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OABIW on Nasdaq

OmniAb, Inc.

American commercial physical and biological research services company1

In its 2026 annual report the company says: “OmniAb, Inc. licenses cutting-edge discovery research technology to pharmaceutical and biotech companies and academic institutions to enable the discovery of next-generation therapeutics. Our technology platform creates and screens diverse antibody repertoires and is designed to quickly identify optimal antibodies and other target-binding proteins for our partners’ drug development efforts.”3 It is headquartered in Emeryville, California.1 Its shares trade on Nasdaq under the symbol OABIW.1

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Last updated Oct 21, 2026.

Overview

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  • TickerOABIW on Nasdaq1
  • IndustryServices-Commercial Physical & Biological Research1
  • HeadquartersEmeryville, California1
  • Incorporated inDE2
  • Business address5980 Horton Street, Suite 600, Emeryville, Ca 946082
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2
  • Legal formCorporation

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OmniAb, Inc. licenses cutting-edge discovery research technology to pharmaceutical and biotech companies and academic institutions to enable the discovery of next-generation therapeutics. Our technology platform creates and screens diverse antibody repertoires and is designed to quickly identify optimal antibodies and other target-binding proteins for our partners’ drug development efforts. At the heart of the OmniAb platform is what we call Biological Intelligence TM , which powers the immune systems of our proprietary, engineered transgenic animals to create optimized antibody candidates for human therapeutics.3 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-369.5%Operating margin4
-347.0%Net margin4
-29.3%Revenue growth, 20254
-24.3%Return on equity4
-$37.0MFree cash flow4

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

License And Milestone Revenue brought in 52% of the revenue OmniAb, Inc. broke down this way in fiscal 2025.

  1. License And Milestone Revenue$9.8M452%down 30% from 2024
  2. Service$7.3M439%down 39% from 2024
  3. Royalty$878.0K45%up 52% from 2024
  4. xPloration Revenue$754.0K44%
Products and services by year
Products and services20242025
License And Milestone Revenue$13.9M$9.8M
Service$11.9M$7.3M
Royalty$576.0K$878.0K
xPloration Revenue$0$754.0K

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Research and development97¢$47.8M
  • Income tax3¢$1.5M

Out of $18.7M in revenue.4 The company lost money this year.

Financial statements

Revenue5674$18.7M in 2025−46% since 2021
0$20.0M$40.0M$60.0M2021: $34.7M$34.7M20212022: $59.1M$59.1M2022+70%2023: $34.2M$34.2M2023−42%2024: $26.4M$26.4M2024−23%2025: $18.7M$18.7M2025−29%
Operating income5674-$69.0M in 2025+94% since 2021
-$80.0M-$60.0M-$40.0M-$20.0M02021: -$35.6M-$35.6M20212022: -$26.6M-$26.6M2022−25%2023: -$69.4M-$69.4M2023+161%2024: -$74.5M-$74.5M2024+7%2025: -$69.0M-$69.0M2025−7%
Net income5674-$64.8M in 2025+140% since 2021
-$80.0M-$60.0M-$40.0M-$20.0M02021: -$27.0M-$27.0M20212022: -$22.3M-$22.3M2022−17%2023: -$50.6M-$50.6M2023+127%2024: -$62.0M-$62.0M2024+23%2025: -$64.8M-$64.8M2025+4%

Every line of the income statement as filed: the last 2 fiscal years, latest first.4

Period ending2025-12-312024-12-31
Total revenue$18.7M$26.4M
Research and development$47.8M$55.1M
General and administrative$29.2M$30.7M
Amortization of intangibles$12.9M$17.4M
Other operating income, net-$2.5M-$2.4M
Total costs and operating expenses$87.6M$100.9M
Loss from operations-$69.0M-$74.5M
Interest income$2.7M$3.1M
Other income (expense), net$15.0K-$15.0K
Total other income (expense), net$2.7M$3.1M
Loss before income taxes-$66.3M-$71.4M
Income tax benefit$1.5M$9.4M
Net loss-$64.8M-$62.0M
Net loss per share, basic (dollars per share)-$0.57-$0.61
Net loss per share, diluted (dollars per share)-$0.57-$0.61
Weighted-average shares outstanding, basic (in shares)113.6M shares102.4M shares
Weighted-average shares outstanding, diluted (in shares)113.6M shares102.4M shares

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Corporate structure

OmniAb, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of OmniAb, Inc.

  • OmniAb, Inc. Emeryville, California

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What OmniAb, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$28.8M4 Dec 31, 2025$28.4M4 Dec 31, 2024+1.3%
Accumulated depreciation$19.3M4 Dec 31, 2025$12.9M4 Dec 31, 2024+49.8%
Property and equipment, net$9.4M4 Dec 31, 2025$15.5M4 Dec 31, 2024−39.1%
Operating-lease assets (leased space)$15.5M4 Dec 31, 2025$17.8M4 Dec 31, 2024−12.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$25.5M4 Dec 31, 2025$27.6M4 Dec 31, 2024−7.5%
Marketable securities, current$28.5M4 Dec 31, 2025$31.8M4 Dec 31, 2024−10.5%
Debt securities available for sale$28.5M4 Dec 31, 2025$31.8M4 Dec 31, 2024−10.5%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$84.0M4 Dec 31, 2025$84.0M4 Dec 31, 20240%
Intangible assets, net (excluding goodwill)$125.1M4 Dec 31, 2025$138.1M4 Dec 31, 2024−9.4%
Finite-lived intangibles, net$125.1M4 Dec 31, 2025$138.1M7 Dec 31, 2024−9.4%

Inventory

ItemLatestA year beforeChange
Inventory, total$823.0K4 Dec 31, 2025$48.0K4 Dec 31, 2024+1614.6%

Properties, in its own words

Our corporate headquarters are located in Emeryville, California, and our research facilities are located in Emeryville and Dixon, California, Durham, North Carolina and Tucson, Arizona. We lease approximately 70,000 square feet of space under leases expiring from 2026 to 2032. We believe our facilities are adequate and suitable for our current needs and that, should it be needed, suitable additional or alternative space will be available to accommodate our operations.

Item 2 of the 10-K filed Mar 4, 2026.3

Leadership

Who has led OmniAb, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. David F. Burgstahler2021
  2. Matthew W. Foehr2022–now

President

  1. David F. Burgstahler2021
  2. Matthew W. Foehr2022–now

Chief financial officer

  1. John Cafasso2021
  2. Kurt A. Gustafson2022–now

Chief operating officer

  1. Amechi Ekeke Nwachuku2026–now
2025
Board members and other officers (19)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • DirectorJohn W. Higgins named Sep 10, 202531
  • DirectorPhilip J. Gotwals named Sep 10, 202531
  • DirectorSteve R. Love named Sep 10, 202531

Former names

  • Avista Public Acquisition Corp. IIMar 19, 2021 to Nov 1, 20222

Timeline

  1. Aug 6, 20268-K Results of operations32
  2. Jul 13, 20268-K Executive or director change33
  3. Jun 18, 20268-K Shareholder vote34
  4. May 7, 20268-K Results of operations35
  5. Mar 4, 20268-K Results of operations36
  6. Jan 30, 20268-K Bylaws or fiscal year changed37
  7. Nov 4, 20258-K Results of operations38
  8. Aug 25, 20258-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure39
  9. Aug 6, 20258-K Results of operations40
  10. Jun 18, 20258-K Shareholder vote41
  11. May 8, 20258-K Results of operations42
  12. Apr 21, 20258-K Executive or director change43
  13. Nov 3, 2022New chief executive Matthew W. Foehr becomes CEO10
  14. Aug 9, 2021New chief executive David F. Burgstahler becomes CEO11

Calendar

Coming up

  1. Around Nov 5, 2026Next results, estimated About a quarter after its last report. The company hasn't announced the date.

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results32
  2. May 7, 2026Reported quarterly or annual results35
  3. Mar 4, 2026Reported quarterly or annual results36
  4. Nov 4, 2025Reported quarterly or annual results38
  5. Aug 6, 2025Reported quarterly or annual results40
  6. May 8, 2025Reported quarterly or annual results42
  7. Mar 18, 2025Reported quarterly or annual results44
  8. Nov 12, 2024Reported quarterly or annual results45

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

354 filings to the SEC since October 2021: 5 annual reports, 16 quarterly reports, 40 major events, 164 insider forms, 27 large holders, 1 private raises, 101 other. The latest 20:

  1. Aug 14, 2026SCHEDULE 13G/A EDGAR
  2. Aug 6, 202610-Q EDGAR
  3. Aug 6, 20268-K EDGAR
  4. Aug 3, 20264 EDGAR
  5. Jul 13, 20263 EDGAR
  6. Jul 13, 20268-K EDGAR
  7. Jun 18, 20264 EDGAR
  8. Jun 18, 20264 EDGAR
  9. Jun 18, 20264 EDGAR
  10. Jun 18, 20268-K EDGAR
  11. Jun 18, 20264 EDGAR
  12. Jun 18, 20264 EDGAR
  13. Jun 18, 20264 EDGAR
  14. May 7, 202610-Q EDGAR
  15. May 7, 20268-K EDGAR
  16. Apr 29, 2026ARS EDGAR
  17. Apr 29, 2026DEFA14A EDGAR
  18. Apr 29, 2026DEF 14A EDGAR
  19. Apr 21, 20264 EDGAR
  20. Apr 21, 20264 EDGAR

The 354 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

56 open-market trades by officers, directors and large owners since October 2021: 23 buys and 33 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Apr 7, 2026FOEHR MATTHEW WPresident and CEOSale19,244$1.49$28.7KForm 4
Apr 7, 2026GUSTAFSON KURT AExecutive VP, Finance and CFOSale6,913$1.49$10.3KForm 4
Apr 7, 2026Berkman Charles SChief Legal OfficerSale7,157$1.49$10.7KForm 4
Feb 18, 2026GUSTAFSON KURT AExecutive VP, Finance and CFOSale9,301$1.71$15.9KForm 4
Feb 18, 2026Berkman Charles SChief Legal OfficerSale9,673$1.71$16.5KForm 4
Feb 18, 2026FOEHR MATTHEW WPresident and CEOSale30,843$1.71$52.7KForm 4
Feb 17, 2026FOEHR MATTHEW WPresident and CEOSale20,754$1.70$35.3KForm 4
Feb 17, 2026GUSTAFSON KURT AExecutive VP, Finance and CFOSale6,828$1.70$11.6KForm 4
Feb 17, 2026Berkman Charles SChief Legal OfficerSale6,990$1.70$11.9KForm 4
Dec 8, 2025GUSTAFSON KURT AExecutive VP, Finance and CFOSale23,922$1.96$46.9KForm 4
Dec 8, 2025Berkman Charles SChief Legal OfficerSale8,044$1.96$15.8KForm 4
Dec 8, 2025FOEHR MATTHEW WPresident and CEOSale13,666$1.96$26.8KForm 4
Nov 7, 2025HIGGINS JOHN LDirectorBuy41,038$1.38$56.6KForm 4
Nov 6, 2025HIGGINS JOHN LDirectorBuy36,223$1.41$51.1KForm 4
May 15, 2025Cochran Jennifer R.DirectorBuy30,000$1.52$45.6KForm 4
May 14, 2025Love StevenDirectorBuy25,000$1.46$36.5KForm 4
May 12, 2025HIGGINS JOHN LDirectorBuy65,000$1.44$93.6KForm 4
Apr 7, 2025FOEHR MATTHEW WPresident and CEOSale19,382$2.00$38.8KForm 4
Apr 7, 2025Berkman Charles SChief Legal OfficerSale7,206$2.00$14.4KForm 4
Apr 7, 2025GUSTAFSON KURT AExecutive VP, Finance and CFOSale7,206$2.00$14.4KForm 4

All 56 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Matthew W. FoehrChief Executive Officer and Director53$620.9K$3.8M57
2025Charles S. BerkmanChief Legal Officer and Secretary57$503.5K$1.6M57
2025Kurt A. GustafsonChief Financial Officer58$496.8K$1.6M57
2024Matthew W. FoehrChief Executive Officer and Director53$594.2K$3.6M57
2024Charles S. BerkmanChief Legal Officer and Secretary57$494.5K$1.7M57
2024Kurt A. GustafsonChief Financial Officer58$476.7K$1.7M57

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$30.0M 2025–2025
Money received by yearMoney received by year, 2025–2025: $30.0M in all. Private raises (Form D) $30.0M.$0$10M$20M$30M2025 · Private raises (Form D): $30.0M2025
Figures by year
YearPrivate raises (Form D)Total
2025$30.0M$30.0M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Aug 26, 2025Raised $30 million in a private offering of equity31 Form D: 15 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
LMR Partners LLP897,392$79.6K0.0%No change
Aristeia Capital, L.l.c.679,919$53.5K0.0%No change
Hudson Bay Capital Management LP465,229$41.3K0.0%No change
Anson Funds Management LP11,833$29.1K0.0%−11,833
Sculptor Capital LP293,802$23.1K0.0%No change
Calamos Advisors LLC200,000$16.7K0.0%No change
MMCAP International Inc. SPC158,333$14.0K0.0%No change
Css Llc/il54,656$4.8K0.0%No change
Wolverine Asset Management LLC27,626$2.5K0.0%+301
Saba Capital Management, L.P.18,000$1.4K0.0%−1,900
UBS Group AG19,737$1.1K0.0%No change
OMERS ADMINISTRATION Corp10,000$7510.0%No change
Clear Street Group Inc.100$90.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How OmniAb, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGAROmniAb, Inc.1
  • CIK0001846253
  • Employer ID (EIN)98-15848183
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company3
  • Incorporated inDelaware3
  • Fiscal year endsDecember 311
  • Industry code (SIC)8731 Services-Commercial Physical & Biological Research1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address5980 Horton Street, Suite 600, Emeryville, CA 946081
  • Phone510-250-78001
  • Shares outstanding145,390,398 as of Jul 30, 20269
  • Public float$144.9M as of Jun 30, 20253
  • AuditorErnst & Young LLP, San Diego, California PCAOB ID 42; no auditor attestation of internal control over financial reporting3
  • On EDGAR sinceMar 19, 20211
  • Filings384 in all: 4 (141), 8-K (40), 144 (26), 3 (24), 10-Q (16), CORRESP (15), UPLOAD (13), SC 13G (9)1
    All 43 form types

    SC 13G/A (9), 4/A (7), 425 (7), EFFECT (7), SCHEDULE 13G/A (7), 424B3 (6), 10-K (5), S-4/A (5), ARS (4), DEF 14A (4), DEFA14A (4), 8-K/A (3), S-1/A (3), POS AM (2), S-1 (2), S-3 (2), S-8 (2), SC 13D/A (2), SCHEDULE 13G (2), SEC STAFF LETTER (2), 10-Q/A (1), 25-NSE (1), 3/A (1), 424B4 (1), 8-A12B (1), CERT (1), D (1), DEL AM (1), DRS (1), DRS/A (1), DRSLTR (1), NT 10-Q (1), POS EX (1), S-4 (1), SC 13D (1)

  • Latest filingsAnnual report (10-K) Mar 4, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Apr 29, 2026
    Latest 8-K (8-K) Aug 6, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, $0.0001 par value per shareOABIThe Nasdaq Global Market
Warrants to purchase common stockOABIWNasdaq

From the cover page of the 10-K filed Mar 4, 2026 (Section 12(b) of the Exchange Act).3

Risk factors and legal proceedings

The risks OmniAb, Inc. names in Item 1A of its 10-K filed Mar 4, 2026: 74 risks under these headings, as written.3

  • Risks Related to Our Business
  • Biopharmaceutical development is inherently uncertain, and it is possible that none, or very few, of the therapeutic candidates discovered using our platform that are further developed by our partners will become viable commercial products, on a timely basis or at all.
  • Our partners may not achieve projected discovery and development milestones and other anticipated key events in the expected timelines or at all, which could have an adverse impact on our business and could cause the price of our common stock to decline.
  • The failure of our partners to meet their contractual obligations to us could adversely affect our business.
  • Our partners have significant discretion in determining when and whether to make announcements, if any, about the status of our partnerships or programs, including about clinical developments and timelines for advancement, and the price of our common stock may decline as a result of announcements of unexpected results or developments.
  • Our commercial success depends on the quality of our antibody discovery platform and technological capabilities and their acceptance by new and existing partners in our market.
  • Our future success is dependent on the approval and commercialization of products developed by our partners for which we have no control over the clinical development plan, regulatory strategy or commercialization efforts.
  • If we cannot maintain and expand current partnerships and enter into new partnerships, our future operating results would be adversely affected.
  • We may need to raise additional capital to fund our existing operations and achieve our goals. If we are unable to raise additional capital when needed on acceptable terms or generate cash flows necessary to maintain or expand our operations, we may not be able to compete successfully, which would harm our business, results of operations, and financial condition.
  • In recent periods, we have depended on a limited number of partners for our revenue, the loss of any of which could have an adverse impact on our business.
  • Our revenue has fluctuated from period to period, and our revenue for any historical period may not be indicative of results that may be expected for any future period.
  • We have incurred losses on an as-reported basis for the last several years, and we may not be able to generate sufficient revenue to achieve and maintain profitability.
The other 63 risks
  • Our operating results may fluctuate significantly, which makes our future operating results difficult to predict and could cause our operating results to fall below expectations or any guidance we may provide.
  • Our ability to utilize our net operating loss carryforwards and certain other tax attributes may be limited.
  • Our management uses certain key business metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections and make strategic decisions, and such metrics may not accurately reflect all of the aspects of our business needed to make such evaluations and decisions, in particular as our business continues to grow.
  • The sizes of the markets and forecasts of market growth for the demand of our OmniAb technology platform and other of our key performance indicators are based on a number of complex assumptions and estimates, and may be inaccurate.
  • We may be unable to manage our current and future growth effectively, which could make it difficult to execute our business strategy.
  • Our platform utilizes various species of animals that could contract disease or die and could otherwise subject us to controversy and adverse publicity, which may interrupt our business operations or harm our reputation.
  • The life sciences and biotech platform technology market is highly competitive, and if we cannot compete successfully with our competitors, we may be unable to increase or sustain our revenue, or sustain profitability.
  • We rely on third parties to host our mouse and rat colonies, and these third parties may not perform satisfactorily which could delay, prevent or impair our partnerships, programs and research and technology development efforts.
  • We have invested, and expect to continue to invest, in research and development efforts that further enhance our antibody discovery platform. Such investments in technology are inherently risky and may affect our operating results. If the return on these investments is lower or develops more slowly than we expect, our revenue and operating results may suffer.
  • Third-party payor coverage and reimbursement status of newly approved therapeutics is uncertain. Failure to obtain or maintain adequate coverage and reimbursement for current or future products and services could limit our partners’ ability to fully commercialize therapeutic candidates generated using our platform, which would decrease our ability to generate revenue.
  • Healthcare reform efforts aimed at lowering the price of biopharmaceutical products may impact our ability to maintain sufficient profits.
  • U.S. legislation, sanctions, tariffs, trade restrictions and other foreign regulatory requirements could increase costs and adversely impact the supply of material from foreign CROs and CMOs to us and our partners or our partners’ ability to secure government commitments to purchase potential therapies.
  • We rely on a limited number of suppliers for equipment and materials used in our laboratory or sold to partners and may not be able to find replacements or immediately transition to alternative suppliers.
  • We must adapt to rapid and significant technological change and respond to introductions of new products and technologies by competitors to remain competitive.
  • We depend on our information technology systems, and any failure of these systems could harm our business.
  • Our success is dependent on our ability to attract and retain highly qualified management and other scientific and engineering personnel.
  • We have made technology acquisitions and expect to acquire businesses or assets or make investments in other companies or technologies that could negatively affect our operating results, dilute our stockholders’ ownership, or cause us to incur debt or significant expense.
  • If our operating facilities become damaged or inoperable or if we move or are otherwise required to vacate our facilities, our ability to conduct and pursue our research and development efforts may be jeopardized.
  • Our insurance policies are expensive and protect us only from some business risks, which leaves us exposed to significant uninsured liabilities.
  • Security breaches, loss of data and other disruptions could compromise sensitive information related to our business or prevent us from accessing critical information and expose us to liability, which could adversely affect our business and our reputation.
  • Our business could become subject to more extensive government regulation than we currently anticipate, and regulatory compliance obligations and the investigational exemption and approval processes to which our animals may become subject are expensive, time-consuming and uncertain both in timing and in outcome.
  • Our business operations and current and future relationships with investigators, healthcare professionals, and partners may be subject to applicable fraud and abuse and other healthcare laws and regulations, which could expose us and/or our partners to criminal sanctions, civil penalties, exclusion from government healthcare programs, contractual damages, reputational harm and diminished profits and future earnings.
  • Changes in and actual or perceived failures to comply with applicable data privacy, security and protection laws, regulations, standards and contractual obligations may adversely affect our business, operations and financial performance.
  • Our portfolio of investments or bank deposits may be subject to market, interest and credit risk that may reduce their value and adversely affect our business, results of operations and financial condition.
  • Risks Related to Our Intellectual Property
  • If we are unable to obtain and maintain sufficient intellectual property protection for our platform and technology, or if the scope of the intellectual property protection obtained is not sufficiently broad, our competitors could develop and commercialize technologies or a platform similar or identical to ours, and our ability to successfully sell our platform and services may be impaired.
  • Changes in patent law in the United States and other jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect our technology.
  • Issued patents directed to our platform and technology could be found invalid or unenforceable if challenged in court or before administrative bodies in the United States or abroad.
  • We rely on in-licenses from third parties. If we lose these rights, our business may be materially and adversely affected, our ability to develop improvements to our technology platform and antibody discovery platform may be negatively and substantially impacted, and if disputes arise, we may be subjected to future litigation, as well as the potential loss of or limitations on our ability to incorporate the technology covered by these license agreements.
  • If we cannot acquire or license rights to use technologies on reasonable terms or if we fail to comply with our obligations under such agreements, we may not be able to commercialize new technologies or services in the future and our business could be harmed.
  • We may not be able to protect our intellectual property rights throughout the world.
  • Intellectual property rights do not necessarily address all potential threats to our competitive advantage.
  • If we are unable to protect the confidentiality of our information and our trade secrets, the value of our technology could be materially and adversely affected and our business could be harmed.
  • We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties or that our employees have wrongfully used or disclosed alleged trade secrets of their former employers.
  • We may not be able to protect and enforce our trademarks and trade names, or build name recognition in our markets of interest thereby harming our competitive position.
  • We may be subject to claims challenging the inventorship of our patents and other intellectual property.
  • We may from time to time become involved in litigation and other proceedings related to intellectual property, which could be time-intensive and costly and may adversely affect our business, financial condition, results of operations and prospects.
  • Obtaining and maintaining our patent protection depends on compliance with various required procedures, document submissions, fee payments and other requirements imposed by governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements.
  • Patent terms may be inadequate to protect our competitive position on our technology for an adequate amount of time.
  • Our use of open source software could compromise our ability to offer our data packages and subject us to possible litigation.
  • Some of our intellectual property rights may have been discovered through government funded programs and thus may be subject to federal regulations such as “march-in” rights, certain reporting requirements and a preference for U.S.-based companies. Compliance with such regulations may limit our exclusive rights, and limit our ability to contract with non-U.S. manufacturers.
  • General Risk Factors
  • Our employees, consultants and partners may engage in misconduct or other improper activities, including non-compliance with regulatory standards and requirements, and insider trading.
  • We use biological and hazardous materials that require considerable expertise and expense for handling, storage and disposal and may result in claims against us.
  • We are subject to U.S. and certain foreign export and import controls, sanctions, embargoes, anti-corruption laws and anti-money laundering laws and regulations. We could face criminal liability and other serious consequences for violations, which could harm our business.
  • Unstable market and economic conditions and adverse developments with respect to financial institutions and associated liquidity risk may have serious adverse consequences on our business, financial condition and stock price.
  • We incur significant costs as a result of operating as a public company, and our management is required to devote substantial time to new compliance initiatives.
  • Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud.
  • Our failure to meet the continued listing requirements of the Nasdaq Global Market or the Nasdaq Capital Market, as applicable, could result in a delisting of our common stock or warrants.
  • Risks Related to Our Common Stock and Warrants
  • The market price of our common stock and warrants is likely to be highly volatile, and you may lose some or all of your investment.
  • Volatility in our share price could subject us to securities class action litigation.
  • Affiliates of Avista Capital Partners own a significant equity interest in the Company and may take actions that conflict with the interests of our public stockholders.
  • If securities or industry analysts do not publish research or reports about us, or publish negative reports, our stock price and trading volume could decline.
  • We do not currently intend to pay dividends on our common stock, and, consequently, your ability to achieve a return on your investment will depend on appreciation, if any, in the price of our common stock.
  • Sales of a substantial number of our securities in the public market by our existing securityholders could cause the prices of our common stock and warrants to fall.
  • Certain existing stockholders purchased our shares at a price below the current trading price of such shares, and may experience a positive rate of return based on the current trading price. Our future investors may not experience a similar rate of return.
  • Provisions in our certificate of incorporation and under Delaware law could discourage a takeover that stockholders may consider favorable and may lead to entrenchment of management.
  • Our certificate of incorporation provides that the Court of Chancery of the State of Delaware will be the exclusive forum for substantially all disputes between us and our stockholders and that the federal district courts shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees or the underwriters or any offering giving rise to such claim.
  • The exclusive forum clause set forth in the Warrant Agreement may have the effect of limiting an investor’s rights to bring legal action against us and could limit the investor’s ability to obtain a favorable judicial forum for disputes with us.
  • We are an emerging growth company and smaller reporting company, and we cannot be certain if the reduced reporting requirements applicable to emerging growth companies and smaller reporting companies will make our shares less attractive to investors.
  • If our estimates or judgments relating to our critical accounting policies prove to be incorrect or financial reporting standards or interpretations change, our results of operations could be adversely affected.
  • If securityholders exercise their Public Warrants on a “cashless basis,” they will receive fewer shares of common stock from such exercise than if such securityholders were to exercise such Warrants for cash.
  • There is no guarantee that the exercise price of the Public Warrants will ever be less than the trading price of our common stock on Nasdaq, and they may expire worthless, and the terms of the Public Warrants may be amended in a manner adverse to a holder if holders of at least 50% of the then outstanding Public Warrants approve of such amendment.
  • Warrants are exercisable for shares of common stock, which would increase the number of shares eligible for future resale in the public market and result in dilution to our stockholders.
  • We may redeem unexpired Public Warrants prior to their exercise at a time that is disadvantageous to securityholders, thereby making such Public Warrants worthless.

Legal proceedings

From time to time, we may be subject to legal proceedings. We are not currently a party to or aware of any proceedings that we believe will have, individually or in the aggregate, a material adverse effect on our business, financial condition or results of operations. However, regardless of outcome, litigation can have an adverse impact on our business because of defense

and settlement costs, diversion of management resources and other factors, and there can be no assurances that favorable outcomes will be obtained.

The opening of Item 3, Legal Proceedings.3

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