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Ginkgo Bioworks Holdings Inc

For the period ended Dec 31, 2023. Filed Feb 29, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 29, 2024

DNA$12.01-2.9%Stored close · as of Nov 10, 2026

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Contents

5. Investments and Equity Method Investments

  1. Investments and Equity Method Investments

The Company partners with other investors to form business ventures, including Motif FoodWorks, Inc. (“Motif”), Allonnia, LLC (“Allonnia”), Arcaea, LLC (“Arcaea”), Verb Biotics, LLC (“Verb”), BiomEdit, LLC (“BiomEdit”) and Ayana Bio, LLC (“Ayana”) (collectively “Platform Ventures”). The Company also partners with existing entities, including Genomatica, Inc. (“Genomatica”) and Synlogic, Inc. (“Synlogic”) (collectively, “Legacy Structured Partnerships”) with complementary assets for high potential synthetic biology applications. The Company holds equity interests in these Platform Ventures and Legacy Structured Partnerships. The Company also holds equity interests in other public and private companies as a result of entering into collaboration and license revenue arrangements with these entities.

The Company accounts for its investments in Platform Ventures under the equity method. The Company's marketable equity securities consist of Synlogic common stock, Synlogic warrants and the shares of common stock of other publicly traded companies. Marketable equity securities are measured at fair value with changes in fair value recorded in other (expense) income in the consolidated statements of operations and comprehensive loss. The Company’s non-marketable equity securities consist of preferred stock of Genomatica and preferred and common stock of other privately held companies without readily determinable fair values. Non-marketable equity securities are initially recorded using the measurement alternative at cost and subsequently adjusted for any impairment and observable price changes in orderly transactions for the identical or a similar security of the same issuer. Impairment losses and adjustments from observable price changes are recorded in loss on investments in the consolidated statements of operations and comprehensive loss.

The Company also holds investments in early-stage synthetic biology product companies via SAFEs. The Company enters into SAFE agreements in conjunction with a revenue contract with a customer under which the Company grants the customer a prepaid Cell Engineering services credit equal to the principal amount of the SAFE (the “Purchase Amount”), which may be used and drawn down as payment for the Company’s research and development services. The SAFEs will automatically convert into shares of preferred stock equal to the Purchase Amount divided by the discount price, which is calculated as the price per share sold in a qualified equity financing multiplied by a discount rate. The SAFEs also provide the Company with the right to future equity of the entity in a liquidation scenario or the cash-out amount in liquidation and dissolution scenarios or at the election of the SAFE issuer prior to an agreed outside date. The Company initially records SAFEs at fair value (see Note 4) and adjusts the carrying amount of the instrument at each reporting period for any impairments.

Investments and equity method investments consisted of the following (in thousands):

As of December 31,
20232022
Investments:
SAFEs$23,898$22,108
Non-marketable equity securities22,93817,544
Marketable equity securities17,56320,895
Genomatica preferred stock11,88544,885
Synlogic common stock1,6274,819
Synlogic warrants6541,937
Total$78,565$112,188
Equity method investments (1):
BiomEdit$—$369
Other—1,174
Total$—$1,543

(1)Equity method investments in Platform Ventures with a carrying value ofzero as of December 31, 2023 and 2022 were excluded from the table.

Loss on investments and equity method investments consisted of the following (in thousands):

Year Ended December 31,
202320222021
(Loss) gain on investments:
Genomatica$(33,000)$(10,115)$—
Non-marketable equity securities(9,928)(195)—
Marketable equity securities(4,682)(28,269)(13,854)
Synlogic common stock(3,192)(10,526)1,649
SAFEs(2,742)——
Synlogic warrants(1,283)(4,230)662
Total$(54,827)$(53,335)$(11,543)
Loss on equity method investments:
BiomEdit$(1,461)$(8,503)$—
Joyn Bio (1)—(3,043)(17,230)
Allonnia——(12,698)
Arcaea——(47,356)
Verb Biotics—(15,900)—
Ayana—(15,989)—
Other(1,174)(326)—
Total$(2,635)$(43,761)$(77,284)

(1)The loss on equity method investment in Joyn Bio for the year ended December 31, 2022 is comprised of a $17.0 million loss offset by a $14.0 gain on the remeasurement of the retained equity interest in Joyn Bio at fair value as of the acquisition date (see Note 3). The loss on equity method investment in excess over the carrying value ofzero of the equity method investment in Joyn Bio during the year ended December 31, 2022 was recorded as a reduction in the convertible promissory notes receivable from Joyn Bio (see Note 20).

The components of loss on investments for each period were as follows (in thousands):

Year Ended December 31,
202320222021
Impairment charges$(44,043)$(10,310)$—
Ongoing mark-to-market adjustments on marketable equity securities(9,157)(43,025)(11,543)
Downward adjustments from observable price changes(1,627)——
Total loss on investments$(54,827)$(53,335)$(11,543)

The carrying value for non-marketable equity securities accounted for using the fair value measurement alternative and held as of December 31, 2023, including cumulative unrealized losses, were as follows (in thousands):

As of December 31, 2023
Total initial cost$114,701
Impairment charges(54,353)
Downward adjustments from observable price changes(1,627)
Carrying value$58,721
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.