UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On August 29, 2023, Ginkgo Bioworks Holdings, Inc. (the “Company”) issued a press release announcing its entry into a five-year strategic cloud and AI partnership with Google LLC (“Google Cloud”), intended to enable the Company to develop and deploy AI tools for biology and biosecurity. As part of the partnership, a subsidiary of the Company (“Ginkgo”) entered into a five-year agreement with Google Cloud that includes minimum annual commitments to purchase cloud hosting services in exchange for various discounts on such services. The minimum annual commitments are as follows: year 1, $8.0 million; year 2, $28.0 million; year 3, $54.0 million; year 4, $86.0 million; and year 5, $113.0 million. The minimum commitments may be terminated by Ginkgo upon payment of a cancellation fee representing a percentage of the remaining purchase commitment. Ginkgo also entered into an agreement pursuant to which Google Cloud will provide up to $56.3 million in cash funding upon Ginkgo’s achievement of certain milestones, which are expected over the next three years.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description |
99.1 |
Press Release, issued by Ginkgo Bioworks Holdings, Inc. on August 29, 2023. |
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized
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Date: August 29, 2023 |
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GINKGO BIOWORKS HOLDINGS, INC. |
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By: |
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/s/ Mark Dmytruk |
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Name: |
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Mark Dmytruk |
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Title: |
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Chief Financial Officer |