0001683168-24-008620 | 10-Q | XBRL Viewer

Schedule of estimated useful lives

Schedule of revenue

Schedule of revenue
	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
Manufacturing revenues	$	27,275	$	20,128	$	61,246	$	53,548
Process development revenues		6,207		5,267		12,409		9,573
Total revenues	$	33,482	$	25,395	$	73,655	$	63,121

Schedule of estimated useful lives
Description		Estimated Useful Life
Leasehold improvements		Shorter of estimated useful life or lease term
Laboratory and manufacturing equipment		5 – 15 years
Computer equipment and software		3 – 5 years
Furniture, fixtures and office equipment		5 – 10 years

Schedule of property and equipment

Schedule of property and equipment
	October 31, 2024			April 30, 2024
Leasehold improvements	$	153,358		$	103,178
Laboratory and manufacturing equipment		43,856			41,497
Computer equipment and software		4,458			4,236
Furniture, fixtures and office equipment		2,308			1,730
Construction-in-progress		21,625			72,502
Total property and equipment, gross		225,605			223,143
Less: accumulated depreciation and amortization		(43,361	)		(36,629	)
Total property and equipment, net	$	182,244		$	186,514

Net Loss Per Common Share (Details - Antidilutive shares) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Oct. 31, 2024	Oct. 31, 2023	Oct. 31, 2024	Oct. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	18,614	9,053	18,336	8,979
Equity Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	862	877	748	962
RSUs, PSUs and ESPP [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	1,572	1,400	1,408	1,241
2026 Notes [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	0	6,776	0	6,776
2029 Notes [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	16,180	0	16,180	0

Equity Compensation Plans (Details - PSU activity) - Performance Stock Units [Member] shares in Thousands	6 Months Ended
	Oct. 31, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares outstanding, beginning balance \| shares	611
Weighted average grant date fair value outstanding, beginning balance \| $ / shares	$ 15.30
Shares, granted \| shares	1,239
Weighted average grant date fair value, granted \| $ / shares	$ 7.58
Shares, vested and issued \| shares	0
Weighted average grant date fair value, vested and issued \| $ / shares	$ 0
Shares, forfeited \| shares	(40)
Weighted average grant date fair value, forfeited \| $ / shares	$ 11.32
Shares outstanding, ending balance \| shares	1,810
Weighted average grant date fair value outstanding, ending balance \| $ / shares	$ 10.11

Summary of Significant Accounting Policies

6 Months Ended

Oct. 31, 2024

Summary of Significant Accounting Policies

Note 2 – Summary of Significant Accounting Policies

Information regarding our significant accounting policies is contained in Note 2, “Summary of Significant Accounting Policies,” of the consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended April 30, 2024.

Revenue Recognition

Revenue recognized from services provided under our customer contracts is disaggregated into manufacturing and process development revenue streams.

Manufacturing revenue

Manufacturing revenue generally represents revenue from the manufacturing of customer products recognized over time utilizing an input method that compares the cost of cumulative work-in-process to date to the most current estimates for the entire cost of the performance obligation. Under a manufacturing contract, a quantity of manufacturing runs is ordered at a specified scale with prescribed dates, where the product is manufactured according to the customer’s specifications and typically includes only one performance obligation. Each manufacturing run represents a distinct service that is sold separately and has stand-alone value to the customer. The products are manufactured exclusively for a specific customer and have no alternative use. The customer retains control of its product during the entire manufacturing process and can make changes to the process or specifications at its request. Under these agreements, we are entitled to consideration for progress to date that includes an element of profit margin.

Process development revenue

Process development revenue generally represents revenue from services associated with the custom development of a manufacturing process and analytical methods for a customer’s product. Process development revenue is recognized over time utilizing an input method that compares the cost of cumulative work-in-process to date to the most current estimates for the entire cost of the performance obligation. Under a process development contract, the customer owns the product details and process, which has no alternative use. These process development projects are customized to each customer to meet its specifications and typically includes only one performance obligation. Each process represents a distinct service that is sold separately and has stand-alone value to the customer. The customer also retains control of its product as the product is being created or enhanced by our services and can make changes to its process or specifications upon request. Under these agreements, we are entitled to consideration for progress to date that includes an element of profit margin.

The following table summarizes our revenue streams (in thousands):

Schedule of revenue
	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
Manufacturing revenues	$	27,275	$	20,128	$	61,246	$	53,548
Process development revenues		6,207		5,267		12,409		9,573
Total revenues	$	33,482	$	25,395	$	73,655	$	63,121

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, contract assets (unbilled receivables), and contract liabilities (customer deposits and deferred revenue). Contract assets are recorded when our right to consideration is conditioned on something other than the passage of time. Contract assets are reclassified to accounts receivable on the consolidated balance sheet when our rights become unconditional. Contract liabilities represent customer deposits and deferred revenue billed and/or received in advance of our fulfillment of performance obligations. Contract liabilities convert to revenue as we perform our obligations under the contract.

During the three and six months ended October 31, 2024, we recognized revenues of $7.0 million and $27.5 million, respectively, for which the contract liability was recorded in a prior period.

During the three and six months ended October 31, 2023, we recognized revenues of $4.0 million and $20.8 million, respectively, for which the contract liability was recorded in a prior period.

The transaction price for services provided under our customer contracts reflects our best estimates of the amount of consideration to which we are entitled in exchange for providing goods and services to our customers. For contracts with multiple performance obligations, we allocate transaction price to each performance obligation identified in a contract on a relative standalone selling price basis. For contracts in which we receive noncash consideration, such as in the form of a customer’s equity securities, we utilize the quoted market price for such noncash consideration to determine the transaction price. We generally determine relative standalone selling prices based on the price observed in the customer contract for each distinct performance obligation. If observable standalone selling prices are not available, we may estimate the applicable standalone selling price based on the pricing of other comparable services or on a price that we believe the market is willing to pay for the applicable service.

In determining the transaction price, we also considered the different sources of variable consideration including, but not limited to, discounts, credits, refunds, price concessions or other similar items. We have included in the transaction price some or all of an amount of variable consideration, utilizing the most likely method, only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The actual amount of consideration ultimately received may differ.

In addition, our customer contracts generally include provisions entitling us to a cancellation or postponement fee when a customer cancels or postpones its commitments prior to our initiation of services, therefore not utilizing their reserved capacity. The determination of such cancellation and postponement fees are based on the terms stated in the related customer contract but are generally considered substantive for accounting purposes and create an enforceable right and obligation due to us when the cancellation or postponement occurs. Accordingly, we recognize such fees, subject to variable consideration, as revenue upon the cancellation or postponement date utilizing the most likely method.

Management may be required to exercise judgement in estimating revenue to be recognized. Judgement is required in identifying performance obligations, estimating the transaction price, estimating the stand-alone selling prices of identified performance obligations, estimating variable consideration, and estimating the progress towards the satisfaction of performance obligations. If actual results in the future vary from our estimates, the estimates will be adjusted, which will affect revenues in the period that such variances become known.

There were no material adjustments in estimates for variable consideration for the three and six months ended October 31, 2024. During the three and six months ended October 31, 2023, changes in estimates for variable consideration resulted in a decrease in revenues of $1.8 million and $3.2 million, respectively, which was attributed to an insolvent customer combined with consideration under a contract where uncertainties had been resolved.

We apply the practical expedient available under ASC 606 that permits us not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. As of October 31, 2024, we do not have any unsatisfied performance obligations for contracts greater than one year.

Costs incurred to obtain a contract are not material. These costs are generally employee sales commissions, which are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of loss and comprehensive loss.

Accounts Receivable, Net

Accounts receivable is primarily comprised of amounts owed to us for services provided under our customer contracts and are recorded at the invoiced amount net of an allowance for doubtful accounts, if necessary. We apply judgement in assessing the ultimate realization of our receivables, that includes an assessment of expected credit losses, and we estimate our allowance for doubtful accounts based on various factors, including our historical collection experience, aging of our customer receivable balances, current and future economic market conditions, and the financial condition of our customers.

Based on our analysis of our accounts receivable balance as of October 31, 2024 and April 30, 2024, we determined an allowance for doubtful accounts of $1.8 million and $2.3 million, respectively, was deemed necessary.

Inventory

Inventory consists of raw materials inventory and is valued at the lower of cost, determined by the first-in, first-out method, or net realizable value. We periodically review raw materials inventory for potential impairment and adjust inventory to its net realizable value based on the estimate of future use and reduce the carrying value of inventory as deemed necessary.

Property and Equipment

Property and equipment is recorded at cost, less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related asset, which are generally as follows:

Schedule of estimated useful lives
Description		Estimated Useful Life
Leasehold improvements		Shorter of estimated useful life or lease term
Laboratory and manufacturing equipment		5 – 15 years
Computer equipment and software		3 – 5 years
Furniture, fixtures and office equipment		5 – 10 years

Costs for property and equipment not yet placed into service have been capitalized as construction-in-progress. These costs are primarily related to equipment and leasehold improvements associated with our manufacturing facilities and will be depreciated in accordance with the above guidelines once placed into service. Interest costs incurred during construction of major capital projects are capitalized as construction-in-progress until the underlying asset is ready for its intended use, at which point the interest costs are amortized as depreciation expense over the life of the underlying asset. Interest capitalized as construction-in-progress for the three and six months ended October 31, 2024 was nil and $0.8 million, respectively. Interest capitalized as construction-in-progress for the three and six months ended October 31, 2023 was $0.2 million and $0.3 million, respectively. All of our property and equipment are located in the United States. Property and equipment consist of the following (in thousands):

Schedule of property and equipment
	October 31, 2024			April 30, 2024
Leasehold improvements	$	153,358		$	103,178
Laboratory and manufacturing equipment		43,856			41,497
Computer equipment and software		4,458			4,236
Furniture, fixtures and office equipment		2,308			1,730
Construction-in-progress		21,625			72,502
Total property and equipment, gross		225,605			223,143
Less: accumulated depreciation and amortization		(43,361	)		(36,629	)
Total property and equipment, net	$	182,244		$	186,514

Depreciation and amortization expense for the three and six months ended October 31, 2024 was $4.0 million and $6.8 million, respectively.

Depreciation and amortization expense for the three and six months ended October 31, 2023 was $2.8 million and $5.4 million, respectively.

Leases

We determine if an arrangement is or contains a lease at inception. Our operating leases with a term greater than one year are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities and operating lease liabilities, less current portion in our consolidated balance sheets. ROU assets represent our right to use an underlying asset during the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date, based on the present value of lease payments over the lease term. In determining the net present value of lease payments, we use our incremental borrowing rate which represents an estimated rate of interest that we would have to pay to borrow equivalent funds on a collateralized basis at the lease commencement date.

Our operating leases may include options to extend the lease which are included in the lease term when it is reasonably certain that we will exercise a renewal option. Operating lease expense is recognized on a straight-line basis over the expected lease term.

Our finance leases with a term greater than one year are included as assets within property and equipment, net and a lease liability equal to the present value of the minimum lease payments is included in other current liabilities and finance lease liabilities, less current portion in our consolidated balance sheets. The present value of the finance lease payments is calculated using the implicit interest rate in the lease. Finance lease ROU assets are amortized on a straight-line basis over the expected useful life of the asset and the carrying amount of the lease liability is adjusted to reflect interest, which is recorded as interest expense.

Leases with an initial term of 12 months or less are not recorded on our consolidated balance sheets and lease expense for these short-term leases is recognized on a straight-line basis over the lease term. We have also elected the practical expedient to not separate lease components from non-lease components.

Impairment

Long-lived assets are reviewed for impairment in accordance with authoritative guidance for impairment or disposal of long-lived assets. Long-lived assets are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable. If such events or changes in circumstances arise, we compare the carrying amount of the long-lived assets to the estimated future undiscounted cash flows expected to be generated by the long-lived assets. If the long-lived assets are determined to be impaired, any excess of the carrying value of the long-lived assets over its estimated fair value is recognized as an impairment loss. For the six months ended October 31, 2024 and 2023, there were no indicators of impairment of the value of our long-lived assets and no cumulative impairment losses were recognized.

Stock-Based Compensation

We account for stock options, restricted stock units, performance stock units and other stock-based awards granted under our equity compensation plans in accordance with the authoritative guidance of ASC 718, Compensation – Stock Compensation. The estimated fair value of stock options granted to employees in exchange for services is measured at the grant date, using a fair value-based method, such as a Black-Scholes option valuation model, and is recognized as an expense on a straight-line basis over the requisite service periods. The fair value of restricted stock units and performance stock units is measured at the grant date based on the closing market price of our common stock on the date of grant. For restricted stock units, the fair value is recognized as an expense on a straight-line basis over the requisite service periods. For performance stock units, which are subject to performance conditions, the fair value is recognized as expense on a straight-line basis over the requisite service periods when the achievement of such performance condition is determined to be probable. If a performance condition is not determined to be probable or is not met, no stock-based compensation expense is recognized, and any previously recognized expense is reversed. Forfeitures are recognized as a reduction of stock-based compensation expense as they occur.

Debt Issuance Costs

Debt issuance costs related to convertible senior notes are recorded as a deduction that is netted against the principal value of the debt and are amortized to interest expense using the effective interest method over the contractual term of the debt other than when new convertible senior notes are considered a modification of convertible senior notes for the same creditor, then the debt issuance costs are expensed as incurred (Note 3, “Debt”).

Debt issuance costs related to the revolving credit facility are included in prepaid expenses and other current assets in the unaudited condensed consolidated balance sheets and are amortized to interest expense over the contractual term of the revolving credit facility (Note 3, “Debt”).

Comprehensive Loss

Comprehensive loss is the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss is equal to our net loss for all periods presented.

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance prioritizes the inputs used in measuring fair value into the following hierarchy:

	·	Level 1 – Observable inputs, such as unadjusted quoted prices in active markets for identical assets or liabilities.
	·	Level 2 – Observable inputs other than quoted prices included in Level 1, such as assets or liabilities whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets.
	·	Level 3 – Unobservable inputs that are supported by little or no market activity and significant to the overall fair value measurement of the assets or liabilities; therefore, requiring the company to develop its own valuation techniques and assumptions.

As of October 31, 2024 and April 30, 2024, our Level 1 financial assets consisted of our cash equivalents invested in money market funds of $27.9 million and $27.6 million, respectively, and our other current assets related to investments in equity securities of $1.7 million and $4.4 million, respectively. Our Level 1 financial assets are carried at fair value based on quoted market prices for identical securities (Level 1 inputs). We did not have any Level 2 or Level 3 financial assets as of October 31, 2024 and April 30, 2024.

We consider the fair value of our convertible senior notes to be a Level 2 financial liability due to limited trading activity of the convertible senior notes (Note 3, “Debt”). We did not have any other Level 2 or Level 3 financial liabilities as of October 31, 2024 and April 30, 2024.

Accounting Standards Not Yet Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). The standard is intended to improve annual and interim reportable segment disclosure requirements regardless of the number of reporting units, primarily through enhanced disclosure of significant expenses. The amendment requires public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and included with each reported measure of segment profit and loss. ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023, which will be our fiscal year ending April 30, 2025, and interim reporting periods within fiscal years beginning after December 15, 2024, which will be our fiscal year 2026 beginning May 1, 2025. Early adoption is permitted and the amendments in this update should be applied retrospectively to all periods presented. We are currently evaluating the impact the adoption of ASU 2023-07 will have on our consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid, among other enhancements to improve the effectiveness of income tax disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, which will be our fiscal year 2026 beginning May 1, 2025; however, early adoption is permitted. ASU 2023-09 should be applied on a prospective basis, but retrospective application is permitted. We are currently evaluating the impact the adoption of ASU 2023-09 will have on our consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). The standard requires new financial statement disclosures in tabular format, in the notes to financial statements, of specified information about certain costs and expenses. The amendments in this update do not change or remove current expense disclosure requirements. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, which will be our fiscal year ending April 30, 2028, and interim reporting periods within fiscal years beginning after December 15, 2027, which will be our fiscal year 2029 beginning May 1, 2028. Early adoption is permitted and the amendments in this update should be applied either prospectively to financial statements issued for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. We are currently evaluating the impact the adoption of ASU 2024-03 will have on our consolidated financial statements and related disclosures.

Leases (Details - Supplemental cash flow information) - USD ($) $ in Thousands	6 Months Ended
	Oct. 31, 2024	Oct. 31, 2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 1,955	$ 2,149
Operating cash flows from finance leases	395	52
Financing cash flows from finance leases	$ 972	$ 262

Leases

6 Months Ended

Oct. 31, 2024

Leases

Leases

Note 4 – Leases

We lease certain office, manufacturing, laboratory and warehouse space located in Orange County, California under operating lease agreements. Our leased facilities have original lease terms ranging from 7 to 12 years, contain multi-year renewal options, and scheduled rent increases of 3% on either an annual or biennial basis. Multi-year renewal options were included in determining the right-of-use asset and lease liability for each of our leases as we considered it reasonably certain that we would exercise such renewal options. In addition, certain of our leases provide for periods of free rent, lessor improvements and tenant improvement allowances, of which certain of these improvements have been classified as leasehold improvements and/or are being amortized over the shorter of the estimated useful life of the improvements or the remaining life of the lease.

Certain of our operating facility leases require us to pay property taxes, insurance and common area maintenance. While these payments are not included as part of our lease liabilities, they are recognized as variable lease cost in the period they are incurred.

We also lease certain manufacturing equipment under finance lease agreements that have terms of up to 5 years.

The components of our lease costs are summarized as follows (in thousands):

Schedule of components of lease costs
	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
Operating lease cost	$	1,138	$	1,150	$	2,271	$	2,290
Variable lease cost		494		424		957		775
Short-term lease cost		33		31		64		67
Finance lease costs:
Amortization of right-of-use assets		126		54		253		108
Interest on lease liabilities		131		25		268		52
Total lease cost	$	1,922	$	1,684	$	3,813	$	3,292

Supplemental consolidated balance sheet and other information related to our leases were as follows (in thousands, expect weighted average data):


Leases	Classification	October 31, 2024		April 30, 2024
Assets
Operating	Operating lease right-of-use assets	$	40,321	$	41,157
Finance	Property and equipment, net		8,695		9,270
Total leased assets		$	49,016	$	50,427

Liabilities
Current:
Operating	Current portion of operating lease liabilities	$	1,445	$	1,354
Finance	Other current liabilities		1,494		1,450
Non-current:
Operating	Operating lease liabilities, less current portion		43,591		44,336
Finance	Finance lease liabilities, less current portion		6,343		7,101
Total lease liabilities		$	52,873	$	54,241

Weighted average remaining lease term (years):
Operating leases	15.2		15.7
Finance leases	1.3		5.8
Weighted average discount rate:
Operating leases	6.0	%	6.0	%
Finance leases	6.5	%	6.5	%

Supplemental cash flow information related to our leases were as follows (in thousands):


	Six Months Ended October 31,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	1,955	$	2,149
Operating cash flows from finance leases		395		52
Financing cash flows from finance leases		972		262

As of October 31, 2024, the maturities of our lease liabilities, which includes those derived from lease renewal options that we considered it reasonably certain that we would exercise, were as follows (in thousands):


Fiscal Year Ending April 30,	Operating Leases			Finance Leases			Total
2025 (remaining period)	$	2,043		$	982		$	3,025
2026		4,167			6,991			11,158
2027		4,199			419			4,618
2028		4,036			–			4,036
2029		4,147			–			4,147
Thereafter		52,272			–			52,272
Total lease payments	$	70,864		$	8,392		$	79,256
Less: imputed interest		(25,828	)		(555	)		(26,383	)
Total lease liabilities	$	45,036		$	7,837		$	52,873

Leases (Details - Maturities of operating lease liabilities) $ in Thousands	Oct. 31, 2024 USD ($)
2025 (remaining period)	$ 3,025
2026	11,158
2027	4,618
2028	4,036
2029	4,147
Thereafter	52,272
Total lease payments	79,256
Less: imputed interest	(26,383)
Total lease liabilities	52,873
Operating Lease [Member]
2025 (remaining period)	2,043
2026	4,167
2027	4,199
2028	4,036
2029	4,147
Thereafter	52,272
Total lease payments	70,864
Less: imputed interest	(25,828)
Total lease liabilities	45,036
Finance Lease [Member]
2025 (remaining period)	982
2026	6,991
2027	419
2028	0
2029	0
Thereafter	0
Total lease payments	8,392
Less: imputed interest	(555)
Total lease liabilities	$ 7,837

Equity Compensation Plans (Details - RSU activity) - Restricted Stock Units (RSUs) [Member] shares in Thousands	6 Months Ended
	Oct. 31, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares outstanding, beginning balance \| shares	1,311
Weighted average grant date fair value outstanding, beginning balance \| $ / shares	$ 14.08
Shares, granted \| shares	1,476
Weighted average grant date fair value, granted \| $ / shares	$ 7.66
Shares, vested \| shares	(251)
Weighted average grant date fair value, vested \| $ / shares	$ 13.97
Shares, forfeited \| shares	(59)
Weighted average grant date fair value, forfeited \| $ / shares	$ 12.33
Shares outstanding, ending balance \| shares	2,477
Weighted average grant date fair value outstanding, ending balance \| $ / shares	$ 10.31

Debt

6 Months Ended

Oct. 31, 2024

Debt Disclosure [Abstract]

Debt

Note 3 – Debt

Convertible Senior Notes Due 2029

In March 2024, we completed a private offering (the “Offering”) of $160.0 million aggregate principal amount of 7.00% convertible senior notes due 2029 (the “2029 Notes”) to qualified institutional buyers pursuant to Section 4(a)(2) of the Securities Act. We received net proceeds from the Offering of approximately $153.5 million, after deducting placement agent’s commissions and other debt issuance related expenses of approximately $6.5 million.

Subsequent to the closing of the Offering, during March 2024, we used approximately $146.1 million of the net proceeds to (i) repurchase for cash, $141.0 million aggregate principal amount of the 2026 Notes (as defined below) in privately negotiated transactions with certain holders of the 2026 Notes plus accrued and unpaid interest of $2.3 million, and (ii) repay in full, the remaining outstanding 2026 Notes balance by depositing the required payoff amount of $2.8 million, representing principal and accrued and unpaid interest, with the trustee under the 2026 Notes Indenture (as defined below), following which no 2026 Notes remained outstanding.

The 2029 Notes are senior unsecured obligations and accrue interest at a rate of 7.00% per annum, payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2024. The 2029 Notes mature on March 1, 2029, unless earlier repurchased by us or converted at the option of the holders. The 2029 Notes are convertible into cash, shares of our common stock or a combination of cash and shares of our common stock, at our election in the manner and subject to the terms and conditions provided in the indenture (the “2029 Notes Indenture”) governing the 2029 Notes.

The initial conversion rate for the 2029 Notes is approximately 101.1250 shares of our common stock per $1,000 principal amount, which represents an initial conversion price of approximately $9.89 per share of our common stock. The conversion rate is subject to adjustments upon the occurrence of certain events in accordance with the terms of the 2029 Notes Indenture. In addition, following certain corporate events that occur prior to the maturity date, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert their 2029 Notes in connection with such a fundamental change, as defined in the 2029 Notes Indenture.

Holders of the 2029 Notes may convert their 2029 Notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2028, only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending July 31, 2024 (and only during such fiscal quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price for the 2029 Notes on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price (as defined in the 2029 Notes Indenture) per $1,000 principal amount of the 2029 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events as described in the 2029 Notes Indenture.

On or after September 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders at their option may convert all or any portion of their 2029 Notes at any time, regardless of the foregoing circumstances. We may not redeem the 2029 Notes prior to the March 1, 2029 maturity date.

If we undergo a fundamental change (as defined in the 2029 Notes Indenture), holders may require us to repurchase for cash all or any portion of their 2029 Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 2029 Notes to be repurchased, plus accrued and unpaid interest to, but excluding the fundamental change repurchase date.

The 2029 Notes Indenture includes customary terms and covenants, including that upon certain events of default occurring and continuing, if we fail to comply with any of our other agreements contained in the 2029 Notes or the 2029 Notes Indenture for 60 days after receipt of written notice of such failure from the trustee or the holders of at least 25% in aggregate principal amount of the outstanding 2029 Notes, then the trustee or the holders of at least 25% in aggregate principal amount of the outstanding 2029 Notes may declare the entire principal of all the 2029 Notes plus accrued and unpaid interest to be immediately due and payable.

As of October 31, 2024, the conditions allowing holders of the 2029 Notes to convert had not been met and, therefore, the 2029 Notes are classified as a long-term liability on the unaudited condensed consolidated balance sheets at October 31, 2024 and April 30, 2024.

Convertible Senior Notes Due 2026

In March 2021, we issued $143.8 million in aggregate principal amount of 1.25% exchangeable senior notes due 2026 (the “2026 Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The net proceeds we received from the issuance of 2026 Notes was $138.5 million, after deducting initial purchaser discounts and other debt issuance related expenses of $5.3 million.

The 2026 Notes were senior unsecured obligations and accrued interest at a rate of 1.25% per annum, payable semi-annually in arrears on March 15 and September 15 of each year. The 2026 Notes were to mature on March 15, 2026, unless earlier redeemed or repurchased by us or converted at the option of the holders. The 2026 Notes were convertible into cash, shares of our common stock or a combination of cash and shares of our common stock, at our election in the manner and subject to the terms and conditions provided in the indenture governing the 2026 Notes (the “2026 Notes Indenture”).

Subsequent to the closing of the Offering described above, during March 2024, we repurchased and paid off the remaining balance of the 2026 Notes.

Net Carrying Amount of 2029 Notes

The net carrying amount of the 2029 Notes is as follows (in thousands):


	October 31, 2024			April 30, 2024
Principal	$	160,000		$	160,000
Unamortized issuance costs		(5,853	)		(6,407	)
Net carrying amount	$	154,147		$	153,593

As of October 31, 2024, the estimated fair value of the 2029 Notes was approximately $220.0 million. The fair value was determined based on the last actively traded price per $100 of the 2029 Notes for the period ended October 31, 2024 (Level 2).

The following table summarizes the components of interest expense related to the 2029 Notes for the three and six months ended October 31, 2024, and the 2026 Notes for the three and six months ended October 31, 2023 (in thousands):


	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
	(2029 Notes)		(2026 Notes)		(2029 Notes)		(2026 Notes)
Contractual interest expense	$	2,800	$	453	$	4,764	$	911
Amortization of issuance costs		280		266		554		531
Total interest expense	$	3,080	$	719	$	5,318	$	1,442

The effective interest rate of the 2029 Notes for the three and six months ended October 31, 2024 was 8.00%. The effective interest rate of the 2026 Notes for the three and six months ended October 31, 2023 was 2.31%.

Revolving Credit Facility

In March 2023, we entered into a credit agreement with Bank of America, N.A., as administrative agent and letter of credit issuer, which was subsequently amended on October 27, 2023 and March 12, 2024 (as amended, the “Credit Agreement”). The Credit Agreement provided for a revolving credit facility (the “Revolving Credit Facility”) in an amount equal to the lesser of (i) $50 million and (ii) a borrowing base calculated as the sum of (a) 80% of the value of certain of our eligible accounts receivable, plus (b) up to 100% of the value of eligible cash collateral. In addition, we paid a quarterly unused revolving line facility fee of 0.25% per annum on the average unused facility.

The Revolving Credit Facility matured on October 25, 2024, without us drawing upon the facility throughout its term.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Share-Based Payment Arrangement [Abstract]

Equity Compensation Plans (Tables)

6 Months Ended

Oct. 31, 2024

Schedule of stock option transaction activity


	Stock Options			Grant Date Weighted Average Exercise Price
	(in thousands)
Outstanding at May 1, 2024		1,986		$	6.68
Granted		–		$	–
Exercised		(32	)	$	6.09
Canceled or expired		(78	)	$	12.33
Outstanding at October 31, 2024		1,876		$	6.45

Schedule of RSUs transaction activity

Schedule of RSUs transaction activity
	Shares			Weighted Average Grant Date Fair Value
	(in thousands)
Outstanding at May 1, 2024		1,311		$	14.08
Granted		1,476		$	7.66
Vested and issued		(251	)	$	13.97
Forfeited		(59	)	$	12.33
Outstanding at October 31, 2024		2,477		$	10.31

Schedule of PSUs transaction activity

Schedule of PSUs transaction activity
	Shares			Weighted Average Grant Date Fair Value
	(in thousands)
Outstanding at May 1, 2024		611		$	15.30
Granted		1,239		$	7.58
Vested and issued		–		$	–
Forfeited		(40	)	$	11.32
Outstanding at October 31, 2024		1,810		$	10.11

Schedule of stock-based compensation expense


	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
Cost of revenues	$	1,457	$	1,107	$	2,588	$	2,061
Selling, general and administrative		2,012		1,359		3,546		2,748
Total stock-based compensation expense	$	3,469	$	2,466	$	6,134	$	4,809

CONDENSED CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Oct. 31, 2024	Oct. 31, 2023	Oct. 31, 2024	Oct. 31, 2023
Income Statement [Abstract]
Revenues	$ 33,482	$ 25,395	$ 73,655	$ 63,121
Cost of revenues	35,527	30,060	69,987	63,686
Gross profit (loss)	(2,045)	(4,665)	3,668	(565)
Operating expenses:
Selling, general and administrative	10,586	6,557	18,755	12,820
Total operating expenses	10,586	6,557	18,755	12,820
Operating loss	(12,631)	(11,222)	(15,087)	(13,385)
Interest expense	(3,276)	(827)	(5,730)	(1,652)
Other income (expense), net	(1,499)	140	(2,123)	398
Net loss before income taxes	(17,406)	(11,909)	(22,940)	(14,639)
Income tax benefit	0	(2,388)	0	(2,996)
Net loss	(17,406)	(9,521)	(22,940)	(11,643)
Comprehensive loss	$ (17,406)	$ (9,521)	$ (22,940)	$ (11,643)
Net loss per share:
Basic	$ (0.27)	$ (0.15)	$ (0.36)	$ (0.18)
Diluted	$ (0.27)	$ (0.15)	$ (0.36)	$ (0.18)
Weighted average common shares outstanding:
Basic	63,838	63,149	63,739	62,994
Diluted	63,838	63,149	63,739	62,994

Description of Company and Basis of Presentation

6 Months Ended

Oct. 31, 2024

Description of Company and Basis of Presentation

Note 1 – Description of Company and Basis of Presentation

We are a dedicated contract development and manufacturing organization (“CDMO”) that provides a comprehensive range of services from process development to Current Good Manufacturing Practices (“CGMP”) clinical and commercial manufacturing of biologics for the biotechnology and biopharmaceutical industries.

On November 6, 2024, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Space Finco, Inc., a Delaware corporation (“Parent”), and Space Mergerco, Inc., a Delaware corporation and direct wholly owned subsidiary of Parent (“Merger Sub”). Refer to Note 10, “Subsequent Events,” for more information.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to quarterly reports on Form 10-Q, and accordingly, they do not include all the information and disclosures required by U.S. GAAP for annual financial statements. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended April 30, 2024, as filed with the SEC on July 2, 2024. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operations for the periods presented, with such adjustments consisting only of normal recurring adjustments. Results of operations for interim periods covered by this Quarterly Report on Form 10-Q may not necessarily be indicative of results of operations for the full fiscal year or any other interim period.

The unaudited condensed consolidated financial statements include the accounts of Avid Bioservices, Inc. and its subsidiary. All intercompany accounts and transactions among the consolidated entities have been eliminated in the unaudited condensed consolidated financial statements.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts, as well as disclosures of commitments and contingencies in the financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions.

Cover - shares	6 Months Ended
Cover - shares	Oct. 31, 2024	Dec. 03, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Oct. 31, 2024
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2025
Current Fiscal Year End Date	--04-30
Entity File Number	001-32839
Entity Registrant Name	AVID BIOSERVICES, INC.
Entity Central Index Key	0000704562
Entity Tax Identification Number	95-3698422
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	14191 Myford Road
Entity Address, City or Town	Tustin
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92780
City Area Code	714
Local Phone Number	508-6100
Title of 12(b) Security	Common Stock, $0.001 par value per share
Trading Symbol	CDMO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		63,963,302

Commitments and Contingencies

6 Months Ended

Oct. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 9 – Commitments and Contingencies

In the ordinary course of business, we are at times subject to various legal proceedings and disputes. We make provisions for liabilities when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Such provisions, if any, are reviewed at least quarterly and adjusted to reflect the impact of any settlement negotiations, judicial and administrative rulings, advice of legal counsel, and other information and events pertaining to a particular case. We currently are not a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on our consolidated financial condition or results of operations.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Oct. 31, 2024	Oct. 31, 2023
Cash flows from operating activities:
Net loss	$ (22,940)	$ (11,643)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	6,796	5,433
Stock-based compensation	6,134	4,809
Amortization of debt issuance costs	585	639
Deferred income taxes	0	(3,009)
Loss on disposal of property and equipment	0	46
Changes in operating assets and liabilities:
Accounts receivable, net	(1,767)	4,919
Contract assets	561	(1,238)
Inventory	2,302	5,325
Prepaid expenses and other assets	2,151	(7,909)
Accounts payable	(9,370)	4,344
Accrued compensation and benefits	2,785	(4,536)
Contract liabilities	11,784	8,808
Other accrued expenses and liabilities	1,293	20
Net cash provided by operating activities	314	6,008
Cash flows from investing activities:
Purchase of property and equipment	(4,758)	(21,624)
Net cash used in investing activities	(4,758)	(21,624)
Cash flows from financing activities:
Proceeds from issuance of common stock under equity compensation plans	725	998
Proceeds from finance lease	0	7,412
Principal payments on finance leases	(972)	(262)
Net cash (used in) provided by financing activities	(247)	8,148
Net decrease in cash and cash equivalents	(4,691)	(7,468)
Cash and cash equivalents, beginning of period	38,106	38,892
Cash and cash equivalents, end of period	33,415	31,424
Supplemental disclosures of cash flow information:
Cash paid for interest	4,449	593
Cash paid for income taxes	33	14
Supplemental disclosures of non-cash activities:
Unpaid purchases of property and equipment	240	7,972
Unpaid interest capitalized as construction-in-progress	$ 0	$ 112

Leases (Tables)

6 Months Ended

Oct. 31, 2024

Leases

Schedule of components of lease costs

Schedule of components of lease costs
	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
Operating lease cost	$	1,138	$	1,150	$	2,271	$	2,290
Variable lease cost		494		424		957		775
Short-term lease cost		33		31		64		67
Finance lease costs:
Amortization of right-of-use assets		126		54		253		108
Interest on lease liabilities		131		25		268		52
Total lease cost	$	1,922	$	1,684	$	3,813	$	3,292

Schedule of supplemental consolidated balance sheet and other information related to leases


Leases	Classification	October 31, 2024		April 30, 2024
Assets
Operating	Operating lease right-of-use assets	$	40,321	$	41,157
Finance	Property and equipment, net		8,695		9,270
Total leased assets		$	49,016	$	50,427

Liabilities
Current:
Operating	Current portion of operating lease liabilities	$	1,445	$	1,354
Finance	Other current liabilities		1,494		1,450
Non-current:
Operating	Operating lease liabilities, less current portion		43,591		44,336
Finance	Finance lease liabilities, less current portion		6,343		7,101
Total lease liabilities		$	52,873	$	54,241

Leases (Details - Operating and finance leases)

Weighted average remaining lease term (years):
Operating leases	15.2		15.7
Finance leases	1.3		5.8
Weighted average discount rate:
Operating leases	6.0	%	6.0	%
Finance leases	6.5	%	6.5	%

Schedule of supplemental cash flow information related to leases


	Six Months Ended October 31,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	1,955	$	2,149
Operating cash flows from finance leases		395		52
Financing cash flows from finance leases		972		262

Schedule of maturities of lease liabilities


Fiscal Year Ending April 30,	Operating Leases			Finance Leases			Total
2025 (remaining period)	$	2,043		$	982		$	3,025
2026		4,167			6,991			11,158
2027		4,199			419			4,618
2028		4,036			–			4,036
2029		4,147			–			4,147
Thereafter		52,272			–			52,272
Total lease payments	$	70,864		$	8,392		$	79,256
Less: imputed interest		(25,828	)		(555	)		(26,383	)
Total lease liabilities	$	45,036		$	7,837		$	52,873

Debt (Details - Interest expense) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Debt (Details - Interest expense) - USD ($) $ in Thousands	Oct. 31, 2024	Oct. 31, 2023	Oct. 31, 2024	Oct. 31, 2023
2029 Notes [Member]
Short-Term Debt [Line Items]
Total interest expense	$ 3,080		$ 5,318
2026 Notes [Member]
Short-Term Debt [Line Items]
Total interest expense		$ 719		$ 1,442
Contractual Interest [Member] \| 2029 Notes [Member]
Short-Term Debt [Line Items]
Total interest expense	2,800		4,764
Contractual Interest [Member] \| 2026 Notes [Member]
Short-Term Debt [Line Items]
Total interest expense		453		911
Amortization Of Issuance Costs [Member] \| 2029 Notes [Member]
Short-Term Debt [Line Items]
Total interest expense	$ 280		$ 554
Amortization Of Issuance Costs [Member] \| 2026 Notes [Member]
Short-Term Debt [Line Items]
Total interest expense		$ 266		$ 531

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Oct. 31, 2024	Oct. 31, 2023	Oct. 31, 2024	Oct. 31, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (17,406)	$ (9,521)	$ (22,940)	$ (11,643)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Schedule of net carrying amount of the 2029 Notes

Debt (Tables)

6 Months Ended

Oct. 31, 2024

Debt Disclosure [Abstract]


	October 31, 2024			April 30, 2024
Principal	$	160,000		$	160,000
Unamortized issuance costs		(5,853	)		(6,407	)
Net carrying amount	$	154,147		$	153,593

Schedule of components of interest expense related to the 2029 and 2026 Notes


	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
	(2029 Notes)		(2026 Notes)		(2029 Notes)		(2026 Notes)
Contractual interest expense	$	2,800	$	453	$	4,764	$	911
Amortization of issuance costs		280		266		554		531
Total interest expense	$	3,080	$	719	$	5,318	$	1,442

Income Taxes

6 Months Ended

Oct. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Note 7 – Income Taxes

We are subject to taxation in the United States and various states jurisdictions in which we conduct our business.

Our tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items arising in that quarter. On a quarterly basis, we update our estimate of the annual effective tax rate, and if the estimated annual tax rate changes, we make a cumulative adjustment in that quarter.

The provision/(benefit) for income taxes recorded for the three and six months ended October 31, 2024 and 2023 differs from the U.S. federal statutory tax rate of 21% due primarily to the tax impact of stock-based compensation, non-deductible officers’ compensation, transportation fringe benefits, and valuation allowance (current year periods only).

For the three and six months ended October 31, 2024, we recorded no income tax expense/(benefit) resulting in an effective tax rate of approximately 0%.

For the three and six months ended October 31, 2023, we recorded an income tax (benefit) of $(2.4) million and $(3.0) million, respectively, resulting in an effective tax rate of approximately 20% and 21%, respectively.

We have no material uncertain tax position liabilities as of October 31, 2024 and April 30, 2024. It is our policy to recognize interest and penalties related to income tax matters in interest expense and other income (expense), net, respectively, in our unaudited condensed consolidated statements of loss and comprehensive loss. There was no accrued interest or penalties associated with uncertain tax positions as of October 31, 2024 and April 30, 2024.

The entire disclosure for income tax.

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Debt (Details Narrative) - USD ($) $ in Thousands	1 Months Ended		6 Months Ended
Debt (Details Narrative) - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2021	Oct. 31, 2024	Oct. 31, 2023	Apr. 30, 2024
Debt Instrument [Line Items]
Aggregate principal amount			$ 160,000		$ 160,000
Notes remained outstanding			$ 154,147		$ 153,593
2029 Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount	$ 160,000
Proceeds from convertible debt	153,500
Debt issuance costs	$ 6,500
Effective interest rate	7.00%		8.00%
Maturity date	Mar. 01, 2029
2026 Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount	$ 146,100	$ 143,800
Proceeds from convertible debt	141,000	138,500
Debt issuance costs		$ 5,300
Notes plus accrued and unpaid interest	2,300
Notes remained outstanding	$ 2,800
Effective interest rate		1.25%		2.31%
Maturity date		Mar. 15, 2026
Convertible Notes [Member]
Debt Instrument [Line Items]
Fair value of the convertible notes			$ 220,000

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares shares in Thousands	Oct. 31, 2024	Apr. 30, 2024
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000	5,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000	150,000
Common stock, shares issued	63,956	63,568
Common stock, shares outstanding	63,956	63,568

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Oct. 31, 2024	Apr. 30, 2024
Current assets:
Cash and cash equivalents	$ 33,415	$ 38,106
Accounts receivable, net	18,411	16,644
Contract assets	11,803	12,364
Inventory	28,073	30,375
Prepaid expenses and other current assets	4,803	6,513
Total current assets	96,505	104,002
Property and equipment, net	182,244	186,514
Operating lease right-of-use assets	40,321	41,157
Other assets	4,412	4,884
Total assets	323,482	336,557
Current liabilities:
Accounts payable	9,251	20,667
Accrued compensation and benefits	8,222	5,437
Contract liabilities	51,671	39,887
Current portion of operating lease liabilities	1,445	1,354
Other current liabilities	3,567	3,221
Total current liabilities	74,156	70,566
Convertible senior notes, net	154,147	153,593
Operating lease liabilities, less current portion	43,591	44,336
Finance lease liabilities, less current portion	6,343	7,101
Other liabilities	437	72
Total liabilities	278,674	275,668
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; 5,000 shares authorized; no shares issued and outstanding at respective dates	0	0
Common stock, $0.001 par value; 150,000 shares authorized; 63,956 and 63,568 shares issued and outstanding at respective dates	64	64
Additional paid-in capital	639,555	632,696
Accumulated deficit	(594,811)	(571,871)
Total stockholders’ equity	44,808	60,889
Total liabilities and stockholders’ equity	$ 323,482	$ 336,557

Subsequent Events

6 Months Ended

Oct. 31, 2024

Subsequent Events [Abstract]

Subsequent Events

Note 10 – Subsequent Events

On November 6, 2024, we entered the Merger Agreement with Parent and Merger Sub, providing for the merger of Merger Sub with and into us (the “Merger”, and together with the other transactions contemplated by the Merger Agreement, the “Transactions”), with us surviving the Merger as a wholly owned subsidiary of Parent. Parent and Merger Sub were formed by affiliates of GHO Capital Partners LLP and Ampersand Capital Partners.

Under the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each (i) share of our common stock (the “Shares”) issued and outstanding as of immediately prior to the Effective Time (subject to certain exceptions set forth in the Merger Agreement) will be cancelled and cease to exist and automatically converted into the right to receive $12.50 in cash, without interest (the “Merger Consideration”), subject to applicable tax withholding; (ii) option to purchase Shares (“Company Option”) that is outstanding as of immediately prior to the Effective Time will accelerate and become fully vested and exercisable and will be cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (A) the total number of Shares subject to such Company Option immediately prior to the Effective Time, multiplied by (B) the excess of the Merger Consideration over the exercise price payable per Share under such Company Option, less applicable tax withholdings; (iii) RSU that is outstanding immediately prior to the Effective Time will be cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (A) the total number of Shares issuable in settlement of such RSU immediately prior to the Effective Time without regard to vesting, multiplied by (B) the Merger Consideration, less applicable tax withholdings; and (iv) PSU that is outstanding as of immediately prior to the Effective Time, will, to the extent unvested, vest in accordance with their terms at the greater of target performance (100%) and actual performance determined as of the end of the fiscal quarter immediately preceding the Effective Time, and each PSU will be cancelled and converted into solely the right to receive an amount in cash, without interest, equal to the product of (A) the total number of Shares (determined as set forth above) issuable in settlement of such PSU immediately prior to the Effective Time without regard to vesting, multiplied by (B) the Merger Consideration, less applicable tax withholdings.

Consummation of the Merger is subject to the satisfaction or waiver of certain conditions, including, but not limited to, (i) our receipt of the approval of our stockholders representing a majority of the outstanding Shares; (ii) expiration or termination of any waiting periods applicable to the consummation of the Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”); (iii) absence of any law, order or injunction issued by any governmental body of competent jurisdiction preventing or making illegal the consummation of the Merger; (iv) the accuracy of the representations and warranties contained in the Merger Agreement (subject to specified materiality qualifiers); (v) compliance with the covenants and obligations under the Merger Agreement in all material respects; and (vi) absence of a material adverse effect with respect to us that is continuing as of the Effective Time.

The Merger Agreement contains customary termination rights for each of us and Parent. Upon termination of the Merger Agreement in accordance with its terms, under specified circumstances, we will be required to pay Parent a termination fee, including if the Merger Agreement is terminated due to (i) us accepting a Superior Proposal (as defined in the Merger Agreement) that was not the result of a material breach of our no-shop obligations; or (ii) our Board changing its recommendation that our stockholders vote in favor of the Merger, in which case the termination fee payable by us to Parent will be $32.0 million. The Merger Agreement further provides that Parent will be required to pay us a termination fee of $64.0 million in the event that the Merger Agreement is terminated under certain specified circumstances, including if the Merger Agreement is terminated by us following (i) Parent’s failure to consummate the Merger as required pursuant to, and in the circumstances specified in, the Merger Agreement; or (ii) Parent or Merger Sub’s breach of their representations, warranties or covenants (including its financing obligations) in a manner that would cause the related closing conditions to not be satisfied. The Merger Agreement further provides that Parent will be required to pay us a termination fee of $32.0 million in the event that the Merger Agreement is validly terminated after January 31, 2025 following Parent’s, or any of its Affiliates’, acquisition or agreement to acquire, or public announcement of the intent to acquire, any assets, business, division or any person that is a material, direct competitor of ours, and such acquisition is a proximate cause of the failure of the parties to receive any consents or approvals necessary in connection with the Merger under applicable antitrust laws.

In addition to the foregoing termination rights, and subject to certain limitations, we or Parent may terminate the Merger Agreement if the Merger is not consummated by May 6, 2025, subject to an automatic extension to November 6, 2025 if the Transactions have not been consummated, but the only closing condition that has not been satisfied or waived (other than those that are to be satisfied at the closing of the Transactions, each of which is capable of being satisfied) is the expiration or earlier termination of the waiting period under the HSR Act.

Summary of Significant Accounting Policies (Details - Property and equipment) - USD ($) $ in Thousands	Oct. 31, 2024	Apr. 30, 2024
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 225,605	$ 223,143
Less: accumulated depreciation and amortization	(43,361)	(36,629)
Total property and equipment, net	182,244	186,514
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	153,358	103,178
Other Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	43,856	41,497
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	4,458	4,236
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	2,308	1,730
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 21,625	$ 72,502

Equity Compensation Plans (Details Narrative) $ in Millions	6 Months Ended
Equity Compensation Plans (Details Narrative) $ in Millions	Oct. 31, 2024 USD ($) shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock reserved for issuance	11,063,435
Employee Stock Purchase Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock reserved for issuance	750,270
Stock issued during period, ESPP	98,948
Options And Restricted Stock [Member] \| Stock Incentive Plans [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock reserved for issuance	6,318,586
Performance Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation costs \| $	$ 10.1
Unrecognized compensation cost weighted average vesting period	1 year 3 months 10 days
Performance Stock Units [Member] \| Stock Incentive Plans [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock reserved for issuance	4,744,849
Equity Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation costs \| $	$ 0.1
Unrecognized compensation cost weighted average vesting period	5 months 23 days
Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation costs \| $	$ 22.8
Unrecognized compensation cost weighted average vesting period	2 years 11 months 15 days

Summary of Significant Accounting Policies (Details - Revenue) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Oct. 31, 2024	Oct. 31, 2023	Oct. 31, 2024	Oct. 31, 2023
Product Information [Line Items]
Total revenues	$ 33,482	$ 25,395	$ 73,655	$ 63,121
Manufacturing Revenues [Member]
Product Information [Line Items]
Total revenues	27,275	20,128	61,246	53,548
Process Development Revenues [Member]
Product Information [Line Items]
Total revenues	$ 6,207	$ 5,267	$ 12,409	$ 9,573

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Oct. 31, 2024

Accounting Standards Not Yet Adopted

Revenue Recognition

Revenue Recognition

Revenue recognized from services provided under our customer contracts is disaggregated into manufacturing and process development revenue streams.

Manufacturing revenue

Process development revenue

The following table summarizes our revenue streams (in thousands):

Schedule of revenue
	Three Months Ended October 31,				Six Months Ended October 31,
	2024		2023		2024		2023
Manufacturing revenues	$	27,275	$	20,128	$	61,246	$	53,548
Process development revenues		6,207		5,267		12,409		9,573
Total revenues	$	33,482	$	25,395	$	73,655	$	63,121

During the three and six months ended October 31, 2024, we recognized revenues of $7.0 million and $27.5 million, respectively, for which the contract liability was recorded in a prior period.

During the three and six months ended October 31, 2023, we recognized revenues of $4.0 million and $20.8 million, respectively, for which the contract liability was recorded in a prior period.

Accounts Receivable, Net

Accounts Receivable, Net

Inventory

Inventory

Property and Equipment

Property and Equipment

Schedule of estimated useful lives
Description		Estimated Useful Life
Leasehold improvements		Shorter of estimated useful life or lease term
Laboratory and manufacturing equipment		5 – 15 years
Computer equipment and software		3 – 5 years
Furniture, fixtures and office equipment		5 – 10 years

Schedule of property and equipment
	October 31, 2024			April 30, 2024
Leasehold improvements	$	153,358		$	103,178
Laboratory and manufacturing equipment		43,856			41,497
Computer equipment and software		4,458			4,236
Furniture, fixtures and office equipment		2,308			1,730
Construction-in-progress		21,625			72,502
Total property and equipment, gross		225,605			223,143
Less: accumulated depreciation and amortization		(43,361	)		(36,629	)
Total property and equipment, net	$	182,244		$	186,514

Depreciation and amortization expense for the three and six months ended October 31, 2024 was $4.0 million and $6.8 million, respectively.

Depreciation and amortization expense for the three and six months ended October 31, 2023 was $2.8 million and $5.4 million, respectively.

Leases

Leases

Impairment

Impairment

Stock-Based Compensation

Stock-Based Compensation

Debt Issuance Costs

Debt Issuance Costs

Comprehensive Loss

Comprehensive Loss

Fair Value Measurements

Fair Value Measurements

	·	Level 1 – Observable inputs, such as unadjusted quoted prices in active markets for identical assets or liabilities.
	·	Level 2 – Observable inputs other than quoted prices included in Level 1, such as assets or liabilities whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets.
	·	Level 3 – Unobservable inputs that are supported by little or no market activity and significant to the overall fair value measurement of the assets or liabilities; therefore, requiring the company to develop its own valuation techniques and assumptions.

Accounting Standards Not Yet Adopted

Summary of Significant Accounting Policies (Details - Useful life)	6 Months Ended
	Oct. 31, 2024
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment	Shorter of estimated useful life or lease term
Other Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment	5 – 15 years
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment	3 – 5 years
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives of property and equipment	5 – 10 years

Leases (Details - Components of lease) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Oct. 31, 2024	Oct. 31, 2023	Oct. 31, 2024	Oct. 31, 2023
Leases
Operating lease cost	$ 1,138	$ 1,150	$ 2,271	$ 2,290
Variable lease cost	494	424	957	775
Short-term lease cost	33	31	64	67
Finance lease costs:
Amortization of right-of-use assets	126	54	253	108
Interest on lease liabilities	131	25	268	52
Total lease cost	$ 1,922	$ 1,684	$ 3,813	$ 3,292

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Apr. 30, 2023	$ 63	$ 620,224	$ (431,118)	$ 189,169
Beginning balance, shares at Apr. 30, 2023	62,692
Common stock issued under equity compensation plans		998		998
Common stock issued under equity compensation plans, shares	542
Stock-based compensation expense		4,809		4,809
Net loss			(11,643)	(11,643)
Ending balance, value at Oct. 31, 2023	$ 63	626,031	(442,761)	183,333
Ending balance, shares at Oct. 31, 2023	63,234
Beginning balance, value at Jul. 31, 2023	$ 63	623,445	(433,240)	190,268
Beginning balance, shares at Jul. 31, 2023	63,111
Common stock issued under equity compensation plans		120		120
Common stock issued under equity compensation plans, shares	123
Stock-based compensation expense		2,466		2,466
Net loss			(9,521)	(9,521)
Ending balance, value at Oct. 31, 2023	$ 63	626,031	(442,761)	183,333
Ending balance, shares at Oct. 31, 2023	63,234
Beginning balance, value at Apr. 30, 2024	$ 64	632,696	(571,871)	60,889
Beginning balance, shares at Apr. 30, 2024	63,568
Common stock issued under equity compensation plans		725		725
Common stock issued under equity compensation plans, shares	388
Stock-based compensation expense		6,134		6,134
Net loss			(22,940)	(22,940)
Ending balance, value at Oct. 31, 2024	$ 64	639,555	(594,811)	44,808
Ending balance, shares at Oct. 31, 2024	63,956
Beginning balance, value at Jul. 31, 2024	$ 64	635,977	(577,405)	58,636
Beginning balance, shares at Jul. 31, 2024	63,790
Common stock issued under equity compensation plans		109		109
Common stock issued under equity compensation plans, shares	166
Stock-based compensation expense		3,469		3,469
Net loss			(17,406)	(17,406)
Ending balance, value at Oct. 31, 2024	$ 64	$ 639,555	$ (594,811)	$ 44,808
Ending balance, shares at Oct. 31, 2024	63,956

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

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