Twist Bioscience Corp. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Twist Bioscience Corporation (TWST) on March 9, 2022, reporting events that occurred on March 3, 2022. The Company is incorporated in Delaware and trades on The Nasdaq Global Select Market. The filing addresses a significant change in the Company's independent registered public accounting firm.
Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the change of auditors and related disclosures regarding internal controls.
Material Changes
- Dismissal of Auditor: On March 3, 2022, the Audit Committee dismissed PricewaterhouseCoopers LLP (PwC) as the independent registered public accounting firm.
- Engagement of New Auditor: On March 3, 2022, the Audit Committee selected Ernst & Young LLP (EY) to serve as the independent registered public accounting firm for the fiscal year ending September 30, 2022.
- Audit Opinions: PwC's audit reports for the fiscal years ended September 30, 2021, and 2020, were unqualified and did not contain adverse opinions, disclaimers, or modifications regarding uncertainty, scope, or accounting principles.
- Disagreements: There were no disagreements with PwC on accounting principles, practices, or auditing scope during the relevant periods.
Outlook, Risks, and Contingencies
The filing discloses material weaknesses in the Company's internal control over financial reporting that were previously reported in the 2020 and 2021 Form 10-K filings and the Q4 2021 Form 10-Q. These weaknesses include:
- Ineffective controls related to segregation of duties regarding the creation and editing of journal entries.
- Ineffective controls over the accuracy and occurrence of revenue accounting, including customer order entry data edits.
- Ineffective information technology general controls, specifically regarding user access and segregation of duties for financial applications.
The Company confirmed that no reportable events occurred other than these previously disclosed material weaknesses. The Company did not consult with EY regarding any matters described in Regulation S-K Items 304(a)(2)(i) and (ii) prior to their engagement.
Key Facts for Investor Verification
- Verify the specific details of the material weaknesses in internal controls disclosed in the most recent Form 10-K and 10-Q filings.
- Review the letter from PwC (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the dismissal.
- Monitor future filings for the Company's remediation plan regarding the identified internal control deficiencies.
- Confirm the transition timeline and scope of the new audit engagement with EY for the fiscal year ending September 30, 2022.