ ​ ​ 300,861 Gross profit ​ ​ ​ 112,106 ​ ​ 295,520 ​ ​ ​ 207,875 Operating expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Research and development ​ ​ ​ 18,486 ​ ​ 48,647 ​ ​ ​ 41,245 Selling, general and administrative ​ ​ ​ 30,622 ​ ​ 70,634 ​ ​ ​ 50,881 Restructuring charges ​ ​ ​ - ​ ​ 230 ​ ​ ​ 692 Total operating expenses ​ ​ ​ 49,108 ​ ​ 119,511 ​ ​ ​ 92,818 Operating income ​ ​ ​ 62,998 ​ ​ 176,009 ​ ​ ​ 115,057 Other income, net ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gain on divestiture ​ ​ ​ 2,561,820 ​ ​ 133 ​ ​ ​ 207 Income before income taxes ​ ​ ​ 2,624,818 ​ ​ 176,142 ​ ​ ​ 115,264 Income tax provision ​ ​ ​ 480,673 ​ ​ 35,357 ​ ​ ​ 23,867 Net income from discontinued operations ​ ​ $ 2,144,145 ​ $ 140,785 ​ ​ $ 91,397 ​ ​ On July 1, 2019, the Company sold its semiconductor cryogenics business. During the fiscal year ended September 30, 2021, the Company recorded a $ 1.3 million negative working capital adjustment to the gain on divestiture that was previously recorded in the fourth fiscal quarter of 2019. This adjustment is shown within other income, net within the income statement for the semiconductor automation business. ​ The following table presents the significant non-cash items and capital expenditures for the discontinued operations with respect to the semiconductor automation business that are included in the Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ ​ ​ 2022 ​ ​ 2021 ​ ​ ​ 2020 Depreciation and amortization ​ ​ $ - ​ $ 8,472 ​ ​ $ 11,374 Capital expenditures ​ ​ ​ 2,862 ​ ​ 6,414 ​ ​ ​ 4,815 Stock-based compensation ​ ​ ​ - ​ ​ 7,405 ​ ​ ​ 5,501 ​ ​ ​ 64 Table of Contents The carrying value of the assets and liabilities of the discontinued operations with respect to the semiconductor automation business on the Consolidated Balance Sheets as of September 30, 2021 was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2021 Assets ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ ​ ​ ​ ​ $ 45,000 Accounts receivable, net ​ ​ ​ ​ ​ ​ 142,256 Inventories ​ ​ ​ ​ ​ ​ 110,735 Other current assets ​ ​ ​ ​ ​ ​ 13,394 Total current assets of discontinued operation ​ ​ ​ ​ ​ $ 311,385 ​ ​ ​ ​ ​ ​ ​ ​ Property, plant and equipment, net ​ ​ ​ ​ ​ $ 32,058 Long-term deferred tax assets ​ ​ ​ ​ ​ ​ 3,167 Goodwill ​ ​ ​ ​ ​ ​ 81,477 Intangibles, net ​ ​ ​ ​ ​ ​ 44,468 Other assets ​ ​ ​ ​ ​ ​ 22,658 Total long-term assets of discontinued operation ​ ​ ​ ​ ​ $ 183,828 ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ ​ ​ ​ Accounts payable ​ ​ ​ ​ ​ $ 68,074 Deferred revenue ​ ​ ​ ​ ​ ​ 7,141 Accrued warranty and retrofit costs ​ ​ ​ ​ ​ ​ 6,081 Accrued compensation and benefits ​ ​ ​ ​ ​ ​ 18,144 Accrued Income Taxes ​ ​ ​ ​ ​ ​ 11,702 Accrued expenses and other current liabilities ​ ​ ​ ​ ​ ​ 18,014 Total current liabilities of discontinued operation ​ ​ ​ ​ ​ $ 129,156 ​ ​ ​ ​ ​ ​ ​ ​ Long-term tax reserves ​ ​ ​ ​ ​ ​ 2,356 Long-term deferred tax liabilities ​ ​ ​ ​ ​ ​ 6,548 Long-term pension liabilities ​ ​ ​ ​ ​ ​ 5,490 Long-term operating lease liabilities ​ ​ ​ ​ ​ ​ 15,425 Other long-term liabilities ​ ​ ​ ​ ​ ​ 2,625 Total long-term liabilities of discontinued operation ​ ​ ​ ​ ​ $ 32,444 ​ ​ Acquisition within the Semiconductor Automation Business On April 29, 2021 , the Company acquired Precise Automation Inc., a leading developer of collaborative robots and automation subsystems headquartered in Fremont, California. The total cash purchase price for the acquisition was approximately $ 69.8 million. Precise provides the semiconductor automation business with a product offering and technology portfolio to take advantage of the opportunities in the collaborative robot market. The allocation of the consideration included $ 38.7 million of technology, $ 2.5 million of customer relationships, $ 33.1 million of goodwill, $ 6.2 million of deferred tax liabilities, and several other assets and liabilities. The Company applied variations of the income approach to estimate the fair values of the intangible assets acquired. The completed technology was valued using excess earnings method and the customer relationships was valued using distributor margin method, both of which have a useful life of 11 years . The intangible assets acquired are amortized over the total weighted average period of 11 years using methods that approximate the pattern in which the economic benefits are expected to be realized. The Company has included the financial results of the acquired operations within income from discontinued operations on its Consolidated Statements of Operations. The goodwill and intangible assets are not tax deductible ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 65 Table of Contents 4. Acquisitions The Company recorded the assets acquired and liabilities assumed related to the below acquisitions at their fair values as of the acquisition date, from a market participant’s perspective. While the Company uses its best estimates and assumptions as part of the purchase price allocation process to value the assets acquired and liabilities assumed on the acquisition date, its estimates and assumptions are subject to refinement. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company’s results of operations. The finalization of the assignment of fair values will be completed within one year after the respective acquisition date. The Company did not present a pro forma information summary for its consolidated results of operations for the acquisitions completed because such results were immaterial. Acquisition Completed in Fiscal Year 2022 Barkey Holding GmbH ​ On July 1, 2022 , the Company acquired Barkey Holding GmbH and its subsidiaries (“Barkey”), a leading provider of controlled rate thawing devices for customers in the medical, biotech and pharmaceutical industries, head quartered in Leopoldshöhe, Germany. The Company has included the financial results of the acquired operations within the Life Sciences Products segment. The total cash purchase price of the acquisition was approximately $ 84.8 million, net of cash acquired. The acquisition brings innovative products and capabilities that extend the Company’s extensive cold chain of condition portfolio of products and services, while also expanding our customer reach in the fast-growing cell and gene therapy space. The allocation of the consideration included $ 3.0 million of customer relationships, $ 29.0 million of technology, $ 57.8 million of goodwill, $ 9.8 million of deferred tax liabilities, and several other assets and liabilities. The weighted useful life of all the intangible assets acquired is 15 years . The goodwill and intangibles are not tax deductible. Acquisitions Completed in Fiscal Year 2021 Abeyatech LLC ​ On April 2, 2021 , the Company acquired Abeyatech LLC. The Company has included the financial results of the acquired operations within the Life Sciences Products segment. The purchase price includes $ 9.9 million cash payment and $ 9.4 million in contingent consideration, at present value, based on the acquired business’ performance for the twelve-month period ending December 31, 2021, subject to customary working capital adjustments and other adjustments. The acquisition enhances the breadth and depth of the Company’s offerings and expands its expertise in the Life Sciences Products segment. The allocation of the consideration included $ 11.9 million of technology, $ 4.4 million of goodwill, and several other assets and liabilities for $ 3.0 million. The weighted useful life of all the intangible assets acquired is 12 years . The goodwill and intangibles are tax deductible . During the three months ended March 31, 2022, the Company paid $ 10.0 million related to the contingent consideration recorded at the time of acquisition based on the achievement of business performance targets set forth in the purchase agreement. Trans-Hit Biomarkers, Inc. ​ On December 3, 2020 , the Company acquired Trans-Hit Biomarkers Inc. (“THB”), a worldwide biospecimen procurement service provider based in Montreal, Canada. THB has an extensive collection capability for biospecimens and clinical samples through a worldwide partner network of clinical sites and biobanks. The total cash purchase price of the acquisition was approximately $ 15.1 million, net of cash acquired. The acquisition enhances the breadth and depth of the Company’s offerings and expands its expertise in the Life Sciences Services segment. The allocation of the consideration included $ 7.8 million of customer relationships, $ 9.3 million of goodwill, $ 2.4 million of deferred tax liabilities, and several other assets and liabilities. The weighted useful life of all intangibles acquired is 11 years . The Company has included the financial results of the acquired operations in the Life Sciences Services segment. The goodwill and intangibles are not tax deductible. 66 Table of Contents Acquisitions Completed in Fiscal Year 2020 On February 11, 2020 , the Company acquired RURO, Inc. (“RURO”), an informatics software company based in Frederick, Maryland. RURO provides cloud-based software solutions to manage laboratory workflow and bio-sample data for a broad range of customers in the biotech, healthcare, and pharmaceutical sectors. The addition of RURO's capabilities and offerings will enable the Company to offer enhanced on-site and off-site management of biological sample inventories as well as integration solutions to its customers for their increasingly distributed workflow. The total cash purchase price of the acquisition net of cash acquired was $ 15.2 million. The allocation of the consideration primarily included $ 0.6 million of accounts receivable, $ 2.9 million of customer relationships, $ 2.9 million of technology assets, $ 11.0 million of goodwill, and $ 2.7 million of liabilities. The goodwill from this acquisition is reported within the Life Sciences Services segment and is not tax deductible. ​ 5. Marketable Securities The Company invests in marketable securities that are classified as available-for-sale and records them at fair value in the Company’s Consolidated Balance Sheets. Marketable securities reported as current assets represent investments that mature within one year from the balance sheet date. Long-term marketable securities represent investments with maturity dates greater than one year from the balance sheet date. Unrealized gains and losses are excluded from earnings and reported as a separate component of “Accumulated other comprehensive income” in the accompanying Consolidated Balance Sheets until the security is sold or matures. Gains or losses realized from sales of marketable securities are computed based on the specific identification method and recognized as a component of "Other income (expenses)" in the accompanying Consolidated Statements of Operations. During fiscal year 2022, the Company had sales and maturities of marketable securities of $ 705.4 million. During the fiscal year 2021, there were insignificant sales of marketable securities. The following is a summary of the amortized cost and the fair value, including accrued interest receivable, as well as unrealized gains (losses) on the short-term and long-term marketable securities as of September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross Gross ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ ​ ​ ​ Cost ​ Losses ​ Gains ​ Fair Value September 30, 2022: ​ ​ ​ ​ U.S. Treasury securities and obligations of U.S. government agencies $ 804,774 ​ $ ( 6,163 ) ​ $ 21 $ 798,632 Bank certificates of deposits ​ ​ 8,335 ​ ​ ( 158 ) ​ ​ 1 ​ ​ 8,178 Corporate securities ​ ​ 406,270 ​ ​ ( 8,113 ) ​ ​ — ​ ​ 398,157 Municipal securities ​ 59,043 ​ ​ ( 226 ) ​ ​ — ​ 58,817 ​ ​ $ 1,278,422 ​ $ ( 14,660 ) ​ $ 22 ​ $ 1,263,784 September 30, 2021: ​ ​ ​ ​ ​ Bank certificates of deposits ​ $ 30 ​ $ — ​ $ — ​ $ 30 Corporate securities ​ ​ 3,624 ​ ​ — ​ ​ — ​ ​ 3,624 Municipal securities ​ — ​ ​ — ​ ​ — ​ — Other debt securities ​ 25 ​ ​ — ​ ​ — ​ 25 ​ ​ $ 3,679 ​ $ — ​ $ — ​ $ 3,679 ​ ​ ​ 67 Table of Contents The fair values of the marketable securities by contractual maturities at September 30, 2022 are presented below (in thousands). ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized ​ ​ ​ ​ ​ ​ Cost ​ ​ Fair Value Due in one year or less ​ ​ ​ $ 914,706 ​ $ 909,913 Due after one year through five years ​ ​ ​ 360,930 ​ 351,085 Due after five years through ten years ​ ​ ​ ​ — ​ ​ — Due after ten years ​ ​ ​ 2,786 ​ 2,786 Total marketable securities ​ ​ ​ $ 1,278,422 ​ $ 1,263,784 ​ ​ Expected maturities could differ from contractual maturities because the security issuers may have the right to prepay obligations without prepayment penalties. The Company reviews the marketable securities for impairment at each reporting period to determine if any of the securities have experienced an other-than-temporary decline in fair value. The Company considers factors, such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer, the Company’s intent to sell, or whether it is more likely than not it will be required to sell the investment before recovery of its amortized cost basis. If the Company believes that an other-than-temporary decline in fair value has occurred, it writes down the investment to its fair value and recognizes the credit loss in earnings and the non-credit loss in accumulated other comprehensive income or loss. Unrealized losses from fixed-income securities are primarily attributable to changes in interest rates. Management does not believe any unrealized losses represent impairments based on our evaluation of the available evidence. 6. Property, Plant and Equipment Property, plant and equipment were as follows as of September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2022 2021 Buildings, land, and land use right ​ $ 29,581 ​ $ 4,987 Computer equipment and software ​ 35,814 ​ 27,350 Machinery and equipment ​ 90,700 ​ 77,217 Furniture and fixtures ​ 5,806 ​ 2,516 Leasehold improvements ​ 37,495 ​ 27,165 Capital projects in progress ​ 36,644 ​ 52,435 Right-of-use Asset ​ ​ 2,476 ​ ​ 2,252 ​ ​ 238,516 ​ 193,922 Less: accumulated depreciation and amortization ​ ( 84,046 ) ​ ( 63,203 ) Property, plant and equipment, net ​ $ 154,470 ​ $ 130,719 ​ ​ The property, plant and equipment and accumulated depreciation and amortization amounts in 2021 in the table above have been adjusted to remove certain fully depreciated assets. Depreciation expense was $ 21.9 million, $ 19.5 million and $ 18.7 million, respectively, for the fiscal years ended September 30, 2022, 2021, and 2020. The Company recorded $ 9.2 million of additions to property, plant and equipment for which cash payments had not yet been made as of September 30, 2022. ​ 68 Table of Contents 7. Leases The Company has operating leases for real estate and non-real estate and finance leases for non-real estate in North America, Europe, and Asia. Non-real estate leases are primarily related to vehicles and office equipment. Lease expiration dates range between 2022 and 2042. The components of operating lease expense were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ ​ ​ ​ ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating lease costs ​ ​ ​ ​ $ 9,396 ​ $ 7,630 ​ Finance lease costs: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortization of assets ​ ​ ​ ​ ​ 182 ​ ​ 859 ​ Interest on lease liabilities ​ ​ ​ ​ ​ 5 ​ ​ 39 ​ Total finance lease costs ​ ​ ​ ​ ​ 187 ​ ​ 898 ​ Variable lease costs ​ ​ ​ ​ ​ 3 ​ ​ 1,833 ​ Short-term lease costs ​ ​ ​ ​ ​ 1,411 ​ ​ 199 ​ Total lease costs ​ ​ ​ ​ $ 10,997 ​ $ 10,560 ​ ​ Supplemental balance sheet information related to leases is as follows (in thousands, except lease term and discount rate): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ September 30, 2021 ​ Operating Leases: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating lease right-of-use assets ​ ​ ​ ​ $ 54,059 ​ $ 49,650 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accrued expenses and other current liabilities ​ ​ ​ ​ $ 6,924 ​ $ 5,254 ​ Long-term operating lease liabilities ​ ​ ​ ​ ​ 49,227 ​ ​ 45,088 ​ Total operating lease liabilities ​ ​ ​ ​ $ 56,151 ​ $ 50,342 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance Leases: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property, plant and equipment, at cost ​ ​ ​ ​ $ 2,476 ​ $ 2,252 ​ Accumulated amortization ​ ​ ​ ​ ​ ( 2,276 ) ​ ​ ( 2,105 ) ​ Property, plant and equipment, net ​ ​ ​ ​ $ 200 ​ $ 147 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accrued expenses and other current liabilities ​ ​ ​ ​ $ 96 ​ $ 360 ​ Other long-term liabilities ​ ​ ​ ​ ​ 98 ​ ​ ( 10 ) ​ Total finance lease liabilities ​ ​ ​ ​ $ 194 ​ $ 350 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average remaining lease term (in years): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ ​ ​ ​ 10.82 ​ ​ 11.33 ​ Finance leases ​ ​ ​ ​ ​ 2.19 ​ ​ 0.53 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average discount rate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ ​ ​ ​ 3.93 % ​ 3.90 % Finance leases ​ ​ ​ ​ ​ 1.29 % ​ 4.87 % ​ ​ ​ 69 Table of Contents Supplemental cash flow information related to leases was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ ​ ​ ​ ​ 2022 ​ 2021 ​ Cash paid for amounts included in measurement of liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ ​ ​ ​ $ 7,977 ​ $ 6,213 ​ Operating cash flows from finance leases ​ ​ ​ ​ ​ 5 ​ ​ 41 ​ Financing cash flows from finance leases ​ ​ ​ ​ ​ 393 ​ ​ 1,130 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ROU assets obtained in exchange for lease liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ ​ ​ $ 10,842 ​ $ 31,944 ​ ​ ​ Future lease payments for operating leases as of September 30, 2022 were as follows for the subsequent five fiscal years and thereafter (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases ​ Fiscal year ended September 30, ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ ​ ​ ​ ​ ​ ​ $ 8,907 ​ 2024 ​ ​ ​ ​ ​ ​ ​ ​ 7,648 ​ 2025 ​ ​ ​ ​ ​ ​ ​ ​ 7,251 ​ 2026 ​ ​ ​ ​ ​ ​ ​ ​ 6,275 ​ 2027 ​ ​ ​ ​ ​ ​ ​ ​ 5,948 ​ Thereafter ​ ​ ​ ​ ​ ​ ​ ​ 35,366 ​ Total future lease payments ​ ​ ​ ​ ​ ​ ​ ​ 71,395 ​ Less imputed interest ​ ​ ​ ​ ​ ​ ​ ​ ( 15,244 ) ​ Total lease liability balance ​ ​ ​ ​ ​ ​ ​ $ 56,151 ​ ​ ​ As of September 30, 2022, the Company has not entered into any significant leases that have not commenced yet. 8. Goodwill and Intangible Assets Goodwill represents the excess of net book value over the estimated fair value of net tangible and identifiable intangible assets of a reporting unit. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company elected April 1 st as its annual goodwill impairment assessment date. If the existence of events or circumstances indicates that it is more likely than not that fair values of the reporting units are below their carrying values, the Company performs additional impairment tests during interim periods to evaluate goodwill for impairment. In accordance with ASC 350 , the Company initially assesses qualitative factors to determine whether the existence of events or circumstances indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If the Company determines, based on this assessment, that it is more likely than not that the fair value of the reporting unit is less than its carrying value, it performs a quantitative goodwill impairment test by comparing the reporting unit’s fair value with its carrying value. An impairment loss is recognized for the amount by which the reporting unit’s carrying value exceeds its fair value, up to the total amount of goodwill allocated to the reporting unit. No impairment loss is recognized if the fair value of the reporting exceeds its carrying value. The Company has two operating, two reportable segments, and two reporting units consisting of Life Sciences Products and Life Sciences Services. The Company previously had three reporting units, which included the Life Sciences Products operating segment, which constitutes of a single reporting unit, and two reporting units within the Life Sciences Services operating segment, sample repository solutions and genomic services, which were combined into a single reporting unit within the Life Sciences Services segment following the 2021 impairment test. ​ The Company completed its annual goodwill impairment test as of April 1, 2022 for its two reporting units. The two reporting units include Life Sciences Products as the only reporting unit within the Life Sciences Products segment, and 70 Table of Contents Life Sciences Services as the only reporting unit within the Life Sciences Services segment. The Company conducted a qualitative assessment for both the Life Science Products and Life Science Services reporting units and determined that it was more likely than not that the fair value of each reporting unit was greater than its carrying value. Based on the test results, the Company determined that no adjustment to goodwill was necessary. As a result of the analysis, the Company did not perform the quantitative assessment for the reporting units, and did not recognize any impairment losses. In the fourth quarter of 2022, the Company experienced a decline in our stock price resulting in its market capitalization being less than its carrying value. Therefore, as of September 30, 2022, the Company assessed several events and circumstances that could affect the significant inputs used to determine the fair value of its reporting units, including updates to operating margins and cash flows, and the overall change in the economic climate. The Company considered the decline in the market capitalization being less than the carrying value of its reporting units in its evaluation of goodwill impairment indicators and determined it appropriate to perform a quantitative assessment of both its reporting units as of September 30, 2022. The Company’s valuation was based on the DCF Method. The Company concluded that there was no impairment , as the estimated fair value of the reporting units exceeded their carrying value. The following table sets forth the changes in the carrying amount of goodwill by reporting unit since September 30, 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Life Sciences ​ Life Sciences ​ ​ ​ ​ ​ Products ​ Services ​ Total Balance, at September 30, 2020 ​ $ 103,278 ​ $ 349,899 ​ $ 453,177 Acquisitions and currency translation adjustments ​ 6,860 ​ 9,319 ​ 16,179 Balance, at September 30, 2021 ​ 110,138 ​ 359,218 ​ 469,356 Acquisitions and currency translation adjustments ​ 44,474 ​ ( 207 ) ​ 44,267 Balance, at September 30, 2022 ​ $ 154,612 ​ $ 359,011 ​ $ 513,623 ​ ​ ​ During fiscal year 2022, the Company recorded a goodwill increase of $ 44.3 million primarily related to the acquisitions of Barkey of $ 57.8 million in the fourth quarter of fiscal year 2022 net with the impact of foreign currency translation adjustments of $ 13.5 million. The components of the Company’s identifiable intangible assets as of September 30, 2022 and 2021 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ September 30, 2021 ​ ​ ​ ​ Accumulated ​ Net Book ​ ​ ​ Accumulated ​ Net Book ​ Cost Amortization Value Cost Amortization Value Patents ​ $ 1,225 ​ $ 1,106 ​ $ 119 ​ $ 1,242 ​ $ 1,002 ​ $ 240 Completed technology ​ 99,525 ​ 37,991 ​ 61,534 ​ 75,527 ​ 32,383 ​ 43,144 Trademarks and trade names ​ 400 ​ 41 ​ 359 ​ 424 ​ 33 ​ 391 Non-competition agreements ​ ​ 681 ​ ​ 439 ​ ​ 242 ​ ​ 681 ​ ​ 249 ​ ​ 432 Customer relationships ​ 246,949 ​ 130,802 ​ 116,147 ​ 253,486 ​ 111,159 ​ 142,327 Other intangibles ​ ​ 202 ​ ​ 202 ​ ​ — ​ ​ 246 ​ ​ 246 ​ ​ — ​ ​ $ 348,982 ​ $ 170,581 ​ $ 178,401 ​ $ 331,606 ​ $ 145,072 ​ $ 186,534 ​ ​ Amortization expense for intangible assets was $ 32.3 million, $ 37.4 million and $ 35.4 million, respectively, for the fiscal years ended September 30, 2022, 2021 and 2020. ​ 71 Table of Contents Estimated future amortization expense for the intangible assets as of September 30, 2022 is as follows (in thousands): ​ ​ ​ ​ ​ 2023 ​ $ 30,837 2024 ​ 28,157 2025 ​ 24,071 2026 ​ 21,471 2027 ​ 16,955 Thereafter ​ 56,910 ​ ​ $ 178,401 ​ ​ ​ ​ 9. Supplementary Balance Sheet Information The following is a summary of accounts receivable at September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2022 2021 Accounts receivable ​ $ 168,920 ​ $ 124,195 Less allowance for expected credit losses ​ ( 5,162 ) ​ ( 4,318 ) Accounts receivable, net ​ $ 163,758 ​ $ 119,877 ​ ​ The allowance for expected credit losses for the fiscal years ended September 30, 2022, 2021 and 2020 is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ ​ Reversals of ​ Balance at ​ ​ Beginning of ​ ​ ​ ​ Bad Debt ​ End of Description Period Provisions Expense Period 2022 Allowance for expected credit losses ​ $ 4,318 ​ $ 3,536 ​ $ ( 2,692 ) ​ $ 5,162 2021 Allowance for expected credit losses ​ 7,146 ​ ​ 3,445 ​ ​ ( 6,273 ) ​ ​ 4,318 2020 Allowance for expected credit losses ​ 3,548 ​ ​ 4,600 ​ ​ ( 1,002 ) ​ ​ 7,146 ​ ​ The following is a summary of inventories at September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2022 2021 Inventories ​ ​ Raw materials and purchased parts ​ $ 39,685 ​ $ 27,644 Work-in-process ​ 4,816 ​ 4,787 Finished goods ​ 41,043 ​ 27,967 Total inventories ​ $ 85,544 ​ $ 60,398 ​ ​ The activity for excess and obsolete inventory reserves is as follows for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ ​ Inventory ​ Balance at ​ ​ Beginning of ​ ​ ​ ​ Disposals and ​ End of Description Period ​ Provisions Adjustments Period 2022 Reserves for excess and obsolete inventory ​ $ 3,681 $ 1,752 ​ $ ( 1,351 ) ​ $ 4,082 2021 Reserves for excess and obsolete inventory ​ ​ 3,136 ​ 1,522 ​ $ ( 977 ) ​ ​ 3,681 2020 Reserves for excess and obsolete inventory ​ 3,157 ​ 1,515 ​ ​ ( 1,536 ) ​ ​ 3,136 ​ ​ ​ 72 Table of Contents The activity for valuation allowance for deferred tax assets is as follows for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ ​ ​ ​ Balance at ​ ​ Beginning of ​ Charged to ​ Charged to ​ End of Description Period Income Tax Benefit Other Accounts Period 2022 Valuation allowance for deferred tax assets ​ $ 8,592 ​ $ 1,337 ​ $ ( 4,002 ) ​ $ 5,927 2021 Valuation allowance for deferred tax assets ​ 10,623 ​ ​ ( 3,247 ) ​ $ 1,216 ​ ​ 8,592 2020 Valuation allowance for deferred tax assets ​ 12,843 ​ ​ ( 2,514 ) ​ ​ 294 ​ ​ 10,623 ​ ​ The Company establishes reserves for estimated cost of product warranties based on historical information. Product warranty reserves are recorded at the time product revenue is recognized, and retrofit accruals are recorded at the time retrofit programs are established. The Company’s warranty obligation is affected by product failure rates, utilization levels, material usage, service delivery costs incurred in correcting a product failure and supplier warranties on parts delivered to the Company. The following is a summary of product warranty and retrofit activity on a gross basis for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ Amount Balance at September 30, 2019 ​ $ 2,314 Accruals for warranties during the year ​ 2,779 Costs incurred during the year ​ ( 2,882 ) Balance at September 30, 2020 ​ 2,211 Accruals for warranties during the year ​ 2,300 Costs incurred during the year ​ ( 2,181 ) Balance at September 30, 2021 ​ 2,330 Adjustments for acquisitions ​ 254 Accruals for warranties during the year ​ 2,438 Costs incurred during the year ​ ( 2,132 ) Balance at September 30, 2022 ​ $ 2,890 ​ ​ ​ ​ ​ ​ 73 Table of Contents 10. Debt and Line of Credit On October 4, 2017, the Company entered into a $ 200.0 million term loan with the lenders pursuant to the terms of a credit agreement. The term loan was issued at $ 197.6 million, or 98.8 % of its par value, resulting in a discount of $ 2.4 million, or 1.2 %, which represented loan origination fees paid at the closing. During the fiscal year ended September 30, 2022 and 2021, the weighted average stated interest rate paid on all outstanding debt was 2.7 % and 2.8 %, respectively. During the year ended September 30, 2022 and 2021, the Company incurred aggregate interest expense of $ 0.5 million and $ 1.7 million, respectively, in connection with the borrowings. On February 1, 2022, the Company completed the sale of its semiconductor automation business and used $ 49.7 million of the proceeds from the sale to extinguish the outstanding balance of the term loan. The Company also terminated its revolving line of credit which had no borrowings outstanding. The Company recorded a loss on debt and line of credit extinguishment of $ 0.6 million. The deferred financing costs were accreted over the term of the loan using the effective interest rate method and are included in “Interest expense” in the accompanying Consolidated Statements of Operations. The Company’s deferred financing costs as of September 30, 2022 were zero , due to the extinguishment of debt during the fiscal year. A s of September 30, 2021, deferred financing costs were $ 0.3 million. ​ ​ ​ ​ 11. Income Taxes The components of the income tax provision (benefit) from continuing operations for the fiscal years are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 Current income tax provision (benefit): ​ ​ ​ Federal ​ $ ( 4,826 ) ​ $ ( 14,247 ) ​ $ 661 State ​ 607 ​ ( 867 ) ​ 375 Foreign ​ 4,627 ​ 15,484 ​ 3,721 Total current income tax provision ​ 408 ​ 370 ​ 4,757 Deferred income tax provision (benefit): ​ ​ ​ Federal ​ ( 815 ) ​ ( 11,469 ) ​ ( 11,833 ) State ​ ( 180 ) ​ ( 2,283 ) ​ ( 1,976 ) Foreign ​ 1,937 ​ ( 6,718 ) ​ ( 4,878 ) Total deferred income tax provision (benefit) ​ 942 ​ ( 20,470 ) ​ ( 18,687 ) Income tax provision (benefit) ​ $ 1,350 ​ $ ( 20,100 ) ​ $ ( 13,930 ) ​ ​ The components of income (loss) from continuing operations before income taxes for the fiscal years are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 Domestic ​ $ ( 39,392 ) ​ $ ( 88,763 ) ​ $ ( 48,932 ) Foreign ​ 29,456 ​ 39,794 ​ 8,640 Income before income taxes ​ $ ( 9,936 ) ​ $ ( 48,969 ) ​ $ ( 40,292 ) ​ ​ 74 Table of Contents The differences between the income tax provision (benefit) on income (loss) from continuing operations and income taxes computed using the applicable U.S. statutory federal tax rates for the fiscal years ended September 30, 2022, 2021 and 2020 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 Income tax benefit computed at federal statutory rate ​ $ ( 2,086 ) ​ $ ( 10,284 ) ​ $ ( 8,461 ) State income taxes, net of federal benefit ​ ( 776 ) ​ ( 1,005 ) ​ ( 1,557 ) Foreign income taxed at different rates ​ ( 1,182 ) ​ ( 2,594 ) ​ ( 1,786 ) Impact of investments in subsidiaries ​ — ​ 7,128 ​ 289 Change in deferred tax asset valuation allowance ​ 1,337 ​ ( 3,247 ) ​ ( 2,514 ) Impact of change in uncertain tax positions ​ ( 358 ) ​ ( 10,607 ) ​ 1,144 Global intangible low taxed income, net of foreign tax credits ​ ​ 4,060 ​ ​ 4,051 ​ ​ 2,815 Impact of tax rate changes ​ ​ 1,531 ​ ​ 165 ​ ​ ( 185 ) Compensation ​ ( 1,199 ) ​ 462 ​ ( 2,302 ) Tax credits ​ ( 2,102 ) ​ ( 4,050 ) ​ ( 676 ) Merger costs ​ 1,629 ​ 20 ​ 37 Other non-deductible expenses ​ ​ 717 ​ ​ 468 ​ ​ 398 Other true-ups ​ ​ 763 ​ ​ — ​ ​ ( 520 ) Research and development expense deduction ​ ​ ( 910 ) ​ ​ ( 730 ) ​ ​ ( 547 ) Other ​ ( 74 ) ​ 123 ​ ( 65 ) Income tax provision (benefit) ​ $ 1,350 ​ $ ( 20,100 ) ​ $ ( 13,930 ) ​ ​ The Company has not provided deferred income taxes on the outside basis differences of its foreign subsidiaries which are not held for sale and part of the continuing operations business. For continuing operations the Company maintains its general assertion of indefinite reinvestment as of September 30, 2022. The foreign earnings are expected to be reinvested in foreign operations and acquisitions. Unremitted foreign earnings total approximately $ 1.3 billion. The Company did not calculate estimated deferred tax liabilities related to these earnings because such calculations would not be practicable due to the complexity of its hypothetical calculation. The taxes on these earnings would primarily consist of foreign withholding taxes, taxes on foreign exchange gains and losses resulting from potential future distributions, and minimal U.S. state income taxes. Substantially all of the unremitted earnings of the Company have been taxed in the U.S. based on the international tax regulations. The significant components of the net deferred tax assets and liabilities as of September 30, 2022 and 2021 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2022 2021 Accruals and reserves not currently deductible ​ $ 9,704 ​ $ 17,272 Federal, state and foreign tax credits ​ — ​ 4,350 Other assets ​ 14 ​ 502 Equity compensation ​ ​ 3,508 ​ ​ 5,872 Net operating loss carryforwards ​ 7,397 ​ 9,693 Lease liabilities ​ ​ 14,700 ​ ​ 12,958 Mergers and acquisitions ​ ​ — ​ ​ 7,239 Deferred revenue ​ ​ 3,609 ​ ​ 3,258 Inventory reserves and valuation ​ 1,081 ​ 6,946 Deferred tax assets ​ 40,013 ​ 68,090 Depreciation and intangible amortization ​ ( 56,856 ) ​ ( 50,181 ) Right-of-use assets ​ ​ ( 14,146 ) ​ ​ ( 12,683 ) Other liabilities ​ ​ ( 402 ) ​ ​ ( 1,883 ) Net unrealized loss ​ ​ ( 27,144 ) ​ ​ — Deferred tax liabilities ​ ( 98,548 ) ​ ( 64,747 ) Valuation allowance ​ ( 5,927 ) ​ ( 8,592 ) Net deferred tax asset (liability) ​ $ ( 64,462 ) ​ $ ( 5,249 ) ​ 75 Table of Contents ​ Not included in the net deferred tax asset (liability) shown above are long-term assets held for sale of $ 3.2 million and long-term liabilities held for sale of $ 6.5 million as of September 30, 2021. The deferred tax assets on the balance sheets for September 30, 2022 and 2021 also include $ 1.1 million and $ 2.3 million deferred tax charge related to the company’s intercompany profit elimination, respectively. ASC Topic 740 requires that all available evidence, both positive and negative, be considered in determining, based on the weight of that evidence, whether a valuation allowance is needed. The weight given to the potential effect of negative and positive evidence should be commensurate with the extent to which it can be objectively verified. The more negative evidence that exists, (a) the more positive evidence is necessary and (b) the more difficult it is to support a conclusion that a valuation allowance is not needed for some portion or the entire deferred tax asset. A cumulative loss in recent years is considered a significant piece of negative evidence that is difficult to overcome in assessing the need for a valuation allowance. The Company evaluates the realizability of its deferred tax assets by tax-paying component and assesses the need for a valuation allowance on an annual and quarterly basis. The Company evaluates the profitability of each tax-paying component on a historical cumulative basis and a forward-looking basis in the course of performing this analysis. After evaluating all the relevant positive and negative evidence, the Company is not recording any additional valuation allowance against deferred tax assets in the United States. The Company is in a net deferred tax liability position and has sufficient future taxable income from the reversal of taxable temporary difference to offset the deductible temporary differences. The Company continued to hold a United States valuation allowance related to the realizability of certain state tax credits and net operating loss carry-forwards. The Company also maintains valuation allowances against net deferred tax assets in certain foreign tax-paying components as of the end of fiscal year 2022. As of September 30, 2022, the Company has tax-effected federal, state and foreign net operating loss carry-forwards of approximately $ 0.4 million, $ 2.1 million and $ 4.9 million, respectively. The federal net operating loss carry-forwards expire at various dates through 2030. The state of net operating loss carry-forwards will begin to expire in 2026. The majority of the foreign net operating loss carryovers have an indefinite carry-forward in Germany. The Company has performed studies to determine if there are any annual limitations on the federal net operating losses under Section 382 of the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. As a result of these studies, the Company has determined that ownership changes have occurred primarily in connection with acquisitions when the Company has issued stock to the sellers, as well as ownership changes in the subsidiaries acquired by the Company. The benefits of the net operating losses that will expire before utilization have not been recorded as deferred tax assets in the accompanying Consolidated Balance Sheets. Limitations on current year use of net operating loss carryovers have also been recorded in the tax provision. The Company maintains liabilities for unrecognized tax benefits. These liabilities involve judgment and estimation, and they are monitored based on the best information available. A reconciliation of the beginning and ending amount of the consolidated liability for unrecognized income tax benefits during the fiscal years ended September 30, 2022, 2021 and 2020 is as follows (in thousands): ​ ​ ​ ​ ​ ​ Total Balance at September 30, 2019 ​ $ 16,860 Additions for tax positions in current year ​ ​ 448 Reductions from lapses in statutes of limitations ​ ​ ( 586 ) Balance at September 30, 2020 ​ 16,722 Reductions from lapses in statutes of limitations ​ ​ ( 14,716 ) Balance at September 30, 2021 ​ 2,006 Reductions from lapses in statutes of limitations ​ ( 327 ) Balance at September 30, 2022 ​ $ 1,679 ​ ​ 76 Table of Contents All of the unrecognized tax benefits for the fiscal year ended September 30, 2022 would impact the effective tax rate if recognized. The Company recognizes interest related to unrecognized benefits as a component of the income tax provision (benefit), of which $ 0.0 million, $ 1.1 million and $ 1.1 million, respectively, was recognized for the fiscal years ended September 30, 2022, 2021 and 2020. In fiscal year 2019, the Company recorded $ 13.4 million of unrecognized tax benefits with the acquisition of GENEWIZ. All unrecognized tax benefits recorded with the acquisition of GENEWIZ were part of an indemnification agreement with the sellers. This unrecognized tax position was reversed in fiscal year 2021 due to the expiration of its statute of limitations. The corresponding indemnification asset was also written off during the year as a component of other expenses. The Company is subject to U.S. federal, state, local and foreign income taxes in various jurisdictions. The amount of income taxes paid is subject to the Company’s interpretation of applicable tax laws in the jurisdictions in which it files. In the normal course of business, the Company is subject to income tax audits in various global jurisdictions in which it operates. The years subject to examination vary for the United States and international jurisdictions, with the earliest tax year being 2017 . Based on the outcome of these examinations or the expiration of statutes of limitations for specific jurisdictions, it is reasonably possible that the related unrecognized tax benefits could change from those recorded in the Company’s Consolidated Balance Sheets. The Company currently anticipates that it is reasonably possible that the unrecognized tax benefits and accrued interest on those benefits will be reduced by $ 1.6 million in the next 12 months due to statute of limitations expirations. 12. Derivative Instruments The Company has transactions and balances denominated in currencies other than the functional currency of the transacting entity. Most of these transactions carrying foreign exchange risk are in Germany, the United Kingdom and China. These transactions and balances, including short-term advances between the Company and its subsidiaries, subject the Company’s operations to exposure from exchange rate fluctuations. The impact of currency exchange rate movement can be positive or negative in any period. The Company mitigates the impact of potential currency transaction gains and losses on short-term intercompany advances through timely settlement of each transaction, generally within 30 days. The Company also enters into foreign exchange contracts to reduce its exposure to currency fluctuations. Under forward contract arrangements, the Company typically agrees to purchase a fixed amount of one currency in exchange for a fixed amount of another currency on specified dates with maturities of three months or less. These transactions do not qualify for hedge accounting. Net gains and losses related to these contracts are recorded as a component of "Other expenses, net" in the accompanying Consolidated Statements of Operations and are as follows for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal Year Ended September 30, ​ 2022 2021 2020 Realized gains (losses) on derivatives not designated as hedging instruments ​ $ 991 ​ $ ( 7,781 ) ​ $ ( 2,671 ) ​ ​ The fair value of derivative instruments are as follows at September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value of Assets ​ ​ Fair Value of Liabilities As of September 30, ​ 2022 ​ ​ 2021 ​ ​ 2022 ​ ​ 2021 Derivatives not designated as hedging instruments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange contracts $ 634 ​ $ 153 ​ $ ( 230 ) ​ $ ( 165 ) Total $ 634 ​ $ 153 ​ $ ( 230 ) ​ $ ( 165 ) ​ ​ The fair values of the forward contracts described above are recorded in the Company’s accompanying Consolidated Balance Sheets as "Prepaid expenses and other current assets" and "Accrued expenses and other current liabilities". 77 Table of Contents Hedging Activities On February 1, 2022, the Company entered into a cross-currency swap agreement to hedge the variability of exchange rate impacts between the United States dollar and the Euro. Under the terms of the cross-currency swap agreement, the Company notionally exchanged approximately $ 1.03 billion for approximately € 915 million at a weighted average interest rate of approximately 1.196 %. The designated notional amount is $ 960 million and the actual interest rate is 1.283 %. 1.283 % was in the range of the market value for that day and is the true interest rate on the notional amount. This cross-currency swap agreement expires in February 2023. The Company has designated the cross-currency swap as a hedge of net investments against one of our Euro denominated subsidiaries which requires an exchange of the notional amounts at maturity. At the maturity of the cross currency-swap, the Company will deliver a notional amount of € 852 million and receive a notional amount of $ 960 million at an exchange rate of 1.1261 . ​ This cross-currency swap is marked to market at each reporting period, representing the fair values of the cross-currency swap and any changes in fair value are recognized as a component of Accumulated other comprehensive items, net, on the Consolidated Statements of Comprehensive Income. Interest accrued on the cross-currency swap is recorded within interest income on the Consolidated Statements of Operations. For fiscal year ended September 30, 2022, the Company recorded a gain, net of tax of $ 93.0 million, to Accumulated other comprehensive income and recorded interest income of $ 8.2 million on this instrument. 13. Stockholders’ Equity Preferred Stock Total number of shares of preferred stock authorized for issuance was 1,000,000 shares at September 30, 2022 and 2021, respectively. Preferred stock has a par value of $ 0.01 per share and may be issued at the discretion of the Board of Directors without stockholder approval with such designations, rights and preferences as the Board of Directors may determine. There were no shares of preferred stock issued or outstanding at September 30, 2022 or 2021, respectively. Accumulated Other Comprehensive Income The following is a summary of the components of accumulated other comprehensive income, net of tax, at September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gains (Losses) ​ Unrealized ​ ​ ​ ​ ​ ​ ​ ​ Currency ​ on Available- ​ Gain on ​ Pension ​ ​ ​ ​ Translation ​ for-Sale ​ Derivative asset ​ Liability ​ ​ ​ ​ Adjustments ​ Securities ​ Net of tax ​ Adjustments ​ Total Balance at September 30, 2019 ​ $ 4,184 ​ ( 8 ) ​ — ​ ( 665 ) ​ 3,511 Other comprehensive income (loss) before reclassifications ​ 18,877 ​ 5 ​ — ​ ( 503 ) ​ 18,379 Amounts reclassified from accumulated other comprehensive income ​ — ​ 2 ​ — ​ 27 ​ 29 Balance at September 30, 2020 ​ 23,061 ​ ( 1 ) ​ — ​ ( 1,141 ) ​ 21,919 Other comprehensive income (loss) before reclassifications ​ ( 2,922 ) ​ — ​ — ​ 333 ​ ( 2,589 ) Amounts reclassified from accumulated other comprehensive income ​ — ​ — ​ — ​ 21 ​ 21 Balance at September 30, 2021 ​ 20,139 ​ ​ ( 1 ) ​ $ — ​ ​ ( 787 ) ​ 19,351 Other comprehensive income (loss) before reclassifications ​ ( 169,266 ) ​ ( 10,908 ) ​ 93,020 ​ 412 ​ ( 86,742 ) Amounts reclassified from accumulated other comprehensive income ​ ( 16,567 ) ​ — ​ — ​ 42 ​ ( 16,525 ) Balance at September 30, 2022 ​ $ ( 165,694 ) ​ $ ( 10,909 ) ​ $ 93,020 ​ $ ( 333 ) ​ $ ( 83,916 ) ​ 78 Table of Contents ​ Unrealized net holding gains (losses) on available-for-sale marketable securities are reclassified from accumulated other comprehensive income into results of operations at the time of the securities’ sale, as described in Note 5, “Marketable Securities.” Gains (losses) related to defined benefit pension plan settlements are reclassified from accumulated other comprehensive income into results of operations at the time of the settlement. Defined benefit pension plan curtailments are recognized as reclassifications from accumulated other comprehensive income and corresponding reductions in pension liabilities and net pension cost. 14. Equity Incentive Plans The Company’s equity incentive plans are intended to attract and retain employees and provide an incentive for them to contribute to the Company’s long-term growth and achievement of its long-range performance goals. The equity incentive plans consist of plans under which employees may be granted options to purchase shares of the Company’s stock, restricted stock and other equity incentives. Restricted stock awards generally have a three-year vesting period. At September 30, 2022, a total of 2,431,324 shares were reserved and available for future grant under the equity incentive plans. 2020 Equity Incentive Plan In accordance with the 2020 Equity Incentive Plan (the “2020 Plan”), the Company may grant (i) restricted stock and other stock-based awards, (ii) nonqualified stock options, and (iii) options intended to qualify as incentive stock options under Section 422 of the Internal Revenue Code. All employees of the Company or any affiliate of the Company, independent directors, consultants and advisors are eligible to participate in the 2020 Plan. The 2020 Plan provides for the issuance of an aggregate of 2,800,000 shares of common stock, including 2,500,000 shares reserved for issuance pursuant to the 2020 Plan, and up to 300,000 additional shares which may be issued pursuant to the 2020 Plan if outstanding awards granted under the 2000 Plan or the 2015 Plan are forfeited, expire or are cancelled. Restricted Stock Unit Activity The following table summarizes restricted stock unit activity for the fiscal year ended September 30, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ ​ ​ Grant-Date ​ ​ Shares ​ Fair Value Outstanding at September 30, 2021 1,088,652 ​ $ 47.35 Granted 249,685 ​ ​ 99.62 Vested ( 555,513 ) ​ ​ 39.51 Forfeited ( 244,586 ) ​ ​ 64.31 Outstanding at September 30, 2022 538,238 ​ ​ 71.99 ​ ​ The weighted average grant date fair value of restricted stock units granted during fiscal years 2022, 2021 and 2020 was $ 99.62 , $ 71.97 and $ 46.52 per share, respectively. The fair value of restricted stock units vested during fiscal years 2022, 2021 and 2020 was $ 66.9 million, $ 28.4 million and $ 41.7 million, respectively. During fiscal years 2022, 2021 and 2020, the Company remitted $ 25.2 million, $ 9.8 million and $ 24.1 million, respectively, collected from employees to satisfy their tax obligations as a result of share issuances. As of September 30, 2022, the future unrecognized stock-based compensation expense related to restricted stock units expected to vest is $ 12.3 million and is expected to be recognized over an estimated weighted average amortization period of 1.4 years. ​ 79 Table of Contents The Company grants restricted stock units that vest over a required service period and /or achievement of certain operating performance goals. Restricted stock units granted with performance goals may also have a required service period following the achievement of all or a portion of the performance goals. The following table reflects restricted stock units and stock awards granted during fiscal years ended September 30, 2022, 2021 and 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Time-Based Stock Performance- ​ ​ Total Units ​ Units ​ Grants ​ Based Units Year ended September 30, 2022 249,685 120,066 18,471 111,148 Year ended September 30, 2021 349,930 ​ 166,570 14,713 168,647 Year ended September 30, 2020 412,036 ​ 163,390 27,076 221,570 ​ ​ Among the total restricted stock units granted, 0 , 98,783 , and 119,978 shares, respectively, were granted to the employees who belong to the discontinued operations in the year ended September 30, 2022, 2021 and 2020. Subsequent to September 30, 2022, the Company cash settled stock-based awards for former employees that were conveyed with the sale of the semiconductor automation business. Time-Based Restricted Stock Unit Grants Restricted stock units granted with a required service period typically have three-year vesting schedules in which one -third of awards vest at the first anniversary of the grant date, one -third vest at the second anniversary of the grant date and one -third vest at the third anniversary of the grant date, subject to the award holders meeting service requirements. Stock-Based Awards – Board of Directors The stock-based awards, granted to the members of the Company’s Board of Directors include stock awards, restricted stock awards and deferred stock and restricted stock units. Stock awards granted during fiscal years 2022, 2021 and 2020 were vested upon issuance. Certain members of the Board of Directors have elected to defer receiving their annual stock awards and related quarterly dividends until they attain a certain age or cease to provide services as a member of the Board of Directors. Annual deferred restricted stock units granted during fiscal years 2022, 2021 and 2020 vested upon issuance. Performance-Based Restricted Stock Unit Grants Performance-based restricted stock units are earned based on the achievement of performance criteria established by the Human Resources and Compensation Committee and approved by the Board of Directors. The criteria for performance-based awards are weighted and have threshold, target and maximum performance goals. Performance-based awards granted in fiscal year 2022, 2021 and 2020 allow participants to earn 100 % of restricted stock units if the Company’s performance meets or exceeds its target goal for each applicable financial metric, and up to a maximum of 200 % if the Company’s performance for such metrics meets the maximum or stretch goal. Performance below the minimum threshold for each financial metric results in award forfeiture. Performance goals will be measured over a three-year period for each year’s awards and at the end of the period to determine the number of units earned by recipients who continue to meet the service requirement. Around the third anniversary of each year’s awards’ grant date, the Company’s Board of Directors determines the number of units earned for participants who continue to meet the service requirements on the vest date. Employee Stock Purchase Plan The Company maintains an employee stock purchase plan that allows its employees to purchase shares of common stock at a price equal to 85 % of the fair market value of the Company’s stock at the beginning or the end of the semi-annual period, whichever is lower. On February 8, 2017, the stockholders approved the 2017 Employee Stock Purchase Plan (the “2017 Plan”). The 2017 Plan allows for purchases by employees of up to 1,250,000 shares of the Company’s common stock. As of September 30, 2022, 670,136 shares of common stock remain available for purchase under the 80 Table of Contents 2017 Plan. During the fiscal year ended September 30, 2022 and 2021, the Company issued 82,035 shares and 106,516 shares, respectively, under the 2017 Plan. 15. Earnings per Share The calculations of basic and diluted net income per share and basic and diluted weighted average shares outstanding are as follows for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands, except per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ 2022 2021 2020 Loss from continuing operations ​ $ ( 11,286 ) ​ $ ( 28,869 ) ​ $ ( 26,362 ) Income from discontinued operations, net of tax ​ 2,144,145 ​ 139,616 ​ 91,215 Net income ​ ​ 2,132,859 ​ ​ 110,747 ​ ​ 64,853 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding used in computing basic earnings per share ​ 74,897 ​ 74,229 ​ 73,557 Dilutive restricted stock units ​ — ​ 226 ​ 293 Weighted average common shares outstanding used in computing diluted earnings per share ​ 74,897 ​ 74,455 ​ 73,850 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net income per share: ​ ​ ​ Loss from continuing operations ​ $ ( 0.15 ) ​ $ ( 0.39 ) ​ $ ( 0.36 ) Income from discontinued operations, net of tax ​ 28.63 ​ 1.88 ​ 1.24 Basic net income per share ​ $ 28.48 ​ $ 1.49 ​ $ 0.88 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted net income per share: ​ ​ ​ Loss from continuing operations ​ $ ( 0.15 ) ​ $ ( 0.39 ) ​ $ ( 0.36 ) Income from discontinued operations, net of tax ​ 28.63 ​ 1.88 ​ 1.24 Diluted net income per share ​ $ 28.48 ​ $ 1.49 ​ $ 0.88 ​ ​ Restricted stock units of 64,122 , 24,012 and 16,695 , respectively, during fiscal year 2022, 2021 and 2020 were excluded from the computation of diluted earnings per share as their effect would be anti-dilutive based on the treasury stock method. 16. Revenue from Contracts with Customers Disaggregated Revenue The Company disaggregates revenue from contracts with customers in a manner that depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The following is revenue by significant business line for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended September 30, ​ ​ ​ ​ 2022 ​ ​ 2021 ​ ​ ​ 2020 ​ Significant Business Line ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Life Sciences Products ​ ​ ​ $ 199,230 ​ ​ $ 199,606 ​ ​ $ 129,759 ​ Sample Repository Solutions ​ ​ ​ ​ 105,331 ​ ​ ​ 88,922 ​ ​ ​ 89,847 ​ Genomic Services ​ ​ ​ ​ 250,937 ​ ​ ​ 225,175 ​ ​ ​ 168,931 ​ Total ​ ​ ​ $ 555,498 ​ ​ $ 513,703 ​ ​ $ 388,537 ​ ​ ​ The Genomics Services and SRS values for 2021 have been adjusted for certain laboratory services that were classified from SRS into Genomics Services. 81 Table of Contents Contract Balances Accounts Receivable, Net. Accounts receivable represent rights to consideration in exchange for products or services that have been transferred by the Company, when payment is unconditional and only the passage of time is required before payment is due. Accounts receivable do not bear interest and are recorded at the invoiced amount. The Company maintains an allowance for expected credit losses representing its best estimate of probable credit losses related to its existing accounts receivable and their net realizable value. The Company determines the allowance for expected credit losses based on a number of factors, including an evaluation of customer credit worthiness, the age of the outstanding receivables, economic trends, historical experience and other information through the payment periods. Accounts receivable, net were $ 163.8 million and $ 119.9 million at September 30, 2022 and September 30, 2021, respectively. Contract Assets. Contract assets represent rights to consideration in exchange for products or services that have been transferred by the Company, when payment is conditional on something other than the passage of time. These amounts typically relate to contracts where the right to invoice the customer is not present until completion of the contract or the achievement of specified milestones and the value of the products or services transferred exceed this constraint. Contract assets are classified as current as they convert to cash within one year. Contract asset balances which are included within “Prepaid expenses and other current assets” on the Company’s Consolidated Balance Sheet, were $ 18.2 million and $ 15.3 million at September 30, 2022 and September 30, 2021, respectively. Contract Liabilities. Contract liabilities represent the Company’s obligation to transfer products or services to a customer for which consideration has been received, or for which an amount of consideration is due from the customer. Contract assets and liabilities are reported on a net basis at the contract level, depending on the contracts position at the end of each reporting period. Contract liabilities are included within “Deferred revenue” on the Company’s Consolidated Balance Sheet. Contract liabilities were $ 39.7 million and $ 25.7 million at September 30, 2022 and September 30, 2021, respectively. Revenue recognized from the contract liability balance at September 30, 2021 was $ 13.9 million for the year ended September 30, 2022. Remaining Performance Obligations. Remaining performance obligations represent the transaction price of unsatisfied or partially satisfied performance obligations within contracts with an original expected contract term that is greater than one year and for which fulfillment of the contract has started as of the end of the reporting period. The aggregate amount of transaction consideration allocated to remaining performance obligations as of September 30, 2022 was $ 80.2 million. The following table summarizes when the Company expects to recognize the remaining performance obligations as revenue, the Company will recognize revenue associated with these performance obligations as transfer of control occurs (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2022 ​ ​ Less than 1 Year ​ Greater than 1 Year ​ Total Remaining Performance Obligations ​ $ 45,365 ​ $ 34,844 ​ $ 80,209 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost to Obtain and Fulfill a Contract The Company capitalizes sales commissions when incurred if they are (i) incremental costs of obtaining a contract, (ii) expected to be recovered and (iii) have an expected amortization period that is greater than one year. As part of the Company’s cumulative effect adjustment upon the initial adoption of ASC 606, incremental costs associated with obtaining a contract were capitalized and have been classified as deferred commissions within the Company’s Consolidated Balance Sheet. These amounts primarily relate to sales commissions and are being amortized over a 60 -month period, which represents the average period of contract performance. The Company capitalized $ 0.7 million of sales commissions during the fiscal year ended September 30, 2022. All other sales commissions incurred during the reporting period have been expensed as incurred. These costs are recorded within “Selling, general, and administrative” expenses on the Company’s Consolidated Statement of Operations. The Company accounts for shipping and handling activities as fulfillment activities and recognize the associated expense when control of the product has transferred to the customer. 82 Table of Contents 17. Significant Customers The Company had no individual customer that accounted for more than 10% of its consolidated revenue for each of the fiscal years ended September 30, 2022, 2021 and 2020. There was no customer that accounted for more than 10% of the Company’s accounts receivable balance for each of the fiscal years ended September 30, 2022, 2021 and 2020. 18. Segment and Geographic Information Operating segments are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and to assess performance. The Company’s Chief Executive Officer is the Company’s chief operating decision maker. The Company operates in two reportable segments: the Life Sciences Products segment and the Life Sciences Services segment. These reportable segments also represent the Company’s operating segments. The Company previously operated in three reportable segments: the Semiconductor Solutions Group segment, the Life Sciences Products segment, and the Life Sciences Services segment. As discussed in Note 3, “Discontinued Operations”, our Semiconductor Solutions Group reportable segment has been classified as a discontinued operation. The sale of the semiconductor automation business, which comprised the Semiconductor Solutions Group segment, was completed on February 1, 2022. Historical information has been adjusted to reflect the new reportable segments. Within our Life Sciences Products segment, we have developed and continue to develop automated biological sample storage solutions for operating in low temperature environments. 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. Within our Life Sciences Services segment, our genomics services business advances research and development activities by gene sequencing, synthesis, editing and related services. We offer a comprehensive, global portfolio that we believe has both broad appeal in the life sciences industry and enables customers to select the best solution for their research challenges. This portfolio also offers unique solutions for key markets such as cell and gene therapy, antibody development, and biomarker discovery by addressing genomic complexity and throughput challenges. Our sample repository solutions business is a global leader in sample storage and management, and provides a full suite of reliable cold and ultra-cold chain solutions. ​ The Company considers adjusted operating income, which excludes charges related to amortization of completed technology, restructuring related charges and other special charges, such as impairment losses, as the primary performance metric when evaluating the business. ​ 83 Table of Contents The following is the summary of the financial information for the Company’s reportable segments for the fiscal years ended September 30, 2022, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ ​ 2022 ​ 2021 ​ 2020 Revenue: ​ ​ ​ Life Sciences Products ​ $ 199,230 ​ $ 199,606 ​ $ 129,759 Life Sciences Services ​ 356,268 ​ 314,097 ​ 258,778 Total revenue ​ $ 555,498 ​ $ 513,703 ​ $ 388,537 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating income: ​ ​ ​ ​ ​ ​ ​ ​ Life Sciences Products ​ $ 11,033 ​ $ 23,094 ​ $ ( 3,041 ) Life Sciences Services ​ 10,784 ​ 22,659 ​ 2,859 Reportable segment adjusted operating income ​ ​ 21,817 ​ ​ 45,753 ​ ​ ( 182 ) Amortization of completed technology ​ ​ 7,325 ​ ​ 8,073 ​ ​ 8,099 Restructuring related charges ​ ​ — ​ ​ 13,364 ​ ​ 301 Amortization of acquired intangible assets ​ ​ 24,965 ​ ​ 29,299 ​ ​ 27,276 Restructuring charges ​ ​ 712 ​ ​ 385 ​ ​ 674 Other unallocated corporate expenses ​ ​ 13,550 ​ ​ 25,721 ​ ​ 68 Total operating income ​ ​ ( 24,735 ) ​ ​ ( 31,089 ) ​ ​ ( 36,600 ) Interest income ​ ​ 20,286 ​ ​ 632 ​ ​ 849 Interest expense ​ ​ ( 4,589 ) ​ ​ ( 2,037 ) ​ ​ ( 2,944 ) Loss on extinguishment of debt ​ ​ ( 632 ) ​ ​ — ​ ​ — Other expenses ​ ​ ( 266 ) ​ ​ ( 16,475 ) ​ ​ ( 1,597 ) Loss before income taxes ​ $ ( 9,936 ) ​ $ ( 48,969 ) ​ $ ( 40,292 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets: ​ ​ Life Sciences Products ​ Life Sciences Services ​ Total September 30, 2022 ​ $ 378,790 ​ $ 849,603 ​ $ 1,228,393 September 30, 2021 ​ 278,769 ​ ​ 780,238 ​ ​ 1,059,007 ​ ​ The following is a reconciliation of the Company’s reportable segments’ segment assets to the amounts presented in the accompanying Consolidated Balance Sheets as of September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, September 30, ​ ​ 2022 ​ 2021 Segment assets $ 1,228,393 $ 1,059,007 Cash and cash equivalents, restricted cash, and marketable securities ​ 2,305,081 ​ 244,012 Deferred tax assets ​ 1,169 ​ 10,043 Other assets ​ ​ 181,479 ​ ​ 11,237 Assets held for sale ​ — ​ 495,213 Total assets ​ $ 3,716,122 ​ $ 1,819,512 ​ ​ 84 Table of Contents Revenue from external customers is attributed to geographic areas based on locations in which customer orders are placed. Net revenue by geographic area for the fiscal years ended September 30, 2022, 2021 and 2020 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended September 30, ​ ​ 2022 2021 2020 Geographic Location: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ North America ​ ​ $ 373,611 ​ $ 323,982 ​ $ 256,174 Europe ​ ​ ​ 104,824 ​ ​ 108,805 ​ ​ 74,155 China ​ ​ ​ 48,094 ​ ​ 45,743 ​ ​ 34,016 Asia Pacific/ Other ​ ​ 28,969 ​ 35,173 ​ 24,192 Total ​ ​ $ 555,498 ​ $ 513,703 ​ $ 388,537 ​ ​ The majority of the Company’s net revenue in North America is generated in the United States which amounted to $ 370.6 million, $ 320.8 million and $ 253.5 million, respectively, during fiscal years ended September 30, 2022, 2021 and 2020. Property, plant and equipment by geographic area as of September 30, 2022 and 2021 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ 2022 2021 North America ​ $ 84,852 ​ $ 55,943 China ​ ​ 56,585 ​ ​ 54,239 Europe ​ ​ 11,610 ​ ​ 16,882 Asia / Pacific/ Other ​ 1,423 ​ 3,655 ​ ​ $ 154,470 ​ $ 130,719 ​ ​ Property, plant and equipment located in the United States amounted to $ 84.8 million and $ 60.6 million, respectively, at September 30, 2022 and 2021. 19. Fair Value Measurements The fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following levels of inputs may be used to measure fair value: Level 1 Inputs: Quoted prices in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset and liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 Inputs: Observable inputs other than prices included in Level 1, including quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Inputs: Unobservable inputs that are significant to the fair value of the assets or liabilities and reflect an entity’s own assumptions in pricing assets or liabilities since they are supported by little or no market activity. The Company measures certain assets, including the cost and equity method investments, at fair value on a nonrecurring basis when they are deemed to be other-than-temporarily impaired. The fair values of these investments are determined based on valuation techniques using the best information available, and may include quoted market prices, market comparables, and discounted cash flow projections. An impairment charge is recorded when the cost of the investment exceeds its fair value and this condition is determined to be other-than-temporary. 85 Table of Contents Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables summarize assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying Consolidated Balance Sheets as of September 30, 2022 and 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements at Reporting Date Using ​ ​ ​ Quoted Prices in ​ ​ Significant ​ ​ ​ ​ ​ Active Markets for ​ Significant Other ​ Unobservable ​ ​ September 30, ​ Identical Assets ​ Observable Inputs ​ Inputs Description ​ 2022 ​ (Level 1) ​ (Level 2) ​ (Level 3) Assets: ​ ​ ​ ​ Cash equivalents ​ $ 374,804 ​ $ 374,055 ​ $ 749 ​ $ — Available-for-sale securities ​ 1,263,782 ​ 651,800 ​ ​ 611,982 ​ — Foreign exchange contracts ​ 634 ​ — ​ 634 ​ — Net investment hedge ​ 124,789 ​ — ​ 124,789 ​ — Total assets ​ $ 1,764,009 ​ $ 1,025,855 ​ $ 738,154 ​ $ — Liabilities: ​ ​ ​ ​ Foreign exchange contracts ​ ​ 230 ​ ​ — ​ ​ 230 ​ ​ — Total liabilities ​ $ 230 ​ $ — ​ $ 230 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements at Reporting Date Using ​ ​ ​ Quoted Prices in ​ ​ Significant ​ ​ ​ ​ ​ Active Markets for ​ Significant Other ​ Unobservable ​ ​ September 30, ​ Identical Assets ​ Observable Inputs ​ Inputs Description ​ 2021 ​ (Level 1) ​ (Level 2) ​ (Level 3) Assets: ​ ​ ​ ​ Cash equivalents ​ $ 21 ​ $ 21 ​ $ — ​ $ — Available-for-sale securities ​ 3,679 ​ — ​ 3,679 ​ — Foreign exchange contracts ​ 153 ​ — ​ 153 ​ — Total assets ​ $ 3,853 ​ $ 21 ​ $ 3,832 ​ $ — Liabilities: ​ ​ ​ ​ Foreign exchange contracts ​ ​ 165 ​ $ — ​ ​ 165 ​ ​ — Acquisition-related contingent consideration ​ ​ 9,400 ​ ​ — ​ ​ — ​ ​ 9,400 Total liabilities ​ $ 9,565 ​ $ — ​ $ 165 ​ $ 9,400 ​ ​ Cash Equivalents Cash equivalents consist of money market funds and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets. We consider all highly liquid interest-earning investments with a maturity of three months or less at the date of purchase to be cash equivalents. The fair values of these investments approximate their carrying values. Available-For-Sale Securities Available-for-sale securities primarily consist of municipal securities, bank certificate of deposits and U.S. government backed securities, and as such are classified as Level 1. Investments classified as Level 2 consist of debt securities that are valued using matrix pricing and benchmarking because they are not actively traded. Matrix pricing is a mathematical technique used to value securities by relying on the securities’ relationship to other benchmark quoted prices. Foreign Exchange Contracts Foreign exchange contract assets and liabilities are measured and reported at fair value based on observable market inputs and classified within Level 2 of the fair value hierarchy due to a lack of an active market for these contracts. 86 Table of Contents Net Investment Hedge Net investment hedge assets are measured and reported at fair value based on observable market inputs and classified within Level 2 of the fair value hierarchy due to a lack of an active market for these contracts. Acquisition-related Contingent Consideration Acquisition-related contingent consideration is measured and reported at fair value using the real options method based on the unobservable inputs that are significant to the fair value and classified with Level 3 of the fair value hierarchy. The amount is contingent based on the acquired business’ performance for the twelve-month period ending December 31, 2021. Please refer to Note 4, “Acquisitions” for further detail. Changes in the fair value of contingent consideration resulting from a change in the underlying inputs are recognized in results of operations until the arrangement is settled. Financial Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis During fiscal year 2022 and 2021, the Company did not record any material other-than-temporary impairments on financial assets required to be measured at fair value on a nonrecurring basis. 20. Commitments and Contingencies Tariff Matter In fiscal year 2021, as part of the Company’s continued integration of GENEWIZ, which was acquired in November 2018, the Company initiated a review during first quarter of fiscal year 2021, with the assistance of a third-party consultant, of the transaction value that the Company has used to calculate tariffs on inter-company imports of samples shipped from its GENEWIZ business. As a result of the third-party review and in light of a new interpretation surrounding the valuation method used to calculate the estimated transaction value, the Company revised its estimate of the tariffs owed as a result and recorded a liability of $ 6.1 million in the second quarter of fiscal 2021. During the three months ended June 30, 2022 the Company submitted a payment in the amount of $ 5.9 million to the customs authorities related to November 2021 and prior periods. The customs authorities will review the Company’s calculation of tariffs for these periods and determine if any further tariffs are owed. As of September 30, 2022, the accrual for these tariffs was $ 2.8 million, related to normal business activity. The Company does not expect to incur any significant penalties associated with the tariffs. Purchase Commitments At September 30, 2022, the Company has non-cancelable commitments of $ 66.6 million, including purchase orders for inventory of $ 55.6 million, and information technology related commitments of $ 10.9 million. Contingencies The Company is subject to various legal proceedings, both asserted and unasserted, that arise in the ordinary course of business. The Company cannot predict the ultimate outcome of such legal proceedings or in certain instances provide reasonable ranges of potential losses. The Company may also have certain indemnification obligations pursuant to claims made under the definitive agreement it entered into with Edwards Vacuum LLC (a member of the Atlas Copco Group) in connection with the Company’s sale of its semiconductor cryogenics business in the fourth quarter of fiscal year 2018. However, as of the date of this report, the Company believes that none of these claims will have a material adverse effect on its consolidated financial position or results of operations. In the third quarter of fiscal year 2020, Edwards asserted claims for indemnification under the definitive agreement relating to alleged breaches of representations and warranties relating to customer warranty claims and inventory. The Company cannot determine the probability of any losses or outcome of these claims including the amount of any indemnifiable losses, if any, resulting from these claims at this time, however, the Company believes that none of these claims will have a material adverse effect on its consolidated financial position or results of operations. If the resolution of these claims results in indemnifiable losses in excess of the applicable indemnification deductibles and indemnification escrow established 87 Table of Contents under the definitive agreement, Edwards would be required to seek recovery under the representation and warranty insurance Edwards obtained in connection with the closing of the transaction. The Company believes that any indemnifiable losses in excess of the applicable deductibles and indemnification escrow established in the definitive agreement would be covered by such insurance. If Edwards is unable to obtain recovery under its insurance, however, it could seek recovery of such indemnifiable losses, if any, directly from the Company. In the event of unexpected subsequent developments and given the inherent unpredictability of these matters, there can be no assurance that the Company’s assessment of any claim will reflect the ultimate outcome, and an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company’s consolidated financial position or results of operations in particular quarterly or annual periods. ​ ​ 21. Subsequent Events ​ Acquisition completed after fiscal year end ​ On October 3, 2022 , subsequent to our fiscal 2022 year end, the Company acquired B Medical Systems S.á r.l. and its subsidiaries ("B Medical"), a market leader in temperature-controlled storage and transportation solutions that enables the delivery of life-saving treatments to more than 150 countries worldwide. This acquisition complements the Company’s cold chain capabilities, adding differentiated solutions for reliable and traceable transport of temperature-sensitive specimens. The Company paid a total initial cash purchase price at closing of $ 422 million, as adjusted for cash acquired and other items pursuant to the Agreement. The Seller is eligible to earn up to approximately $ 50 million in contingent consideration based upon achievement of certain financial metrics by B Medical and its subsidiaries. In addition, the company paid down B Medical’s outstanding debt of $ 43.1 million prior to September 30, 2022, classified in prepaid assets, and recorded short term restricted cash of $ 381 million to complete the purchase on October 3, 2022. ​ The Company is in the process of performing an allocation of the purchase price to individual assets and liabilities. ​ Share Repurchase Program ​ On September 29, 2015, our Board of Directors approved a share repurchase program for up to $ 50 million of our common stock, or the 2015 Repurchase Program. On November 4, 2022, our Board of Directors terminated the 2015 Repurchase Program and approved a new share repurchase program authorizing the repurchase of up to $ 1.5 billion of our common stock, or the 2022 Repurchase Program. Repurchases under the 2022 Repurchase Program may be made in the open market or through privately negotiated transactions (including under an accelerated share repurchase, or ASR, agreement), or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, subject to market and business conditions, legal requirements, and other factors. We are not obligated to acquire any particular amount of common stock under the 2022 Repurchase Program, and share repurchases may be commenced or suspended at any time at our discretion. As part of the 2022 Repurchase Program, we expect to enter into an ASR agreement for the repurchase of up to $ 500 million of our common stock. There were no repurchases of our common stock during the fiscal year ended September 30, 2022, and through the date of the filing. ​ ​ 88 Table of Contents Item 9. Changes in and Disagreements with Accountants on Financial Accounting and Financial Disclosure Not applicable.