17 unchanged sentences
• our ability to further penetrate nucleic acid sequencing applications, as well as grow product demand;
−Removed: • our reliance on outsourcing to other companies for manufacturing certain components and sub-assemblies, some of which are sole-sourced;
+Added: • our reliance on outsourcing to other companies for manufacturing certain of our products, components and sub-assemblies, some of which are sole-sourced;
• the impact of tariffs recently imposed by the U.S.
24 unchanged sentences
We have made and expect to continue making substantial investments to develop new products and enhance our existing products through our acquisitions and research and development efforts.
−Removed: For example, we commenced commercial shipments of Revio, our new long-read sequencing system in the first quarter of 2023, and commenced commercial shipments of Onso, our SBB short-read platform, in the third quarter of 2023.
+Added: For example, we commenced commercial shipments of Revio, our long-read sequencing system, and of Onso, our SBB short-read platform, in 2023.
We also began taking orders and shipping our new Vega benchtop long-read sequencing system in the fourth quarter of 2024.
35 unchanged sentences
For example, we recorded $184.5 million of impairment charges during the year ended December 31, 2024 as described in additional detail in Note 4.
−Removed: Balance Sheet Components in Part II, Item 8 of our 2024 Annual Report, and $15.0 million of impairment charges during the six months ended June 30, 2025, as described in additional detail in Note 3.
+Added: Balance Sheet Components in Part II, Item 8 of our 2024 Annual Report, and $15.0 million of impairment charges during the nine months ended September 30, 2025, as described in additional detail in Note 3.
Balance Sheet Components in Part I, Item 1 of this Quarterly Report on Form 10-Q.
−Removed: Additionally, amortization of acquired intangible assets during the six months ended June 30, 2025 included $359.3 million of accelerated amortization pertaining to the Company's change in estimate of its remaining useful life of the developed technology acquired in connection with the 2021 Omniome acquisition as described in additional detail in Note 5.
+Added: Additionally, amortization of acquired intangible assets during the nine months ended September 30, 2025 included $359.3 million of accelerated amortization pertaining to the Company's change in estimate of its remaining useful life of the developed technology acquired in connection with the 2021 Omniome acquisition as described in additional detail in Note 5.
Restructuring in Part I, Item 1 of this Quarterly Report on Form 10-Q.
80 unchanged sentences
Considering the highly complex technologies involved in our products, there can be no assurance that we will be able to manufacture and commercialize our current and future products on a timely basis or continue providing adequate support for our existing products.
−Removed: The commercial success of our products, including the Sequel, Sequel II/IIe, Revio, Onso and Vega systems, and the products under development, including acquired technologies, depends on a number of factors, including performance and reliability of the systems, our anticipating and effectively addressing customer preferences and demands, the success of our sales and marketing efforts, effective forecasting and management of product demand, purchase commitments and inventory levels, effective management of manufacturing and supply costs, and the quality of our products, including consumables such as SMRT Cells and reagents.
+Added: The commercial success of our products, including the Revio, Onso and Vega systems, and the products under development, including acquired technologies, depends on a number of factors, including performance and reliability of the systems, our anticipating and effectively addressing customer preferences and demands, the success of our sales and marketing efforts, effective forecasting and management of product demand, purchase commitments and inventory levels, effective management of manufacturing and supply costs, and the quality of our products, including consumables such as SMRT Cells and reagents.
Should we face delays in or discover unexpected defects during the further development or manufacturing process of instruments or consumables related to our products, including any delays or defects in software development or product functionality, the timing and success of the continued rollout and scaling of our products may be significantly impacted, which may materially and negatively impact our revenue and gross margin.
11 unchanged sentences
Such testing may also expose fundamental flaws in our products that may cause us to abandon the further development of such products.
−Removed: If the continued rollout of our current and future products, including with respect to the SMRT Cell, the Sequel, Sequel II/IIe, Revio, Onso and Vega systems, is delayed or is not successful or less successful than anticipated, then we may not be able to achieve an acceptable return, if any, on our substantial research and development efforts, and our business may be materially and adversely affected.
−Removed: The expenses or losses associated with delayed or unsuccessful product development or lack of market acceptance of our existing and new products, including the SMRT Cell and the Sequel, Sequel II/IIe, Revio, Onso and Vega systems could materially and adversely affect our business, operations, financial condition, and prospects.
+Added: If the continued rollout of our current and future products, including with respect to the SMRT Cell, the Revio, Onso and Vega systems, is delayed or is not successful or less successful than anticipated, then we may not be able to achieve an acceptable return, if any, on our substantial research and development efforts, and our business may be materially and adversely affected.
+Added: The expenses or losses associated with delayed or unsuccessful product development or lack of market acceptance of our existing and new products, including the SMRT Cell and the Revio, Onso and Vega systems could materially and adversely affect our business, operations, financial condition, and prospects.
Q3 Fiscal 2025 Form 10-Q
1 unchanged sentence
We have dedicated significant resources to developing our current products.
−Removed: We are also engaged in substantial and complex research and development efforts, which, if successful, may result in the introduction of new products in the future, including in connection with the SMRT Cell and the Sequel II/IIe, Revio, Onso and Vega systems, in addition to other products currently under development, including acquired technologies.
+Added: We are also engaged in substantial and complex research and development efforts, which, if successful, may result in the introduction of new products in the future, including in connection with the SMRT Cell and the Revio, Onso and Vega systems, in addition to other products currently under development, including acquired technologies.
Our research and development efforts are complex and require us to incur substantial expenses and we may not be able to develop, manufacture and commercialize new products or obtain regulatory approval if necessary.
7 unchanged sentences
For instance, if we are not able to successfully execute on the commercialization plan for our Revio HiFi long-read sequencing system and the Vega benchtop long-read sequencing system, and each of their related consumables, and any future products that may be developed for research, medical and clinical uses, including acquired technologies, it could have a material adverse effect on our business, financial condition and results of operations.
−Removed: In addition, the introduction of future products, including with respect to future long-read products, and related consumables, has and may in the future lead to our limiting or ceasing development of further enhancements to our existing products as we focus our resources on new products, and has resulted and could in the future result in reduced marketplace acceptance and loss of sales of our existing products, materially adversely affecting our revenue and operating results.
−Removed: The introduction of new products, including the recent commercialization of our Revio and Vega systems, has had and may in the future also have a negative impact on our revenue in the near-term as our current and future customers have delayed or cancelled and may in the future delay or cancel orders of existing products in anticipation of new products and we may also be pressured to decrease prices for our existing products.
+Added: In addition, the introduction of future products, including with respect to future long-read products, and related consumables, has led and may in the future lead to our limiting or ceasing development of further enhancements to our existing products as we focus our resources on new products, and has resulted and could in the future result in reduced marketplace acceptance and loss of sales of our existing products, materially adversely affecting our revenue and operating results.
+Added: The introduction of new products, including the recent commercialization of our Vega system, has had and may in the future also have a negative impact on our revenue in the near-term as our current and future customers have delayed or cancelled and may in the future delay or cancel orders of existing products in anticipation of new products and we may also be pressured to decrease prices for our existing products.
Our experience in managing product transitions is limited, and we have experienced, and may in the future experience, difficulty in managing or forecasting customer reactions, purchasing decisions or transition requirements with respect to newly launched products.
37 unchanged sentences
Citizenship and Immigration Services of regulatory requirements for H-1B and other visa programs, could restrain the flow of technical and professional talent into the U.S.
−Removed: and may inhibit our ability to hire qualified personnel.
+Added: and may inhibit our ability to hire and increase the cost of qualified personnel.
If some of our employees’ temporary work permits expire and are not renewed, we may face increased turnover rates and labor shortages, which could result in higher labor costs.
10 unchanged sentences
However, we may be unsuccessful in these efforts and the sale and commercialization of our products may not grow sufficiently to cover our costs.
−Removed: There can be no assurance that we will be successful in adding new products or securing additional customers for our current and future products.
+Added: Our business currently depends on a limited number of products and there can be no assurance that we will be successful in adding new products or securing additional customers for our current and future products.
If we are unable to successfully develop acquired technologies and sell acquired technology products, we may fail to achieve our strategic commercial initiatives in connection with the planned release of new products and anticipated entry into new markets.
12 unchanged sentences
Q3 Fiscal 2025 Form 10-Q
−Removed: We rely on other companies for the manufacture of certain components and sub-assemblies and intend to outsource additional sub-assemblies in the future, some of which are sole sources.
+Added: We rely on other companies for the manufacture of certain of our products, components and sub-assemblies and intend to outsource additional sub-assemblies in the future, some of which are sole sources.
We may not be able to successfully scale the manufacturing process necessary to build and test multiple products on a full commercial basis, which could materially harm our business.
1 unchanged sentence
The nature of our products requires customized components that are currently available only from a limited number of sources, and in some cases, single sources.
−Removed: We have chosen to source certain critical components from a single source, including suppliers for our SMRT Cells, reagents, and instruments.
−Removed: We cannot assure you that product supplies will not be limited or interrupted, especially with respect to our sole source third-party manufacturing and supply collaborators, or that product supplies will be of satisfactory quality or continue to be available at acceptable prices.
+Added: We have chosen to source certain products and critical components from a single source, including suppliers for our SMRT Cells, reagents, and instruments.
+Added: We cannot assure you that products or product supplies will not be limited or interrupted, especially with respect to our sole source third-party manufacturing and supply collaborators, or that products or product supplies will be of satisfactory quality or continue to be available at acceptable prices.
In particular, any replacement of our manufacturers could require significant effort and expertise because there may be a limited number of qualified replacements.
We may be unable to negotiate binding agreements with our current and future sole source third-party manufacturing and supply collaborators or, in the event that such collaborators’ services become interrupted for any reason, find replacement manufacturers to support our development and commercial activities at commercially reasonable terms.
−Removed: We do not always have arrangements in place for a redundant or second-source supply for our sole source vendors in the event they cease to provide their products or services to us or fail to provide sufficient quantities in a timely manner.
−Removed: If we are required to purchase these components from alternative sources, it could take several months or longer to qualify the alternative sources.
−Removed: If we are unable to source these product components from sole-source third-party manufacturing and supply collaborators for any reason, including in connection with acts of terrorism, hostilities, military conflict and acts of war, including between China and Taiwan, or secure a sufficient supply of these product components on a timely basis and at an acceptable cost, or if these components do not meet our expectations or specifications for quality and functionality, our operations and manufacturing would be materially and adversely affected, we could be unable to meet customer demand and our business and results of operations may be materially and adversely affected.
+Added: We do not always have arrangements in place for a redundant or second-source supply for our sole source manufacturers and vendors in the event they cease to provide their products or services to us or fail to provide sufficient quantities in a timely manner.
+Added: If we are required to purchase these products or components from alternative sources, it could take several months or longer to qualify the alternative sources.
+Added: If we are unable to source these products or product components from sole-source third-party manufacturing and supply collaborators for any reason, including in connection with the U.S.
+Added: federal government shutdown, acts of terrorism, hostilities, military conflict and acts of war, including between China and Taiwan, or secure a sufficient supply of these products or product components on a timely basis and at an acceptable cost, or if these products or components do not meet our expectations or specifications for quality and functionality, our operations and manufacturing would be materially and adversely affected, we could be unable to meet customer demand and our business and results of operations may be materially and adversely affected.
The operations of our third-party manufacturing partners and suppliers have had and may in the future be disrupted by conditions unrelated to our business or operations or that are beyond our control, including but not limited to changing international trade policies, inflation, supply chain disruptions, and conditions related to epidemics or pandemics.
1 unchanged sentence
We have and may continue to face challenges in our supply chain, which has and may continue to adversely impact margins.
−Removed: During periods of shortage or delay, the price of components may increase or the components may not be available at all.
+Added: During periods of shortage or delay, the price of products or components may increase or the products or components may not be available at all.
Our suppliers have raised prices and may continue to raise prices that we may not be able to pass on to our customers, which could adversely affect our business, including our competitive position, market share, revenues, and profit margins in material ways.
1 unchanged sentence
Various government policies have had, and may continue to have in the future, a negative impact on manufacturing and/or supply chains, in addition to customer demand for our products and demand through certain distributors.
−Removed: As a result of global economic or political instability, such as the uncertainty in the Middle East, an escalation of the war in Ukraine, potential uncertainty related to Taiwan and its relationship with China, changing international trade policies, other disease outbreaks, or supply issues, we or our contractors could experience shortages, business disruptions or delays for materials sourced or manufactured in the affected countries, and their ability to supply us with instruments or product components may be affected.
+Added: As a result of global economic or political instability, such as the uncertainty in the Middle East, an escalation of the war in Ukraine, potential uncertainty related to Taiwan and its relationship with China, changing international trade policies, other disease outbreaks, or supply issues, we or our contractors could experience shortages, business disruptions or delays for materials sourced or manufactured in the affected countries, and their ability to supply us with instruments, products or components may be affected.
Occasionally, system components and reagents reach the end of their life cycles or become obsolete, requiring us to source alternatives.
4 unchanged sentences
Our current manufacturing process is also characterized by long lead times between the placement of orders for and delivery of our products.
−Removed: If we do not accurately anticipate our needs or if we receive insufficient components to manufacture our products on a timely basis to meet customer demand, our sales and our gross margin may be adversely affected, and our business could be materially harmed.
+Added: If we do not accurately anticipate our needs or if we receive insufficient products or components to manufacture our products on a timely basis to meet customer demand, our sales and our gross margin may be adversely affected, and our business could be materially harmed.
If we are unable to reduce our manufacturing costs and establish and maintain reliable, high-volume manufacturing suppliers as we scale our operations and expand our product offerings, our business, operations, financial condition, and prospects could be materially and adversely harmed.
17 unchanged sentences
Our inability to develop and introduce new products and to gain market acceptance of our existing and new products could harm our future operating results.
−Removed: Unanticipated difficulties or delays in replacing existing products with new products or in commercializing our existing or new products in sufficient quantities and of acceptable quality to meet customer demand, including with respect to the SMRT Cell and the Sequel, Sequel II/IIe, Revio, Onso and Vega systems, could diminish future demand for our products and may materially and adversely harm our future operating results.
+Added: Unanticipated difficulties or delays in replacing existing products with new products or in commercializing our existing or new products in sufficient quantities and of acceptable quality to meet customer demand, including with respect to the SMRT Cell and the Revio, Onso and Vega systems, could diminish future demand for our products and may materially and adversely harm our future operating results.
Q3 Fiscal 2025 Form 10-Q
30 unchanged sentences
We may be unable to successfully increase sales of our current products or market and sell our future products.
−Removed: Our ability to achieve profitability depends, in part, on our ability to attract customers for our current and future products including Revio and Onso, and we may be unable to effectively market or sell our products or find appropriate partners to do so.
+Added: Our ability to achieve profitability depends, in part, on our ability to attract customers for our current and future products, and we may be unable to effectively market or sell our products or find appropriate partners to do so.
To perform sales, marketing, distribution, and customer support functions successfully, we face a number of risks, including:
11 unchanged sentences
We receive a significant portion of our revenue from a limited number of customers.
−Removed: While during the six months ended June 30, 2025, and 2024, no customer accounted for 10% or more of our total revenue, many of our customers make large purchases on a purchase-order basis rather than pursuant to long-term contracts.
+Added: While during the nine months ended September 30, 2025, and 2024, no customer accounted for 10% or more of our total revenue, many of our customers make large purchases on a purchase-order basis rather than pursuant to long-term contracts.
As a consequence of the concentrated nature of our customer base and their purchasing behavior, our quarterly revenue and results of operations have fluctuated, and may fluctuate in the future, from quarter to quarter and are difficult to forecast.
3 unchanged sentences
Q3 Fiscal 2025 Form 10-Q
−Removed: In addition, many of our customers, including some of our larger customers, have negotiated, or may in the future negotiate, volume-based discounts or other more favorable terms from us or our sales and distribution partners, which can and have had a negative effect on our gross margins or revenue.
+Added: In addition, many of our customers, including some of our larger customers, have negotiated, or may in the future negotiate, volume-based discounts or other more favorable terms from us or our sales and distribution partners, which have had and may have a negative effect on our gross margins or revenue.
We expect that such concentrated purchases will continue to contribute materially to our revenue for the foreseeable future and that our results of operations may fluctuate materially as a result of such larger customers’ buying patterns.
4 unchanged sentences
Our customers have previously experienced reliability issues with our existing products, including the Sequel and Sequel II/IIe systems.
−Removed: In addition, it is possible our customers could experience reliability issues with current or future products, including the Sequel II/IIe, Revio, Onso and Vega systems.
+Added: In addition, it is possible our customers could experience reliability issues with current or future products, including the Revio, Onso and Vega systems.
Despite internal and external testing, defects, or errors may arise in our products, which could result in a failure to obtain, maintain, or increase market acceptance of our products, diversion of development resources, injury to our reputation and increased warranty, service, and maintenance costs.
−Removed: New products, including the Revio, Onso and Vega systems, or enhancements to our existing products, including the SMRT Cell and the Sequel II/IIe systems, in particular may contain undetected errors or performance problems that are discovered only after delivery to customers.
+Added: New products, including the Revio, Onso and Vega systems, or enhancements to our existing products, including the SMRT Cell, in particular may contain undetected errors or performance problems that are discovered only after delivery to customers.
If our products have reliability or other quality issues or require unexpected levels of support in the future, the market acceptance and utilization of our products may not grow to levels sufficient to support our costs and our reputation and business could be harmed.
41 unchanged sentences
We are subject to risks associated with political conflicts between the U.S.
−Removed: While during the six months ended June 30, 2025 and 2024, no customer accounted for 10% or more of our total revenue, a portion of our revenue is generated from China.
+Added: While during the nine months ended September 30, 2025 and 2024, no customer accounted for 10% or more of our total revenue, a portion of our revenue is generated from China.
In addition, certain components, some of which are critical components, of our products are manufactured in China.
44 unchanged sentences
• our ability to obtain additional financing as necessary;
+Added: • the impact of the U.S.
+Added: federal government shutdown on the U.S.
+Added: economy, capital markets and our business;
• changes or trends in new technologies and industry standards.
16 unchanged sentences
Tax laws, regulations and administrative practices in these jurisdictions may be subject to significant changes, with or without advance notice.
−Removed: Changes in tax laws, regulations or rulings, such as the recently enacted U.S.
−Removed: federal tax legislation commonly referred to as the One Big Beautiful Bill Act (the “OBBB Act”), changes in interpretations of existing laws and regulations or changes in accounting principles could negatively and materially affect our financial position, cash flows, and results of operations.
−Removed: We are currently evaluating the full impact of the OBBB Act on us.
+Added: Changes in tax laws, regulations or rulings, changes in interpretations of existing laws and regulations or changes in accounting principles could negatively and materially affect our financial position, cash flows, and results of operations.
Q3 Fiscal 2025 Form 10-Q
106 unchanged sentences
For example, we are involved in legal proceedings for alleged patent infringement and related matters in the United States with Personal Genomics of Taiwan, Inc.
−Removed: (“PGI”), Take2 Technologies, Ltd., and the Chinese University of Hong Kong.
In addition, ONT Ltd.
23 unchanged sentences
Opposition or cancellation proceedings may be filed against our trademarks, and our trademarks may not survive such proceedings.
−Removed: Q2 Fiscal 2025 Form 10-Q
Our use of “open source” software could adversely affect our ability to sell our products and subject us to possible litigation.
A portion of the products or technologies developed and/or distributed by us incorporate “open source” software, and we may incorporate open source software into other products or technologies in the future.
−Removed: Some open source software licenses require that we disclose the source code for any modifications to such open source software that we make and distribute to one or more third parties, and that we license the source code for such modifications to third parties, including our competitors, at no cost.
+Added: Q3 Fiscal 2025 Form 10-Q
+Added: open source software licenses require that we disclose the source code for any modifications to such open source software that we make and distribute to one or more third parties, and that we license the source code for such modifications to third parties, including our competitors, at no cost.
We monitor the use of open source software in our products to avoid uses in a manner that would require us to disclose or grant licenses under our source code that we wish to maintain as proprietary;
83 unchanged sentences
Enhanced trade tariffs, import restrictions, export restrictions, or other trade barriers may materially harm our business.
−Removed: We are continuing to expand our international operations as part of our growth strategy and have experienced an increasing concentration of sales in certain regions outside the United States, especially the Asia-Pacific region, as discussed above.
−Removed: There is currently significant uncertainty about the future relationship between the United States and various other countries, most significantly China, with respect to trade policies, treaties, government regulations and tariffs.
−Removed: Starting in September 2018, the U.S.
−Removed: Trade Representative (the “USTR”) enacted various tariffs ranging from 7.5% to 25% on the import of Chinese products, including non-U.S.
−Removed: components and materials that may be used in our products.
−Removed: Since that time, USTR has enacted further tariff increases on certain Chinese products, in some instances raising this additional tariff on these products to up to 100%.
−Removed: In February 2025, under separate authorities, the U.S.
−Removed: government enacted an additional 10% ad valorem tariff on almost all imports of Chinese-origin goods, and in March 2025, this tariff was further escalated to 20% ad valorem.
−Removed: An additional reciprocal tariff of 10% to 125% ad valorem had been imposed by the U.S.
−Removed: on many Chinese-origin goods since April 2025—alongside an 10% ad valorem tariff on almost all imports from trading partners other than China, Canada, Mexico, and countries with which the U.S.
−Removed: does not have normal trade relations—with limited exceptions for pharmaceuticals, semiconductors, computers, and certain other imports.
−Removed: Currently, this additional reciprocal tariff has been reduced to 10% through August 2025 pursuant to a trade deal reached between the U.S.
−Removed: however, these tariff rates are currently under negotiation and are subject to further changes.
−Removed: Additionally, China also has imposed tariffs on imports into China from the U.S.
−Removed: These tariffs have and could continue to raise our costs.
−Removed: Furthermore, tariffs, trade restrictions, or trade barriers that have been, and may in the future be, placed on products such as ours by foreign governments, especially China, have raised, and could further raise, amounts paid for some or all of our products, which may result in the loss of customers and our business, and our financial condition and results of operations may be harmed.
−Removed: In February 2025, the Trump Administration also announced new 25% tariffs on imports from Canada and Mexico, which were temporarily suspended subject to further negotiations, and partially implemented with respect to goods not eligible for duty-free import under the U.S.-Mexico-Canada Agreement since March 2025;
−Removed: government announced in July 2025 that these tariffs could increase to 35% for Canada and 30% for Mexico as of August 1, 2025.
−Removed: tariffs of 25% have also been implemented on a wider array of imported steel and aluminum items as of March 2025 (increased to 50% as of June 2025), on automobiles as of April 2025 and on automobile components as of May 2025.
−Removed: Additional reciprocal tariffs on a wide range of U.S.
−Removed: trading partners were briefly implemented in April 2025 but have since been temporarily suspended through August 2025.
−Removed: Additional tariffs may be forthcoming, including tariffs on items that have been the subject of recent U.S.
−Removed: executive orders and U.S.
−Removed: government tariff investigations, including (i) critical minerals and derivative products thereof (e.g., semiconductor wafers, semiconductors, and semiconductor manufacturing equipment) and (ii) pharmaceuticals and pharmaceutical products.
−Removed: Further tariffs may be imposed that could cover imports of additional components and materials used in our products and our business may be adversely impacted by these measures or by retaliatory trade measures taken by China, Canada, the EU, or other countries, including restricted access to components or materials used in our products or increased amounts that must be paid for our products, which could materially harm our business, financial condition, and results of operations.
+Added: We are continuing to expand our international operations as part of our growth strategy and have experienced an increasing concentration of sales in certain regions outside the United States, especially the Asia-Pacific region and in Europe.
+Added: There is currently significant uncertainty about the future relationship between the United States and various other trading partners with respect to trade policies, treaties, government regulations, tariffs, and other similar policies affecting cross-border operations.
+Added: government has made and continues to make significant changes in U.S.
+Added: trade policy, specifically tariffs, and may continue to take actions that could negatively impact our business.
+Added: For example, since September 2018, the U.S.
+Added: Trade Representative (the “USTR”) enacted various Section 301 tariffs on certain commodities from certain U.S.
+Added: trading partners, most prominently China and Brazil, ranging from 7.5% to 100%.
+Added: In addition, since February 2025, under authority of the International Emergency Economic Powers Act (“IEEPA”), the U.S.
+Added: government enacted an additional 10% to 35% “fentanyl-related” ad valorem tariffs on virtually all goods from China, Canada, and Mexico, with an exception for items qualifying for duty-free treatment under the U.S.-Mexico-Canada Agreement (“USMCA”).
+Added: Since March 2025, the U.S.
+Added: government has also implemented new Section 232 tariffs of 10% to 50% on various commodities based on findings by the U.S.
+Added: government that imports of these items threaten to impair U.S.
+Added: national security, including but not limited to certain articles of steel and aluminum;
+Added: passenger vehicles, trucks, and automotive components;
+Added: certain articles of copper;
+Added: and timber, lumber, and certain articles of wood.
+Added: Department of Commerce has initiated Section 232 investigations into the import of additional products, including but not limited to semiconductors, semiconductor manufacturing equipment, processed critical minerals, derivative electronic products, pharmaceuticals and pharmaceutical products;
+Added: when these investigations are complete, the U.S.
+Added: government may decide to levy additional tariffs on such products.
+Added: Additional IEEPA “reciprocal” tariffs of 10% to 125% ad valorem have been imposed since April 2025 on most imports from most U.S.
+Added: trading partners, initially at a baseline 10% reciprocal tariff rate and now at various country-specific reciprocal tariff rates since August 2025—with limited exceptions for certain pharmaceuticals, semiconductors, computers, and certain other imports, and certain other exceptions as negotiated in trade deals reached between the U.S.
+Added: and various key trading partners.
+Added: In response to these and other U.S.
+Added: trade measures, certain affected countries have taken retaliatory trade actions.
+Added: For example, China has increased tariffs on U.S.
+Added: exports to China and subjected additional items to export control requirements, including certain rare earth materials.
+Added: These trade controls have and could continue to raise our costs.
+Added: Furthermore, tariffs, trade restrictions, or trade barriers that have been, or may in the future be, placed on products such as ours by foreign governments, which have raised and could further raise amounts paid for some or all of our products, which may result in the loss of customers and our business, and our financial condition and results of operations may be harmed.
+Added: Although some of these risks have been contained by trade deals reached between the U.S.
+Added: and affected governments, including China, the EU, Japan, and South Korea.
+Added: For example, the trade deal reached between the U.S.
+Added: and the EU in July 2025 resulted in the implementation of a 15% all-in reciprocal tariff on imports of EU goods into the U.S as of August 2025, and short-term trade deals reached between the U.S.
+Added: and China have resulted in implementation of a 10% reciprocal tariff on imports of Chinese goods into the U.S.
+Added: through November 2025.
+Added: However, these policies are subject to continued negotiation and effective policies may change over time.
We may be unable to make changes in our supply chain quickly enough to avoid the impact of new or potential tariffs, or to do so on commercially reasonable terms.
1 unchanged sentence
In addition, these tariff actions may also indirectly affect our business through impacts on our customers, who may be directly affected by some or all of these tariff actions, or indirectly affected by macroeconomic effects resulting from these or other tariff related actions, including potential risks associated with inflation or economic recession.
−Removed: Q2 Fiscal 2025 Form 10-Q
Our products are subject to U.S.
−Removed: export control laws and regulations, including the Export Administration Regulations administered by the U.S.
−Removed: Department of Commerce’s Bureau of Industry and Security.
−Removed: Under these laws and regulations, exports of our products as well as the underlying technology may require export authorization, including by license, a license exception, or other appropriate government authorizations.
+Added: export control laws and regulations, including the Export Administration Regulations administered by BIS.
+Added: Under these laws and regulations, exports of our products as well as the
+Added: Q3 Fiscal 2025 Form 10-Q
+Added: underlying technology may require export authorization, including by license, a license exception, or other appropriate government authorizations.
Furthermore, our products and services are subject to U.S.
1 unchanged sentence
Department of Treasury’s Office of Foreign Assets Control that prohibit the provision of services and the export of hardware, software, and technology to embargoed jurisdictions or sanctioned parties without the required export authorizations.
−Removed: government has continued to increase controls imposed in 2022 restricting the ability to send certain products and technology related to semiconductors, semiconductor manufacturing, and supercomputing.
−Removed: In 2023 and 2024, the U.S.
−Removed: government expanded the list of advanced integrated circuits subject to heightened export controls, including certain hardware containing these specified integrated circuits, expanded the list of destinations requiring export authorization for such items, and added new restrictions based on the headquarters location of the parties involved.
+Added: government has continued to increase controls imposed in 2022 restricting the ability to send certain products and technology related to semiconductors, semiconductor manufacturing, and supercomputing including expanding the list of advanced integrated circuits subject to heightened export controls, expanding the list of destinations requiring export authorization for such items, and adding new restrictions based on the headquarters location of the parties involved.
In many cases, these licenses are subject to a policy of denial and will not be issued.
−Removed: Regulations further expanding the controls to impose a worldwide licensing requirement on certain integrated circuits and computing resources that are used for training of AI models were introduced in January 2025 and were scheduled to have a compliance date of May 15, 2025.
−Removed: These regulations were rescinded shortly before the compliance date, but we expect that they will be replaced by a new regulation containing a version of these controls.
+Added: Regulations further expanding the controls to impose a worldwide licensing requirement on certain integrated circuits and computing resources that are used for training of AI models were introduced in January 2025, with a scheduled compliance date beginning in April 2025.
+Added: Although these regulations were rescinded shortly before the compliance date, we expect that they will be replaced by a new regulation containing a version of these controls.
government also continues to add additional entities in China and other countries to restricted party lists impacting the ability of U.S.
companies to provide items to these entities.
−Removed: These existing and future laws and regulations may impact our ability to export certain products to customers or distributors in China or other locations and restrict our ability to use certain integrated circuits in our products.
+Added: These existing and future laws and regulations may impact our ability to export certain products to customers or distributors in China or other locations and may restrict our ability to use certain integrated circuits in our products.
If we need to obtain any necessary export licenses or other authorizations for a particular sale, the process may be time-consuming and may result in the delay or loss of opportunities to sell our products.
−Removed: In April 2025, the Company received inquiries from the Bureau of Industry and Security (“BIS”) regarding a distributor based in Hong Kong and that distributor's customer located in China.
+Added: In April 2025, the Company received inquiries from BIS regarding a distributor based in Hong Kong and that distributor's customer located in China.
In May 2025, following a review of sales to China, the Company responded to BIS's inquiries and submitted a voluntary self-disclosure to BIS related to a limited number of transactions.
−Removed: BIS is in the process of reviewing the information presented.
+Added: This self-disclosure was closed out by BIS in September 2025 without penalties with a warning letter.
If we are found to be in violation of U.S.
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We may also be adversely affected through other penalties, business disruption, reputational harm, loss of access to certain markets, or otherwise.
−Removed: Moreover, in November 2018, BIS released an advance notice of proposed rulemaking to control the export of emerging technologies.
−Removed: This notice included “[b]iotechnology, including nanobiology;
−Removed: synthetic biology;
−Removed: genomic and genetic engineering;
−Removed: or neurotech” as possible areas of increased export controls.
−Removed: Since 2018, the U.S.
−Removed: government has continued to provide updated lists of emerging technologies subject to national security consents.
−Removed: These lists continue to include biotechnologies including “[g]enome and protein engineering including design tools” and “[b]iomanufacturing and bioprocessing technologies.” Therefore, it is possible that our ability to export our products to customers or distributors may be further restricted in the future.
+Added: It is possible that our ability to export our products to customers or distributors may be further restricted in the future.
For example, on January 15, 2025, BIS issued an IFR implementing targeted export controls on certain analytical instruments that are highly suitable for generating large, detailed biological datasets based upon the potential to exploit these techniques for asymmetric military advantage.
While the Company’s products would not be included under the current IFR, future BIS or other government regulations could potentially apply to our products and/or negatively impact our ability to export those products to certain countries and markets.
−Removed: The Chinese government has introduced retaliatory measures in response to existing or future U.S.
+Added: The Chinese government has introduced and may in the future introduce retaliatory measures in response to existing or future U.S.
export controls, tariffs and other trade restrictions and it is possible that the Chinese or U.S.
governments will implement additional retaliatory measures which could impact our business.
−Removed: For example, in December 2024, China announced a new export control regime that includes stringent export controls on exports of germanium and gallium, and in February 2025 implemented additional export controls regulating the export of resources including tungsten, tellurium, bismuth, indium, and molybdenum.
−Removed: Export controls on these and other rare earth materials further increased in retaliation for the increase in U.S.
−Removed: tariffs on products of Chinese origin in April 2025, which resulted in a pause of the export of these materials from China.
−Removed: Chinese export controls have been and continue to be negotiated by U.S.
−Removed: and Chinese trade delegations in bilateral trade discussions, and these policies are subject to change.
It is possible that additional restrictions will be put in place that could impact our ability to provide our products to customers or distributors in China or source components from China.
The continued threats of tariffs, trade restrictions and trade barriers could have a generally disruptive impact on the global economy and, therefore, negatively impact our sales.
−Removed: Given the relatively fluid regulatory environment in
−Removed: Q2 Fiscal 2025 Form 10-Q
−Removed: China and the United States and uncertainty how the U.S.
−Removed: or foreign governments will act with respect to export controls, tariffs, international trade agreements and policies, there could be additional tax or other regulatory changes in the future.
+Added: Given the relatively fluid regulatory environment in China and the United States and uncertainty how the U.S.
+Added: and foreign governments will act with respect to export controls, tariffs, international trade agreements and similar policies, there could be additional tax or other regulatory changes in the future.
Any such changes could, directly or indirectly, adversely impact our financial results and results of operations.
3 unchanged sentences
Bribery Act of 2010 and other anti-corruption laws, regulations relating to the use of certain hazardous substances or chemicals in commercial products, and require the collection, reuse, and recycling of waste from products we manufacture;
+Added: Q3 Fiscal 2025 Form 10-Q
• required compliance with U.S.
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There can be no assurance that violations of environmental, health and safety laws will not occur as a result of human error, accident, equipment failure or other causes.
−Removed: The failure to comply with past, present or future laws could result
−Removed: Q2 Fiscal 2025 Form 10-Q
−Removed: in the imposition of substantial fines and penalties, remediation costs, property damage and personal injury claims, investigations, the suspension of production or product sales, loss of permits or a cessation of operations.
+Added: The failure to comply with past, present or future laws could result in the imposition of substantial fines and penalties, remediation costs, property damage and personal injury claims, investigations, the suspension of production or product sales, loss of permits or a cessation of operations.
Any of these events could harm our business, operating results, and financial condition.
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The information obtained from our products could be used in a variety of applications which may have underlying ethical, legal, privacy, data protection and social concerns, including the genetic engineering or modification of agricultural products or testing for genetic predisposition for certain medical conditions.
−Removed: Governmental authorities could, for safety, social or other purposes, call for limits on or regulation of the use of genetic testing, and may consider or adopt such regulations or other restrictions.
+Added: Governmental authorities could, for safety, social or other purposes, call for limits on or regulation of the use of
+Added: Q3 Fiscal 2025 Form 10-Q
+Added: genetic testing, and may consider or adopt such regulations or other restrictions.
Such concerns or governmental restrictions could limit the use of our products or be costly and burdensome to comply with, and actual or perceived violations of any such restrictions may lead to the imposition of substantial fines and penalties, remediation costs, claims and litigation, regulatory investigations and proceedings, and other liability, any of which could have a material adverse effect on our business, financial condition, and results of operations.
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• addition or loss of significant customers;
−Removed: Q2 Fiscal 2025 Form 10-Q
• changes in laws or regulations applicable to our products;
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• sales of our common stock by us or our stockholders;
+Added: Q3 Fiscal 2025 Form 10-Q
• stock price and volume fluctuations attributable to inconsistent trading volume levels of our shares;
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• operating results below the expectations of securities analysts or investors;
−Removed: • general economic and market conditions, which could be impacted by various events including health epidemics or pandemics, interest rate fluctuations, increases in fuel prices, foreign currency fluctuations, changing international trade policies, acts of terrorism, hostilities or the perception that hostilities may be imminent, military conflict and acts of war, including further political uncertainty and military actions associated with the war in Ukraine and the related response, including sanctions or other restrictive actions, by the United States and/or other countries.
+Added: • general economic and market conditions, which could be impacted by various events including health epidemics or pandemics, interest rate fluctuations, increases in fuel prices, foreign currency fluctuations, changing international trade policies, the U.S.
+Added: federal government shutdown, acts of terrorism, hostilities or the perception that hostilities may be imminent, and military conflict and acts of war.
If any of the forgoing occurs, it would cause our stock price or trading volume to decline.
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Any such issuances would result in dilution to our existing stockholders and the market price of our common stock may be adversely affected.
−Removed: Q2 Fiscal 2025 Form 10-Q
Concentration of ownership by our principal stockholders may result in control by such stockholders of the composition of our board of directors.
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This control could have the effect of delaying or preventing a change of control of our company or changes in management and will make the approval of certain transactions difficult or impossible without the support of these stockholders.
+Added: Q3 Fiscal 2025 Form 10-Q
Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may prevent attempts by our stockholders to replace or remove our current management and limit the market price of our common stock.
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(i) any derivative action or proceeding brought on our behalf; (ii) any action asserting a claim of breach of a fiduciary duty owed by any of our current or former directors, stockholders, officers, or other employees to us or our stockholders; (iii) any action arising pursuant to any provision of the Delaware General Corporation Law;
−Removed: (iv) any action to interpret, apply, enforce or determine the validity of our amended and restated certificate of incorporation or our amended and restated bylaws; or (v) any action asserting a claim governed by the internal affairs doctrine, except as to each of (i)
−Removed: Q2 Fiscal 2025 Form 10-Q
−Removed: through (v) above, for any claim as to which such court determines that there is an indispensable party not subject to the jurisdiction of such court.
+Added: (iv) any action to interpret, apply, enforce or determine the validity of our amended and restated certificate of incorporation or our amended and restated bylaws; or (v) any action asserting a claim governed by the internal affairs doctrine, except as to each of (i) through (v) above, for any claim as to which such court determines that there is an indispensable party not subject to the jurisdiction of such court.
Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all such Securities Act actions.
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To prevent having to litigate claims in multiple jurisdictions and the threat of inconsistent or contrary rulings by different courts, among other considerations, our amended and restated bylaws also provide that, unless we consent in writing to the selection of an alternative forum, the federal district courts of the United States of America will be the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act including, without limitation and for the avoidance of doubt, any auditor, underwriter, expert, control person or other defendant.
+Added: Q3 Fiscal 2025 Form 10-Q
Any person or entity purchasing, holding or otherwise acquiring any interest in any of our securities shall be deemed to have notice of and consented to the foregoing bylaw provisions.
13 unchanged sentences
We may not have the ability to raise the funds necessary to settle conversions of the Notes in cash or to repurchase the Notes upon a fundamental change, and our future debt may contain limitations on our ability to pay cash upon conversion or repurchase of the Notes.
−Removed: As of June 30, 2025, we had outstanding approximately $200.0 million aggregate principal amount of our 2029 Notes and $441.0 million aggregate principal amount of our 2030 Notes.
+Added: As of September 30, 2025, we had outstanding approximately $200.0 million aggregate principal amount of our 2029 Notes and $441.0 million aggregate principal amount of our 2030 Notes.
The 2029 Notes will mature on August 15, 2029, subject to earlier conversion, redemption or repurchase, including upon a fundamental change.
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Holders of each series of Notes will have the right to require us to repurchase all or a portion of their Notes upon the occurrence of a fundamental change before the maturity date at a repurchase price equal to 100% of the principal amount of the Notes of the applicable series to be repurchased, plus unpaid interest to, but excluding, the applicable maturity date.
−Removed: In addition, upon conversion of the Notes of a series, unless we elect to deliver solely shares of our common stock to settle such conversion (other than paying cash in lieu of delivering any fractional share), we will be required to settle a portion or all of our conversion obligation in cash in respect
−Removed: Q2 Fiscal 2025 Form 10-Q
−Removed: of the Notes being converted.
+Added: In addition, upon conversion of the Notes of a series, unless we elect to deliver solely shares of our common stock to settle such conversion (other than paying cash in lieu of delivering any fractional share), we will be required to settle a portion or all of our conversion obligation in cash in respect of the Notes being converted.
Moreover, we will be required to repay the Notes of the applicable series in cash at the applicable maturity unless earlier converted, redeemed, or repurchased.
However, we may not have enough available cash or be able to obtain financing at the time we are required to make repurchases of Notes surrendered therefor or pay cash with respect to Notes being converted or at their maturity.
+Added: Q3 Fiscal 2025 Form 10-Q
In addition, our ability to repurchase the Notes or to pay cash upon conversions of Notes or at the applicable maturity may be limited by law, regulatory authority or agreements governing our future indebtedness.
8 unchanged sentences
A breach of any of the covenants under the Letter Agreement could result in an event of default under the 2029 Notes.
−Removed: As of June 30, 2025, we were in compliance with all covenants under the Letter Agreement.
+Added: As of September 30, 2025, we were in compliance with all covenants under the Letter Agreement.
However, if an event of default occurs, SBN could accelerate our obligations under the 2029 Notes.
9 unchanged sentences
General conditions in the global economy and in the global financial markets could adversely affect our results of operations, and the overall demand for nucleic acid sequencing products may be particularly vulnerable to unfavorable economic conditions.
−Removed: A global financial crisis, inflation or a global or regional political disruption, as well as acts of terrorism, hostilities, military conflict and acts of war, including any further escalation of the conflict in the Middle East and the war in Ukraine, as well as the related responses, could cause extreme volatility in the capital and credit markets.
+Added: A global financial crisis, inflation or a global or regional political disruption, as well as the U.S.
+Added: federal government shutdown, acts of terrorism, hostilities, military conflict and acts of war, including any further escalation of the conflict in the Middle East and the war in Ukraine, as well as the related responses, could cause extreme volatility in the capital and credit markets.
A severe or prolonged economic downturn or political disruption could result in a variety of risks to our business, including weakened demand for our products and our ability to raise additional capital when needed on acceptable terms, if at all.
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• reduced protection for intellectual property rights in some countries and practical difficulties of enforcing intellectual property and contract rights abroad;
−Removed: • defending against intellectual property claims in other countries;
+Added: • challenges with defending against intellectual property claims in other countries;
Q3 Fiscal 2025 Form 10-Q
98 unchanged sentences
Additionally, our use of AIML technologies may expose us to additional claims, demands and proceedings by private parties and regulatory authorities and subject us to legal liability as well as brand and reputational harm.
−Removed: For example, if output from AIML technologies or that they assist in producing are or are alleged to be deficient, inaccurate, or biased, or for such output, or such technologies or their development or deployment, including the collection, use, or other processing of data used to train or create such AIML technologies, to alleged to infringe upon or to have misappropriated third-party intellectual property rights or to violate applicable laws, regulations, or other actual or asserted legal obligations to which we are or may become subject, then our business, financial condition, and results of operations may be adversely affected.
+Added: For example, if output from AIML technologies or that they assist in producing are or are alleged to be deficient, inaccurate, or biased, or for such output, or such technologies or their development or deployment, including the collection, use, or other processing of data used to train or create such AIML technologies, are alleged to infringe upon or to have misappropriated third-party intellectual property rights or to violate applicable laws, regulations, or other actual or asserted legal obligations to which we are or may become subject, then our business, financial condition, and results of operations may be adversely affected.
The legal, regulatory, and policy environments around AIML are evolving rapidly, and we may become subject to new and evolving legal and other obligations.
11 unchanged sentences
Q3 Fiscal 2025 Form 10-Q
−Removed: In the United States, various federal and state regulators, including governmental agencies like the Consumer Financial Protection Bureau and the Federal Trade Commission, have adopted, or are considering adopting, laws and regulations concerning personal information and data security.
+Added: In the United States, various federal and state regulators, including governmental agencies like the Consumer Financial Protection Bureau, the Department of Justice, and the Federal Trade Commission, have adopted, or are considering adopting, laws and regulations concerning personal information and data security.
+Added: For example, the Department of Justice issued a final rule which took effect in April 2025 that places limitations, and in some cases prohibitions, on certain transfers of sensitive personal data to business partners located in China and other designated countries, or with other specified links to China and other designated countries.
+Added: These rules also may broadly require us to extract promises from other third-party service providers that they will not transfer data we share with them onward to parties linked to countries of concern.
Certain state laws may be more stringent or broader in scope, or offer greater individual rights, with respect to personal information than federal, international or other state laws, and such laws may differ from each other, all of which may complicate compliance efforts.
3 unchanged sentences
This private right of action may increase the likelihood of, and risks associated with, data breach litigation.
−Removed: In November 2020, California also passed the California Privacy Rights Act, or (“CPRA”), which significantly expanded the CCPA as of January 1, 2023, including by introducing additional obligations such as data minimization and storage limitations and granting additional rights to consumers, among others.
+Added: In November 2020, California also passed the California Privacy Rights Act (“CPRA”), which significantly expanded the CCPA as of January 1, 2023, including by introducing additional obligations such as data minimization and storage limitations and granting additional rights to consumers, among others.
The enactment of the CCPA has prompted similar legislative developments in other states, and numerous other states have proposed, and in certain cases enacted, legislation relating to privacy and data security, many of which are similar to the CCPA and CPRA.
19 unchanged sentences
Increased scrutiny of our environmental, social or governance responsibilities may result in additional costs and risks, and may adversely impact our reputation, employee retention, and willingness of customers and suppliers to do business with us.
−Removed: Investor advocacy groups, institutional investors, investment funds, proxy advisory services, stockholders, and customers are increasingly focused on environmental, social, and governance (“ESG”) practices of companies.
−Removed: Additionally, public interest and legislative pressure related to public companies’ ESG practices continues to grow.
+Added: Certain investor advocacy groups, institutional investors, investment funds, proxy advisory services, stockholders, and customers are focused on environmental, social, and governance (“ESG”) practices of companies.
+Added: We have also seen public interest and governmental regulation related to public companies’ ESG practices.
If our ESG practices fail to meet regulatory requirements or investor or other industry stakeholders' evolving expectations and standards for responsible corporate citizenship in areas including environmental stewardship, support for local communities, board and employee diversity, human capital management, employee health and safety practices, product quality, supply chain management, corporate governance and transparency, and employing ESG strategies in our operations, our brand, reputation and employee retention may be negatively impacted and customers and suppliers may be unwilling to do business with us and potential or current investors may elect to invest in other companies with ESG practices that are perceived to be better than ours.
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.