Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2015shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | QIAGEN NV |
Entity Central Index Key | 1,015,820 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2015 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | FY |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 233,005,776 |
Entity Well-known Seasoned Issuer | Yes |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 290,011 | $ 392,667 |
Short-term investments | 130,817 | 184,036 |
Accounts receivable, net of allowance for doubtful accounts of $7,255 and $8,847 in 2015 and 2014, respectively | 273,853 | 265,231 |
Income taxes receivable | 26,940 | 29,312 |
Inventories, net | 136,586 | 132,276 |
Prepaid expenses and other current assets | 70,339 | 113,771 |
Deferred income taxes | 33,068 | 31,457 |
Total current assets | 961,614 | 1,148,750 |
Long-term assets: | ||
Property, plant and equipment, net of accumulated depreciation of $409,634 and $392,563 in 2015 and 2014, respectively | 442,944 | 428,093 |
Goodwill | 1,875,698 | 1,887,963 |
Intangible assets, net of accumulated amortization of $827,084 and $726,273 in 2015 and 2014, respectively | 636,421 | 726,914 |
Deferred income taxes | 2,036 | 4,298 |
Other long-term assets (of which $7,472 in 2015 due from related parties) | 270,965 | 258,354 |
Total long-term assets | 3,228,064 | 3,305,622 |
Total assets | 4,189,678 | 4,454,372 |
Current liabilities: | ||
Current portion of long-term debt (of which $130,451 in 2014 due to related parties) | 0 | 131,119 |
Accounts payable | 52,306 | 46,124 |
Accrued and other liabilities (of which $3,884 in 2014 due to related parties) | 192,069 | 224,203 |
Income taxes payable | 21,515 | 28,935 |
Deferred income taxes | 2,463 | 1,245 |
Total current liabilities | 268,353 | 431,626 |
Long-term liabilities: | ||
Long-term debt, net of current portion | 1,059,587 | 1,040,960 |
Deferred income taxes | 75,726 | 117,264 |
Other liabilities | 224,058 | 206,523 |
Total long-term liabilities | $ 1,359,371 | $ 1,364,747 |
Commitments and contingencies | ||
Equity: | ||
Preference shares, 0.01 EUR par value, authorized—450,000 shares, no shares issued and outstanding | $ 0 | $ 0 |
Financing preference shares, 0.01 EUR par value, authorized—40,000 shares, no shares issued and outstanding | 0 | 0 |
Common Shares, 0.01 EUR par value, authorized—410,000 shares, issued — 239,707 shares in 2015 and 2014 | 2,812 | 2,812 |
Additional paid-in capital | 1,741,167 | 1,823,171 |
Retained earnings | 1,227,509 | 1,125,686 |
Accumulated other comprehensive loss | (259,156) | (134,735) |
Less treasury shares, at cost—6,702 and 7,684 shares in 2015 and 2014, respectively | (152,412) | (167,190) |
Equity attributable to the owners of QIAGEN N.V. | 2,559,920 | 2,649,744 |
Noncontrolling interest | 2,034 | 8,255 |
Total equity | 2,561,954 | 2,657,999 |
Total liabilities and equity | $ 4,189,678 | $ 4,454,372 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) $ in Thousands | Dec. 31, 2015€ / shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014€ / shares | Dec. 31, 2014USD ($)shares |
Statement of Financial Position [Abstract] | ||||
Allowance for doubtful accounts | $ | $ 7,255 | $ 8,847 | ||
Property, plant and equipment, accumulated depreciation | $ | 409,634 | 392,563 | ||
Intangible assets, accumulated amortization | $ | 827,084 | 726,273 | ||
Loans receivable, due from related parties | $ | $ 7,472 | 0 | ||
Current portion of long-term debt, due to related parties | $ | 130,451 | |||
Accrued and other liabilities, due to related parties | $ | $ 3,884 | |||
Preference shares, par value (in dollars per share) | € / shares | € 0.01 | € 0.01 | ||
Preference shares, shares authorized | 450,000,000 | 450,000,000 | ||
Preference shares, shares issued | 0 | 0 | ||
Preference shares, shares outstanding | 0 | 0 | ||
Financing shares, par value (in dollars per share) | € / shares | 0.01 | 0.01 | ||
Financing shares, shares authorized | 40,000,000 | 40,000,000 | ||
Financing shares, shares issued | 0 | 0 | ||
Financing shares, shares outstanding | 0 | 0 | ||
Common shares, par value (in dollars per share) | € / shares | € 0.01 | € 0.01 | ||
Common shares, shares authorized | 410,000,000 | 410,000,000 | ||
Common shares, shares issued | 239,707,000 | 239,707,000 | ||
Treasury shares, at cost | 6,702,000 | 7,684,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Net sales | $ 1,280,986 | $ 1,344,777 | $ 1,301,984 |
Cost of sales | 454,611 | 479,839 | 486,494 |
Gross profit | 826,375 | 864,938 | 815,490 |
Operating expenses: | |||
Research and development | 147,180 | 163,627 | 146,070 |
Sales and marketing | 360,962 | 376,873 | 371,523 |
General and administrative, restructuring, integration and other | 103,874 | 126,550 | 199,072 |
Acquisition-related intangible amortization | 38,666 | 37,070 | 35,495 |
Total operating expenses | 650,682 | 704,120 | 752,160 |
Income from operations | 175,693 | 160,818 | 63,330 |
Other income (expense): | |||
Interest income | 4,753 | 3,964 | 2,299 |
Interest expense | (37,396) | (39,330) | (30,882) |
Other (expense) income, net | (10,552) | (6,938) | 2,591 |
Total other expense, net | (43,195) | (42,304) | (25,992) |
Income before income taxes | 132,498 | 118,514 | 37,338 |
Income taxes | 5,641 | 1,312 | (31,760) |
Net income | 126,857 | 117,202 | 69,098 |
Net (loss) income attributable to noncontrolling interest | (246) | 568 | 25 |
Net income attributable to the owners of QIAGEN N.V. | $ 127,103 | $ 116,634 | $ 69,073 |
Basic net income per common share attributable to the owners of QIAGEN N.V. (USD per share) | $ 0.54 | $ 0.50 | $ 0.30 |
Diluted net income per common share attributable to the owners of QIAGEN N.V. (USD per share) | $ 0.54 | $ 0.48 | $ 0.29 |
Weighted-average common shares outstanding | |||
Basic (shares) | 233,483 | 232,644 | 234,000 |
Diluted (shares) | 237,158 | 241,538 | 242,175 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 126,857 | $ 117,202 | $ 69,098 |
Other comprehensive income (loss) to be reclassified to profit or loss in subsequent periods: | |||
Gains on cash flow hedges, before tax | 5,337 | 0 | 0 |
Reclassification adjustments on cash flow hedges, before tax | (5,273) | 0 | 0 |
Cash flow hedges, before tax | 64 | 0 | 0 |
Gains on marketable securities, before tax | 1,215 | 0 | 0 |
(Losses) gains on pensions, before tax | (1,809) | (687) | 117 |
Foreign currency translation adjustments, before tax | (124,639) | (131,326) | (45,807) |
Other comprehensive loss, before tax | (125,169) | (132,013) | (45,690) |
Income tax relating to components of other comprehensive loss | 1,140 | (57) | (2,151) |
Total other comprehensive loss, after tax | (124,029) | (132,070) | (47,841) |
Comprehensive income (loss) | 2,828 | (14,868) | 21,257 |
Comprehensive (income) loss attributable to noncontrolling interest | (146) | 959 | (367) |
Comprehensive income (loss) attributable to the owners of QIAGEN N.V. | $ 2,682 | $ (13,909) | $ 20,890 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Shares | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Shares | Equity Attributable to the Owners of QIAGEN N.V. | Non-controlling Interest |
Balance at Dec. 31, 2012 | $ 2,724,363 | $ 2,769 | $ 1,718,163 | $ 985,434 | $ 43,991 | $ (35,653) | $ 2,714,704 | $ 9,659 |
Balance, shares at Dec. 31, 2012 | 236,487 | 1,943 | ||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Acquisition of QIAGEN Marseille S.A. shares from non-controlling interests | (487) | (487) | ||||||
Net income | 69,098 | 69,073 | 69,073 | 25 | ||||
Unrealized gain, net on pension | 82 | 82 | 82 | |||||
Translation adjustment, net | (47,923) | (48,265) | (48,265) | 342 | ||||
Purchase of treasury shares | (86,029) | $ (86,029) | (86,029) | |||||
Purchase of treasury shares (in shares) | (4,149) | |||||||
Common stock issuances under employee stock plans | 25,337 | $ 43 | 20,301 | (76) | $ 5,069 | 25,337 | ||
Common stock issuances under employee stock plans (in shares) | 3,220 | 275 | ||||||
Excess tax benefit of employee stock plans | 433 | 433 | 433 | |||||
Share-based compensation | 37,935 | 37,935 | 37,935 | |||||
Proceeds from subscription receivables | 1,062 | 1,062 | 1,062 | |||||
Balance, shares at Dec. 31, 2013 | 239,707 | 5,817 | ||||||
Balance at Dec. 31, 2013 | 2,723,871 | $ 2,812 | 1,777,894 | 1,054,431 | (4,192) | $ (116,613) | 2,714,332 | 9,539 |
Increase (Decrease) in Stockholders' Equity | ||||||||
Acquisition of QIAGEN Marseille S.A. shares from non-controlling interests | (325) | (325) | ||||||
Net income | 117,202 | 116,634 | 116,634 | 568 | ||||
Issuance of warrants | 68,900 | 68,900 | 68,900 | |||||
Unrealized loss, net on pension | (481) | (481) | (481) | |||||
Translation adjustment, net | (131,589) | (130,062) | (130,062) | (1,527) | ||||
Purchase of treasury shares | (126,889) | $ (126,889) | (126,889) | |||||
Purchase of treasury shares (in shares) | (5,558) | |||||||
Issuance of common shares in connection with warrant exercise | 18,802 | (12,115) | $ 30,917 | 18,802 | ||||
Issuance of common shares in connection with warrant exercise (in shares) | 1,373 | |||||||
Common stock issuances under employee stock plans | 12,131 | (33,264) | $ 45,395 | 12,131 | ||||
Common stock issuances under employee stock plans (in shares) | 2,318 | |||||||
Excess tax benefit of employee stock plans | 1,596 | 1,596 | 1,596 | |||||
Share-based compensation | 42,188 | 42,188 | 42,188 | |||||
Proceeds from subscription receivables | 536 | 536 | 536 | |||||
Redemption of subscription receivables | $ (67,943) | (67,943) | (67,943) | |||||
Balance, shares at Dec. 31, 2014 | 239,707 | 239,707 | 7,684 | |||||
Balance at Dec. 31, 2014 | $ 2,657,999 | $ 2,812 | 1,823,171 | 1,125,686 | (134,735) | $ (167,190) | 2,649,744 | 8,255 |
Increase (Decrease) in Stockholders' Equity | ||||||||
Acquisition of QIAGEN Marseille S.A. shares from non-controlling interests | (6,367) | (6,367) | ||||||
Net income | 126,857 | 127,103 | 127,103 | (246) | ||||
Unrealized gain, net on pension | 4,003 | 4,003 | 4,003 | |||||
Unrealized loss, net on pension | (1,266) | (1,266) | (1,266) | |||||
Realized gain, net on hedging contracts | (3,955) | (3,955) | (3,955) | |||||
Unrealized gain, net on marketable securities | 1,215 | 1,215 | 1,215 | |||||
Translation adjustment, net | (124,026) | (124,418) | (124,418) | 392 | ||||
Purchase of treasury shares | (20,818) | $ (20,818) | (20,818) | |||||
Purchase of treasury shares (in shares) | (842) | |||||||
Common stock issuances under employee stock plans | 10,316 | (25,280) | $ 35,596 | 10,316 | ||||
Common stock issuances under employee stock plans (in shares) | 1,824 | |||||||
Excess tax benefit of employee stock plans | 3,328 | 3,328 | 3,328 | |||||
Share-based compensation | 27,566 | 27,566 | 27,566 | |||||
Proceeds from subscription receivables | 97 | 97 | 97 | |||||
Redemption of subscription receivables | $ (112,995) | (112,995) | (112,995) | |||||
Balance, shares at Dec. 31, 2015 | 239,707 | 239,707 | 6,702 | |||||
Balance at Dec. 31, 2015 | $ 2,561,954 | $ 2,812 | $ 1,741,167 | $ 1,227,509 | $ (259,156) | $ (152,412) | $ 2,559,920 | $ 2,034 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net income | $ 126,857 | $ 117,202 | $ 69,098 |
Adjustments to reconcile net income to net cash provided by operating activities, net of effects of businesses acquired: | |||
Depreciation and amortization | 191,473 | 200,782 | 199,355 |
Non-cash impairments | 5,471 | 34,297 | 42,768 |
Amortization of debt issuance costs | 19,955 | 15,392 | 0 |
Share-based compensation expense | 27,565 | 42,188 | 37,935 |
Excess tax benefits from share-based compensation | (3,328) | (1,596) | (3,130) |
Deferred income taxes | (37,194) | (41,291) | (68,086) |
Loss on early redemption of debt | 7,564 | 4,560 | 0 |
Loss on marketable securities | 6,039 | 3,914 | 0 |
Changes in fair value of contingent consideration | (5,225) | (1,165) | (11,127) |
Other items, net including fair value changes in derivatives | 2,609 | (7,509) | (13,611) |
Net changes in operating assets and liabilities: | |||
Accounts receivable | (24,764) | (16,561) | (14,921) |
Inventories | (33,194) | (41,792) | (17,499) |
Prepaid expenses and other | 52,315 | (2,273) | (7,923) |
Other long-term assets | 2,730 | (13,090) | 257 |
Accounts payable | 7,732 | (5,495) | (6,793) |
Accrued and other liabilities | (25,570) | (21,482) | 24,655 |
Income taxes | (88) | 16,034 | 23,829 |
Other long-term liabilities | (3,450) | 5,850 | 4,150 |
Net cash provided by operating activities | 317,497 | 287,965 | 258,957 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | (97,778) | (86,591) | (84,468) |
Proceeds from sale of equipment | 103 | 35 | 44 |
Purchases of intangible assets | (19,703) | (10,412) | (34,225) |
Purchases of investments | (6,053) | (9,426) | (4,319) |
Purchases of short-term investments | (317,570) | (420,158) | (20,346) |
Proceeds from sales of short-term investments | 367,714 | 275,779 | 63,146 |
Cash paid for acquisitions, net of cash acquired | (66,930) | (160,436) | (170,546) |
Other investing activities | (5,983) | 3,608 | (1,021) |
Net cash used in investing activities | (146,200) | (407,601) | (251,735) |
Cash flows from financing activities: | |||
Purchase of call option related to cash convertible notes | 0 | (105,170) | 0 |
Proceeds from issuance of warrants, net of issuance costs | 0 | 68,900 | 0 |
Net repayment/proceeds from short-term debt | 0 | 0 | (1,451) |
Net proceeds from issuance of cash convertible notes and cash paid for issuance costs | (86) | 716,967 | 13 |
Repayment of long-term debt | (251,868) | (387,050) | (2,285) |
Principal payments on capital leases | (1,079) | (4,579) | (4,215) |
Proceeds from subscription receivables | 97 | 536 | 1,062 |
Excess tax benefits from share-based compensation | 3,328 | 1,596 | 3,130 |
Proceeds from issuance of common shares | 10,316 | 12,131 | 25,337 |
Purchase of treasury shares | (20,818) | (126,889) | (86,029) |
Other financing activities | 1,497 | 16,401 | (4,321) |
Net cash (used in) provided by financing activities | (258,613) | 192,843 | (68,759) |
Effect of exchange rate changes on cash and cash equivalents | (15,340) | (10,843) | (2,197) |
Net (decrease) increase in cash and cash equivalents | (102,656) | 62,364 | (63,734) |
Cash and cash equivalents, beginning of period | 392,667 | 330,303 | 394,037 |
Cash and cash equivalents, end of period | 290,011 | 392,667 | 330,303 |
Supplemental cash flow disclosures: | |||
Cash paid for interest | 20,799 | 24,052 | 31,000 |
Cash paid for income taxes | 34,441 | 12,539 | 14,518 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Equipment purchased through capital lease | 231 | 342 | 449 |
Intangible assets acquired in non-monetary exchange | $ 5,900 | $ 0 | $ 0 |
Corporate Information and Basis
Corporate Information and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Corporate Information and Basis of Presentation | Corporate Information and Basis of Presentation QIAGEN N.V. is a public limited liability company ('naamloze vennootschap') under Dutch law with registered office at Hulsterweg 82, Venlo, The Netherlands. QIAGEN N.V., a Netherlands holding company, and subsidiaries (we, our or the Company) is the leading global provider of Sample to Insight solutions to transform biological materials into valuable molecular insights. Our sample technologies isolate and process DNA, RNA and proteins from blood, tissue and other materials. Assay technologies make these biomolecules visible and ready for analysis. Bioinformatics software and knowledge bases interpret data to report relevant, actionable insights. Automation solutions tie these together in seamless and cost-effective molecular testing workflows. We provide these workflows to four major customer classes: Molecular Diagnostics (human healthcare), Applied Testing (forensics, veterinary testing and food safety), Pharma (pharmaceutical and biotechnology companies) and Academia (life sciences research). We market our products in more than 130 countries. The accompanying consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP) and all amounts are presented in U.S. dollars rounded to the nearest thousand, unless otherwise indicated. The consolidated financial statements have been prepared on a historical cost basis, except for derivative financial instruments, contingent consideration and available-for-sale financial instruments that have been measured at fair value. Certain reclassifications of prior year amounts have been made to conform to the current year presentation in Note 16 "Income Taxes." Additionally, for the year ended December 31, 2014 , the amounts related to the amortization of debt issuance costs and loss on marketable securities have been reclassed from other items, net and are now stated separately in the consolidated statements of cash flows. These reclassifications had no effect on cash provided by operating activities or total cash flows. On November 20, 2015, we acquired MO BIO Laboratories, located in Carlsbad, California. On December 16, 2014 we acquired Enzymatics, located in Beverly, Massachusetts and on April 3, 2014, we acquired BIOBASE, located in Wolfenbüttel, Germany. On August 22, 2013 we acquired CLC bio located in Aarhus, Denmark and on April 29, 2013, we acquired Ingenuity Systems, Inc. (Ingenuity), located in Redwood City, California. Accordingly, at the acquisition dates, all of the assets acquired and liabilities assumed were recorded at their respective fair values and our consolidated results of operations include the operating results from the acquired companies from the acquisition dates. |
Effects of New Accounting Prono
Effects of New Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Effects of New Accounting Pronouncements | Effects of New Accounting Pronouncements Adoption of New Accounting Standards In April 2014, the FASB issued Accounting Standards Update No. 2014-08 (ASU 2014-08), Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity , which raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The ASU is aimed at reducing the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major impact on an entity's operations and financial results. For public entities, the amendments are effective on a prospective basis for all disposals of components of an entity and all businesses that, on acquisition, are classified as held for sale that occur within annual periods beginning on or after December 15, 2014 and interim period within those years. ASU 2014-08 became effective for us in the period beginning January 1, 2015 and its adoption did not have an effect on our financial position, results of operations or cash flows. New Accounting Standards Not Yet Adopted In January 2016, the FASB issued Accounting Standards Update No. 2016-01 (ASU 2016-01), Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The new guidance is intended to improve the recognition and measurement of financial instruments. The new guidance makes targeted improvements to existing U.S. GAAP by: • Requiring equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; • Requiring public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; • Requiring separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (i.e., securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements; • Eliminating the requirement to disclose the fair value of financial instruments measured at amortized cost for organizations that are not public business entities; • Eliminating the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; and • Requiring a reporting organization to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk (also referred to as “own credit”) when the organization has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The amendments are effective for our financial statements beginning in the first quarter of 2018. We are currently evaluating the impact of ASU 2016-01 on our consolidated financial statements. In November 2015, the FASB issued Accounting Standard Update No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes , which changes how deferred taxes are classified on organizations’ balance sheets. The ASU eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. The amendments are effective for our financial statements and we will adopt beginning in the first quarter of 2017. As of December 31, 2015, we have current deferred tax assets of $33.1 million and current deferred tax liabilities of $2.5 million . We do not expect the adoption to have a material impact on our consolidated financial statements. In September 2015, the FASB issued Accounting Standards Update No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . To simplify the accounting for adjustments made to provisional amounts recognized in a business combination, the amendments eliminate the requirement to retrospectively account for those adjustments. The amendments require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments are effective for our financial statements beginning in the first quarter of 2016. We do not expect the adoption to have a material impact on our consolidated financial statements. In July 2015, the FASB issued Accounting Standards Update No. 2015-11 (ASU 2015-11), Inventory: (Topic 330): Simplifying the Measurement of Inventory requiring in scope inventory, including inventory measured using first-in, first out (FIFO) or average cost, to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 is effective for us beginning in the first quarter of 2017. We are currently evaluating the impact of ASU 2015-11 on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-05 (ASU 2015-05), Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . This amendment provides guidance to help entities determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. ASU 2015-05 is effective for our financial statements beginning in the first quarter of 2016. We do not expect the adoption to have a material impact on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-03 (ASU 2015-03) Interest: Imputation of Interest (Subtopic 835-30) requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. ASU 2015-03 does not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. The FASB has issued Accounting Standards Update No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting. This ASU adds SEC paragraphs pursuant to the SEC Staff Announcement at the June 18, 2015, Emerging Issues Task Force meeting about the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. ASU 2015-03 will be effective for us beginning in the first quarter of 2016 and shall be applied on a retrospective basis wherein the balance sheet of each individual period presented shall be adjusted to reflect the period-specific effects of applying the new guidance. As of December 31, 2015, we have deferred debt issuance costs of $0.7 million and $12.2 million recorded in other current and other long-term assets, respectively. We do not expect the adoption to have a material impact on our consolidated financial statements. In February 2015, the FASB issued Accounting Standards Update No. 2015-02 (ASU 2015-02) Consolidation (Topic 810): Amendments to the Consolidation Analysis. The new standard modifies current guidance on consolidation under the variable interest model and the voting model. ASU 2015-02 will be effective for us beginning in the first quarter of 2016. We are currently evaluating the impact of ASU 2015-02 on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 (ASU 2014-09), Revenue from Contracts with Customers: (Topic 606) which affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This ASU will supersede the revenue recognition requirements in Topic 605, Revenue Recognition , and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts . In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of Topic 360, Property, Plant, and Equipment , and intangible assets within the scope of Topic 350, Intangibles-Goodwill and Other ) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. An entity should apply the amendments in this ASU either retrospectively to each prior reporting period presented and the entity may elect certain practical expedients; or, retrospectively with the cumulative effect of initially applying this ASU recognized at the date of initial application. In August 2015, the FASB issued Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers: (Topic 606): Deferral of the Effective Date which defers the effective date of ASU 2014-09 to interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted only as of interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact its adoption would have on our financial position, results of operations or cash flows. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Critical Accounting Estimates | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Critical Accounting Estimates | Summary of Significant Accounting Policies and Critical Accounting Estimates Principles of Consolidation The consolidated financial statements include the accounts of QIAGEN N.V. and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Investments in either common stock or in-substance common stock of companies where we exercise significant influence over the operations but do not have control, and where we are not the primary beneficiary, are accounted for using the equity method. All other investments are accounted for under the cost method. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the Company, we record the fair value of the noncontrolling interests at the acquisition date and classify the amounts attributable to noncontrolling interests separately in equity in the consolidated financial statements. Any subsequent changes in the Company's ownership interest while the Company retains its controlling financial interest in its subsidiary are accounted for as equity transactions. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingencies at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Concentrations of Risk We buy materials for products from many suppliers, and are not dependent on any one supplier or group of suppliers for the business as a whole. However, key components of certain products, including certain instrumentation components and chemicals, are available only from a single source. If supplies from these vendors were delayed or interrupted for any reason, we may not be able to obtain these materials timely or in sufficient quantities in order to produce certain products and sales levels could be negatively affected. Additionally, our customers include researchers at pharmaceutical and biotechnology companies, academic institutions, and government and private laboratories. Fluctuations in the research and development budgets of these researchers and their organizations for applications in which our products are used could have a significant effect on the demand for our products. The financial instruments used in managing our foreign currency, equity and interest rate exposures have an element of risk in that the counterparties may be unable to meet the terms of the agreements. We attempt to minimize this risk by limiting the counterparties to a diverse group of highly-rated international financial institutions. The carrying values of our financial instruments incorporate the non-performance risk by using market pricing for credit risk. However, we have no reason to believe that any counterparties will default on their obligations and therefore do not expect to record any losses as a result of counterparty default. In order to minimize our exposure with any single counterparty, we have entered into master agreements which allow us to manage the exposure with the respective counterparty on a net basis. Other financial instruments that potentially subject us to concentrations of credit risk are cash and cash equivalents, short-term investments, and accounts receivable. We attempt to minimize the risks related to cash and cash equivalents and short-term investments by dealing with highly-rated financial institutions and investing in a broad and diverse range of financial instruments. We have established guidelines related to credit quality and maturities of investments intended to maintain safety and liquidity. Concentration of credit risk with respect to accounts receivable is limited due to a large and diverse customer base, which is dispersed over different geographic areas. Allowances are maintained for potential credit losses and such losses have historically been within expected ranges. Foreign Currency Translation Our reporting currency is the U.S. dollar and our subsidiaries’ functional currencies are generally the local currency of the respective countries in which they are headquartered. All amounts in the financial statements of entities whose functional currency is not the U.S. dollar are translated into U.S. dollar equivalents at exchange rates as follows: (1) assets and liabilities at period-end rates, (2) income statement accounts at average exchange rates for the period, and (3) components of equity at historical rates. Translation gains or losses are recorded in equity, and transaction gains and losses are reflected in net income as a component of other income (expense), net. Realized gains or losses on the value of derivative contracts entered into to hedge the exchange rate exposure of receivables and payables are also included in net income as a component of other income (expense), net. The net (loss) gain on foreign currency transactions in 2015 , 2014 and 2013 was $(0.5) million , $1.9 million , and $5.6 million , respectively, and is included in other income (expense), net. The exchange rates of key currencies were as follows: Closing rate at December 31, Annual average rate (US$ equivalent for one) 2015 2014 2015 2014 2013 Euro (EUR) 1.0887 1.2141 1.1100 1.3287 1.3281 Pound Sterling (GBP) 1.4833 1.5587 1.5286 1.6474 1.5642 Swiss Franc (CHF) 1.0048 1.0097 1.0406 1.0938 1.0791 Australian Dollar (AUD) 0.7308 0.8187 0.7522 0.9025 0.9683 Canadian Dollar (CAD) 0.7202 0.8633 0.7836 0.9059 0.9710 Japanese Yen (JPY) 0.0083 0.0084 0.0083 0.0095 0.0103 Chinese Yuan (CNY) 0.1542 0.1611 0.1592 0.1623 0.1626 Segment Information We determined that we operate as one operating segment in accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 280, Segment Reporting . Our chief operating decision maker (CODM) makes decisions based on the Company as a whole. In addition, we have a common basis of organization and types of products and services which derive revenues and consistent product margins. Accordingly, we operate and make decisions as one reporting unit. Revenue Recognition Our revenues are reported net of sales and value added taxes, discounts and sales allowances, and are derived primarily from the sale of consumable and instrumentation products, and to a much lesser extent, from the sale of services, intellectual property and technology. We recognize revenue when four basic criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. Consumable and Related Products: In the last three years, revenue from consumable product sales has accounted for approximately 79% - 83% of our net sales and is generally recognized upon transfer of title consistent with the shipping terms. We maintain a small amount, on average less than $3.0 million in total, of consignment inventory at certain customer locations. Revenues for the consumable products which are consigned in this manner are recognized upon consumption. We generally allow returns of consumable products if the product is returned in a timely manner and in good condition. Allowances for returns are provided for based upon the historical pattern of returns and management’s evaluation of specific factors that impact the risk of returns. Revenues from related products include software-as-a-service (SaaS), license fees, intellectual property and patent sales, royalties and milestone payments and over the last three years has accounted for approximately 4% - 8% of our net sales. Revenue from SaaS arrangements has increased following our 2013 acquisition of Ingenuity discussed in Note 5, and is recognized ratably over the duration of the agreement unless the terms of the agreement indicate that revenue should be recognized in a different pattern, for example based on usage. License fees from research collaborations include payments for technology transfer and access rights. Non-refundable, up-front payments received in connection with collaborative research and development agreements are generally deferred and recognized on a straight-line basis over the contract period during which there is any continuing obligation. Revenue from intellectual property and patent sales is recognized when earned, either at the time of sale, or over the contract period when licensed. Payments for milestones, generally based on the achievement of substantive and at-risk performance criteria, are recognized in full at such time as the specified milestone has been achieved according to the terms of the agreement. Royalties from licensees are based on reported sales of licensed products and revenues are calculated based on contract terms when reported sales are reliably measurable, fees are fixed or determinable and collectability is reasonably assured. Instrumentation: Revenue from instrumentation includes the instrumentation equipment, installation, training and other instrumentation services, such as extended warranty services or product maintenance contracts and over the last three years has accounted for approximately 12% - 13% of net sales. Revenue from instrumentation equipment is recognized when title passes to the customer, upon either shipment or written customer acceptance after satisfying any installation and training requirements. We offer our customers access to our instrumentation via reagent rental agreements which place instrumentation with customers without requiring them to purchase the equipment. Instead, we recover the cost of providing the instrumentation in the amount charged for consumable products. The instruments placed with customers under a reagent rental agreement are depreciated and charged to cost of sales on a straight-line basis over the estimated life of the instrument, typically 3 to 5 years. The costs to maintain these instruments in the field are charged to cost of sales as incurred. Revenue from these reagent rental agreements is allocated to the elements within the arrangement (the lease, the sale of consumables and/or services) in accordance with ASC 605-25, Revenue Recognition—Multiple-Element Arrangements and recognized for each unit of accounting as appropriate. We have contracts with multiple elements which include instrumentation equipment, either leased under a reagent rental agreement or sold directly, together with other elements such as installation, training, extended warranty services or product maintenance contracts or consumable products. These contracts are accounted for under ASC 605-25, Revenue Recognition—Multiple-Element Arrangements. Multiple-element arrangements are assessed to determine whether there is more than one unit of accounting. In order for a deliverable to qualify as a separate unit of accounting, both of the following criteria must be met: • The delivered items have value to the client on a stand-alone basis; • If the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item or items is considered probable and substantially in the control of the Company. Arrangement consideration is allocated at the inception of the arrangement to all deliverables on the basis of their relative selling price. When applying the relative selling price method, the selling price for each deliverable is determined using (a) vendor-specific objective evidence (VSOE) of selling price, if it exists; or otherwise (b) third-party evidence of selling price. If neither VSOE nor third-party evidence of selling price exists for a deliverable, then the best estimated selling price for the deliverable is used. The arrangement consideration is allocated to the separate units of accounting based on each unit’s relative fair value. If these criteria are not met, deliverables included in an arrangement are accounted for as a single unit of accounting and revenues and costs are deferred until the period or periods in which the final deliverable is provided. Deliverables in our multiple-element arrangements include instrumentation equipment, installation, training, extended warranty services or product maintenance contracts or consumable products. We have evaluated the deliverables in our multiple-element arrangements and concluded that they are separate units of accounting because the delivered item or items have value to the customer on a standalone basis and for an arrangement that includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. Revenues from installation and training are recognized as services are completed, based on VSOE, which is determined by reference to the price customers pay when the services are sold separately. Revenues from extended warranty services or product maintenance contracts are recognized on a straight-line basis over the term of the contract, typically one year. VSOE of fair value of extended warranty services or product maintenance is determined based on the price charged for the maintenance and support when sold separately. Revenues from the instrumentation equipment and consumable products are recognized when the products are delivered and there are no further performance obligations. VSOE of fair value of instrumentation equipment and consumable products is determined based on the price charged for the instrument and consumables when sold separately. Certain of our reagent rental arrangements include termination provisions for breach of contract. However, these termination provisions would not impact recognized revenues. Our other arrangements do not include any provisions for cancellation or refunds. Warranty We provide warranties on our products against defects in materials and workmanship for a period of one year. A provision for estimated future warranty costs is recorded in cost of sales at the time product revenue is recognized. Product warranty obligations are included in accrued and other liabilities in the accompanying consolidated balance sheets. The changes in the carrying amount of warranty obligations are as follows: (in thousands) Total BALANCE AT DECEMBER 31, 2013 $ 4,936 Provision charged to cost of sales 2,766 Usage (3,504 ) Adjustments to previously provided warranties, net (695 ) Currency translation (224 ) BALANCE AT DECEMBER 31, 2014 $ 3,279 Provision charged to cost of sales 2,202 Usage (2,569 ) Adjustments to previously provided warranties, net (91 ) Currency translation (184 ) BALANCE AT DECEMBER 31, 2015 $ 2,637 Research and Development Research and product development costs are expensed as incurred. Research and development expenses consist primarily of salaries and related expenses, facility costs and amounts paid to contract research organizations, and laboratories for the provision of services and materials as well as costs for internal use or clinical trials. Government Grants We recognize government grants when there is reasonable assurance that all conditions will be complied with and the grant will be received. Our government grants generally represent subsidies for specified activities and are therefore recognized when earned as a reduction of the expenses recorded for the activity that the grants are intended to compensate. Thus, when the grant relates to research and development expense, the grant is recognized over the same period that the related costs are incurred. Otherwise, amounts received under government grants are recorded as liabilities in the balance sheet. When the grant relates to an asset, the nominal amount of the grant is deducted from the carrying amount of the asset and recognized over the same period that the related asset is depreciated. Borrowing Costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective assets (qualifying asset) when such borrowing costs are significant. All other borrowing costs are expensed in the period they occur. Shipping and Handling Income and Costs Shipping and handling costs charged to customers are recorded as revenue in the period that the related product sale revenue is recorded. Associated costs of shipping and handling are included in sales and marketing expenses. For the years ended December 31, 2015 , 2014 and 2013 , shipping and handling costs totaled $26.2 million , $26.8 million and $23.3 million , respectively. Advertising Costs The costs of advertising are expensed as incurred and are included as a component of sales and marketing expense. Advertising costs for the years ended December 31, 2015 , 2014 and 2013 were $7.2 million , $7.0 million and $7.6 million , respectively. General and Administrative, Restructuring, Integration and Other General and administrative expenses primarily represent the costs required to support administrative infrastructure. In addition, we incur indirect acquisition and business integration costs in connection with business combinations. These costs represent incremental costs that we believe would not have been incurred absent the business combinations. Major components of these costs include payroll and related costs for employees remaining with the Company on a transitional basis; public relations, advertising and media costs for re-branding of the combined organization; and, consulting and related fees incurred to integrate or restructure the acquired operations. Restructuring costs include personnel costs (principally termination benefits), facility closure and contract termination costs. Termination benefits are accounted for in accordance with FASB ASC Topic 712, Compensation - Nonretirement Postemployment Benefits, and are recorded when it is probable that employees will be entitled to benefits and the amounts can be reasonably estimated. Estimates of termination benefits are based on the frequency of past termination benefits, the similarity of benefits under the current plan and prior plans, and the existence of statutory required minimum benefits. Facility closure, some termination benefits and other costs are accounted for in accordance with FASB ASC Topic 420, Exit or Disposal Cost Obligations and are recorded when the liability is incurred. The specific restructuring measures and associated estimated costs are based on management's best business judgment under the existing circumstances at the time the estimates are made. If future events require changes to these estimates, such adjustments will be reflected in the period of the revised estimate. Income Taxes We account for income taxes under the liability method. Under this method, total income tax expense is the amount of income taxes expected to be payable for the current year plus the change from the beginning of the year for deferred income tax assets and liabilities established for the expected further tax consequences resulting from differences in the financial reporting and tax basis of assets and liabilities. Deferred tax assets and/or liabilities are determined by multiplying the differences between the financial reporting and tax reporting bases for assets and liabilities by the enacted tax rates expected to be in effect when such differences are recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Tax benefits are initially recognized in the financial statements when it is more likely than not that the position will be sustained upon examination by the tax authorities. Such tax positions are initially and subsequently measured as the largest amount of tax benefit that is greater than 50 percent likely of being realized upon settlement with the taxing authority using the cumulative probability method, assuming the tax authority has full knowledge of the position and all relevant facts. Our policy is to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties within the income tax provision. Derivative Instruments We enter into derivative financial instrument contracts to minimize the variability of cash flows or income statement impact associated with the anticipated transactions being hedged or to hedge fluctuating interest rates. As changes in foreign currency or interest rate impact the value of anticipated transactions, the fair value of the forward or swap contracts also changes, offsetting foreign currency or interest rate fluctuations. Derivative instruments are recorded on the balance sheet at fair value. Changes in fair value of derivatives are recorded in current earnings or other comprehensive income, depending on whether a derivative is designated as part of a hedge transaction. Share-Based Payments Compensation cost for all share-based payments is recorded based on the grant date fair value, less an estimate for pre-vesting forfeitures, recognized in expense over the service period. Stock Options: We utilize the Black-Scholes-Merton valuation model for estimating the fair value of our stock options granted. Option valuation models, including Black-Scholes-Merton, require the input of highly subjective assumptions, and changes in the assumptions used can materially affect the grant date fair value of an award. These assumptions include the risk-free rate of interest, expected dividend yield, expected volatility, expected life of the award and forfeiture rate. Risk-Free Interest Rate— This is the average U.S. Treasury rate (having a term that most closely resembles the expected life of the option) at the date the option was granted. Dividend Yield— We have never declared or paid dividends on our common stock and do not anticipate declaring or paying any dividends in the foreseeable future. Expected Volatility— Volatility is a measure of the amount by which a financial variable such as a share price has fluctuated (historical volatility) or is expected to fluctuate (expected volatility) during a period. We use a combination of the historical volatility of our stock price and the implied volatility of market-traded options of our stock to estimate the expected volatility assumption input to the Black-Scholes-Merton model. Our decision to use a combination of historical and implied volatility is based upon the availability of actively traded options of our stock and our assessment that such a combination is more representative of future expected stock price trends. Expected Life of the Option— This is the period of time that the options granted are expected to remain outstanding. We estimated the expected life by considering the historical exercise behavior. We use an even exercise methodology, which assumes that all vested, outstanding options are exercised uniformly over the balance of their contractual life. Forfeiture Rate— This is the estimated percentage of options granted that are expected to be forfeited or cancelled on an annual basis before becoming fully vested. We estimated the forfeiture rate based on historical forfeiture experience. Restricted Stock Units and Performance Stock Units: Restricted stock units and performance stock units represent rights to receive Common Shares at a future date. The fair market value of restricted and performance stock units is determined based on the number of stock units granted and the fair market value of our shares on the grant date. The fair market value at the time of the grant, less an estimate for pre-vesting forfeitures, is recognized in expense over the vesting period. Cash and Cash Equivalents Cash and cash equivalents consist of cash on deposit in banks and other cash invested temporarily in various instruments that are short-term and highly liquid, and having an original maturity of less than 90 days at the date of purchase. (in thousands) 2015 2014 Cash at bank and on hand $ 217,644 $ 260,830 Short-term bank deposits 72,367 131,837 Cash and Cash Equivalents $ 290,011 $ 392,667 Short-Term Investments Short-term investments are classified as “available for sale” and stated at fair value in the accompanying balance sheet. Interest income is accrued when earned and changes in fair market values are reflected as unrealized gains and losses, calculated on the specific identification method, as a component of accumulated other comprehensive income. The amortization of premiums and accretion of discounts to maturity arising from acquisition is included in interest income. A decline in fair value that is judged to be other-than-temporary is accounted for as a realized loss and the write-down is included in the consolidated statements of income. Realized gains and losses, determined on a specific identification basis, on the sale of short-term investments are included in income. Fair Value of Financial Instruments The carrying amount of cash and cash equivalents, notes receivable, accounts receivable, accounts payable and accrued liabilities approximate their fair values because of the short maturities of those instruments. The carrying value of our variable rate debt and capital leases approximates their fair values because of the short maturities and/or interest rates which are comparable to those available to us on similar terms. The fair values of the Cash Convertible Notes are based on an estimation using available over-the-counter market information. The fair values of the Private Placement Senior Notes totaling $400.0 million issued in October 2012 and further described in Note 15 were estimated using the changes in the U.S. Treasury rates. The fair values of the notes payable to QIAGEN Finance, further discussed in Note 15, were estimated by using available over-the-counter market information on the convertible bonds which were issued by QIAGEN Finance, the values of which correlate to the fair value of the loan arrangements we had with QIAGEN Finance which include the notes payable, the guarantee and the warrant agreement (further discussed in Note 10). Accounts Receivable Our accounts receivable are unsecured and we are at risk to the extent such amounts become uncollectible. We continually monitor accounts receivable balances, and provide for an allowance for doubtful accounts at the time collection becomes questionable based on payment history or age of the receivable. Amounts determined to be uncollectible are written off against the reserve. For the years ended December 31, 2015 , 2014 and 2013 , write-offs of accounts receivable totaled $2.0 million , $2.3 million and $1.5 million , respectively, while provisions for doubtful accounts which were charged to expense totaled $2.1 million , $1.4 million and $6.9 million , respectively. For all years presented, no single customer represented more than ten percent of accounts receivable or consolidated net sales. Inventories Inventories are stated at the lower of cost, determined on a first-in, first-out basis, or market and include material, capitalized labor and overhead costs. Inventories consisted of the following as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Raw materials $ 27,051 $ 24,781 Work in process 21,066 22,489 Finished goods 88,469 85,006 Total inventories, net $ 136,586 $ 132,276 Property, Plant and Equipment Property, plant and equipment, including equipment acquired under capital lease obligations, are stated at cost less accumulated amortization. Capitalized internal-use software costs include only those direct costs associated with the actual development or acquisition of computer software for internal use, including costs associated with the design, coding, installation and testing of the system. Costs associated with preliminary development, such as the evaluation and selection of alternatives, as well as training, maintenance and support are expensed as incurred. Costs for software to be sold, leased or otherwise marketed that are related to the conceptual formulation and design are expensed as incurred. Costs incurred to produce the product after technological feasibility is established are capitalized and amortized in accordance with the accounting standards for the costs of software to be sold, leased, or otherwise marketed. All other depreciation is computed using the straight-line method over the estimated useful lives of the assets ( 3 to 40 years). Amortization of leasehold improvements is computed on a straight-line basis over the lesser of the remaining life of the lease or the estimated useful life of the improvement asset. We have a policy of capitalizing expenditures that materially increase assets’ useful lives and charging ordinary maintenance and repairs to operations as incurred. When property or equipment is disposed of, the cost and related accumulated depreciation and amortization are removed from the accounts and any gain or loss is included in earnings. Acquired Intangibles and Goodwill Acquired intangibles with alternative future uses are carried at cost less accumulated amortization and consist of licenses to technology held by third parties and other acquired intangible assets. Amortization is computed over the estimated useful life of the underlying patents, which has historically ranged from one to twenty years. Purchased intangible assets acquired in business combinations, other than goodwill, are amortized over their estimated useful lives unless these lives are determined to be indefinite. Intangibles are assessed for recoverability considering the contract life and the period of time over which the intangible will contribute to future cash flow. The unamortized cost of intangible assets, where cash flows are independent and identifiable from other assets, is evaluated periodically and adjusted, if necessary, if events and circumstances indicate that a decline in value below the carrying amount has occurred. In 2015 , we recorded intangible asset impairment of $0.2 million related to the abandonment of certain projects. For the years ended December 31, 2014 and 2013 , we recorded intangible asset impairments of $8.7 million and $19.7 million , respectively, as discussed in Note 6. Amortization expense related to developed technology and patent and license rights which have been acquired in a business combination is included in cost of sales. Amortization of trademarks, customer base and non-compete agreements which have been acquired in a business combination is recorded in operating expense under the caption 'acquisition-related intangible amortization'. Amortization expenses of intangible assets not acquired in a business combination are recorded within either the cost of sales, research and development or sales and marketing line items based on the use of the asset. The estimated fair values of acquired in-process research and development projects which have not reached technological feasibility at the date of acquisition are capitalized and subsequently tested for impairment through completion of the development process, at which point the capitalized amounts are amortized over their estimated useful life. If a project is abandoned rather than completed, all capitalized amounts are written-off immediately. Goodwill represents the difference between the purchase price and the estimated fair value of the net assets acquired arising from business combinations. Goodwill is subject to impairment tests annually or earlier if indicators of potential impairment exist, using a fair-value-based approach. We have elected to perform our annual test for indications of impairment as of October 1 st of each year. Following the annual impairment tests for the years ended December 31, 2015 , 2014 and 2013 , goodwill has not been impaired. Investments We have investments in non-marketable securities issued by privately held companies. These investments are included in other long-term assets in the accompanying consolidated balance sheets and are accounted for using the equity or cost method of accounting. Investments are evaluated periodically, or when impairment indicators are noted, to determine if declines in value are other-than-temporary. In making that determination, we consider all available evidence relating to the realizable value of a security. This evidence includes, but is not limited to, the following: • adverse financial conditions of a specific issuer, segment, industry, region or other variab |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting Information, Additional Information [Abstract] | |
Segment Information | Segment Information Considering the acquisitions made during 2015 , we determined that we still operate as one business segment in accordance with FASB ASC Topic 280, Segment Reporting . As a result of our continued restructuring and streamlining of the growing organization, our chief operating decision maker (CODM) makes decisions with regards to business operations and resource allocation based on evaluations of QIAGEN as a whole. Accordingly, we operate as one business segment. Summarized product category and geographic information is shown in the tables below. Product Category Information Net sales for the product categories are attributed based on those revenues related to sample and assay products and similarly related revenues including bioinformatics solutions, and revenues derived from instrumentation sales. (in thousands) 2015 2014 2013 Net Sales Consumables and related revenues $ 1,114,580 $ 1,172,728 $ 1,140,203 Instrumentation 166,406 172,049 161,781 Total $ 1,280,986 $ 1,344,777 $ 1,301,984 Geographical Information Net sales are attributed to countries based on the location of the customer. QIAGEN operates manufacturing facilities in Germany, China, the United Kingdom, and the United States that supply products to customers as well as QIAGEN subsidiaries in other countries. The sales from these manufacturing operations to other countries are included in the Net Sales of the countries in which the manufacturing locations are based. The intersegment portions of such net sales are excluded to derive consolidated net sales. No single customer represents more than ten percent of consolidated net sales. Our country of domicile is the Netherlands, which reported net sales of $11.3 million , $13.7 million and $14.4 million for the years ended 2015 , 2014 and 2013 , respectively, and these amounts are included in the line item Europe, Middle East and Africa as shown in the table below. (in thousands) 2015 2014 2013 Net Sales Americas: United States $ 525,532 $ 543,877 $ 545,600 Other Americas 79,578 75,974 80,299 Total Americas 605,110 619,851 625,899 Europe, Middle East and Africa 409,955 451,092 416,334 Asia Pacific and Rest of World 265,921 273,834 259,751 Total $ 1,280,986 $ 1,344,777 $ 1,301,984 Long-lived assets include property, plant and equipment. The Netherlands, which is included in the balances for Europe, reported long-lived assets of $0.3 million and $1.0 million as of December 31, 2015 and 2014 , respectively. (in thousands) 2015 2014 Long-lived assets Americas: United States $ 148,748 $ 136,461 Other Americas 2,691 2,863 Total Americas 151,439 139,324 Germany 243,120 241,475 Other Europe 35,573 35,362 Asia Pacific and Rest of World 12,812 11,932 Total $ 442,944 $ 428,093 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisitions have been accounted for as business combinations, and the acquired companies’ results have been included in the accompanying consolidated statements of income from their respective dates of acquisition. Our acquisitions have historically been made at prices above the fair value of the acquired net assets, resulting in goodwill, due to expectations of synergies of combining the businesses. These synergies include use of our existing infrastructure, such as sales force, shared service centers, distribution channels and customer relations, to expand sales of the acquired businesses’ products; use of the infrastructure of the acquired businesses to cost-effectively expand sales of our products; and elimination of duplicative facilities, functions and staffing. 2015 Acquisitions During 2015, we completed three acquisitions, including the acquisition of MO BIO Laboratories Inc., a privately-held U.S. company, that is considered a leader in sample technologies for metagenomics and microbiome analysis. Purchase consideration for these acquisitions totaled $66.9 million in cash, net of cash acquired, and as of December 31, 2015 , the purchase price allocations are preliminary. Each of these acquisitions did not have a material impact to net sales, net income or earnings per share and therefore no pro forma information has been provided herein. Other Acquisition During 2011, we acquired a majority shareholding in QIAGEN Marseille S.A., formerly Ipsogen S.A. (Marseille), a publicly listed company founded and based in Marseille, France. During 2014, we acquired additional Marseille shares for a total of $0.3 million and held 90.27% of the Marseille shares as of December 31, 2014 . In February 2015, QIAGEN Marseille, a fully consolidated entity, agreed to the sale of all its assets and liabilities, with the exception of its intellectual property portfolio. In addition, we made a tender offer to acquire the remaining Marseille shares. Per the terms of the tender offer, $2.5 million is set aside as of December 31, 2015 in restricted cash for the remaining shares which were finally acquired early in 2016. During 2015 , we acquired additional Marseille shares for a total of $8.0 million and held 97.22% of the Marseille shares as of December 31, 2015 . 2014 Acquisition In December 2014, we acquired the enzyme solutions business of Enzymatics Inc. (Enzymatics), a U.S. company whose products are used in an estimated 80% of all next-generation sequencing (NGS) workflows. The comprehensive Enzymatics portfolio complements QIAGEN’s leading offering of universal NGS products, advancing our strategy to drive the adoption of NGS in clinical healthcare. The cash consideration totaled $114.2 million of which $5.8 million was retained in an escrow account as of December 31, 2015 to cover any claims for breach of any representations, warranties or indemnities. The acquisition of Enzymatics did not have a material business impact to net sales, net income or earnings per share, and therefore no pro forma financial information has been provided herein. The final purchase price allocation of Enzymatics did not differ from the preliminary estimates other than an increase of $2.1 million in fair value of contingent consideration, a $0.4 million increase of long-term deferred tax liability and an additional $0.1 million increase of other opening balance sheet adjustments. The corresponding impact for these adjustments was an increase to goodwill of $2.4 million . These changes to arrive at the final purchase price allocation were not material to the consolidated financial statements. The final purchase price allocation for Enzymatics was as follows: (in thousands) Enzymatics acquisition Purchase Price: Cash consideration $ 114,224 Fair value of contingent consideration 13,600 $ 127,824 Final Allocation: Cash and cash equivalents $ 1,178 Accounts receivable 2,813 Prepaid and other current assets 1,330 Fixed and other long-term assets 1,414 Accounts payable (3,090 ) Accruals and other current liabilities (1,940 ) Long term deferred tax liability (21,558 ) Developed technology, licenses and know-how 28,600 Tradenames 6,600 Customer relationships 22,300 Goodwill 90,177 $ 127,824 The weighted-average amortization period for the intangible assets is 11.1 years. The goodwill acquired is not deductible for tax purposes. Certain acquisitions may include contingent consideration which is recorded as part of the purchase consideration based on the acquisition date fair value. The total fair value of the contingent consideration for Enzymatics of $13.6 million was recorded as purchase price using a probability-weighted analysis of the future milestones using discount rates between 0.70% and 2.20% . Under the purchase agreement, we could be required to make additional contingent cash payments totaling $17.0 million through 2017. This is discussed further in Note 14, "Fair Value Measurements," where we assess and adjust the fair value of the contingent consideration liabilities, if necessary, until the settlement or expiration of the contingency occurs. Other 2014 Acquisitions During 2014, we completed other acquisitions which individually were not significant to the overall consolidated financial statements. The cash paid for these acquisitions, net of cash acquired, totaled $47.4 million . Each of these acquisitions individually did not have a material impact to net sales, net income or earnings per share and therefore no pro forma information has been provided herein. 2013 Acquisition On April 29, 2013 , we acquired 100% of the outstanding common shares of Ingenuity Systems, Inc. (Ingenuity), a leading provider of software solutions that efficiently and accurately analyze and interpret the biological meaning of genomic data. The cash consideration totaled $106.9 million . The acquisition of Ingenuity did not have a material impact to net sales, net income or earnings per share and therefore no pro forma information has been provided herein. The final purchase price allocation for Ingenuity was as follows: (in thousands) Ingenuity acquisition Purchase Price: Cash consideration $ 106,932 $ 106,932 Final Allocation: Cash and cash equivalents $ 4,449 Accounts receivable 2,018 Prepaid and other current assets 1,834 Current deferred tax asset 3,126 Fixed and other long-term assets 2,648 Long-term deferred tax asset 13,203 Accounts payable (2,662 ) Accruals and other current liabilities (14,558 ) Liabilities assumed (557 ) Developed technology, licenses and know-how 37,903 Tradenames 3,359 In-process research and development 2,069 Customer relationships 1,023 Goodwill 69,479 Deferred tax liability on fair value of identifiable intangible assets acquired (16,402 ) $ 106,932 The weighted-average amortization period for the intangible assets is 14.1 years. The goodwill acquired is not deductible for tax purposes. Since the acquisition date, the results of Ingenuity have been included in our consolidated results through December 31, 2013. Net sales totaled $14.7 million and net loss attributable to the owners of QIAGEN N.V. was $6.3 million for 2013. Acquisition-related costs for Ingenuity for 2013 amounted to $1.2 million . Other 2013 Acquisitions During 2013, we completed the acquisition of CLC bio, a privately-held company located in Aarhus, Denmark that has created the leading commercial data analysis solutions and workbenches for next-generation sequencing, used by top academic and pharmaceutical research as well as clinical institutions. Purchase consideration totaled $68.2 million in cash, net of cash acquired, and as of December 31, 2014, the purchase price allocation is final. The final purchase price allocation for CLC bio did not differ from the preliminary estimates. This acquisition was not significant to the overall consolidated financial statements. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring 2014 Restructuring During the fourth quarter of 2014, we recorded pretax charges of $37.1 million in restructuring charges in connection with the acquisition of Enzymatics discussed in Note 5 "Acquisitions" and from the implementation of headcount reductions and facility consolidations to further streamline operations and various measures as part of a commitment to continuous improvement and related to QIAGEN's new strategic focus on its five growth drivers. Of these charges, $26.4 million is recorded in cost of sales, $2.4 million is recorded in sales and marketing, and $8.3 million is recorded in general, administrative, integration and other. The pretax charge consists of $6.4 million for workforce reductions, $19.6 million for fixed asset abandonment charges, $8.7 million for intangible asset abandonment charges in line with strategic initiatives to keep our activities technologically and competitively current. Additionally, we incurred contract termination and consulting costs of $2.4 million . No additional costs were incurred in 2015. The following table summarizes the components of the 2014 restructuring costs. At December 31, 2015 , a restructuring accrual of $4.1 million was included in accrued and other liabilities. At December 31, 2014 , a restructuring accrual of $12.1 million was included in accrued and other liabilities and $2.6 million was included in other long term liabilities in the accompanying consolidated balance sheet. (in thousands) Personnel Related Facility Related Contract and Other Costs Total Balance at December 31, 2014 $ 6,341 $ 7,627 $ 652 $ 14,620 Payments (4,789 ) (4,199 ) (418 ) (9,406 ) Release of excess accrual (453 ) — (20 ) (473 ) Foreign currency translation adjustment (630 ) — — (630 ) Balance at December 31, 2015 $ 469 $ 3,428 $ 214 $ 4,111 2011 Restructuring Late in 2011, we began a project to enhance productivity by streamlining the organization and reallocating resources to strategic initiatives to help drive growth and innovation, strengthen our industry leadership position and improve longer-term profitability. This project eliminated organizational layers and overlapping structures, actions to enhance our processes, speed and productivity. The last group of initiatives included actions to focus research and development activities on higher-growth areas in all customer classes, concentrate operations at fewer sites, and realign sales and regional marketing teams in the U.S. and Europe to better address customer needs in a more streamlined manner across the continuum from basic research to translational medicine and clinical diagnostics. Restructuring charges were recorded in 2013 as part of this transformational project. The following table summarizes the cash components of the restructuring costs. At December 31, 2015 , no restructuring accrual remained for this program. At December 31, 2014 , a restructuring accrual of $0.7 million was included in accrued and other liabilities in the accompanying consolidated balance sheets. (in thousands) Personnel Related Facility Related Contract and Other Costs Total Balance at December 31, 2013 $ 9,782 $ 313 $ 511 $ 10,606 Payments (8,071 ) (313 ) (511 ) (8,895 ) Release of excess accrual (775 ) — — (775 ) Foreign currency translation adjustment (210 ) — — (210 ) Balance at December 31, 2014 $ 726 $ — $ — $ 726 Payments (381 ) — — (381 ) Release of excess accrual (340 ) — — (340 ) Foreign currency translation adjustment (5 ) — — (5 ) Balance at December 31, 2015 $ — $ — $ — $ — The costs in the above table do not include consulting costs associated with third-party service providers that assisted with execution of the restructuring. We accrue for consulting costs as the services are provided. Since 2011, we have incurred cumulative restructuring costs totaling $234.6 million which include $56.4 million for personnel related costs, $97.7 million of impairments, and $80.5 million of contract, consulting and other related costs. Of the $234.6 million cumulative restructuring costs since 2011, $188.5 million were recorded in general and administrative, restructuring, integration and other and $46.1 million were recorded in cost of sales. We did not record additional restructuring charges in 2015 or 2014 related to this program. |
Short-Term Investments
Short-Term Investments | 12 Months Ended |
Dec. 31, 2015 | |
Short-term Investments [Abstract] | |
Short-Term Investments | Short-Term Investments At December 31, 2015 and 2014 , we had $127.1 million and $180.2 million , respectively, of loan receivables and commercial paper due from financial institutions. These loan receivables and commercial paper are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are carried at fair market value, which is equal to the cost. At December 31, 2015 , these loans consist of $94.4 million and €30.0 million ( $32.7 million as of December 31, 2015 ) which mature at various dates through December 2018. All instruments that have an original tenor of more than 12 months include redemption rights on at least a quarterly basis. Interest income is determined using the effective interest rate method. These loans are classified as current assets in the accompanying consolidated balance sheets since we may redeem the loans at our discretion. At December 31, 2015 and 2014 , we also had €3.4 million ( $3.7 million ) and €3.2 million ( $3.9 million ), respectively in term deposits with final maturities in August 2017 . The deposits can be withdrawn at the end of each quarter without penalty and are therefore classified as current assets in the accompanying consolidated balance sheets. For the year ended December 31, 2015 and 2014 , proceeds from sales of short term investments totaled $367.7 million and $275.8 million , respectively. During the years ended December 31, 2015 and 2014 , realized losses totaled $6.0 million and $3.9 million , respectively. There were no realized gains or losses during 2013 . |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2015 | |
Prepaid Expense and Other Assets [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets are summarized as follows as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Prepaid expenses $ 38,986 $ 40,359 Value added tax 15,219 13,332 Other receivables 9,876 10,778 Fair value of derivative instruments 3,758 46,802 Amounts held in escrow in connection with acquisitions 2,500 2,500 $ 70,339 $ 113,771 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, including equipment acquired under capital lease obligations, are summarized as follows as of December 31, 2015 and 2014 : (in thousands) Estimated useful life (in years) 2015 2014 Land — $ 15,452 $ 15,653 Buildings and improvements 5-40 302,068 300,131 Machinery and equipment 3-10 253,556 244,906 Computer software 3-7 125,396 102,835 Furniture and office equipment 3-10 92,281 86,556 Construction in progress — 63,825 70,575 852,578 820,656 Less: Accumulated depreciation and amortization (409,634 ) (392,563 ) Property, plant and equipment, net $ 442,944 $ 428,093 Amortization of assets acquired under capital lease obligations is included within accumulated depreciation and amortization above for the years ended December 31, 2015 and 2014 , respectively. For the years ended December 31, 2015 , 2014 and 2013 depreciation and amortization expense totaled $59.5 million , $67.9 million and $72.5 million , respectively. For the years ended December 31, 2015 , 2014 and 2013 amortization related to computer software to be sold, leased or marketed totaled $5.1 million , $6.2 million and $4.8 million , respectively. In 2015 , we recorded asset impairment charges of $3.1 million , of which $1.0 million related to computer software to be sold, leased or marketed related to the abandonment of certain projects following the acquisition of MO BIO. In connection with the restructuring discussed more fully in Note 6, impairment charges of $19.6 million , of which $8.8 million related to computer software to be sold, leased or marketed, and $16.2 million were recorded related to discontinued projects in the years ended December 31, 2014 and 2013 , respectively. Repairs and maintenance expense was $15.4 million , $15.9 million and $14.0 million in 2015 , 2014 and 2013 , respectively. For the year ended December 31, 2015 and 2014 , construction in progress primarily includes amounts related to ongoing software development projects. For the years ended December 31, 2015 , 2014 and 2013 , interest capitalized in connection with construction projects was not significant. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2015 | |
Investments [Abstract] | |
Investments | Investments We have made strategic investments in certain companies that are accounted for using the equity or cost method of accounting. The method of accounting for an investment depends on the level of influence. We monitor changes in circumstances that may require a reassessment of the level of influence. We periodically review the carrying value of these investments for impairment, considering factors such as the most recent stock transactions and book values from the recent financial statements. The fair value of cost and equity-method investments is estimated when there are identified events or changes in circumstances that may have an impact on the fair value of the investment. A summary of these equity method investments, which are included in other long-term assets in the consolidated balance sheets, is as follows: Equity investments as of December 31, Share of income (loss) for the years ended December 31, ($ in thousands) Ownership Percentage 2015 2014 2015 2014 2013 PreAnalytiX GmbH 50.00 % $ 10,627 $ 18,954 $ 1,878 $ 3,557 $ 2,044 Biotype Innovation GmbH 24.90 % 3,775 — (595 ) — — Pyrobett 19.00 % 2,111 2,711 (600 ) (539 ) (265 ) QIAGEN (Suzhou) Institute of Translation Research Co., Ltd. 30.00 % 203 216 (107 ) (409 ) (112 ) QIAGEN Finance 100.00 % — 414 85 147 93 QBM Cell Science 19.50 % — 398 — (2 ) (6 ) Dx Assays Pte Ltd 33.30 % — — — 710 — $ 16,716 $ 22,693 $ 661 $ 3,464 $ 1,754 We had a 100% interest in QIAGEN Finance (Luxembourg) S.A. (QIAGEN Finance) which was established for the purpose of issuing convertible debt in 2004 . The proceeds of the 2004 Notes were loaned to subsidiaries within the consolidated QIAGEN N.V. group. QIAGEN N.V. had guaranteed the 2004 Notes, and had agreements with QIAGEN Finance to issue common shares to the investors in the event of conversion of the 2004 Notes. QIAGEN Finance was a variable interest entity. We did not hold any variable interests in QIAGEN Finance, and we were not the primary beneficiary, therefore QIAGEN Finance was not consolidated. Accordingly, the 2004 convertible debt was not included in the consolidated statements of QIAGEN N.V., though QIAGEN N.V. did report the full obligation of the debt through its liabilities to QIAGEN Finance. QIAGEN N.V. accounted for its investment in QIAGEN Finance as an equity investment until the first quarter of 2015 and accordingly recorded 100% of the profit or loss of QIAGEN Finance in the gain or loss from equity method investees. During the first quarter of 2015, we repaid the $250.9 million loan to QIAGEN Finance and repurchased the warrant agreement with QIAGEN Finance. At December 31, 2015 and 2014 , we had a total of cost-method investments in non-publicly traded companies with carrying amounts of $17.2 million and $18.6 million , respectively, which are included in other long-term assets in the consolidated balance sheets. The fair-value of these cost-method investments are not estimated unless there are identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment. During the years ended December 31, 2015 , and 2014 , we made cost-method investments totaling $4.4 million , and $9.4 million , respectively. In 2015 , we recorded impairments to cost method investments of $2.2 million in other income (expense), net. In 2014 , we recorded total impairments to a cost method investment of $6.0 million , of which $4.8 million was recorded in other income (expense), net and $1.2 million was recorded in research and development expense. In the first quarter of 2016 we entered into a short-term agreement with one of the cost-method investees where they may receive up to $0.6 million . During 2015, our former cost-method investment in Curetis AG was reclassified as a long-term marketable security upon the completed IPO of its Dutch holding company, Curetis N.V. At December 31, 2015 , we held 320,712 shares with a fair market value of $3.5 million and a cost of $2.3 million . We are restricted from selling our shares until May 2016. Long-term marketable securities are included in other long-term assets in the accompanying consolidated balance sheets. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following sets forth the intangible assets by major asset class as of December 31, 2015 and 2014 : 2015 2014 (in thousands) Weighted Average Life (in years) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Amortized Intangible Assets: Patent and license rights 10.57 $ 338,175 $ (205,880 ) $ 312,224 $ (185,132 ) Developed technology 10.41 693,294 (409,374 ) 708,509 (361,825 ) Customer base, trademarks, and non-compete agreements 10.52 432,036 (211,830 ) 423,685 (179,316 ) 10.48 $ 1,463,505 $ (827,084 ) $ 1,444,418 $ (726,273 ) Unamortized Intangible Assets: In-process research and development $ — $ 8,769 Goodwill 1,875,698 1,887,963 $ 1,875,698 $ 1,896,732 The changes in intangible assets for the years ended December 31, 2015 and 2014 are as follows: (in thousands) Intangibles Goodwill BALANCE AT DECEMBER 31, 2013 $ 790,405 $ 1,855,691 Additions 9,677 — Acquisitions 103,130 99,846 Amortization (132,890 ) — Impairment losses (8,711 ) — Foreign currency translation adjustments (34,697 ) (67,574 ) BALANCE AT DECEMBER 31, 2014 $ 726,914 $ 1,887,963 Additions 45,575 — Purchase adjustments (8,200 ) 1,656 Acquisitions 31,412 37,084 Amortization (131,953 ) — Impairment losses (205 ) — Foreign currency translation adjustments (27,122 ) (51,005 ) BALANCE AT DECEMBER 31, 2015 $ 636,421 $ 1,875,698 Amortization expense on intangible assets totaled approximately $132.0 million , $ 132.9 million and $ 126.9 million , respectively, for the years ended December 31, 2015 , 2014 and 2013 . In 2015 , we recorded intangible asset impairment of $0.2 million related to the abandonment of certain projects. In connection with the restructuring discussed more fully in Note 6, impairment charges of $8.7 million and $19.7 million related to discontinued projects were recorded in the years ended December 31, 2014 and 2013 , respectively. Cash paid for purchases of intangible assets during the years ended December 31, 2015 and 2014 totaled $19.7 million and $10.4 million of which $6.4 million and $0.7 million , respectively, were not yet in service and are included in other long-term assets in the consolidated balance sheet. Intangible asset additions of $45.6 million includes $13.3 million of cash paid during the year ended December 31, 2015 , together with $12.1 million of additions which were previously recorded as prepayments, $10.0 million of additions which were previously included in other long-term assets, $5.9 million of non-cash additions and $4.4 million of additions which were accrued as of December 31, 2015 . The changes in the carrying amount of goodwill during the years ended December 31, 2015 and 2014 resulted primarily from changes in foreign currency translation together with acquired goodwill from 2015 acquisitions and adjustments made in connection with 2014 purchase price allocation for the acquisition of Enzymatics discussed in Note 5. Accumulated goodwill impairment totaled $1.6 million as of December 31, 2015 and 2014 . The estimated fair values of acquired in-process research and development projects which have not reached technological feasibility at the date of acquisition are capitalized and subsequently tested for impairment through completion of the development process, at which point the capitalized amounts are amortized over their estimated useful life. If a project is abandoned rather than completed, all capitalized amounts are written-off immediately. During 2015, two development projects were completed and $8.8 million of in-process research and development costs were reclassified into developed technology. Amortization of intangibles for the next five years is expected to be approximately: (in thousands) Amortization Years ended December 31: 2016 $ 132,640 2017 $ 114,512 2018 $ 92,591 2019 $ 74,479 2020 $ 50,069 |
Accrued and Other Liabilities
Accrued and Other Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities, Current [Abstract] | |
Accrued and Other Liabilities | Accrued and Other Liabilities Accrued and other liabilities at December 31, 2015 and 2014 consist of the following: (in thousands) 2015 2014 Accrued expenses $ 55,928 $ 79,120 Payroll and related accruals 52,036 54,768 Deferred revenue 49,812 49,190 Accrued royalties 13,786 13,855 Cash collateral 7,826 — Accrued contingent consideration and milestone payments 6,995 7,477 Accrued interest on long-term debt 4,239 8,121 Current portion of capital lease obligations 922 1,125 Fair value of derivative instruments 525 10,547 Total accrued and other liabilities $ 192,069 $ 224,203 |
Derivatives and Hedging
Derivatives and Hedging | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Derivatives and Hedging In the ordinary course of business, we use derivative instruments, including swaps, forwards and/or options, to manage potential losses from foreign currency exposures and interest bearing assets or liabilities. The principal objective of such derivative instruments is to minimize the risks and/or costs associated with our global financial and operating activities. We do not utilize derivative or other financial instruments for trading or other speculative purposes. We recognize all derivatives as either assets or liabilities on the balance sheet on a gross basis, measure those instruments at fair value and recognize the change in fair value in earnings in the period of change, unless the derivative qualifies as an effective hedge that offsets certain exposures. We do not offset any amounts under any master netting arrangements. During 2015 , we have agreed with almost all of our counterparties with whom we enter into cross-currency swaps, interest rate swaps or foreign exchange contracts, to enter into bilateral collateralization contracts under which we receive or provide cash collateral, as the case may be, for the net position with each of these counterparties . As of December 31, 2015 , we had a net liability position of $7.8 million recorded in accrued and other liabilities in the accompanying balance sheet, and we did not post any collateral to any of our counterparties. We do not offset the fair value of derivative instruments with cash collateral held or received from the same counterparty under a master netting arrangement. During 2015 , we held derivative instruments that are designated and qualify as cash flow hedges where the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income (loss) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. In 2015 , we did not record any hedge ineffectiveness related to any cash-flow hedges in earnings. Based on their valuation as of December 31, 2015 , we expect that no significant amount of derivative gains included in accumulated other comprehensive income will be reclassified into income during the next 12 months. The cash flows derived from derivatives are classified in the consolidated statements of cash flows in the same category as the consolidated balance sheet account of the underlying item. As of December 31, 2014 , all derivatives that qualify for hedge accounting are fair value hedges. For derivative instruments that are designated and qualify as a fair value hedge, the effective portion of the gain or loss on the derivative is reflected in earnings. This earnings effect is offset by the change in the fair value of the hedged item attributable to the risk being hedged that is also recorded in earnings. In 2015 and 2014 , there is no ineffectiveness. The cash flows derived from derivatives are classified in the consolidated statements of cash flows in the same category as the condensed consolidated balance sheet account of the underlying item. Interest Rate Derivatives We use interest rate derivative contracts to align our portfolio of interest bearing assets and liabilities with our risk management objectives. We have entered into interest rate swaps in which we have agreed to exchange, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount. During 2015 , we entered into five cross currency interest rate swaps through 2025 for a total notional amount of €180.0 million which qualify for hedge accounting as cash flow hedges. We determined that no ineffectiveness exists related to these swaps. As of December 31, 2015 , the €180.0 million notional swap amount had an aggregate fair value of $6.9 million , which is recorded in other long-term assets in the accompanying balance sheet. During 2014 , we entered into interest rate swaps, which effectively fixed the fair value of $200.0 million of our fixed rate private placement debt and qualify for hedge accounting as fair value hedges. We determined that no ineffectiveness exists related to these swaps. As of December 31, 2015 and 2014 , the $200.0 million notional swap amount had an aggregate fair value of $5.8 million and $3.3 million , respectively, which is recorded in other long-term assets in the accompanying balance sheet. Call Options We entered into Call Options during 2014 which, along with the sale of the Warrants, represent the Call Spread Overlay entered into in connection with the Cash Convertible Notes and which are more fully described in Note 15. We used $105.2 million of the proceeds from the issuance of the Cash Convertible Notes to pay the premium for the Call Options, and simultaneously received $68.9 million (net of issuance costs) from the sale of the Warrants, for a net cash outlay of $36.3 million for the Call Spread Overlay. The Call Options are intended to address the equity price risk inherent in the cash conversion feature by offsetting cash payments in excess of the principal amount due upon any conversion of the Cash Convertible Notes. Aside from the initial payment of a premium of $105.2 million for the Call Options, we will not be required to make any cash payments under the Call Options. We will, however, be entitled to receive under the terms of the Call Options an amount of cash generally equal to the amount by which the market price per share of our common stock exceeds the exercise price of the Call Options during the relevant valuation period. The exercise price under the Call Options is equal to the conversion price of the Cash Convertible Notes. The Call Options, for which our common stock is the underlying security, are a derivative asset that requires mark-to-market accounting treatment due to the cash settlement features until the Call Options settle or expire. The Call Options are measured and reported at fair value on a recurring basis, within Level 2 of the fair value hierarchy. For further discussion of the inputs used to determine the fair value of the Call Options, refer to Note 14. The fair value of the Call Options at December 31, 2015 and 2014 was approximately $169.0 million and $147.7 million , respectively which is recorded in other long-term assets in the accompanying balance sheet. The Call Options do not qualify for hedge accounting treatment. Therefore, the change in fair value of these instruments is recognized immediately in our consolidated statements of income in other (expense) income, net. For the years ended December 31, 2015 and 2014 , the change in the fair value of the Call Options resulted in gains of $21.3 million and $42.5 million , respectively. Because the terms of the Call Options are substantially similar to those of the Cash Convertible Notes' embedded cash conversion option, discussed below, we expect the effect on earnings from those two derivative instruments to mostly offset each other. Cash Convertible Notes Embedded Cash Conversion Option The embedded cash conversion option within the Cash Convertible Notes is required to be separated from the Cash Convertible Notes and accounted for separately as a derivative liability, with changes in fair value reported in our consolidated statements of income in other (expense) income, net until the cash conversion option settles or expires. For further discussion of the Cash Convertible Notes, refer to Note 15. The initial fair value liability of the embedded cash conversion option was $105.2 million , which simultaneously reduced the carrying value of the Cash Convertible Notes (effectively an original issuance discount). The embedded cash conversion option is measured and reported at fair value on a recurring basis, within Level 2 of the fair value hierarchy. For further discussion of the inputs used to determine the fair value of the embedded cash conversion option, refer to Note 14. The fair value of the embedded cash conversion option at December 31, 2015 and 2014 was approximately $171.0 million and $149.5 million which is recorded in other long-term liabilities in the accompanying balance sheet. For the years ended December 31, 2015 and 2014 the change in the fair value of the embedded cash conversion option resulted in losses of $21.5 million and $44.3 million , respectively. Foreign Currency Derivatives As a globally active enterprise, we are subject to risks associated with fluctuations in foreign currencies in our ordinary operations. This includes foreign currency-denominated receivables, payables, debt, and other balance sheet positions including intercompany items. We manage balance sheet exposure on a group-wide basis using foreign exchange forward contracts, foreign exchange options and cross-currency swaps. Undesignated Derivative Instruments We are party to various foreign exchange forward, option and swap arrangements which had, at December 31, 2015 , an aggregate notional value of $264.2 million and fair value of $1.4 million included in prepaid and other assets and $0.5 million included in accrued and other liabilities, respectively, which expire at various dates through March 2016. We were party to various foreign exchange forward and swap arrangements which had, at December 31, 2014 , an aggregate notional value of $1.3 billion and fair values of $46.8 million included in prepaid and other assets and $10.5 million included in accrued and other liabilities, respectively, which expired at various dates through December 2015. The transactions have been entered into to offset the effects from short-term balance sheet exposure to foreign currency exchange risk. Changes in the fair value of these arrangements have been recognized in other (expense) income, net. Fair Values of Derivative Instruments The following table summarizes the fair value amounts of derivative instruments reported in the consolidated balance sheets as of December 31, 2015 and 2014 : Derivatives in Asset Positions Fair value Derivatives in Liability Positions Fair value (in thousands) 2015 2014 2015 2014 Derivative instruments designated as hedges Interest rate contracts (1) $ 12,687 $ 3,294 $ — $ — Total derivative instruments designated as hedges $ 12,687 $ 3,294 $ — $ — Undesignated derivative instruments Call spread overlay $ 169,037 $ 147,707 $ (170,951 ) $ (149,450 ) Foreign exchange contracts 1,393 46,802 (525 ) (10,547 ) Total derivative instruments $ 170,430 $ 194,509 $ (171,476 ) $ (159,997 ) _________________ (1) The fair value amounts for the interest rate contracts include accrued interest. Gains and Losses on Derivative Instruments The following tables summarize the classification and gains and losses on derivative instruments for the years ended December 31, 2015 , 2014 and 2013 : Year-Ended December 31, 2015 (in thousands) Gain/(loss) Location of (Gain) loss Gain (loss) recognized Cash flow hedges Interest rate contracts $ 5,337 Other (expense) income, net $ (5,273 ) n/a Fair value hedges Interest rate contracts $ — Other (expense) income, net $ — $ 1,691 Undesignated derivative instruments Call spread overlay n/a Other (expense) income, net n/a $ (171 ) Foreign exchange contracts n/a Other (expense) income, net n/a 21,434 $ 21,263 Year-Ended December 31, 2014 (in thousands) Gain/(loss) Location of (Gain) loss Gain (loss) recognized Fair value hedges Interest rate contracts $ — Other (expense) income, net $ — $ 3,294 Undesignated derivative instruments Call spread overlay n/a Other (expense) income, net n/a $ (1,743 ) Foreign exchange contracts n/a Other (expense) income, net n/a 61,713 $ 59,970 Year-Ended December 31, 2013 (in thousands) Gain/(loss) Location of (Gain) loss Gain (loss) recognized Undesignated derivative instruments Foreign exchange contracts n/a Other (expense) income, net n/a $ (19,409 ) The amounts noted in the table above for accumulated other comprehensive income (AOCI) do not include any adjustment for the impact of deferred income taxes. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and liabilities are measured at fair value according to a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1. Observable inputs, such as quoted prices in active markets; Level 2. Inputs, other than the quoted price in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Our assets and liabilities measured at fair value on a recurring basis consist of short-term investments, which are classified in Level 1 and Level 2 of the fair value hierarchy, marketable securities discussed in Note 10, which are classified in Level 1, derivative contracts used to hedge currency and interest rate risk and derivative financial instruments entered into in connection with the Cash Convertible Notes discussed in Note 15, which are classified in Level 2 of the fair value hierarchy, and contingent consideration accruals which are classified in Level 3 of the fair value hierarchy, and are shown in the tables below. In determining fair value for Level 2 instruments, we apply a market approach, using quoted active market prices relevant to the particular instrument under valuation, giving consideration to the credit risk of both the respective counterparty to the contract and the Company. To determine our credit risk we estimated our credit rating by benchmarking the price of outstanding debt to publicly-available comparable data from rated companies. Using the estimated rating, our credit risk was quantified by reference to publicly-traded debt with a corresponding rating. The Level 2 derivative financial instruments include the Call Options asset and the embedded conversion option liability. See Note 15, "Lines of Credit and Debt", and Note 13, "Derivatives and Hedging", for further information. The derivatives are not actively traded and are valued based on an option pricing model that uses observable market data for inputs. Significant market data inputs used to determine fair values as of December 31, 2015 included our common stock price, the risk-free interest rate, and the implied volatility of our common stock. The Call Options asset and the embedded cash conversion option liability were designed with the intent that changes in their fair values would substantially offset, with limited net impact to our earnings. Therefore, the sensitivity of changes in the unobservable inputs to the option pricing model for such instruments is substantially mitigated. Our Level 3 instruments include contingent consideration liabilities. We value contingent consideration liabilities using unobservable inputs, applying the income approach, such as the discounted cash flow technique, or the probability-weighted scenario method. Contingent consideration arrangements obligate us to pay the sellers of an acquired entity if specified future events occur or conditions are met such as the achievement of technological or revenue milestones. We use various key assumptions, such as the probability of achievement of the milestones ( 0% to 100% ) and the discount rate (between 0.70% and 2.20% ), to represent the non-performing risk factors and time value when applying the income approach. We regularly review the fair value of the contingent consideration, and reflect any change in the accrual in the consolidated statements of income in the line items commensurate with the underlying nature of milestone arrangements. The following table presents our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis: As of December 31, 2015 As of December 31, 2014 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Short-term investments $ 3,674 $ 127,143 $ — $ 130,817 $ 3,885 $ 180,151 $ — $ 184,036 Marketable securities 3,485 — — 3,485 — — — — Call option — 169,037 — 169,037 — 147,707 — 147,707 Foreign exchange contracts — 1,393 — 1,393 — 46,802 — 46,802 Interest rate contracts — 12,687 — 12,687 — 3,294 — 3,294 $ 7,159 $ 310,260 $ — $ 317,419 $ 3,885 $ 377,954 $ — $ 381,839 Liabilities: Foreign exchange contracts $ — $ (525 ) $ — $ (525 ) $ — $ (10,547 ) $ — $ (10,547 ) Cash conversion option — (170,951 ) — (170,951 ) — (149,450 ) — (149,450 ) Contingent consideration — — (17,678 ) (17,678 ) — — (17,477 ) (17,477 ) $ — $ (171,476 ) $ (17,678 ) $ (189,154 ) $ — $ (159,997 ) $ (17,477 ) $ (177,474 ) Activity for liabilities with Level 3 inputs is summarized in the following table: (in thousands) Fair Value Measurements Using BALANCE AT DECEMBER 31, 2013 $ (6,127 ) Additions from acquisitions (13,057 ) Payments 457 Gain included in earnings 1,162 Foreign currency translation adjustments 88 BALANCE AT DECEMBER 31, 2014 $ (17,477 ) Additions (5,476 ) Gain included in earnings 5,225 Foreign currency translation adjustments 50 BALANCE AT DECEMBER 31, 2015 $ (17,678 ) For the year ended December 31, 2015 , $10.7 million is included in other long-term liabilities and $7.0 million is included in accrued liabilities. During 2015, gains for the reduction in the fair value of contingent consideration totaling $5.2 million were recognized in general and administrative, restructuring, integration and other. For the year ended December 31, 2014 , the gains of $1.2 million were recognized in cost of sales. The carrying values of financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and other accrued liabilities, approximate their fair values due to their short-term maturities. The estimated fair value of long-term debt as disclosed in Note 15 was based on current interest rates for similar types of borrowings. The estimated fair values may not represent actual values of the financial instruments that could be realized as of the balance sheet date or that will be realized in the future. There were no fair value adjustments in the years ended December 31, 2015 and 2014 for nonfinancial assets or liabilities required to be measured at fair value on a nonrecurring basis other than the impairment of cost-method investments as discussed in Note 10. |
Lines of Credit and Debt
Lines of Credit and Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instruments [Abstract] | |
Lines of Credit and Debt | Lines of Credit and Debt Our credit facilities available at December 31, 2015 total €436.6 million (approximately $475.3 million ). This includes a €400.0 million syndicated multi-currency revolving credit facility expiring December 2020 of which no amounts were utilized at December 31, 2015 , and four other lines of credit amounting to €36.6 million with no expiration date, none of which were utilized as of December 31, 2015 . The €400.0 million facility can be utilized in euro, U.K. pound or U.S. dollar and bears interest of 0.4% to 1.2% above three months EURIBOR, or LIBOR in relation to any loan not in euro, and is offered with interest periods of one, two, three, six or twelve months. The commitment fee is calculated based on 35% of the applicable margin. In 2015 and 2014 , $0.9 million and $1.8 million of commitment fees were paid, respectively. The revolving facility agreement contains certain financial and non-financial covenants, including but not limited to, restrictions on the encumbrance of assets and the maintenance of certain financial ratios. We were in compliance with these covenants at December 31, 2015 . The credit facilities are for general corporate purposes. At December 31, 2015 , total long-term debt was approximately $1.1 billion . Total long-term debt consists of the following as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Notes payable to QIAGEN Finance bearing interest at an effective rate of 1.8% due in February 2024 $ — $ 130,451 3.19% Series A Senior Notes due October 16, 2019 73,994 73,645 3.75% Series B Senior Notes due October 16, 2022 303,991 302,648 3.90% Series C Senior Notes due October 16, 2024 27,000 27,000 0.375% Senior Unsecured Cash Convertible Notes due 2019 396,198 386,332 0.875% Senior Unsecured Cash Convertible Notes due 2021 258,404 251,335 Other notes payable bearing interest up to 6.28% — 668 Total long-term debt 1,059,587 1,172,079 Less current portion — 131,119 Long-term portion $ 1,059,587 $ 1,040,960 Interest expense on long-term debt was $34.5 million , $ 36.4 million and $ 28.4 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Future maturities of long-term debt as of December 31, 2015 are as follows: Year ending December 31, (in thousands) 2016 $ — 2017 — 2018 — 2019 470,192 2020 — thereafter 589,395 $ 1,059,587 Cash Convertible Notes due 2019 and 2021 On March 19, 2014 , we issued $730.0 million aggregate principal amount of Cash Convertible Senior Notes of which $430.0 million is due in 2019 ( 2019 Notes) and $300.0 million is due in 2021 ( 2021 Notes). We refer to the 2019 Notes and 2021 Notes, collectively as the “Cash Convertible Notes”. The aggregate net proceeds of the Cash Convertible Notes were $680.7 million , after payment of the net cost of the Call Spread Overlay described below and transaction costs. Additionally, we used $372.5 million of the net proceeds to repay the 2006 Notes and related subscription right described below. Interest on the Cash Convertible Notes is payable semiannually in arrears on March 19 and September 19 of each year, at rates of 0.375% and 0.875% per annum for the 2019 Notes and 2021 Notes, respectively, commencing September 19, 2014 . The 2019 Notes will mature on March 19, 2019 and the 2021 Notes will mature on March 19, 2021 , unless repurchased or converted in accordance with their terms prior to such date. The Cash Convertible Notes are convertible into cash in whole, but not in part, at the option of noteholders in the following circumstances: (a) from April 29, 2014 through September 18, 2018 for the 2019 Notes, and September 18, 2020 for the 2021 Notes (Contingent Conversion Period), under any of the Contingent Conversion Conditions and (b) at any time following the Contingent Conversion Period through the fifth business day immediately preceding the applicable maturity Date. Upon conversion, noteholders will receive an amount in cash equal to the Cash Settlement Amount, calculated as described below. The Cash Convertible Notes are not convertible into shares of our common stock or any other securities. Noteholders may convert their Cash Convertible Notes into cash at their option at any time during the Contingent Conversion Period only under the following circumstances (Contingent Conversion Conditions): • during any calendar quarter commencing after the calendar quarter ending on March 31, 2014 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • if we undergo certain fundamental changes as defined in the agreement; • during the five business day period immediately after any ten consecutive trading day period in which the quoted price for the 2019 Notes or the 2021 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; • if we elect to distribute assets or property to all or substantially all of the holders of our common stock and those assets or other property have a value of more than 25% of the average daily volume-weighted average trading price of our common stock for the prior 20 consecutive trading days; • if we elect to redeem the Cash Convertible Notes; or • if we experience certain customary events of default, including defaults under certain other indebtedness. The initial conversion rate is 7,056.7273 shares of our common stock per $200,000 principal amount of Cash Convertible Notes (reflecting an initial conversion price of approximately $28.34 per share of common stock). Upon conversion, holders are entitled to a cash payment (Cash Settlement Amount) equal to the average of the conversion rate multiplied by the daily volume-weighted average trading price for our common stock over a 50 -day period. The conversion rate is subject to adjustment in certain instances but will not be adjusted for any accrued and unpaid interest. In addition, following the occurrence of certain corporate events that may occur prior to the applicable maturity date, we may be required to pay a cash make-whole premium by increasing the conversion rate for any holder who elects to convert Cash Convertible Notes in connection with the occurrence of such a corporate event. We may redeem the 2019 Notes or 2021 Notes in their entirety at a price equal to 100% of the principal amount of the applicable Cash Convertible Notes plus accrued interest at any time when 20% or less of the aggregate principal amount of the applicable Cash Convertible Notes originally issued remain outstanding. The Cash Convertible Notes are senior unsecured obligations, and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the Cash Convertible Notes; equal in right of payment to any of our unsecured indebtedness that is unsubordinated; junior in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. Because the Cash Convertible Notes contain an embedded cash conversion option, we have determined that the embedded cash conversion option is a derivative financial instrument, which is required to be separated from the Cash Convertible Notes and accounted for separately as a derivative liability, with changes in fair value reported in our consolidated statements of income until the cash conversion option transaction settles or expires. The initial fair value liability of the embedded cash conversion option was $105.2 million , which simultaneously reduced the carrying value of the Cash Convertible Notes (effectively an original issuance discount). For further discussion of the derivative financial instruments relating to the Cash Convertible Notes, refer to Note 13. As noted above, the reduced carrying value on the Cash Convertible Notes resulted in a debt discount that is amortized to the principal amount through the recognition of non-cash interest expense over the expected life of the debt, which is five and seven years for the 2019 Notes and 2021 Notes, respectively. This resulted in our recognition of interest expense on the Cash Convertible Notes at an effective rate approximating what we would have incurred had nonconvertible debt with otherwise similar terms been issued. The effective interest rate of the 2019 and 2021 Notes is 2.937% and 3.809% , respectively, which is imputed based on the amortization of the fair value of the embedded cash conversion option over the remaining term of the Cash Convertible Notes. As of December 31, 2015 , we expect the 2019 Notes to be outstanding until their 2019 maturity date and the 2021 Notes to be outstanding until their 2021 maturity date, for remaining amortization periods of approximately five and seven years, respectively. Based on an estimation using available over-the-counter market information on the Cash Convertible Notes, the fair value of the 2019 Notes was $495.5 million and $452.0 million and the fair value of the 2021 Notes was $356.1 million and $318.1 million , at December 31, 2015 and 2014 , respectively. In connection with the issuance of the Cash Convertible Notes, we incurred approximately $13.1 million in transaction costs. Such costs have been allocated to the Cash Convertible Notes and deferred as a long-term asset and are being amortized over the terms of the Cash Convertible Notes. Interest expense related to the Cash Convertible Notes was comprised of the following: Year-Ended December 31 (in thousands) 2015 2014 Coupon interest $ 4,238 $ 3,307 Amortization of original issuance discount 16,935 12,836 Amortization of debt issuance costs 2,220 1,693 Total interest expense related to the Cash Convertible Notes $ 23,393 $ 17,836 Cash Convertible Notes Call Spread Overlay Concurrent with the issuance of the Cash Convertible Notes, we entered into privately negotiated hedge transactions (Call Options) with, and issued warrants to purchase shares of our common stock (Warrants) to, certain financial institutions. We refer to the Call Options and Warrants collectively as the “Call Spread Overlay”. The Call Options are intended to offset any cash payments payable by us in excess of the principal amount due upon any conversion of the Cash Convertible Notes. We used $105.2 million of the proceeds from the issuance of the Cash Convertible Notes to pay for the Call Options, and simultaneously received $69.4 million from the sale of the Warrants, for a net cash outlay of $35.8 million for the Call Spread Overlay. The Call Options are derivative financial instruments and are discussed further in Note 13. The Warrants are equity instruments and are further discussed in Note 17. Aside from the initial payment of a premium of $105.2 million for the Call Option, we will not be required to make any cash payments under the Call Options, and will be entitled to receive an amount of cash, generally equal to the amount by which the market price per share of our common stock exceeds the exercise price of the Call Options during the relevant valuation period. The exercise price under the Call Options is initially equal to the conversion price of the Cash Convertible Notes. The Warrants cover an aggregate of 25.8 million shares of our common stock (subject to anti-dilution adjustments under certain circumstances) and have an initial exercise price of $32.085 per share, subject to customary adjustments. The Warrants expire as follows: Warrants to purchase 15.2 million shares expire over a period of 50 trading days beginning on December 27, 2018 and Warrants to purchase 10.6 million shares expire over a period of 50 trading days beginning on December 29, 2020 . The Warrants are European-style (exercisable only upon expiration). The Warrants could have a dilutive effect to the extent that the price of our common stock exceeds the applicable strike price of the Warrants. For each Warrant that is exercised, we will deliver to the holder a number of shares of our common stock equal to the amount by which the settlement price exceeds the exercise price, divided by the settlement price, plus cash in lieu of any fractional shares. We will not receive any proceeds if the Warrants are exercised. Private Placement In October 2012 , we completed a private placement through the issuance of new senior unsecured notes at a total amount of $400.0 million with a weighted average interest rate of 3.66% (settled on October 16, 2012 ). The notes were issued in three series: (1) $73.0 million 7 -year term due in 2019 ( 3.19% ); (2) $300.0 million 10 -year term due in 2022 ( 3.75% ); and (3) $27.0 million 12 -year term due in 2024 ( 3.90% ). We paid $2.1 million in debt issue costs which will be amortized through interest expense over the lifetime of the notes. Approximately €170.0 million (approximately $220 million ) of proceeds from the notes were used to repay amounts outstanding under our short-term revolving credit facility in 2012. The remainder of the proceeds provides additional resources to support our longer-term business expansion. The note purchase agreement contains certain financial and non-financial covenants, including but not limited to, restrictions on priority indebtedness and the maintenance of certain financial ratios. We were in compliance with these covenants at December 31, 2015 . Based on an estimation using the changes in the U.S. Treasury rates, the fair value of these senior notes as of December 31, 2015 and December 31, 2014 was approximately $399.3 million and $394.3 million , respectively, taking into account that $200.0 million of such notes are the hedged item in the fair value transaction described in Note 13. The fair value of such hedges was $5.8 million and $3.3 million at December 31, 2015 and December 31, 2014 , respectively. 2006 Notes In May 2006 , we completed the offering of $300 million of 3.25% Senior Convertible Notes due in 2026 ( 2006 Notes) through an unconsolidated subsidiary, QIAGEN Euro Finance (Euro Finance). The net proceeds of the 2006 Notes were loaned by Euro Finance to consolidated subsidiaries. These long-term notes payable to Euro Finance had an effective interest rate of 3.7% and were due in May 2026 . Interest was payable semi-annually in May and November. The 2006 Notes were issued at 100% of principal value, and were convertible into 15.0 million common shares at the option of the holders upon the occurrence of certain events, at a price of $20.00 per share, subject to adjustment. QIAGEN N.V. had an agreement with QIAGEN Euro Finance to issue shares to the investors in the event of conversion. This subscription right, along with the related receivable, was recorded at fair value in the equity of QIAGEN N.V. as paid-in capital. In March 2014, we redeemed the $300.0 million loan payable to Euro Finance and approximately 98% of the subscription right with QIAGEN Euro Finance for $372.5 million , and recognized a loss on the redemption of $4.6 million in other (expense) income, net. The repayment amount was allocated to the loan and warrants on a relative fair value basis with $67.9 million recorded against additional paid in capital for the redemption of the warrant subscription receivable. Contemporaneously, QIAGEN Euro Finance redeemed the 2006 Notes. During 2014, we issued 0.2 million common shares in exchange for $3.9 million upon the exercise of the remaining subscription rights and subsequently Euro Finance was liquidated. 2004 Notes In August 2004 , we completed the sale of $150 million of 1.5% Senior Convertible Notes due in 2024 ( 2004 Notes), through our unconsolidated subsidiary QIAGEN Finance. The net proceeds of the 2004 Notes were loaned by QIAGEN Finance to consolidated subsidiaries with an effective interest rate of 1.8% were due in February 2024 . Interest was payable semi-annually in February and August. The 2004 Notes were issued at 100% of principal value, and were convertible into 11.5 million common shares at the option of the holders upon the occurrence of certain events at a price of $12.6449 per share, subject to adjustment. QIAGEN N.V. had an agreement with QIAGEN Finance to issue shares to the investors in the event of conversion. The subscription right, along with the related receivable, was recorded at fair value in the equity of QIAGEN N.V. as paid-in capital. In 2014, 1.2 million common shares were issued in connection with the conversions. During 2015 , we repaid the loan to QIAGEN Finance and repurchased the warrant agreement with QIAGEN Finance for $250.9 million and recognized a loss of $7.6 million in other (expense) income, net. The repayment amount was allocated to the loan and warrants on a relative fair value basis with $113.0 million recorded against additional paid in capital for the redemption of the warrant subscription receivable. Subsequent to these transactions QIAGEN Finance was liquidated. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income before income taxes for the years ended December 31, 2015 , 2014 and 2013 consisted of: (in thousands) 2015 2014 2013 Pretax income in The Netherlands $ (2,495 ) $ (5,806 ) $ 24,135 Pretax income from foreign operations 134,993 124,320 13,203 $ 132,498 $ 118,514 $ 37,338 Income taxes for the years ended December 31, 2015 , 2014 and 2013 are as follows: (in thousands) 2015 2014 2013 Current—The Netherlands $ 973 $ 936 $ 2,874 —Foreign 41,862 41,667 33,452 42,835 42,603 36,326 Deferred—The Netherlands 250 317 — —Foreign (37,444 ) (41,608 ) (68,086 ) (37,194 ) (41,291 ) (68,086 ) Total provision for income taxes $ 5,641 $ 1,312 $ (31,760 ) The Netherlands statutory income tax rate was 25% for the years ended December 31, 2015 , 2014 and 2013 . Income from foreign subsidiaries is generally taxed at the statutory income tax rates applicable in the respective countries of domicile. The principal items comprising the differences between income taxes computed at The Netherlands statutory rate and our reported income taxes and effective tax rate for the years ended December 31, 2015 , 2014 and 2013 are as follows: 2015 2014 2013 (in thousands) Amount Percent Amount Percent Amount Percent Income taxes at The Netherlands statutory rate $ 33,124 25.0 % $ 29,628 25.0 % $ 9,334 25.0 % Taxation of foreign operations, net (1) (36,407 ) (27.5 ) (29,959 ) (25.3 ) (31,826 ) (85.2 ) Tax impact from non-deductible items 14,411 10.9 9,339 7.9 6,219 16.7 Tax impact from tax exempt income (2) (5,810 ) (4.4 ) (2,589 ) (2.1 ) (8,557 ) (23.0 ) Tax contingencies, net 1,163 0.9 4,409 3.7 1,986 5.3 Taxes due to changes in tax rates (836 ) (0.6 ) 330 0.3 (1,640 ) (4.4 ) Government incentives and other deductions (3) (2,754 ) (2.1 ) (8,617 ) (7.3 ) (5,931 ) (15.9 ) Restructuring — — — — (872 ) (2.3 ) Prior year taxes (1,201 ) (0.9 ) (1,950 ) (1.7 ) (888 ) (2.4 ) Valuation allowance 3,450 2.6 — — — — Other items, net 501 0.4 721 0.6 415 1.1 Total provision for income taxes $ 5,641 4.3 % $ 1,312 1.1 % $ (31,760 ) (85.1 )% ____________________ (1) Our effective tax rate reflects the benefit of our global operations where certain income or loss is taxed at rates higher or lower than The Netherlands’ statutory rate of 25% as well as the benefit of some income being partially exempt from income taxes due to various intercompany operating and financing activities. The most significant tax benefits from these foreign operations and financing activities are attributable to subsidiaries in Germany, Singapore, Switzerland and Luxembourg. These foreign tax benefits are due to a combination of favorable tax laws, rules, rulings, and exemptions in these jurisdictions. Additionally, in 2014 and 2013, in certain foreign jurisdictions (primarily Germany and the United States), we recorded acquisition related and impairment charges which reduced pretax income in these higher tax jurisdictions. (2) The tax impact from tax exempt income primarily reflects The Netherlands’ benefit of the 2006 and 2004 Notes discussed in Note 15 “Lines of Credit and Debt.” These notes were redeemed in 2014 and 2015, respectively, and accordingly the related income tax benefit of $2.6 million in 2014 and $4.6 million in 2013, did not and will not impact our effective tax rate in 2015 and beyond. In 2015, tax exempt income includes non-taxable income in The Netherlands related to the repurchase of the 2004 Notes, non-taxable income in the U.S. from the release of contingent consideration accruals and non-taxable dividend income in Switzerland. (3) Government incentives include favorable tax regulations primarily in France (in 2014 and 2013) and the United States relating to research and development expense as well as the United States Internal Revenue Code Section 199 domestic production activities deduction. We conduct business globally and, as a result, file numerous consolidated and separate income tax returns in The Netherlands, Germany, Switzerland and the U.S. federal jurisdiction, as well as in various other state and foreign jurisdictions. In the normal course of business, we are subject to examination by taxing authorities throughout the world. Tax years in The Netherlands are open since 2003 for income tax examinations by tax authorities. Our subsidiaries, with few exceptions, are no longer subject to income tax examinations by tax authorities for years before 2011 . The U.S. consolidated group is subject to federal and most state income tax examinations by tax authorities beginning the year ending December 31, 2011 through the current period. Starting in February 2014, the U.S. tax authorities (Internal Revenue Service) have been auditing our U.S. federal tax returns for 2011 and 2012. The audit is currently in process and we expect to close the audit in 2016. Additionally, in February 2016 German tax authorities began the audit of the German tax returns for the 2010-2013 tax years. In 2012, we established a reserve related to withholding tax on a specific intercompany transaction for $3.9 million including penalties. During 2013, we settled on this issue with the relevant tax authorities, which resulted in a release of the remaining $1.9 million reserve in the fourth quarter of 2013. In 2014, we established reserve related to cash convertible notes as discussed in Note 15 for $3.0 million . In early 2015, we received a confirmation from the relevant tax authorities, which resulted in a release of $3.0 million reserve in the first quarter of 2015. Changes in the gross amount of unrecognized tax benefits are as follows: (in thousands) Unrecognized Tax Benefits Balance at December 31, 2013 $ 11,585 Additions based on tax positions related to the current year 4,448 Decrease from currency translation (31 ) Balance at December 31, 2014 $ 16,002 Additions based on tax positions related to the current year 2,018 Additions for tax positions of prior years 2,640 Settlements with taxing authorities (2,988 ) Reductions due to lapse of statute of limitations (747 ) Decrease from currency translation (190 ) Balance at December 31, 2015 $ 16,735 At December 31, 2015 and 2014 , our net unrecognized tax benefits totaled approximately $16.7 million and $16.0 million , respectively, of which $16.7 million and $14.0 million in benefits, if recognized, would favorably affect our effective tax rate in any future period. It is reasonably possible that approximately $6.8 million of the unrecognized tax benefits may be released during the next 12 months due to lapse of statute of limitations or settlements with tax authorities; however, various events could cause our current expectations to change in the future. The majority of these uncertain tax positions, if ever recognized in the financial statements, would be recorded in the statement of income as part of the income tax provision. Our policy is to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties within income tax expense. For the years ended December 31, 2015 , 2014 and 2013 , we have net interest (income) expense and penalties of $0.3 million , $(0.3) million and $(1.7) million , respectively. At December 31, 2015 and 2014 , we have accrued interest of $1.4 million and $1.1 million , respectively, which are not included in the table above. We have recorded net deferred tax liabilities of $43.1 million and $82.8 million at December 31, 2015 and 2014 , respectively. The components of the net deferred tax liability at December 31, 2015 and 2014 are as follows: 2015 2014 (in thousands) Deferred Tax Assets Deferred Tax Liability Deferred Tax Assets Deferred Tax Liability Net operating loss carry forwards $ 25,771 $ — $ 33,208 $ — Accrued and other liabilities 22,648 — 20,425 — Inventories 2,394 (1,060 ) 4,798 (1,358 ) Allowance for bad debts 1,121 (465 ) 1,155 (483 ) Currency revaluation 934 (132 ) 510 (211 ) Depreciation and amortization 1,859 (27,854 ) 3,616 (10,645 ) Capital lease 1,793 — 1,128 — Tax credit carryforwards 1,110 — 3,347 — Unremitted profits and earnings — (902 ) — (1,064 ) Intangibles 272 (150,594 ) 1,030 (199,677 ) Share-based compensation 14,726 — 14,209 — Interest 54,307 — 38,013 — Convertible debt 13,765 — 10,055 — Other 2,080 (1,154 ) 1,901 (2,108 ) 142,780 (182,161 ) 133,395 (215,546 ) Valuation allowance (3,703 ) — (602 ) — $ 139,077 $ (182,161 ) $ 132,793 $ (215,546 ) Net deferred tax liabilities $ (43,084 ) $ (82,753 ) At December 31, 2015 and 2014 , we had $264.2 million and $270.1 million in total foreign net operating loss (NOL) carryforwards. At December 31, 2015 and 2014 , we had $110.3 million and $120.8 million of U.S. federal (NOL) carryforwards. At December 31, 2015 , the entire NOL in the U.S. is subject to limitations under Section 382 of the Internal Revenue Code. The NOLs in the U.S. will expire beginning December 31, 2022 through December 31, 2032 . As of December 31, 2015 and 2014 , we had other foreign NOL carryforwards totaling approximately $153.9 million and $149.3 million , respectively, with $9.3 million added in 2014 due to acquisitions. As of December 31, 2015, we had trade tax NOL carryforwards in Germany of $103.5 million . Of the total $153.9 million NOL carryforward, a portion of the foreign NOLs will be expiring beginning December 2016. The valuation allowance amounts for the years ended December 31, 2015 and December 31, 2014 are $3.7 million and $0.6 million . In 2015, we recorded a valuation allowance of $3.4 million related to NOLs and released $0.3 million of valuation allowance related to the expiration of statute of limitations. As of December 31, 2015 , a deferred tax liability has not been recognized for residual Netherlands income taxes on the undistributed earnings of the majority of our foreign subsidiaries as these earnings are considered to be either permanently reinvested or can be repatriated tax free. These earnings retained by subsidiaries and equity accounted investments amounted to $333.6 million at December 31, 2015 . We have $20.1 million of undistributed earnings that we do not consider permanently reinvested and have recorded deferred income taxes or withholding taxes at December 31, 2015 and December 31, 2014 , of approximately $0.9 million and $1.1 million respectively. There are no income tax consequences regarding payment of dividends to our shareholders. To date, we have never paid dividends. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Equity | Equity Issuance of Warrants In March 2014, in connection with the issuance of our Cash Convertible Notes, we issued warrants (as described in Note 15) for approximately 25.8 million shares of our common stock (subject to antidilution adjustments under certain circumstances) with an initial exercise price of $32.085 per share, subject to customary adjustments. The proceeds, net of issuance costs, from the sale of the Warrants of approximately $68.9 million are included as additional paid in capital in the accompanying consolidated balance sheets. The Warrants expire as follows: Warrants to purchase 15.2 million shares expire over a period of 50 trading days beginning on December 27, 2018 and Warrants to purchase 10.6 million shares expire over a period of 50 trading days beginning on December 29, 2020 . The Warrants are exercisable only upon expiration. For each Warrant that is exercised, we will deliver to the holder a number of shares of our common stock equal to the amount by which the settlement price exceeds the exercise price, divided by the settlement price, plus cash in lieu of any fractional shares. The Warrants could separately have a dilutive effect on shares of our common stock to the extent that the market value per share of our common stock exceeds the applicable exercise price of the Warrants (as measured under the terms of the Warrants). Share Repurchase Program In 2012, the Supervisory Board approved a program authorizing management to purchase up to a total of $100 million of our common shares (excluding transaction costs). We completed this share repurchase program in April 2013 having repurchased, between October 2012 and April 2013, a total of 5.1 million QIAGEN shares for an aggregate cost of $99.0 million . In 2013, we announced a second share buyback program, to purchase another $100 million of our common shares (excluding transaction costs). We completed the share repurchase program in June 2014 having repurchased between September 2013 and June 2014 a total of approximately 4.4 million QIAGEN shares were repurchased for a total aggregate cost of $100.4 million (including performance fees), under this program. In July 2014, we announced the launch of our third share repurchase program to purchase up to another $100 million of our common shares (excluding transaction costs). In 2014, 2.1 million QIAGEN shares were repurchased for $49.1 million (excluding transaction costs) and in 2015 0.8 million QIAGEN shares were repurchased for $20.8 million . The cost of repurchased shares is included in treasury stock and reported as a reduction in total equity when a repurchase occurs. Repurchased shares will be held in treasury in order to satisfy various obligations, which include the warrants issued in connection with the issuance of our Cash Convertible Notes discussed above and employee share-based remuneration plans. Accumulated Other Comprehensive Income (Loss) The following table is a summary of the components of accumulated other comprehensive income (loss) as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Net unrealized gain on hedging contracts, net of tax $ 48 $ — Net unrealized gain on marketable securities, net of tax 1,215 — Net unrealized loss on pension, net of tax (2,148 ) (882 ) Foreign currency effects from intercompany long-term investment transactions, net of tax of $7.4 million and $6.8 million in 2015 and 2014, respectively (15,497 ) (12,933 ) Foreign currency translation adjustments (242,774 ) (120,920 ) Accumulated other comprehensive loss $ (259,156 ) $ (134,735 ) |
Earnings per Common Share
Earnings per Common Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Earnings per Common Share We present basic and diluted earnings per share. Basic earnings per share is calculated by dividing the net income attributable to the owners of QIAGEN N.V. by the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that would occur if all “in the money” options and warrants to issue common shares were exercised. The following schedule summarizes the information used to compute earnings per common share: Years ended December 31, (in thousands, except per share data) 2015 2014 2013 Net income attributable to the owners of QIAGEN N.V. $ 127,103 $ 116,634 $ 69,073 Weighted average number of common shares used to compute basic net income per common share 233,483 232,644 234,000 Dilutive effect of stock options and restrictive stock units 3,539 3,573 3,023 Dilutive effect of outstanding warrants 136 5,321 5,152 Weighted average number of common shares used to compute diluted net income per common share 237,158 241,538 242,175 Outstanding options and awards having no dilutive effect, not included in above calculation 37 422 1,616 Outstanding warrants having no dilutive effect, not included in above calculation 26,071 32,505 21,315 Basic earnings per common share attributable to the owners of QIAGEN N.V. $ 0.54 $ 0.50 $ 0.30 Diluted earnings per common share attributable to the owners of QIAGEN N.V. $ 0.54 $ 0.48 $ 0.29 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Commitments We lease facilities and equipment under operating lease arrangements expiring in various years through 2022 . Certain rental commitments provide for escalating rental payments or have renewal options extending through various years. Certain facility and equipment leases constitute capital leases expiring in various years through 2018 . The accompanying consolidated balance sheets include the assets and liabilities arising from these capital lease obligations. Rent expense under operating lease agreements was $23.2 million , $25.6 million and $26.4 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Minimum future obligations under capital and operating leases at December 31, 2015 are as follows: (in thousands) Capital Leases Operating Leases 2016 $ 1,307 $ 18,166 2017 1,212 12,894 2018 1,505 8,207 2019 — 5,878 2020 — 4,376 Thereafter — 4,923 4,024 $ 54,444 Less: Amount representing interest (682 ) 3,342 Less: Current portion (922 ) Long-term portion $ 2,420 Licensing and Purchase Commitments We have licensing agreements with companies, universities and individuals, some of which require certain up-front payments. Royalty payments are required on net product sales ranging from one to 25 percent of covered products or based on quantities sold. Several of these agreements have minimum royalty requirements. The accompanying consolidated balance sheets include accrued royalties relating to these agreements in the amount of $13.8 million and $13.9 million at December 31, 2015 and 2014 , respectively. Royalty expense relating to these agreements amounted to $43.2 million , $48.8 million , and $53.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Royalty expense is primarily recorded in cost of sales, with a small portion recorded as research and development expense depending on the use of the technology under license. Some of these agreements also have minimum raw material purchase requirements and requirements to perform specific types of research. At December 31, 2015 , we had commitments to purchase goods or services, and for future minimum guaranteed royalties. They are as follows: (in thousands) Purchase Commitments License & Royalty Commitments 2016 $ 67,609 $ 1,333 2017 15,970 1,277 2018 8,453 1,221 2019 7,044 1,151 2020 136 1,151 Thereafter — 1,661 $ 99,212 $ 7,794 Contingent Consideration Commitments Pursuant to the purchase agreements for certain acquisitions, as discussed more fully in Note 5, we could be required to make additional contingent cash payments totaling up to $67.8 million based on the achievement of certain revenue and operating results milestones as follows: $40.2 million in 2016 , $15.5 million in 2017 , $5.1 million in 2019 , and $7.0 million , payable in any 12-month period from now until 2029 based on the accomplishment of certain revenue targets. Of the $67.8 million total contingent obligation, we have assessed the fair value at December 31, 2015 , to be $17.7 million , of which $10.7 million is included in other long-term liabilities and $7.0 million is included in accrued liabilities in the accompanying consolidated balance sheet. Employment Agreements Certain of our employment contracts contain provisions which guarantee the payments of certain amounts in the event of a change in control, as defined in the agreements, or if the executive is terminated for reasons other than cause, as defined in the agreements. At December 31, 2015 , the commitment under these agreements totaled $15.3 million . Contingencies In the ordinary course of business, we provide a warranty to customers that our products are free of defects and will conform to published specifications. Generally, the applicable product warranty period is one year from the date of delivery of the product to the customer or of site acceptance, if required. Additionally, we typically provide limited warranties with respect to our services. From time to time, we also make other warranties to customers, including warranties that our products are manufactured in accordance with applicable laws and not in violation of third-party rights. We provide for estimated warranty costs at the time of the product sale. We believe our warranty reserves as of December 31, 2015 and 2014 appropriately reflect the estimated cost of such warranty obligations. Preacquisition Contingencies In connection with certain acquisitions, amounts were paid into escrow accounts to cover preacquisition contingencies assumed in the acquisition. The escrow amounts expected to be claimed by QIAGEN are recorded as an asset in prepaid and other current assets and amount to $2.5 million as of December 31, 2015 and 2014 . In addition, we have recorded $0.1 million for preacquisition contingencies as a liability under accrued and other liabilities as of December 31, 2014 . Litigation From time to time, we may be party to legal proceedings incidental to our business. As of December 31, 2015 , certain claims, suits or legal proceedings arising out of the normal course of business have been filed or were pending against QIAGEN or its subsidiaries. These matters have arisen in the ordinary course and conduct of business, as well as through acquisition. Although it is not possible to predict the outcome of such litigation, we assess the degree of probability and evaluate the reasonably possible losses that we could incur as a result of these matters. We accrue for any estimated loss when it is probable that a liability has been incurred and that the amount of the probable loss can be estimated. Based on the facts known to QIAGEN and after consultation with legal counsel, management believes that such litigation will not have a material adverse effect on QIAGEN’s financial position or results of operations. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |
Share-Based Compensation | Share-Based Compensation We adopted the QIAGEN N.V. Amended and Restated 2005 Stock Plan (the 2005 Plan) in 2005 and the QIAGEN N.V. 2014 Stock Plan (the 2014 Plan) in 2014. The 2005 Plan expired by its terms in April 2015 and no further awards will be able to be granted under the 2005 Plan. The plans allow for the granting of stock rights and incentive stock options, as well as non-qualified options, stock grants and stock-based awards, generally with terms of up to 10 years, subject to earlier termination in certain situations. Generally, options vest over a three -year period. The vesting and exercisability of certain stock rights will be accelerated in the event of a Change of Control, as defined in the plans. To date, all option grants have been at the market value on the grant date or at a premium above the closing market price on the grant date. We issue Treasury Shares to satisfy option exercises and had approximately 19.7 million Common Shares reserved and available for issuance under the 2005 and 2014 Plans at December 31, 2015 . Stock Options No stock options were granted in 2015 or 2014 . During the year ended December 31, 2013 , we granted 543,903 stock options. The following are the weighted-average assumptions used in valuing the stock options granted to employees for the year ended December 31, 2013 : 2013 Stock price volatility 27 % Risk-free interest rate 0.88 % Expected life (in years) 4.93 Dividend rate 0 % Forfeiture rate 4.1 % A summary of the status of employee stock options as of December 31, 2015 and changes during the year then ended is presented below: All Employee Options Number of Shares (in thousands) Weighted Average Exercise Price Weighted Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at January 1, 2015 2,531 $ 18.23 Exercised (669 ) $ 15.30 Forfeited (22 ) $ 17.01 Expired (19 ) $ 12.80 Outstanding at December 31, 2015 1,821 $ 19.37 4.59 $ 15,080 Vested at December 31, 2015 1,670 $ 19.27 4.36 $ 14,001 Vested and expected to vest at December 31, 2015 1,817 $ 19.37 4.59 $ 15,048 Generally, stock option grants are valued as a single award with a single average expected term and are amortized over the vesting period. The weighted-average grant-date fair value of options granted during the years ended December 31, 2013 was $4.94 . The total intrinsic value of options exercised during the years ended December 31, 2015 , 2014 and 2013 was $7.0 million , $6.3 million and $25.3 million , respectively. At December 31, 2015 , the unrecognized share-based compensation expense related to employee stock option awards including estimated forfeitures is approximately $0.2 million and will be recognized over a weighted average period of approximately 0.27 years. At December 31, 2015 , 2014 and 2013 , 1.7 million , 2.1 million and 2.3 million options were exercisable at a weighted average price of $19.27 , $18.10 and $16.99 per share, respectively. The options outstanding at December 31, 2015 expire in various years through 2023 . Stock Units Stock units represent rights to receive Common Shares at a future date and include restricted stock units which are subject to time-vesting only and performance stock units which include performance conditions in addition to time-vesting. There is no exercise price and the fair market value at the time of the grant is recognized over the requisite vesting period, generally 3 to 5 years, and in certain grants 10 years. The fair market value is determined based on the number of restricted stock units granted and the market value of our shares on the grant date. Pre-vesting forfeitures were estimated to be approximately 7.2% . At December 31, 2015 , there was $77.5 million remaining in unrecognized compensation cost including estimated forfeitures related to these awards, which is expected to be recognized over a weighted average period of 4.49 years. The weighted average grant date fair value of stock units granted during the years ended December 31, 2015 , 2014 and 2013 was $24.91 , $22.73 and $21.30 , respectively. The total fair value of stock units that vested during the years ended December 31, 2015 , 2014 and 2013 was $28.7 million , $34.1 million and $22.6 million , respectively. A summary of stock units as of December 31, 2015 and changes during the year are presented below: Stock Units Stock Units (in thousands) Weighted Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at January 1, 2015 9,160 Granted 1,691 Vested (1,153 ) Forfeited (742 ) Outstanding at December 31, 2015 8,956 2.46 $ 247,757 Vested and expected to vest at December 31, 2015 7,298 2.27 $ 189,560 Compensation Expense Share-based compensation expense before taxes for the years ended December 31, 2015 , 2014 and 2013 totaled approximately $27.6 million , $42.2 million and $37.9 million , respectively, as shown in the table below. The excess tax benefit realized for the tax deductions of the share-based payment arrangements totaled $3.3 million , $1.6 million and $3.1 million , respectively, for the years ended December 31, 2015 , 2014 and 2013 . Compensation Expense (in thousands) 2015 2014 2013 Cost of sales $ 2,460 $ 2,726 $ 3,337 Research and development 6,037 6,650 7,632 Sales and marketing 6,180 8,290 10,412 General and administrative 12,890 24,522 16,554 Share-based compensation expense 27,567 42,188 37,935 Less: income tax benefit 6,511 9,685 8,832 Net share-based compensation expense $ 21,056 $ 32,503 $ 29,103 Total share-based compensation expense in 2015 was lower compared to 2014 following a reassessment on stock units with performance criteria. Total share-based compensation expense in 2014 was higher compared to 2013 due to incremental expense of $1.4 million recognized in connection with retirement provisions for Supervisory Board members. No share-based compensation cost was capitalized in inventory in 2015 , 2014 or 2013 as the amounts were not material. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2015 | |
General Discussion of Pension and Other Postretirement Benefits [Abstract] | |
Employee Benefits | Employee Benefits We maintain various benefit plans, including defined contribution and defined benefit plans. Our U.S. defined contribution plan is qualified under Section 401(k) of the Internal Revenue Code, and covers substantially all U.S. employees. Participants may contribute a portion of their compensation not exceeding a limit set annually by the Internal Revenue Service. This plan includes a provision for us to match a portion of employee contributions. Total expense under the 401(k) plans, including the plans acquired via business acquisitions, was $2.4 million , $2.1 million and $1.7 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. In 2013, the total expense was lower partially due to matching amounts which were funded from forfeited amounts. We also have a defined contribution plan which covers certain executives. We make matching contributions up to an established maximum. Matching contributions made to the plan, and expensed, totaled approximately $0.3 million in each year ended December 31, 2015 , 2014 and 2013 . We have four defined benefit, non-contributory retirement or termination plans that cover certain employees in Germany, France, Japan and Italy. These defined benefit plans provide benefits to covered individuals satisfying certain age and service requirements. For certain plans, we calculate the vested benefits to which employees are entitled if they separate immediately. The benefits accrued on a pro-rata basis during the employees’ employment period are based on the individuals’ salaries, adjusted for inflation. The liability under the defined benefit plans was $6.6 million at December 31, 2015 and $5.0 million at December 31, 2014 , and is included as a component of other long-term liabilities on the accompanying consolidated balance sheets. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions We had a 100% interest in QIAGEN Finance (Luxembourg) S.A. (QIAGEN Finance) which was established for the purpose of issuing convertible debt. As discussed in Note 10, QIAGEN Finance was a variable interest entity for which we did not hold any variable interests and were not the primary beneficiary, thus it was not consolidated. Accordingly, the convertible debt was not included in the consolidated statements of QIAGEN N.V., though QIAGEN N.V. did report the full obligation of the debt through its liabilities to QIAGEN Finance. As of December 31, 2014 , we had loans payable to QIAGEN Finance of $130.5 million , accrued interest due to QIAGEN Finance of $3.9 million , and amounts receivable from QIAGEN Finance of $3.0 million . The amounts receivable were related to subscription rights which were recorded net in the equity of QIAGEN N.V. as paid-in capital. As discussed in Note 15, during 2015 we repaid the loan to QIAGEN Finance and repurchased the warrant agreement with QIAGEN Finance. From time to time, we have transactions with other companies in which we hold an interest all of which are individually and in the aggregate immaterial, as summarized in the table below. As of December 31, For the years ended December 31, (in thousands) 2015 2014 2015 2014 2013 Net sales — — $ 418 $ 1,567 $ 6,193 Reimbursements against research and development costs — — $ 2,032 — — Accounts receivable $ 1,209 $ 1,797 — — — Accounts payable $ 471 $ 1,397 — — — Loans receivable, including interest $ 7,472 — — — — During 2015, we entered into two loan agreements with companies in which we also hold an interest for $5.0 million and €2.0 million ( $2.4 million ), bearing interest at 6% and 7% and are due in January 2020 and June 2019, respectively. The loans were made for general business purposes and no amounts were repaid in 2015. In the first quarter of 2016 we entered into a short-term $0.6 million loan arrangement with another cost-method investee. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II QIAGEN N.V. AND SUBSIDIARIES SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS FOR THE YEARS ENDED DECEMBER 31, 2015, 2014 AND 2013 (in thousands) Balance at Beginning of Year Provision Charged to Expense Write-Offs Foreign Exchange and Other Balance at End of Year Year Ended December 31, 2013: Allowance for doubtful accounts $ 5,221 $ 6,901 $ (1,527 ) $ 88 $ 10,683 Year Ended December 31, 2014: Allowance for doubtful accounts $ 10,683 $ 1,363 $ (2,263 ) $ (936 ) $ 8,847 Year Ended December 31, 2015: Allowance for doubtful accounts $ 8,847 $ 2,093 $ (2,022 ) $ (1,663 ) $ 7,255 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies and Critical Accounting Estimates (Policy) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Adoption of New Accounting Standards and New Accounting Standards Not Yet Adopted | Adoption of New Accounting Standards In April 2014, the FASB issued Accounting Standards Update No. 2014-08 (ASU 2014-08), Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity , which raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The ASU is aimed at reducing the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major impact on an entity's operations and financial results. For public entities, the amendments are effective on a prospective basis for all disposals of components of an entity and all businesses that, on acquisition, are classified as held for sale that occur within annual periods beginning on or after December 15, 2014 and interim period within those years. ASU 2014-08 became effective for us in the period beginning January 1, 2015 and its adoption did not have an effect on our financial position, results of operations or cash flows. New Accounting Standards Not Yet Adopted In January 2016, the FASB issued Accounting Standards Update No. 2016-01 (ASU 2016-01), Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The new guidance is intended to improve the recognition and measurement of financial instruments. The new guidance makes targeted improvements to existing U.S. GAAP by: • Requiring equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; • Requiring public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; • Requiring separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (i.e., securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements; • Eliminating the requirement to disclose the fair value of financial instruments measured at amortized cost for organizations that are not public business entities; • Eliminating the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; and • Requiring a reporting organization to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk (also referred to as “own credit”) when the organization has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The amendments are effective for our financial statements beginning in the first quarter of 2018. We are currently evaluating the impact of ASU 2016-01 on our consolidated financial statements. In November 2015, the FASB issued Accounting Standard Update No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes , which changes how deferred taxes are classified on organizations’ balance sheets. The ASU eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. The amendments are effective for our financial statements and we will adopt beginning in the first quarter of 2017. As of December 31, 2015, we have current deferred tax assets of $33.1 million and current deferred tax liabilities of $2.5 million . We do not expect the adoption to have a material impact on our consolidated financial statements. In September 2015, the FASB issued Accounting Standards Update No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments . To simplify the accounting for adjustments made to provisional amounts recognized in a business combination, the amendments eliminate the requirement to retrospectively account for those adjustments. The amendments require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments are effective for our financial statements beginning in the first quarter of 2016. We do not expect the adoption to have a material impact on our consolidated financial statements. In July 2015, the FASB issued Accounting Standards Update No. 2015-11 (ASU 2015-11), Inventory: (Topic 330): Simplifying the Measurement of Inventory requiring in scope inventory, including inventory measured using first-in, first out (FIFO) or average cost, to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 is effective for us beginning in the first quarter of 2017. We are currently evaluating the impact of ASU 2015-11 on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-05 (ASU 2015-05), Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement . This amendment provides guidance to help entities determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. ASU 2015-05 is effective for our financial statements beginning in the first quarter of 2016. We do not expect the adoption to have a material impact on our consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-03 (ASU 2015-03) Interest: Imputation of Interest (Subtopic 835-30) requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. ASU 2015-03 does not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. The FASB has issued Accounting Standards Update No. 2015-15, Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting. This ASU adds SEC paragraphs pursuant to the SEC Staff Announcement at the June 18, 2015, Emerging Issues Task Force meeting about the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. ASU 2015-03 will be effective for us beginning in the first quarter of 2016 and shall be applied on a retrospective basis wherein the balance sheet of each individual period presented shall be adjusted to reflect the period-specific effects of applying the new guidance. As of December 31, 2015, we have deferred debt issuance costs of $0.7 million and $12.2 million recorded in other current and other long-term assets, respectively. We do not expect the adoption to have a material impact on our consolidated financial statements. In February 2015, the FASB issued Accounting Standards Update No. 2015-02 (ASU 2015-02) Consolidation (Topic 810): Amendments to the Consolidation Analysis. The new standard modifies current guidance on consolidation under the variable interest model and the voting model. ASU 2015-02 will be effective for us beginning in the first quarter of 2016. We are currently evaluating the impact of ASU 2015-02 on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 (ASU 2014-09), Revenue from Contracts with Customers: (Topic 606) which affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This ASU will supersede the revenue recognition requirements in Topic 605, Revenue Recognition , and most industry-specific guidance. This ASU also supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts . In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of Topic 360, Property, Plant, and Equipment , and intangible assets within the scope of Topic 350, Intangibles-Goodwill and Other ) are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. An entity should apply the amendments in this ASU either retrospectively to each prior reporting period presented and the entity may elect certain practical expedients; or, retrospectively with the cumulative effect of initially applying this ASU recognized at the date of initial application. In August 2015, the FASB issued Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers: (Topic 606): Deferral of the Effective Date which defers the effective date of ASU 2014-09 to interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted only as of interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact its adoption would have on our financial position, results of operations or cash flows. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of QIAGEN N.V. and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Investments in either common stock or in-substance common stock of companies where we exercise significant influence over the operations but do not have control, and where we are not the primary beneficiary, are accounted for using the equity method. All other investments are accounted for under the cost method. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the Company, we record the fair value of the noncontrolling interests at the acquisition date and classify the amounts attributable to noncontrolling interests separately in equity in the consolidated financial statements. Any subsequent changes in the Company's ownership interest while the Company retains its controlling financial interest in its subsidiary are accounted for as equity transactions. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingencies at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Concentrations of Risk | Concentrations of Risk We buy materials for products from many suppliers, and are not dependent on any one supplier or group of suppliers for the business as a whole. However, key components of certain products, including certain instrumentation components and chemicals, are available only from a single source. If supplies from these vendors were delayed or interrupted for any reason, we may not be able to obtain these materials timely or in sufficient quantities in order to produce certain products and sales levels could be negatively affected. Additionally, our customers include researchers at pharmaceutical and biotechnology companies, academic institutions, and government and private laboratories. Fluctuations in the research and development budgets of these researchers and their organizations for applications in which our products are used could have a significant effect on the demand for our products. The financial instruments used in managing our foreign currency, equity and interest rate exposures have an element of risk in that the counterparties may be unable to meet the terms of the agreements. We attempt to minimize this risk by limiting the counterparties to a diverse group of highly-rated international financial institutions. The carrying values of our financial instruments incorporate the non-performance risk by using market pricing for credit risk. However, we have no reason to believe that any counterparties will default on their obligations and therefore do not expect to record any losses as a result of counterparty default. In order to minimize our exposure with any single counterparty, we have entered into master agreements which allow us to manage the exposure with the respective counterparty on a net basis. Other financial instruments that potentially subject us to concentrations of credit risk are cash and cash equivalents, short-term investments, and accounts receivable. We attempt to minimize the risks related to cash and cash equivalents and short-term investments by dealing with highly-rated financial institutions and investing in a broad and diverse range of financial instruments. We have established guidelines related to credit quality and maturities of investments intended to maintain safety and liquidity. Concentration of credit risk with respect to accounts receivable is limited due to a large and diverse customer base, which is dispersed over different geographic areas. Allowances are maintained for potential credit losses and such losses have historically been within expected ranges. |
Foreign Currency Translation | Foreign Currency Translation Our reporting currency is the U.S. dollar and our subsidiaries’ functional currencies are generally the local currency of the respective countries in which they are headquartered. All amounts in the financial statements of entities whose functional currency is not the U.S. dollar are translated into U.S. dollar equivalents at exchange rates as follows: (1) assets and liabilities at period-end rates, (2) income statement accounts at average exchange rates for the period, and (3) components of equity at historical rates. Translation gains or losses are recorded in equity, and transaction gains and losses are reflected in net income as a component of other income (expense), net. Realized gains or losses on the value of derivative contracts entered into to hedge the exchange rate exposure of receivables and payables are also included in net income as a component of other income (expense), net. |
Segment Information | Segment Information We determined that we operate as one operating segment in accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 280, Segment Reporting . Our chief operating decision maker (CODM) makes decisions based on the Company as a whole. In addition, we have a common basis of organization and types of products and services which derive revenues and consistent product margins. Accordingly, we operate and make decisions as one reporting unit. |
Revenue Recognition | Revenue Recognition Our revenues are reported net of sales and value added taxes, discounts and sales allowances, and are derived primarily from the sale of consumable and instrumentation products, and to a much lesser extent, from the sale of services, intellectual property and technology. We recognize revenue when four basic criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. Consumable and Related Products: In the last three years, revenue from consumable product sales has accounted for approximately 79% - 83% of our net sales and is generally recognized upon transfer of title consistent with the shipping terms. We maintain a small amount, on average less than $3.0 million in total, of consignment inventory at certain customer locations. Revenues for the consumable products which are consigned in this manner are recognized upon consumption. We generally allow returns of consumable products if the product is returned in a timely manner and in good condition. Allowances for returns are provided for based upon the historical pattern of returns and management’s evaluation of specific factors that impact the risk of returns. Revenues from related products include software-as-a-service (SaaS), license fees, intellectual property and patent sales, royalties and milestone payments and over the last three years has accounted for approximately 4% - 8% of our net sales. Revenue from SaaS arrangements has increased following our 2013 acquisition of Ingenuity discussed in Note 5, and is recognized ratably over the duration of the agreement unless the terms of the agreement indicate that revenue should be recognized in a different pattern, for example based on usage. License fees from research collaborations include payments for technology transfer and access rights. Non-refundable, up-front payments received in connection with collaborative research and development agreements are generally deferred and recognized on a straight-line basis over the contract period during which there is any continuing obligation. Revenue from intellectual property and patent sales is recognized when earned, either at the time of sale, or over the contract period when licensed. Payments for milestones, generally based on the achievement of substantive and at-risk performance criteria, are recognized in full at such time as the specified milestone has been achieved according to the terms of the agreement. Royalties from licensees are based on reported sales of licensed products and revenues are calculated based on contract terms when reported sales are reliably measurable, fees are fixed or determinable and collectability is reasonably assured. Instrumentation: Revenue from instrumentation includes the instrumentation equipment, installation, training and other instrumentation services, such as extended warranty services or product maintenance contracts and over the last three years has accounted for approximately 12% - 13% of net sales. Revenue from instrumentation equipment is recognized when title passes to the customer, upon either shipment or written customer acceptance after satisfying any installation and training requirements. We offer our customers access to our instrumentation via reagent rental agreements which place instrumentation with customers without requiring them to purchase the equipment. Instead, we recover the cost of providing the instrumentation in the amount charged for consumable products. The instruments placed with customers under a reagent rental agreement are depreciated and charged to cost of sales on a straight-line basis over the estimated life of the instrument, typically 3 to 5 years. The costs to maintain these instruments in the field are charged to cost of sales as incurred. Revenue from these reagent rental agreements is allocated to the elements within the arrangement (the lease, the sale of consumables and/or services) in accordance with ASC 605-25, Revenue Recognition—Multiple-Element Arrangements and recognized for each unit of accounting as appropriate. We have contracts with multiple elements which include instrumentation equipment, either leased under a reagent rental agreement or sold directly, together with other elements such as installation, training, extended warranty services or product maintenance contracts or consumable products. These contracts are accounted for under ASC 605-25, Revenue Recognition—Multiple-Element Arrangements. Multiple-element arrangements are assessed to determine whether there is more than one unit of accounting. In order for a deliverable to qualify as a separate unit of accounting, both of the following criteria must be met: • The delivered items have value to the client on a stand-alone basis; • If the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item or items is considered probable and substantially in the control of the Company. Arrangement consideration is allocated at the inception of the arrangement to all deliverables on the basis of their relative selling price. When applying the relative selling price method, the selling price for each deliverable is determined using (a) vendor-specific objective evidence (VSOE) of selling price, if it exists; or otherwise (b) third-party evidence of selling price. If neither VSOE nor third-party evidence of selling price exists for a deliverable, then the best estimated selling price for the deliverable is used. The arrangement consideration is allocated to the separate units of accounting based on each unit’s relative fair value. If these criteria are not met, deliverables included in an arrangement are accounted for as a single unit of accounting and revenues and costs are deferred until the period or periods in which the final deliverable is provided. Deliverables in our multiple-element arrangements include instrumentation equipment, installation, training, extended warranty services or product maintenance contracts or consumable products. We have evaluated the deliverables in our multiple-element arrangements and concluded that they are separate units of accounting because the delivered item or items have value to the customer on a standalone basis and for an arrangement that includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. Revenues from installation and training are recognized as services are completed, based on VSOE, which is determined by reference to the price customers pay when the services are sold separately. Revenues from extended warranty services or product maintenance contracts are recognized on a straight-line basis over the term of the contract, typically one year. VSOE of fair value of extended warranty services or product maintenance is determined based on the price charged for the maintenance and support when sold separately. Revenues from the instrumentation equipment and consumable products are recognized when the products are delivered and there are no further performance obligations. VSOE of fair value of instrumentation equipment and consumable products is determined based on the price charged for the instrument and consumables when sold separately. Certain of our reagent rental arrangements include termination provisions for breach of contract. However, these termination provisions would not impact recognized revenues. Our other arrangements do not include any provisions for cancellation or refunds. |
Warranty | Warranty We provide warranties on our products against defects in materials and workmanship for a period of one year. A provision for estimated future warranty costs is recorded in cost of sales at the time product revenue is recognized. Product warranty obligations are included in accrued and other liabilities in the accompanying consolidated balance sheets. |
Research and Development | Research and Development Research and product development costs are expensed as incurred. Research and development expenses consist primarily of salaries and related expenses, facility costs and amounts paid to contract research organizations, and laboratories for the provision of services and materials as well as costs for internal use or clinical trials. |
Government Grants | Government Grants We recognize government grants when there is reasonable assurance that all conditions will be complied with and the grant will be received. Our government grants generally represent subsidies for specified activities and are therefore recognized when earned as a reduction of the expenses recorded for the activity that the grants are intended to compensate. Thus, when the grant relates to research and development expense, the grant is recognized over the same period that the related costs are incurred. Otherwise, amounts received under government grants are recorded as liabilities in the balance sheet. When the grant relates to an asset, the nominal amount of the grant is deducted from the carrying amount of the asset and recognized over the same period that the related asset is depreciated. |
Borrowing Costs | Borrowing Costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective assets (qualifying asset) when such borrowing costs are significant. All other borrowing costs are expensed in the period they occur. |
Shipping and Handling Income and Costs | Shipping and Handling Income and Costs Shipping and handling costs charged to customers are recorded as revenue in the period that the related product sale revenue is recorded. Associated costs of shipping and handling are included in sales and marketing expenses. |
Advertising Costs | Advertising Costs The costs of advertising are expensed as incurred and are included as a component of sales and marketing expense. |
General and Administrative, Restructuring, Integration and Other | General and Administrative, Restructuring, Integration and Other General and administrative expenses primarily represent the costs required to support administrative infrastructure. In addition, we incur indirect acquisition and business integration costs in connection with business combinations. These costs represent incremental costs that we believe would not have been incurred absent the business combinations. Major components of these costs include payroll and related costs for employees remaining with the Company on a transitional basis; public relations, advertising and media costs for re-branding of the combined organization; and, consulting and related fees incurred to integrate or restructure the acquired operations. Restructuring costs include personnel costs (principally termination benefits), facility closure and contract termination costs. Termination benefits are accounted for in accordance with FASB ASC Topic 712, Compensation - Nonretirement Postemployment Benefits, and are recorded when it is probable that employees will be entitled to benefits and the amounts can be reasonably estimated. Estimates of termination benefits are based on the frequency of past termination benefits, the similarity of benefits under the current plan and prior plans, and the existence of statutory required minimum benefits. Facility closure, some termination benefits and other costs are accounted for in accordance with FASB ASC Topic 420, Exit or Disposal Cost Obligations and are recorded when the liability is incurred. The specific restructuring measures and associated estimated costs are based on management's best business judgment under the existing circumstances at the time the estimates are made. If future events require changes to these estimates, such adjustments will be reflected in the period of the revised estimate. |
Income Taxes | Income Taxes We account for income taxes under the liability method. Under this method, total income tax expense is the amount of income taxes expected to be payable for the current year plus the change from the beginning of the year for deferred income tax assets and liabilities established for the expected further tax consequences resulting from differences in the financial reporting and tax basis of assets and liabilities. Deferred tax assets and/or liabilities are determined by multiplying the differences between the financial reporting and tax reporting bases for assets and liabilities by the enacted tax rates expected to be in effect when such differences are recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Tax benefits are initially recognized in the financial statements when it is more likely than not that the position will be sustained upon examination by the tax authorities. Such tax positions are initially and subsequently measured as the largest amount of tax benefit that is greater than 50 percent likely of being realized upon settlement with the taxing authority using the cumulative probability method, assuming the tax authority has full knowledge of the position and all relevant facts. Our policy is to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties within the income tax provision. |
Derivative Instruments | Derivative Instruments We enter into derivative financial instrument contracts to minimize the variability of cash flows or income statement impact associated with the anticipated transactions being hedged or to hedge fluctuating interest rates. As changes in foreign currency or interest rate impact the value of anticipated transactions, the fair value of the forward or swap contracts also changes, offsetting foreign currency or interest rate fluctuations. Derivative instruments are recorded on the balance sheet at fair value. Changes in fair value of derivatives are recorded in current earnings or other comprehensive income, depending on whether a derivative is designated as part of a hedge transaction. |
Share-Based Payments | Share-Based Payments Compensation cost for all share-based payments is recorded based on the grant date fair value, less an estimate for pre-vesting forfeitures, recognized in expense over the service period. Stock Options: We utilize the Black-Scholes-Merton valuation model for estimating the fair value of our stock options granted. Option valuation models, including Black-Scholes-Merton, require the input of highly subjective assumptions, and changes in the assumptions used can materially affect the grant date fair value of an award. These assumptions include the risk-free rate of interest, expected dividend yield, expected volatility, expected life of the award and forfeiture rate. Risk-Free Interest Rate— This is the average U.S. Treasury rate (having a term that most closely resembles the expected life of the option) at the date the option was granted. Dividend Yield— We have never declared or paid dividends on our common stock and do not anticipate declaring or paying any dividends in the foreseeable future. Expected Volatility— Volatility is a measure of the amount by which a financial variable such as a share price has fluctuated (historical volatility) or is expected to fluctuate (expected volatility) during a period. We use a combination of the historical volatility of our stock price and the implied volatility of market-traded options of our stock to estimate the expected volatility assumption input to the Black-Scholes-Merton model. Our decision to use a combination of historical and implied volatility is based upon the availability of actively traded options of our stock and our assessment that such a combination is more representative of future expected stock price trends. Expected Life of the Option— This is the period of time that the options granted are expected to remain outstanding. We estimated the expected life by considering the historical exercise behavior. We use an even exercise methodology, which assumes that all vested, outstanding options are exercised uniformly over the balance of their contractual life. Forfeiture Rate— This is the estimated percentage of options granted that are expected to be forfeited or cancelled on an annual basis before becoming fully vested. We estimated the forfeiture rate based on historical forfeiture experience. Restricted Stock Units and Performance Stock Units: Restricted stock units and performance stock units represent rights to receive Common Shares at a future date. The fair market value of restricted and performance stock units is determined based on the number of stock units granted and the fair market value of our shares on the grant date. The fair market value at the time of the grant, less an estimate for pre-vesting forfeitures, is recognized in expense over the vesting period. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash on deposit in banks and other cash invested temporarily in various instruments that are short-term and highly liquid, and having an original maturity of less than 90 days at the date of purchase. |
Short Term Investments | Short-Term Investments Short-term investments are classified as “available for sale” and stated at fair value in the accompanying balance sheet. Interest income is accrued when earned and changes in fair market values are reflected as unrealized gains and losses, calculated on the specific identification method, as a component of accumulated other comprehensive income. The amortization of premiums and accretion of discounts to maturity arising from acquisition is included in interest income. A decline in fair value that is judged to be other-than-temporary is accounted for as a realized loss and the write-down is included in the consolidated statements of income. Realized gains and losses, determined on a specific identification basis, on the sale of short-term investments are included in income. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amount of cash and cash equivalents, notes receivable, accounts receivable, accounts payable and accrued liabilities approximate their fair values because of the short maturities of those instruments. The carrying value of our variable rate debt and capital leases approximates their fair values because of the short maturities and/or interest rates which are comparable to those available to us on similar terms. The fair values of the Cash Convertible Notes are based on an estimation using available over-the-counter market information. The fair values of the Private Placement Senior Notes totaling $400.0 million issued in October 2012 and further described in Note 15 were estimated using the changes in the U.S. Treasury rates. The fair values of the notes payable to QIAGEN Finance, further discussed in Note 15, were estimated by using available over-the-counter market information on the convertible bonds which were issued by QIAGEN Finance, the values of which correlate to the fair value of the loan arrangements we had with QIAGEN Finance which include the notes payable, the guarantee and the warrant agreement (further discussed in Note 10). |
Accounts Receivable | Accounts Receivable Our accounts receivable are unsecured and we are at risk to the extent such amounts become uncollectible. We continually monitor accounts receivable balances, and provide for an allowance for doubtful accounts at the time collection becomes questionable based on payment history or age of the receivable. Amounts determined to be uncollectible are written off against the reserve. |
Inventories | Inventories Inventories are stated at the lower of cost, determined on a first-in, first-out basis, or market and include material, capitalized labor and overhead costs. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, including equipment acquired under capital lease obligations, are stated at cost less accumulated amortization. Capitalized internal-use software costs include only those direct costs associated with the actual development or acquisition of computer software for internal use, including costs associated with the design, coding, installation and testing of the system. Costs associated with preliminary development, such as the evaluation and selection of alternatives, as well as training, maintenance and support are expensed as incurred. Costs for software to be sold, leased or otherwise marketed that are related to the conceptual formulation and design are expensed as incurred. Costs incurred to produce the product after technological feasibility is established are capitalized and amortized in accordance with the accounting standards for the costs of software to be sold, leased, or otherwise marketed. All other depreciation is computed using the straight-line method over the estimated useful lives of the assets ( 3 to 40 years). Amortization of leasehold improvements is computed on a straight-line basis over the lesser of the remaining life of the lease or the estimated useful life of the improvement asset. We have a policy of capitalizing expenditures that materially increase assets’ useful lives and charging ordinary maintenance and repairs to operations as incurred. When property or equipment is disposed of, the cost and related accumulated depreciation and amortization are removed from the accounts and any gain or loss is included in earnings. |
Acquired Intangibles and Goodwill | Acquired Intangibles and Goodwill Acquired intangibles with alternative future uses are carried at cost less accumulated amortization and consist of licenses to technology held by third parties and other acquired intangible assets. Amortization is computed over the estimated useful life of the underlying patents, which has historically ranged from one to twenty years. Purchased intangible assets acquired in business combinations, other than goodwill, are amortized over their estimated useful lives unless these lives are determined to be indefinite. Intangibles are assessed for recoverability considering the contract life and the period of time over which the intangible will contribute to future cash flow. The unamortized cost of intangible assets, where cash flows are independent and identifiable from other assets, is evaluated periodically and adjusted, if necessary, if events and circumstances indicate that a decline in value below the carrying amount has occurred. In 2015 , we recorded intangible asset impairment of $0.2 million related to the abandonment of certain projects. For the years ended December 31, 2014 and 2013 , we recorded intangible asset impairments of $8.7 million and $19.7 million , respectively, as discussed in Note 6. Amortization expense related to developed technology and patent and license rights which have been acquired in a business combination is included in cost of sales. Amortization of trademarks, customer base and non-compete agreements which have been acquired in a business combination is recorded in operating expense under the caption 'acquisition-related intangible amortization'. Amortization expenses of intangible assets not acquired in a business combination are recorded within either the cost of sales, research and development or sales and marketing line items based on the use of the asset. The estimated fair values of acquired in-process research and development projects which have not reached technological feasibility at the date of acquisition are capitalized and subsequently tested for impairment through completion of the development process, at which point the capitalized amounts are amortized over their estimated useful life. If a project is abandoned rather than completed, all capitalized amounts are written-off immediately. Goodwill represents the difference between the purchase price and the estimated fair value of the net assets acquired arising from business combinations. Goodwill is subject to impairment tests annually or earlier if indicators of potential impairment exist, using a fair-value-based approach. We have elected to perform our annual test for indications of impairment as of October 1 st of each year. Following the annual impairment tests for the years ended December 31, 2015 , 2014 and 2013 , goodwill has not been impaired. |
Investments | Investments We have investments in non-marketable securities issued by privately held companies. These investments are included in other long-term assets in the accompanying consolidated balance sheets and are accounted for using the equity or cost method of accounting. Investments are evaluated periodically, or when impairment indicators are noted, to determine if declines in value are other-than-temporary. In making that determination, we consider all available evidence relating to the realizable value of a security. This evidence includes, but is not limited to, the following: • adverse financial conditions of a specific issuer, segment, industry, region or other variables; • the length of time and the extent to which the fair value has been less than cost; and • the financial condition and near-term prospects of the issuer. We consider whether the fair values of any of our cost or equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If any such decline is considered to be other than temporary (based on various factors, including historical financial results, product development activities and the overall health of the affiliate’s industry), then a write-down of the investment would be recorded in operating expense to its estimated fair value. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or a group of assets may not be recoverable. We consider, amongst other indicators, a history of operating losses or a change in expected sales levels to be indicators of potential impairment. Assets are grouped and evaluated for impairment at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets. If an asset is determined to be impaired, the loss is measured as the amount by which the carrying amount of the asset exceeds fair value which is determined by applicable market prices, when available. When market prices are not available, we generally measure fair value by discounting projected future cash flows of the asset. Considerable judgment is necessary to estimate discounted future cash flows. Accordingly, actual results could differ from such estimates. |
Summary of Significant Accoun32
Summary of Significant Accounting Policies and Critical Accounting Estimates (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Exchange Rates of Key Currencies | The exchange rates of key currencies were as follows: Closing rate at December 31, Annual average rate (US$ equivalent for one) 2015 2014 2015 2014 2013 Euro (EUR) 1.0887 1.2141 1.1100 1.3287 1.3281 Pound Sterling (GBP) 1.4833 1.5587 1.5286 1.6474 1.5642 Swiss Franc (CHF) 1.0048 1.0097 1.0406 1.0938 1.0791 Australian Dollar (AUD) 0.7308 0.8187 0.7522 0.9025 0.9683 Canadian Dollar (CAD) 0.7202 0.8633 0.7836 0.9059 0.9710 Japanese Yen (JPY) 0.0083 0.0084 0.0083 0.0095 0.0103 Chinese Yuan (CNY) 0.1542 0.1611 0.1592 0.1623 0.1626 |
Changes in the Carrying Amount of Warranty Obligations | The changes in the carrying amount of warranty obligations are as follows: (in thousands) Total BALANCE AT DECEMBER 31, 2013 $ 4,936 Provision charged to cost of sales 2,766 Usage (3,504 ) Adjustments to previously provided warranties, net (695 ) Currency translation (224 ) BALANCE AT DECEMBER 31, 2014 $ 3,279 Provision charged to cost of sales 2,202 Usage (2,569 ) Adjustments to previously provided warranties, net (91 ) Currency translation (184 ) BALANCE AT DECEMBER 31, 2015 $ 2,637 |
Schedule of Cash and Cash Equivalents | (in thousands) 2015 2014 Cash at bank and on hand $ 217,644 $ 260,830 Short-term bank deposits 72,367 131,837 Cash and Cash Equivalents $ 290,011 $ 392,667 |
Inventories | Inventories consisted of the following as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Raw materials $ 27,051 $ 24,781 Work in process 21,066 22,489 Finished goods 88,469 85,006 Total inventories, net $ 136,586 $ 132,276 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting Information, Additional Information [Abstract] | |
Schedule of Product Category Information | Net sales for the product categories are attributed based on those revenues related to sample and assay products and similarly related revenues including bioinformatics solutions, and revenues derived from instrumentation sales. (in thousands) 2015 2014 2013 Net Sales Consumables and related revenues $ 1,114,580 $ 1,172,728 $ 1,140,203 Instrumentation 166,406 172,049 161,781 Total $ 1,280,986 $ 1,344,777 $ 1,301,984 |
Schedule of Geographical Information | Our country of domicile is the Netherlands, which reported net sales of $11.3 million , $13.7 million and $14.4 million for the years ended 2015 , 2014 and 2013 , respectively, and these amounts are included in the line item Europe, Middle East and Africa as shown in the table below. (in thousands) 2015 2014 2013 Net Sales Americas: United States $ 525,532 $ 543,877 $ 545,600 Other Americas 79,578 75,974 80,299 Total Americas 605,110 619,851 625,899 Europe, Middle East and Africa 409,955 451,092 416,334 Asia Pacific and Rest of World 265,921 273,834 259,751 Total $ 1,280,986 $ 1,344,777 $ 1,301,984 |
Schedule of Long Lived Assets | The Netherlands, which is included in the balances for Europe, reported long-lived assets of $0.3 million and $1.0 million as of December 31, 2015 and 2014 , respectively. (in thousands) 2015 2014 Long-lived assets Americas: United States $ 148,748 $ 136,461 Other Americas 2,691 2,863 Total Americas 151,439 139,324 Germany 243,120 241,475 Other Europe 35,573 35,362 Asia Pacific and Rest of World 12,812 11,932 Total $ 442,944 $ 428,093 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Enzymatics | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price Allocation | (in thousands) Enzymatics acquisition Purchase Price: Cash consideration $ 114,224 Fair value of contingent consideration 13,600 $ 127,824 Final Allocation: Cash and cash equivalents $ 1,178 Accounts receivable 2,813 Prepaid and other current assets 1,330 Fixed and other long-term assets 1,414 Accounts payable (3,090 ) Accruals and other current liabilities (1,940 ) Long term deferred tax liability (21,558 ) Developed technology, licenses and know-how 28,600 Tradenames 6,600 Customer relationships 22,300 Goodwill 90,177 $ 127,824 |
Ingenuity | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price Allocation | he final purchase price allocation for Ingenuity was as follows: (in thousands) Ingenuity acquisition Purchase Price: Cash consideration $ 106,932 $ 106,932 Final Allocation: Cash and cash equivalents $ 4,449 Accounts receivable 2,018 Prepaid and other current assets 1,834 Current deferred tax asset 3,126 Fixed and other long-term assets 2,648 Long-term deferred tax asset 13,203 Accounts payable (2,662 ) Accruals and other current liabilities (14,558 ) Liabilities assumed (557 ) Developed technology, licenses and know-how 37,903 Tradenames 3,359 In-process research and development 2,069 Customer relationships 1,023 Goodwill 69,479 Deferred tax liability on fair value of identifiable intangible assets acquired (16,402 ) $ 106,932 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
2014 Restructuring | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Restructuring Reserve by Type of Cost | At December 31, 2014 , a restructuring accrual of $12.1 million was included in accrued and other liabilities and $2.6 million was included in other long term liabilities in the accompanying consolidated balance sheet. (in thousands) Personnel Related Facility Related Contract and Other Costs Total Balance at December 31, 2014 $ 6,341 $ 7,627 $ 652 $ 14,620 Payments (4,789 ) (4,199 ) (418 ) (9,406 ) Release of excess accrual (453 ) — (20 ) (473 ) Foreign currency translation adjustment (630 ) — — (630 ) Balance at December 31, 2015 $ 469 $ 3,428 $ 214 $ 4,111 |
2011 Restructuring | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the cash components of the restructuring costs. At December 31, 2015 , no restructuring accrual remained for this program. At December 31, 2014 , a restructuring accrual of $0.7 million was included in accrued and other liabilities in the accompanying consolidated balance sheets. (in thousands) Personnel Related Facility Related Contract and Other Costs Total Balance at December 31, 2013 $ 9,782 $ 313 $ 511 $ 10,606 Payments (8,071 ) (313 ) (511 ) (8,895 ) Release of excess accrual (775 ) — — (775 ) Foreign currency translation adjustment (210 ) — — (210 ) Balance at December 31, 2014 $ 726 $ — $ — $ 726 Payments (381 ) — — (381 ) Release of excess accrual (340 ) — — (340 ) Foreign currency translation adjustment (5 ) — — (5 ) Balance at December 31, 2015 $ — $ — $ — $ — |
Prepaid Expenses and Other Cu36
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Prepaid Expense and Other Assets [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets are summarized as follows as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Prepaid expenses $ 38,986 $ 40,359 Value added tax 15,219 13,332 Other receivables 9,876 10,778 Fair value of derivative instruments 3,758 46,802 Amounts held in escrow in connection with acquisitions 2,500 2,500 $ 70,339 $ 113,771 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Including Equipment Under Capital Lease Obligations | Property, plant and equipment, including equipment acquired under capital lease obligations, are summarized as follows as of December 31, 2015 and 2014 : (in thousands) Estimated useful life (in years) 2015 2014 Land — $ 15,452 $ 15,653 Buildings and improvements 5-40 302,068 300,131 Machinery and equipment 3-10 253,556 244,906 Computer software 3-7 125,396 102,835 Furniture and office equipment 3-10 92,281 86,556 Construction in progress — 63,825 70,575 852,578 820,656 Less: Accumulated depreciation and amortization (409,634 ) (392,563 ) Property, plant and equipment, net $ 442,944 $ 428,093 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Investments [Abstract] | |
Summary of Investments Included in Other Assets | A summary of these equity method investments, which are included in other long-term assets in the consolidated balance sheets, is as follows: Equity investments as of December 31, Share of income (loss) for the years ended December 31, ($ in thousands) Ownership Percentage 2015 2014 2015 2014 2013 PreAnalytiX GmbH 50.00 % $ 10,627 $ 18,954 $ 1,878 $ 3,557 $ 2,044 Biotype Innovation GmbH 24.90 % 3,775 — (595 ) — — Pyrobett 19.00 % 2,111 2,711 (600 ) (539 ) (265 ) QIAGEN (Suzhou) Institute of Translation Research Co., Ltd. 30.00 % 203 216 (107 ) (409 ) (112 ) QIAGEN Finance 100.00 % — 414 85 147 93 QBM Cell Science 19.50 % — 398 — (2 ) (6 ) Dx Assays Pte Ltd 33.30 % — — — 710 — $ 16,716 $ 22,693 $ 661 $ 3,464 $ 1,754 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The following sets forth the intangible assets by major asset class as of December 31, 2015 and 2014 : 2015 2014 (in thousands) Weighted Average Life (in years) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Amortized Intangible Assets: Patent and license rights 10.57 $ 338,175 $ (205,880 ) $ 312,224 $ (185,132 ) Developed technology 10.41 693,294 (409,374 ) 708,509 (361,825 ) Customer base, trademarks, and non-compete agreements 10.52 432,036 (211,830 ) 423,685 (179,316 ) 10.48 $ 1,463,505 $ (827,084 ) $ 1,444,418 $ (726,273 ) Unamortized Intangible Assets: In-process research and development $ — $ 8,769 Goodwill 1,875,698 1,887,963 $ 1,875,698 $ 1,896,732 |
Schedule of Intangible Assets and Goodwill | The changes in intangible assets for the years ended December 31, 2015 and 2014 are as follows: (in thousands) Intangibles Goodwill BALANCE AT DECEMBER 31, 2013 $ 790,405 $ 1,855,691 Additions 9,677 — Acquisitions 103,130 99,846 Amortization (132,890 ) — Impairment losses (8,711 ) — Foreign currency translation adjustments (34,697 ) (67,574 ) BALANCE AT DECEMBER 31, 2014 $ 726,914 $ 1,887,963 Additions 45,575 — Purchase adjustments (8,200 ) 1,656 Acquisitions 31,412 37,084 Amortization (131,953 ) — Impairment losses (205 ) — Foreign currency translation adjustments (27,122 ) (51,005 ) BALANCE AT DECEMBER 31, 2015 $ 636,421 $ 1,875,698 |
Schedule of Amortization of Intangibles for the Next Five Years | Amortization of intangibles for the next five years is expected to be approximately: (in thousands) Amortization Years ended December 31: 2016 $ 132,640 2017 $ 114,512 2018 $ 92,591 2019 $ 74,479 2020 $ 50,069 |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued and Other Liabilities | Accrued and other liabilities at December 31, 2015 and 2014 consist of the following: (in thousands) 2015 2014 Accrued expenses $ 55,928 $ 79,120 Payroll and related accruals 52,036 54,768 Deferred revenue 49,812 49,190 Accrued royalties 13,786 13,855 Cash collateral 7,826 — Accrued contingent consideration and milestone payments 6,995 7,477 Accrued interest on long-term debt 4,239 8,121 Current portion of capital lease obligations 922 1,125 Fair value of derivative instruments 525 10,547 Total accrued and other liabilities $ 192,069 $ 224,203 |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value Amounts of Derivative Instruments | The following table summarizes the fair value amounts of derivative instruments reported in the consolidated balance sheets as of December 31, 2015 and 2014 : Derivatives in Asset Positions Fair value Derivatives in Liability Positions Fair value (in thousands) 2015 2014 2015 2014 Derivative instruments designated as hedges Interest rate contracts (1) $ 12,687 $ 3,294 $ — $ — Total derivative instruments designated as hedges $ 12,687 $ 3,294 $ — $ — Undesignated derivative instruments Call spread overlay $ 169,037 $ 147,707 $ (170,951 ) $ (149,450 ) Foreign exchange contracts 1,393 46,802 (525 ) (10,547 ) Total derivative instruments $ 170,430 $ 194,509 $ (171,476 ) $ (159,997 ) _________________ (1) The fair value amounts for the interest rate contracts include accrued interest. |
Schedule of Gains on Derivative Instruments | The following tables summarize the classification and gains and losses on derivative instruments for the years ended December 31, 2015 , 2014 and 2013 : Year-Ended December 31, 2015 (in thousands) Gain/(loss) Location of (Gain) loss Gain (loss) recognized Cash flow hedges Interest rate contracts $ 5,337 Other (expense) income, net $ (5,273 ) n/a Fair value hedges Interest rate contracts $ — Other (expense) income, net $ — $ 1,691 Undesignated derivative instruments Call spread overlay n/a Other (expense) income, net n/a $ (171 ) Foreign exchange contracts n/a Other (expense) income, net n/a 21,434 $ 21,263 Year-Ended December 31, 2014 (in thousands) Gain/(loss) Location of (Gain) loss Gain (loss) recognized Fair value hedges Interest rate contracts $ — Other (expense) income, net $ — $ 3,294 Undesignated derivative instruments Call spread overlay n/a Other (expense) income, net n/a $ (1,743 ) Foreign exchange contracts n/a Other (expense) income, net n/a 61,713 $ 59,970 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Hierarchy for Financial Assets and Liabilities | The following table presents our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis: As of December 31, 2015 As of December 31, 2014 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Short-term investments $ 3,674 $ 127,143 $ — $ 130,817 $ 3,885 $ 180,151 $ — $ 184,036 Marketable securities 3,485 — — 3,485 — — — — Call option — 169,037 — 169,037 — 147,707 — 147,707 Foreign exchange contracts — 1,393 — 1,393 — 46,802 — 46,802 Interest rate contracts — 12,687 — 12,687 — 3,294 — 3,294 $ 7,159 $ 310,260 $ — $ 317,419 $ 3,885 $ 377,954 $ — $ 381,839 Liabilities: Foreign exchange contracts $ — $ (525 ) $ — $ (525 ) $ — $ (10,547 ) $ — $ (10,547 ) Cash conversion option — (170,951 ) — (170,951 ) — (149,450 ) — (149,450 ) Contingent consideration — — (17,678 ) (17,678 ) — — (17,477 ) (17,477 ) $ — $ (171,476 ) $ (17,678 ) $ (189,154 ) $ — $ (159,997 ) $ (17,477 ) $ (177,474 ) |
Summary of Activity for Liabilities with Level 3 Inputs | Activity for liabilities with Level 3 inputs is summarized in the following table: (in thousands) Fair Value Measurements Using BALANCE AT DECEMBER 31, 2013 $ (6,127 ) Additions from acquisitions (13,057 ) Payments 457 Gain included in earnings 1,162 Foreign currency translation adjustments 88 BALANCE AT DECEMBER 31, 2014 $ (17,477 ) Additions (5,476 ) Gain included in earnings 5,225 Foreign currency translation adjustments 50 BALANCE AT DECEMBER 31, 2015 $ (17,678 ) |
Lines of Credit and Debt (Table
Lines of Credit and Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instruments [Abstract] | |
Schedule of Total Debt Instruments | Total long-term debt consists of the following as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Notes payable to QIAGEN Finance bearing interest at an effective rate of 1.8% due in February 2024 $ — $ 130,451 3.19% Series A Senior Notes due October 16, 2019 73,994 73,645 3.75% Series B Senior Notes due October 16, 2022 303,991 302,648 3.90% Series C Senior Notes due October 16, 2024 27,000 27,000 0.375% Senior Unsecured Cash Convertible Notes due 2019 396,198 386,332 0.875% Senior Unsecured Cash Convertible Notes due 2021 258,404 251,335 Other notes payable bearing interest up to 6.28% — 668 Total long-term debt 1,059,587 1,172,079 Less current portion — 131,119 Long-term portion $ 1,059,587 $ 1,040,960 |
Schedule of Maturities of Long-term Debt | Future maturities of long-term debt as of December 31, 2015 are as follows: Year ending December 31, (in thousands) 2016 $ — 2017 — 2018 — 2019 470,192 2020 — thereafter 589,395 $ 1,059,587 |
Schedule of Debt Conversions | Interest expense related to the Cash Convertible Notes was comprised of the following: Year-Ended December 31 (in thousands) 2015 2014 Coupon interest $ 4,238 $ 3,307 Amortization of original issuance discount 16,935 12,836 Amortization of debt issuance costs 2,220 1,693 Total interest expense related to the Cash Convertible Notes $ 23,393 $ 17,836 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Before Income Taxes | Income before income taxes for the years ended December 31, 2015 , 2014 and 2013 consisted of: (in thousands) 2015 2014 2013 Pretax income in The Netherlands $ (2,495 ) $ (5,806 ) $ 24,135 Pretax income from foreign operations 134,993 124,320 13,203 $ 132,498 $ 118,514 $ 37,338 |
Provision for Income Taxes | ncome taxes for the years ended December 31, 2015 , 2014 and 2013 are as follows: (in thousands) 2015 2014 2013 Current—The Netherlands $ 973 $ 936 $ 2,874 —Foreign 41,862 41,667 33,452 42,835 42,603 36,326 Deferred—The Netherlands 250 317 — —Foreign (37,444 ) (41,608 ) (68,086 ) (37,194 ) (41,291 ) (68,086 ) Total provision for income taxes $ 5,641 $ 1,312 $ (31,760 ) |
Schedule of Statutory Rate and Effective Tax Rate | The principal items comprising the differences between income taxes computed at The Netherlands statutory rate and our reported income taxes and effective tax rate for the years ended December 31, 2015 , 2014 and 2013 are as follows: 2015 2014 2013 (in thousands) Amount Percent Amount Percent Amount Percent Income taxes at The Netherlands statutory rate $ 33,124 25.0 % $ 29,628 25.0 % $ 9,334 25.0 % Taxation of foreign operations, net (1) (36,407 ) (27.5 ) (29,959 ) (25.3 ) (31,826 ) (85.2 ) Tax impact from non-deductible items 14,411 10.9 9,339 7.9 6,219 16.7 Tax impact from tax exempt income (2) (5,810 ) (4.4 ) (2,589 ) (2.1 ) (8,557 ) (23.0 ) Tax contingencies, net 1,163 0.9 4,409 3.7 1,986 5.3 Taxes due to changes in tax rates (836 ) (0.6 ) 330 0.3 (1,640 ) (4.4 ) Government incentives and other deductions (3) (2,754 ) (2.1 ) (8,617 ) (7.3 ) (5,931 ) (15.9 ) Restructuring — — — — (872 ) (2.3 ) Prior year taxes (1,201 ) (0.9 ) (1,950 ) (1.7 ) (888 ) (2.4 ) Valuation allowance 3,450 2.6 — — — — Other items, net 501 0.4 721 0.6 415 1.1 Total provision for income taxes $ 5,641 4.3 % $ 1,312 1.1 % $ (31,760 ) (85.1 )% |
Changes in Gross Amounts of Unrecognized Tax Benefits | Changes in the gross amount of unrecognized tax benefits are as follows: (in thousands) Unrecognized Tax Benefits Balance at December 31, 2013 $ 11,585 Additions based on tax positions related to the current year 4,448 Decrease from currency translation (31 ) Balance at December 31, 2014 $ 16,002 Additions based on tax positions related to the current year 2,018 Additions for tax positions of prior years 2,640 Settlements with taxing authorities (2,988 ) Reductions due to lapse of statute of limitations (747 ) Decrease from currency translation (190 ) Balance at December 31, 2015 $ 16,735 |
Components of Net Deferred Tax Liabilities | The components of the net deferred tax liability at December 31, 2015 and 2014 are as follows: 2015 2014 (in thousands) Deferred Tax Assets Deferred Tax Liability Deferred Tax Assets Deferred Tax Liability Net operating loss carry forwards $ 25,771 $ — $ 33,208 $ — Accrued and other liabilities 22,648 — 20,425 — Inventories 2,394 (1,060 ) 4,798 (1,358 ) Allowance for bad debts 1,121 (465 ) 1,155 (483 ) Currency revaluation 934 (132 ) 510 (211 ) Depreciation and amortization 1,859 (27,854 ) 3,616 (10,645 ) Capital lease 1,793 — 1,128 — Tax credit carryforwards 1,110 — 3,347 — Unremitted profits and earnings — (902 ) — (1,064 ) Intangibles 272 (150,594 ) 1,030 (199,677 ) Share-based compensation 14,726 — 14,209 — Interest 54,307 — 38,013 — Convertible debt 13,765 — 10,055 — Other 2,080 (1,154 ) 1,901 (2,108 ) 142,780 (182,161 ) 133,395 (215,546 ) Valuation allowance (3,703 ) — (602 ) — $ 139,077 $ (182,161 ) $ 132,793 $ (215,546 ) Net deferred tax liabilities $ (43,084 ) $ (82,753 ) |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table is a summary of the components of accumulated other comprehensive income (loss) as of December 31, 2015 and 2014 : (in thousands) 2015 2014 Net unrealized gain on hedging contracts, net of tax $ 48 $ — Net unrealized gain on marketable securities, net of tax 1,215 — Net unrealized loss on pension, net of tax (2,148 ) (882 ) Foreign currency effects from intercompany long-term investment transactions, net of tax of $7.4 million and $6.8 million in 2015 and 2014, respectively (15,497 ) (12,933 ) Foreign currency translation adjustments (242,774 ) (120,920 ) Accumulated other comprehensive loss $ (259,156 ) $ (134,735 ) |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Common Share | The following schedule summarizes the information used to compute earnings per common share: Years ended December 31, (in thousands, except per share data) 2015 2014 2013 Net income attributable to the owners of QIAGEN N.V. $ 127,103 $ 116,634 $ 69,073 Weighted average number of common shares used to compute basic net income per common share 233,483 232,644 234,000 Dilutive effect of stock options and restrictive stock units 3,539 3,573 3,023 Dilutive effect of outstanding warrants 136 5,321 5,152 Weighted average number of common shares used to compute diluted net income per common share 237,158 241,538 242,175 Outstanding options and awards having no dilutive effect, not included in above calculation 37 422 1,616 Outstanding warrants having no dilutive effect, not included in above calculation 26,071 32,505 21,315 Basic earnings per common share attributable to the owners of QIAGEN N.V. $ 0.54 $ 0.50 $ 0.30 Diluted earnings per common share attributable to the owners of QIAGEN N.V. $ 0.54 $ 0.48 $ 0.29 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule Of Minimum Future Obligations Under Capital And Operating Leases | Minimum future obligations under capital and operating leases at December 31, 2015 are as follows: (in thousands) Capital Leases Operating Leases 2016 $ 1,307 $ 18,166 2017 1,212 12,894 2018 1,505 8,207 2019 — 5,878 2020 — 4,376 Thereafter — 4,923 4,024 $ 54,444 Less: Amount representing interest (682 ) 3,342 Less: Current portion (922 ) Long-term portion $ 2,420 |
Schedule of Commitments To Purchase Goods or Services And For Future Minimum Guaranteed Royalties | At December 31, 2015 , we had commitments to purchase goods or services, and for future minimum guaranteed royalties. They are as follows: (in thousands) Purchase Commitments License & Royalty Commitments 2016 $ 67,609 $ 1,333 2017 15,970 1,277 2018 8,453 1,221 2019 7,044 1,151 2020 136 1,151 Thereafter — 1,661 $ 99,212 $ 7,794 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |
Schedule of Weighted-Average Assumptions Used in Valuing Stock Options Granted to Employees | The following are the weighted-average assumptions used in valuing the stock options granted to employees for the year ended December 31, 2013 : 2013 Stock price volatility 27 % Risk-free interest rate 0.88 % Expected life (in years) 4.93 Dividend rate 0 % Forfeiture rate 4.1 % |
Schedule of Share-based Compensation, Stock Options, Activity | A summary of the status of employee stock options as of December 31, 2015 and changes during the year then ended is presented below: All Employee Options Number of Shares (in thousands) Weighted Average Exercise Price Weighted Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at January 1, 2015 2,531 $ 18.23 Exercised (669 ) $ 15.30 Forfeited (22 ) $ 17.01 Expired (19 ) $ 12.80 Outstanding at December 31, 2015 1,821 $ 19.37 4.59 $ 15,080 Vested at December 31, 2015 1,670 $ 19.27 4.36 $ 14,001 Vested and expected to vest at December 31, 2015 1,817 $ 19.37 4.59 $ 15,048 |
Schedule of Employee Stock Options and Restricted Stock Units | A summary of stock units as of December 31, 2015 and changes during the year are presented below: Stock Units Stock Units (in thousands) Weighted Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at January 1, 2015 9,160 Granted 1,691 Vested (1,153 ) Forfeited (742 ) Outstanding at December 31, 2015 8,956 2.46 $ 247,757 Vested and expected to vest at December 31, 2015 7,298 2.27 $ 189,560 |
Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs | Share-based compensation expense before taxes for the years ended December 31, 2015 , 2014 and 2013 totaled approximately $27.6 million , $42.2 million and $37.9 million , respectively, as shown in the table below. The excess tax benefit realized for the tax deductions of the share-based payment arrangements totaled $3.3 million , $1.6 million and $3.1 million , respectively, for the years ended December 31, 2015 , 2014 and 2013 . Compensation Expense (in thousands) 2015 2014 2013 Cost of sales $ 2,460 $ 2,726 $ 3,337 Research and development 6,037 6,650 7,632 Sales and marketing 6,180 8,290 10,412 General and administrative 12,890 24,522 16,554 Share-based compensation expense 27,567 42,188 37,935 Less: income tax benefit 6,511 9,685 8,832 Net share-based compensation expense $ 21,056 $ 32,503 $ 29,103 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | From time to time, we have transactions with other companies in which we hold an interest all of which are individually and in the aggregate immaterial, as summarized in the table below. As of December 31, For the years ended December 31, (in thousands) 2015 2014 2015 2014 2013 Net sales — — $ 418 $ 1,567 $ 6,193 Reimbursements against research and development costs — — $ 2,032 — — Accounts receivable $ 1,209 $ 1,797 — — — Accounts payable $ 471 $ 1,397 — — — Loans receivable, including interest $ 7,472 — — — — During 2015, we entered into two loan agreements with companies in which we also hold an interest for $5.0 million and €2.0 million ( $2.4 million ), bearing interest at 6% and 7% and are due in January 2020 and June 2019, respectively. The loans were made for general business purposes and no amounts were repaid in 2015. In the first quarter of 2016 we entered into a short-term $0.6 million loan arrangement with another cost-method investee. |
Corporate Information and Bas50
Corporate Information and Basis of Presentation (Details) | 12 Months Ended |
Dec. 31, 2015customer_classescountry | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Major customer classes | customer_classes | 4 |
Number of countries products are marketed in (more than) | country | 130 |
Effects of New Accounting Pro51
Effects of New Accounting Pronouncements Effects of New Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred tax assets, current | $ 33,068 | $ 31,457 |
Deferred tax liabilities, current | 2,463 | $ 1,245 |
Other Current Assets | New Accounting Pronouncement, Early Adoption, Effect | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred Finance Costs, Net | 700 | |
Other noncurrent assets | New Accounting Pronouncement, Early Adoption, Effect | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred Finance Costs, Net | $ 12,200 |
Summary of Significant Accoun52
Summary of Significant Accounting Policies and Critical Accounting Estimates (Exchange Rates of Key Currencies) (Details) | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Euro (EUR) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 1.0887 | 1.2141 | |
Annual average exchange rate | 1.1100 | 1.3287 | 1.3281 |
Pound Sterling (GBP) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 1.4833 | 1.5587 | |
Annual average exchange rate | 1.5286 | 1.6474 | 1.5642 |
Swiss Franc (CHF) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 1.0048 | 1.0097 | |
Annual average exchange rate | 1.0406 | 1.0938 | 1.0791 |
Australian Dollar (AUD) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 0.7308 | 0.8187 | |
Annual average exchange rate | 0.7522 | 0.9025 | 0.9683 |
Canadian Dollar (CAD) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 0.7202 | 0.8633 | |
Annual average exchange rate | 0.7836 | 0.9059 | 0.9710 |
Japanese Yen (JPY) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 0.0083 | 0.0084 | |
Annual average exchange rate | 0.0083 | 0.0095 | 0.0103 |
Chinese Yuan (CNY) | |||
Schedule of Foreign Currency Exchange Rates [Line Items] | |||
Closing exchange rate | 0.1542 | 0.1611 | |
Annual average exchange rate | 0.1592 | 0.1623 | 0.1626 |
Summary of Significant Accoun53
Summary of Significant Accounting Policies and Critical Accounting Estimates (Changes in the Carrying Amount of Warranty Obligations) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Beginning balance | $ 3,279 | $ 4,936 |
Provision charged to cost of sales | 2,202 | 2,766 |
Usage | (2,569) | (3,504) |
Adjustments to previously provided warranties, net | (91) | (695) |
Currency translation | (184) | (224) |
Ending balance | $ 2,637 | $ 3,279 |
Summary of Significant Accoun54
Summary of Significant Accounting Policies and Critical Accounting Estimates (Cash and Cash Equivalents) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | ||||
Cash at bank and on hand | $ 217,644 | $ 260,830 | ||
Short-term bank deposits | 72,367 | 131,837 | ||
Cash and Cash Equivalents | $ 290,011 | $ 392,667 | $ 330,303 | $ 394,037 |
Summary of Significant Accoun55
Summary of Significant Accounting Policies and Critical Accounting Estimates (Inventories) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Raw materials | $ 27,051 | $ 24,781 |
Work in process | 21,066 | 22,489 |
Finished goods | 88,469 | 85,006 |
Total inventories, net | $ 136,586 | $ 132,276 |
Summary of Significant Accoun56
Summary of Significant Accounting Policies and Critical Accounting Estimates (Narrative) (Details) | 12 Months Ended | |||
Dec. 31, 2015USD ($)reporting_unitsegment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Oct. 31, 2012USD ($) | |
Significant Accounting Policies [Line Items] | ||||
Foreign currency transaction net gain (loss), realized | $ (500,000) | $ 1,900,000 | $ 5,600,000 | |
Number of operating segments | segment | 1 | |||
Number of reporting units | reporting_unit | 1 | |||
Consigned inventory (amount less than) | $ 3,000,000 | |||
Standard product warranty term | 1 year | |||
Shipping and handling costs | $ 26,200,000 | 26,800,000 | 23,300,000 | |
Advertising costs | $ 7,200,000 | 7,000,000 | 7,600,000 | |
Cash equivalents term (less than) | 90 days | |||
Allowance for doubtful accounts receivable, charge-offs | $ 2,000,000 | 2,300,000 | 1,500,000 | |
Provisions for doubtful accounts | 2,100,000 | 1,400,000 | 6,900,000 | |
Intangible asset impairments | 205,000 | 8,711,000 | ||
Impairment of a cost method investment | 6,000,000 | |||
Asset impairment charges | 19,600,000 | 16,200,000 | ||
Other Income (Expense) | ||||
Significant Accounting Policies [Line Items] | ||||
Impairment of a cost method investment | 2,200,000 | 4,800,000 | 3,400,000 | |
General, administrative, restructuring, integration, and other | ||||
Significant Accounting Policies [Line Items] | ||||
Asset impairment charges | 19,600,000 | |||
Research and Development Expense | ||||
Significant Accounting Policies [Line Items] | ||||
Impairment of a cost method investment | 1,200,000 | |||
Intangible Asset Abandonment Charges | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset impairments | 8,700,000 | 19,700,000 | ||
Fixed Asset Abandonment Charges | ||||
Significant Accounting Policies [Line Items] | ||||
Asset impairment charges | $ 3,100,000 | |||
Fixed Asset Abandonment Charges | Cost of sales | ||||
Significant Accounting Policies [Line Items] | ||||
Asset impairment charges | 15,500,000 | |||
Fixed Asset Abandonment Charges | Sales and marketing | ||||
Significant Accounting Policies [Line Items] | ||||
Asset impairment charges | 2,400,000 | |||
Fixed Asset Abandonment Charges | General, administrative, restructuring, integration, and other | ||||
Significant Accounting Policies [Line Items] | ||||
Asset impairment charges | $ 1,700,000 | $ 16,200,000 | ||
Senior unsecured notes | ||||
Significant Accounting Policies [Line Items] | ||||
Face amount of debt instrument | $ 400,000,000 | |||
Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Estimated useful life of assets | 3 years | |||
Estimated useful lives of underlying patents | 1 year | |||
Minimum | Instrumentation | ||||
Significant Accounting Policies [Line Items] | ||||
Estimated useful life of assets | 3 years | |||
Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Estimated useful life of assets | 40 years | |||
Estimated useful lives of underlying patents | 20 years | |||
Maximum | Instrumentation | ||||
Significant Accounting Policies [Line Items] | ||||
Estimated useful life of assets | 5 years | |||
Net Sales | Consumable Products | Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Percentage of net sales allocated to sales revenue | 79.00% | |||
Net Sales | Consumable Products | Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Percentage of net sales allocated to sales revenue | 83.00% | |||
Net Sales | Related Products | Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Percentage of net sales allocated to sales revenue | 4.00% | |||
Net Sales | Related Products | Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Percentage of net sales allocated to sales revenue | 8.00% | |||
Net Sales | Instrumentation | Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Percentage of net sales allocated to sales revenue | 12.00% | |||
Net Sales | Instrumentation | Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Percentage of net sales allocated to sales revenue | 13.00% |
Segment Information (Product Ca
Segment Information (Product Category Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue from External Customer [Line Items] | |||
Net sales | $ 1,280,986 | $ 1,344,777 | $ 1,301,984 |
Consumables and related revenues | |||
Revenue from External Customer [Line Items] | |||
Net sales | 1,114,580 | 1,172,728 | 1,140,203 |
Instrumentation | |||
Revenue from External Customer [Line Items] | |||
Net sales | $ 166,406 | $ 172,049 | $ 161,781 |
Segment Information (Geographic
Segment Information (Geographical Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 1,280,986 | $ 1,344,777 | $ 1,301,984 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 525,532 | 543,877 | 545,600 |
Other Americas | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 79,578 | 75,974 | 80,299 |
Total Americas | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 605,110 | 619,851 | 625,899 |
Europe, Middle East and Africa | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 409,955 | 451,092 | 416,334 |
Asia Pacific and Rest of World | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 265,921 | $ 273,834 | $ 259,751 |
Segment Information (Long-Lived
Segment Information (Long-Lived Asset Information) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 442,944 | $ 428,093 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 148,748 | 136,461 |
Other Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 2,691 | 2,863 |
Total Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 151,439 | 139,324 |
Germany | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 243,120 | 241,475 |
Other Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 35,573 | 35,362 |
Asia Pacific and Rest of World | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 12,812 | $ 11,932 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($)segment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Number of operating segments | segment | 1 | ||
Net sales | $ 1,280,986 | $ 1,344,777 | $ 1,301,984 |
Long-lived assets | 442,944 | 428,093 | |
Netherlands | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 11,300 | 13,700 | $ 14,400 |
Long-lived assets | $ 300 | $ 1,000 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Apr. 29, 2013 | Nov. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions, net of cash acquired | $ 66,930 | $ 160,436 | $ 170,546 | ||||
Products used in sequence workflows, percent | 80.00% | ||||||
Purchase adjustments | $ 1,656 | ||||||
Weighted average amortization period for intangible assets | 10 years 5 months 23 days | ||||||
Net sales | $ 1,280,986 | 1,344,777 | 1,301,984 | ||||
Net income (loss) attributable to the owners of QIAGEN N.V. | $ 127,103 | 116,634 | 69,073 | ||||
Minimum | |||||||
Business Acquisition [Line Items] | |||||||
Discount rate used for analysis of future milestones | 0.70% | ||||||
Maximum | |||||||
Business Acquisition [Line Items] | |||||||
Discount rate used for analysis of future milestones | 2.20% | ||||||
2015 Acquisitions | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions, net of cash acquired | $ 66,900 | ||||||
Enzymatics | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration | $ 114,224 | ||||||
Escrow deposits related to acquisition claims | $ 5,800 | ||||||
Purchase consideration adjustment | 2,100 | ||||||
Long-term deferred tax liability adjustment | 400 | ||||||
Other opening balance sheet adjustments | 100 | ||||||
Purchase adjustments | $ 2,400 | ||||||
Weighted average amortization period for intangible assets | 11 years 1 month 18 days | ||||||
Fair value of contingent consideration | $ 13,600 | ||||||
Additional contingent cash payments | $ 17,000 | 17,000 | |||||
Enzymatics | Minimum | |||||||
Business Acquisition [Line Items] | |||||||
Discount rate used for analysis of future milestones | 0.70% | ||||||
Enzymatics | Maximum | |||||||
Business Acquisition [Line Items] | |||||||
Discount rate used for analysis of future milestones | 2.20% | ||||||
Series of individually immaterial business acquisitions | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions, net of cash acquired | 47,400 | ||||||
Marseille | |||||||
Business Acquisition [Line Items] | |||||||
Business combination step acquisition equity interest in acquiree | $ 8,000 | $ 300 | |||||
Percent of outstanding common shares held | 90.27% | 97.22% | 90.27% | ||||
Restricted cash for remaining shares in relation to the tender offer | $ 2,500 | ||||||
Ingenuity | |||||||
Business Acquisition [Line Items] | |||||||
Percent of outstanding common shares held | 100.00% | ||||||
Cash consideration | $ 106,932 | ||||||
Weighted average amortization period for intangible assets | 14 years 1 month 18 days | ||||||
Net sales | $ 14,700 | ||||||
Net income (loss) attributable to the owners of QIAGEN N.V. | $ (6,300) | ||||||
Acquisition related costs | 1,200 | ||||||
CLC bio | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid for acquisitions, net of cash acquired | $ 68,200 |
Acquisitions (Purchase Price) (
Acquisitions (Purchase Price) (Details) - USD ($) $ in Thousands | Dec. 31, 2014 | Apr. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 1,887,963 | $ 1,887,963 | $ 1,875,698 | $ 1,855,691 | |
Enzymatics | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | 114,224 | ||||
Fair value of contingent consideration | 13,600 | ||||
Purchase price | 127,824 | ||||
Cash and cash equivalents | 1,178 | 1,178 | |||
Accounts receivable | 2,813 | 2,813 | |||
Prepaid and other current assets | 1,330 | 1,330 | |||
Fixed and other long-term assets | 1,414 | 1,414 | |||
Accounts payable | (3,090) | (3,090) | |||
Accruals and other current liabilities | (1,940) | (1,940) | |||
Long term deferred tax liability | (21,558) | (21,558) | |||
Goodwill | 90,177 | 90,177 | |||
Assets acquired, goodwill, and liabilities assumed, net | 127,824 | 127,824 | |||
Ingenuity | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 106,932 | ||||
Purchase price | 106,932 | ||||
Cash and cash equivalents | 4,449 | 4,449 | |||
Accounts receivable | 2,018 | 2,018 | |||
Prepaid and other current assets | 1,834 | 1,834 | |||
Current deferred tax asset | 3,126 | 3,126 | |||
Fixed and other long-term assets | 2,648 | 2,648 | |||
Long-term deferred tax asset | 13,203 | 13,203 | |||
Accounts payable | (2,662) | (2,662) | |||
Accruals and other current liabilities | (14,558) | (14,558) | |||
Long term deferred tax liability | (16,402) | (16,402) | |||
Goodwill | 69,479 | 69,479 | |||
Long-term liabilities assumed | (557) | (557) | |||
Assets acquired, goodwill, and liabilities assumed, net | 106,932 | 106,932 | |||
Developed technology, licenses and know-how | Enzymatics | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 28,600 | 28,600 | |||
Developed technology, licenses and know-how | Ingenuity | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 37,903 | 37,903 | |||
Tradenames | Enzymatics | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 6,600 | 6,600 | |||
Tradenames | Ingenuity | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 3,359 | 3,359 | |||
In-process research and development | Ingenuity | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 2,069 | 2,069 | |||
Customer relationships | Enzymatics | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 22,300 | 22,300 | |||
Customer relationships | Ingenuity | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 1,023 | $ 1,023 |
Restructuring (Narrative) (Deta
Restructuring (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 | |
2014 Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 37,100,000 | $ 0 | |
Restructuring accruals | 14,620,000 | 4,111,000 | |
2014 Restructuring | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 26,400,000 | ||
2014 Restructuring | Sales and marketing | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2,400,000 | ||
2014 Restructuring | General, administrative, restructuring, integration, and other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 8,300,000 | ||
2014 Restructuring | Employee Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 6,400,000 | ||
2014 Restructuring | Fixed Asset Abandonment Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 19,600,000 | ||
2014 Restructuring | Intangible Asset Abandonment Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 8,700,000 | ||
2014 Restructuring | Personnel Related | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | 6,341,000 | 469,000 | |
2014 Restructuring | Contract and Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | 652,000 | 214,000 | |
2014 Restructuring | Contract Termination | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2,400,000 | ||
2011 Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | 726,000 | 0 | $ 10,606,000 |
2011 Restructuring | Personnel Related | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | 726,000 | 0 | 9,782,000 |
2011 Restructuring | Contract and Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | 0 | 0 | $ 511,000 |
2011 and 2014 Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring costs | 234,600,000 | ||
2011 and 2014 Restructuring | Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring costs | 46,100,000 | ||
2011 and 2014 Restructuring | General, administrative, restructuring, integration, and other | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring costs | 188,500,000 | ||
2011 and 2014 Restructuring | Personnel Related | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring costs | 56,400,000 | ||
2011 and 2014 Restructuring | Asset Impairment | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring costs | 97,700,000 | ||
2011 and 2014 Restructuring | Contract and Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Cumulative restructuring costs | 80,500,000 | ||
Accrued liabilities | 2014 Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | 12,100,000 | $ 4,100,000 | |
Other noncurrent liabilities | 2014 Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring accruals | $ 2,600,000 |
Restructuring (Cash Components)
Restructuring (Cash Components) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
2014 Restructuring | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | $ 14,620 | |
Payments | (9,406) | |
Release of excess accrual | (473) | |
Foreign currency translation adjustment | (630) | |
Ending balance | 4,111 | $ 14,620 |
2014 Restructuring | Personnel Related | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 6,341 | |
Payments | (4,789) | |
Release of excess accrual | (453) | |
Foreign currency translation adjustment | (630) | |
Ending balance | 469 | 6,341 |
2014 Restructuring | Facility Related | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 7,627 | |
Payments | (4,199) | |
Release of excess accrual | 0 | |
Foreign currency translation adjustment | 0 | |
Ending balance | 3,428 | 7,627 |
2014 Restructuring | Contract and Other Costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 652 | |
Payments | (418) | |
Release of excess accrual | (20) | |
Foreign currency translation adjustment | 0 | |
Ending balance | 214 | 652 |
2011 Restructuring | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 726 | 10,606 |
Payments | (381) | (8,895) |
Release of excess accrual | (340) | (775) |
Foreign currency translation adjustment | (5) | (210) |
Ending balance | 0 | 726 |
2011 Restructuring | Personnel Related | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 726 | 9,782 |
Payments | (381) | (8,071) |
Release of excess accrual | (340) | (775) |
Foreign currency translation adjustment | (5) | (210) |
Ending balance | 0 | 726 |
2011 Restructuring | Facility Related | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 0 | 313 |
Payments | 0 | (313) |
Release of excess accrual | 0 | 0 |
Foreign currency translation adjustment | 0 | 0 |
Ending balance | 0 | 0 |
2011 Restructuring | Contract and Other Costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 0 | 511 |
Payments | 0 | (511) |
Release of excess accrual | 0 | 0 |
Foreign currency translation adjustment | 0 | 0 |
Ending balance | $ 0 | $ 0 |
Short-Term Investments (Details
Short-Term Investments (Details) € in Millions | 12 Months Ended | ||||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015EUR (€) | Dec. 31, 2014EUR (€) | |
Investment [Line Items] | |||||
Short-term investments | $ 130,817,000 | $ 184,036,000 | |||
Proceeds from sales of short-term investments | 367,714,000 | 275,779,000 | $ 63,146,000 | ||
Realized gains or (losses) | (6,000,000) | (3,900,000) | $ 0 | ||
Loan note receivables due from financial institutions | |||||
Investment [Line Items] | |||||
Short-term investments | 127,100,000 | 180,200,000 | |||
Loan note receivables due from financial institutions, US dollar denominated | |||||
Investment [Line Items] | |||||
Short-term investments | 94,400,000 | ||||
Loan note receivables due from financial institutions, Euro denominated | |||||
Investment [Line Items] | |||||
Short-term investments | 32,700,000 | € 30 | |||
Term deposits | |||||
Investment [Line Items] | |||||
Short-term investments | $ 3,700,000 | $ 3,900,000 | € 3.4 | € 3.2 |
Prepaid Expenses and Other Cu66
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Prepaid Expense and Other Assets [Abstract] | ||
Prepaid expenses | $ 38,986 | $ 40,359 |
Value added tax | 15,219 | 13,332 |
Other receivables | 9,876 | 10,778 |
Amounts held in escrow in connection with acquisitions | 3,758 | 46,802 |
Amounts held in escrow in connection with acquisitions | 2,500 | 2,500 |
Prepaid expenses and other current assets | $ 70,339 | $ 113,771 |
Property, Plant and Equipment67
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 852,578 | $ 820,656 |
Less: Accumulated depreciation and amortization | (409,634) | (392,563) |
Property, plant and equipment, net | $ 442,944 | 428,093 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 3 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 40 years | |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 15,452 | 15,653 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 302,068 | 300,131 |
Buildings and improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 5 years | |
Buildings and improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 40 years | |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 253,556 | 244,906 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 10 years | |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 125,396 | 102,835 |
Computer software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 3 years | |
Computer software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 7 years | |
Furniture and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 92,281 | 86,556 |
Furniture and office equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 3 years | |
Furniture and office equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of assets | 10 years | |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 63,825 | $ 70,575 |
Property, Plant and Equipment68
Property, Plant and Equipment (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 59.5 | $ 67.9 | $ 72.5 |
Amortization expense related to computer software costs | 5.1 | 6.2 | 4.8 |
Asset impairment charges | 19.6 | 16.2 | |
Repairs and maintenance expense | 15.4 | 15.9 | $ 14 |
Computer software | |||
Property, Plant and Equipment [Line Items] | |||
Asset impairment charges | 1 | $ 8.8 | |
Fixed Asset Abandonment Charges | |||
Property, Plant and Equipment [Line Items] | |||
Asset impairment charges | $ 3.1 |
Investments (Summary of Investm
Investments (Summary of Investments Included in Other Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Investment [Line Items] | |||
Equity investments | $ 16,716 | $ 22,693 | |
Share of income (loss) for the year | $ 661 | 3,464 | $ 1,754 |
PreAnalytiX GmbH | |||
Investment [Line Items] | |||
Ownership Percentage | 50.00% | ||
Equity investments | $ 10,627 | 18,954 | |
Share of income (loss) for the year | $ 1,878 | 3,557 | 2,044 |
Biotype Innovation GmbH | |||
Investment [Line Items] | |||
Ownership Percentage | 24.90% | ||
Equity investments | $ 3,775 | 0 | |
Share of income (loss) for the year | $ (595) | 0 | 0 |
Pyrobett | |||
Investment [Line Items] | |||
Ownership Percentage | 19.00% | ||
Equity investments | $ 2,111 | 2,711 | |
Share of income (loss) for the year | $ (600) | (539) | (265) |
QIAGEN (Suzhou) Institute of Translation Research Co., Ltd. | |||
Investment [Line Items] | |||
Ownership Percentage | 30.00% | ||
Equity investments | $ 203 | 216 | |
Share of income (loss) for the year | $ (107) | (409) | (112) |
QIAGEN Finance | |||
Investment [Line Items] | |||
Ownership Percentage | 100.00% | ||
Equity investments | $ 0 | 414 | |
Share of income (loss) for the year | $ 85 | 147 | 93 |
QBM Cell Science | |||
Investment [Line Items] | |||
Ownership Percentage | 19.50% | ||
Equity investments | $ 0 | 398 | |
Share of income (loss) for the year | $ 0 | (2) | (6) |
Dx Assays Pte Ltd | |||
Investment [Line Items] | |||
Ownership Percentage | 33.30% | ||
Equity investments | $ 0 | 0 | |
Share of income (loss) for the year | $ 0 | $ 710 | $ 0 |
Investments (Narrative) (Detail
Investments (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 26, 2016 | |
Investment [Line Items] | |||||
Investment made in company | $ 17,200,000 | $ 18,600,000 | |||
New cost method investments | $ 4,400,000 | 9,400,000 | |||
Impairment of a cost method investment | 6,000,000 | ||||
Curetis AG | |||||
Investment [Line Items] | |||||
Investment shares owned | 320,712 | ||||
Fair value of investment | $ 3,500,000 | ||||
Investment owned, at cost | 2,300,000 | ||||
Subsequent event | |||||
Investment [Line Items] | |||||
Face amount of debt instrument | $ 600,000 | ||||
Other Income (Expense) | |||||
Investment [Line Items] | |||||
Impairment of a cost method investment | $ 2,200,000 | 4,800,000 | $ 3,400,000 | ||
Research and Development Expense | |||||
Investment [Line Items] | |||||
Impairment of a cost method investment | $ 1,200,000 | ||||
QIAGEN Finance | |||||
Investment [Line Items] | |||||
Ownership Percentage | 100.00% | ||||
QIAGEN Finance | |||||
Investment [Line Items] | |||||
Repayments of convertible debt | $ 250,900,000 |
Goodwill and Intangible Asset71
Goodwill and Intangible Assets (Schedule of Intangible Assets by Major Asset Class) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (in years) | 10 years 5 months 23 days | ||
Gross Carrying Amount | $ 1,463,505 | $ 1,444,418 | |
Accumulated Amortization | (827,084) | (726,273) | |
Goodwill | 1,875,698 | 1,887,963 | $ 1,855,691 |
Indefinite lived intangible assets, including goodwill | 1,875,698 | 1,896,732 | |
In-process research and development | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
In-process research and development | $ 0 | 8,769 | |
Patent and license rights | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (in years) | 10 years 6 months 26 days | ||
Gross Carrying Amount | $ 338,175 | 312,224 | |
Accumulated Amortization | $ (205,880) | (185,132) | |
Developed technology | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (in years) | 10 years 4 months 28 days | ||
Gross Carrying Amount | $ 693,294 | 708,509 | |
Accumulated Amortization | $ (409,374) | (361,825) | |
Customer base, trademarks, and non-compete agreements | |||
Finite and Indefinite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (in years) | 10 years 6 months 7 days | ||
Gross Carrying Amount | $ 432,036 | 423,685 | |
Accumulated Amortization | $ (211,830) | $ (179,316) |
Goodwill and Intangible Asset72
Goodwill and Intangible Assets (Changes in Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Intangible Assets [Roll Forward] | |||
Beginning balance | $ 726,914 | $ 790,405 | |
Additions | 45,575 | 9,677 | |
Purchase adjustments | (8,200) | ||
Acquisitions | 31,412 | 103,130 | |
Amortization | (131,953) | (132,890) | $ (126,900) |
Impairment losses | (205) | (8,711) | |
Foreign currency translation adjustments | (27,122) | (34,697) | |
Ending balance | 636,421 | 726,914 | 790,405 |
Goodwill [Roll Forward] | |||
Beginning balance | 1,887,963 | 1,855,691 | |
Additions | 0 | 0 | |
Purchase adjustments | 1,656 | ||
Acquisitions | 37,084 | 99,846 | |
Amortization | 0 | 0 | |
Impairment losses | 0 | 0 | |
Foreign currency translation adjustments | (51,005) | (67,574) | |
Ending balance | $ 1,875,698 | $ 1,887,963 | $ 1,855,691 |
Goodwill and Intangible Asset73
Goodwill and Intangible Assets (Schedule of Amortization of Intangibles for the Next Five Years) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 132,640 |
2,017 | 114,512 |
2,018 | 92,591 |
2,019 | 74,479 |
2,020 | $ 50,069 |
Goodwill and Intangible Asset74
Goodwill and Intangible Assets (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($)project | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Schedule of Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 131,953 | $ 132,890 | $ 126,900 |
Intangible asset impairments | 205 | 8,711 | |
Purchases of intangible assets | (19,703) | (10,412) | (34,225) |
Intangible assets acquired | 45,575 | 9,677 | |
Non-cash assets acquired | 5,900 | ||
Intangible assets, additions accrued | 4,400 | ||
Goodwill written off | $ 1,600 | 1,600 | |
Number of development projects completed | project | 2 | ||
In-process research and development costs reclassified into developed technology | $ 8,800 | ||
Other Long-term Assets | |||
Schedule of Intangible Assets [Line Items] | |||
Purchases of intangible assets | (6,400) | (700) | |
Current Assets | |||
Schedule of Intangible Assets [Line Items] | |||
Purchases of intangible assets | (13,300) | ||
Prepayments | |||
Schedule of Intangible Assets [Line Items] | |||
Purchases of intangible assets | (12,100) | ||
Other Long Term Assets | |||
Schedule of Intangible Assets [Line Items] | |||
Purchases of intangible assets | $ (10,000) | ||
Intangible Asset Abandonment Charges | |||
Schedule of Intangible Assets [Line Items] | |||
Intangible asset impairments | $ 8,700 | $ 19,700 |
Accrued and Other Liabilities75
Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Liabilities, Current [Abstract] | ||
Accrued expenses | $ 55,928 | $ 79,120 |
Payroll and related accruals | 52,036 | 54,768 |
Deferred revenue | 49,812 | 49,190 |
Accrued royalties | 13,786 | 13,855 |
Cash collateral | 7,826 | 0 |
Accrued contingent consideration and milestone payments | 6,995 | 7,477 |
Accrued interest on long-term debt | 4,239 | 8,121 |
Current portion of capital lease obligations | 922 | 1,125 |
Fair value of derivative instruments | 525 | 10,547 |
Total accrued and other liabilities | $ 192,069 | $ 224,203 |
Derivatives and Hedging (Narrat
Derivatives and Hedging (Narrative) (Details) $ in Thousands, € in Millions | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($)derivative | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015EUR (€)derivative | |
Derivative [Line Items] | |||||
Payments for call options | $ 0 | $ 105,170 | $ 0 | ||
Proceeds from issuance of warrants | $ 68,900 | 0 | 68,900 | $ 0 | |
Fair values included in other assets | 3,758 | 46,802 | |||
Undesignated derivative instruments | |||||
Derivative [Line Items] | |||||
Derivative liability fair value | 171,476 | 159,997 | |||
Derivative asset fair value | 170,430 | 194,509 | |||
Other noncurrent assets | |||||
Derivative [Line Items] | |||||
Derivative asset fair value | 6,900 | ||||
Prepaid and other assets | |||||
Derivative [Line Items] | |||||
Fair values included in other assets | 1,400 | 46,800 | |||
Accrued liabilities | |||||
Derivative [Line Items] | |||||
Derivative liability fair value | 7,800 | ||||
Fair values included in other liabilities | $ 500 | 10,500 | |||
Interest rate swap | |||||
Derivative [Line Items] | |||||
Number of cross currency interest derivatives | derivative | 5 | 5 | |||
Derivative asset notional amount | $ 200,000 | 200,000 | € 180 | ||
Interest rate swap | Other noncurrent assets | |||||
Derivative [Line Items] | |||||
Derivative asset fair value | 5,800 | 3,300 | |||
Call option | |||||
Derivative [Line Items] | |||||
Payments for call options | 105,200 | ||||
Call option | Other Income (Expense) | |||||
Derivative [Line Items] | |||||
Gain on change in fair value | 21,300 | 42,500 | |||
Call option | Other noncurrent assets | |||||
Derivative [Line Items] | |||||
Derivative asset fair value | 169,000 | 147,700 | |||
Call spread overlay | |||||
Derivative [Line Items] | |||||
Net of cash outlay | 36,300 | ||||
Call spread overlay | Undesignated derivative instruments | |||||
Derivative [Line Items] | |||||
Derivative liability fair value | 170,951 | 149,450 | |||
Derivative asset fair value | 169,037 | 147,707 | |||
Cash conversion option | |||||
Derivative [Line Items] | |||||
Derivative liability fair value | 171,000 | 149,500 | |||
Cash conversion option | Other Income (Expense) | |||||
Derivative [Line Items] | |||||
Loss on change in fair value | 21,500 | 44,300 | |||
Foreign exchange contracts | Undesignated derivative instruments | |||||
Derivative [Line Items] | |||||
Derivative liability fair value | 525 | 10,547 | |||
Derivative asset fair value | 1,393 | 46,802 | |||
Derivative notional amount | $ 264,200 | $ 1,300,000 |
Derivatives and Hedging (Fair V
Derivatives and Hedging (Fair Value Amounts of Derivative Instruments) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Derivative instruments designated as hedges | ||
Derivative [Line Items] | ||
Derivatives in Asset Positions Fair value | $ 12,687 | $ 3,294 |
Derivatives in Liability Positions Fair value | 0 | 0 |
Derivative instruments designated as hedges | Interest rate contracts | ||
Derivative [Line Items] | ||
Derivatives in Asset Positions Fair value | 12,687 | 3,294 |
Derivatives in Liability Positions Fair value | 0 | 0 |
Undesignated derivative instruments | ||
Derivative [Line Items] | ||
Derivatives in Asset Positions Fair value | 170,430 | 194,509 |
Derivatives in Liability Positions Fair value | (171,476) | (159,997) |
Undesignated derivative instruments | Call spread overlay | ||
Derivative [Line Items] | ||
Derivatives in Asset Positions Fair value | 169,037 | 147,707 |
Derivatives in Liability Positions Fair value | (170,951) | (149,450) |
Undesignated derivative instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Derivatives in Asset Positions Fair value | 1,393 | 46,802 |
Derivatives in Liability Positions Fair value | $ (525) | $ (10,547) |
Derivatives and Hedging (Gains
Derivatives and Hedging (Gains and Losses on Derivative Instruments) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Undesignated derivative instruments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in income | $ 21,263 | $ 59,970 | |
Interest rate contracts | Other Income (Expense) | Derivative instruments designated as hedges | Cash flow hedges | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(loss) recognized in AOCI | 5,337 | 0 | |
(Gain) loss reclassified from AOCI into income | (5,273) | 0 | |
Gain (loss) recognized in income | 3,294 | ||
Interest rate contracts | Other Income (Expense) | Derivative instruments designated as hedges | Fair value hedges | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(loss) recognized in AOCI | 0 | ||
(Gain) loss reclassified from AOCI into income | 0 | ||
Gain (loss) recognized in income | 1,691 | ||
Call spread overlay | Other Income (Expense) | Undesignated derivative instruments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in income | (171) | (1,743) | |
Foreign exchange contracts | Other Income (Expense) | Undesignated derivative instruments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in income | $ 21,434 | $ 61,713 | $ (19,409) |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Minimum | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Rate of Achievement of Milestones, percentage | 0.00% |
Discount rate used for analysis of future milestones | 0.70% |
Maximum | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Rate of Achievement of Milestones, percentage | 100.00% |
Discount rate used for analysis of future milestones | 2.20% |
Fair Value Measurements (Recurr
Fair Value Measurements (Recurring Basis) (Details) - Recurring basis - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 317,419 | $ 381,839 |
Total liabilities | (189,154) | (177,474) |
Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | (525) | (10,547) |
Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | (17,678) | (17,477) |
Short-term investments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 130,817 | 184,036 |
Marketable securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 3,485 | 0 |
Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | 1,393 | 46,802 |
Call option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 169,037 | 147,707 |
Interest rate contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 12,687 | 3,294 |
Cash conversion option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | (170,951) | (149,450) |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 7,159 | 3,885 |
Total liabilities | 0 | 0 |
Level 1 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | 0 | 0 |
Level 1 | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Level 1 | Short-term investments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 3,674 | 3,885 |
Level 1 | Marketable securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 3,485 | 0 |
Level 1 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | 0 | 0 |
Level 1 | Call option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 1 | Interest rate contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 1 | Cash conversion option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 310,260 | 377,954 |
Total liabilities | (171,476) | (159,997) |
Level 2 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | (525) | (10,547) |
Level 2 | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Level 2 | Short-term investments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 127,143 | 180,151 |
Level 2 | Marketable securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 0 | 0 |
Level 2 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | 1,393 | 46,802 |
Level 2 | Call option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 169,037 | 147,707 |
Level 2 | Interest rate contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 12,687 | 3,294 |
Level 2 | Cash conversion option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | (170,951) | (149,450) |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Total liabilities | (17,678) | (17,477) |
Level 3 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | 0 | 0 |
Level 3 | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | (17,678) | (17,477) |
Level 3 | Short-term investments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 0 | 0 |
Level 3 | Marketable securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of investment | 0 | 0 |
Level 3 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange contracts | 0 | 0 |
Level 3 | Call option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 3 | Interest rate contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 3 | Cash conversion option | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $ 0 | $ 0 |
Fair Value Measurements (Level
Fair Value Measurements (Level 3 Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of contingent consideration | $ 17,700 | |
Level 3 | Recurring basis | Contingent consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration, beginning | (17,477) | $ (6,127) |
Additions | (5,476) | (13,057) |
Payments | 457 | |
Foreign currency translation adjustments | 50 | 88 |
Contingent consideration, ending | (17,678) | (17,477) |
General, administrative, restructuring, integration, and other | Level 3 | Recurring basis | Contingent consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Gain included in earnings | 5,225 | |
Cost of sales | Level 3 | Recurring basis | Contingent consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Gain included in earnings | $ 1,162 | |
Other noncurrent liabilities | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of contingent consideration | 10,700 | |
Accrued liabilities | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of contingent consideration | $ 7,000 |
Lines of Credit and Debt (Narra
Lines of Credit and Debt (Narrative) (Details) $ / shares in Units, € in Millions | Mar. 19, 2014USD ($) | Mar. 31, 2014USD ($)$ / sharesshares | Oct. 31, 2012USD ($)series | May. 31, 2006USD ($)$ / sharesshares | Aug. 31, 2004USD ($)$ / sharesshares | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($)line_of_credittrading_day$ / sharesshares | Dec. 31, 2015EUR (€)line_of_credittrading_day | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($) | Dec. 31, 2015EUR (€)shares |
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, revolving credit, amount | $ 475,300,000 | € 436.6 | |||||||||
Syndicated multi-currency term loan, amount | € | 400 | ||||||||||
Number of lines of credit | line_of_credit | 4 | 4 | |||||||||
Lines of credit | € | € 36.6 | ||||||||||
Stated interest rate, minimum | 0.40% | 0.40% | |||||||||
Stated interest rate, maximum | 1.20% | 1.20% | |||||||||
Commitment fee calculation basis on applicable margin, percent | 35.00% | 35.00% | |||||||||
Commitment fee paid | $ 900,000 | $ 1,800,000 | |||||||||
Total long-term debt | 1,059,587,000 | 1,172,079,000 | |||||||||
Interest expense on long-term debt | 34,500,000 | 36,400,000 | $ 28,400,000 | ||||||||
Payments for call options | 0 | 105,170,000 | 0 | ||||||||
Proceeds from issuance of warrants | 69,400,000 | ||||||||||
Number of shares called by warrants | shares | 25,800,000 | ||||||||||
Exercise price of warrants (dollars per share) | $ / shares | $ 32.085 | ||||||||||
Number of series of notes issued | series | 3 | ||||||||||
Gain (loss) on early redemption of debt | (7,564,000) | (4,560,000) | $ 0 | ||||||||
Redemption of subscription receivables | 112,995,000 | 67,943,000 | |||||||||
Stock value issued conversion of convertible securities | 3,900,000 | ||||||||||
Additional Paid-In Capital | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Redemption of subscription receivables | 112,995,000 | 67,943,000 | |||||||||
Derivative instruments designated as hedges | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative asset fair value | 12,687,000 | $ 3,294,000 | |||||||||
QIAGEN Euro Finance | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Subscription right, percentage | 98.00% | ||||||||||
QIAGEN Euro Finance | Other Operating Income (Expense) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Gain (loss) on early redemption of debt | $ (4,600,000) | ||||||||||
QIAGEN Finance | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of convertible debt | $ 250,900,000 | ||||||||||
QIAGEN Finance | Other Operating Income (Expense) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Gain (loss) on early redemption of debt | (7,600,000) | ||||||||||
Cash convertible notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payments for call options | $ 105,200,000 | ||||||||||
Convertible Notes 3.25% Due in 2026 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stock issued conversion of convertible securities (in shares) | shares | 195,079 | ||||||||||
Convertible Notes 3.25% Due in 2026 | QIAGEN Euro Finance | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible debt | $ 300,000,000 | $ 300,000,000 | |||||||||
Convertible debt, conversion price (dollars per share) | $ / shares | $ 20 | ||||||||||
Effective interest rate | 3.70% | 3.70% | |||||||||
Stated interest rate | 3.25% | ||||||||||
Percent of note issued principal value | 100.00% | ||||||||||
Convertible amount into common shares at the option (shares) | shares | 15,000,000 | ||||||||||
Notes payable to QIAGEN Finance bearing interest at an effective rate of 1.8% due in February 2024 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stock issued conversion of convertible securities (in shares) | shares | 1,200,000 | ||||||||||
Notes payable to QIAGEN Finance bearing interest at an effective rate of 1.8% due in February 2024 | QIAGEN Finance | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total long-term debt | $ 0 | $ 130,451,000 | |||||||||
Convertible debt | $ 150,000,000 | ||||||||||
Convertible debt, conversion price (dollars per share) | $ / shares | $ 12.6449 | ||||||||||
Effective interest rate | 1.80% | 1.80% | 1.80% | 1.80% | |||||||
Stated interest rate | 1.50% | ||||||||||
Percent of note issued principal value | 100.00% | ||||||||||
Convertible amount into common shares at the option (shares) | shares | 11,500,000 | ||||||||||
Warrant class 1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of shares called by warrants | shares | 15,200,000 | 15,200,000 | |||||||||
Threshold trading days expiration | 50 days | 50 days | |||||||||
Warrant class 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of shares called by warrants | shares | 10,600,000 | 10,600,000 | |||||||||
Threshold trading days expiration | 50 days | 50 days | |||||||||
Other noncurrent assets | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative asset fair value | $ 6,900,000 | ||||||||||
Call option | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payments for call options | 105,200,000 | ||||||||||
Call option | Other noncurrent assets | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative asset fair value | 169,000,000 | $ 147,700,000 | |||||||||
Interest rate swap | Other noncurrent assets | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative asset fair value | $ 5,800,000 | 3,300,000 | |||||||||
Contingent conversion condition 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Threshold percentage of stock price trigger | 98.00% | 98.00% | |||||||||
Contingent conversion condition 3 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Consecutive trading days | 20 days | 20 days | |||||||||
Threshold percentage of stock price trigger | 25.00% | 25.00% | |||||||||
Cash convertible notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible debt | $ 730,000,000 | ||||||||||
Proceeds from issuance of debt | 680,700,000 | ||||||||||
Repayments of debt | 372,500,000 | ||||||||||
Threshold trading days | trading_day | 20 | 20 | |||||||||
Threshold business period | 5 days | 5 days | |||||||||
Number of shares used in conversion ratio | 7,056.7273 | 7,056.7273 | |||||||||
Debt principal amount used in conversion ratio | $ 200,000,000 | ||||||||||
Convertible debt, conversion price (dollars per share) | $ / shares | $ 28.34 | ||||||||||
Cash settlement amount period | 50 days | 50 days | |||||||||
Redemption price percentage | 100.00% | 100.00% | |||||||||
Percentage of principal amount outstanding | 20.00% | 20.00% | |||||||||
Debt issuance cost | 13,100,000 | ||||||||||
Cash convertible notes | Contingent conversion condition 1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Consecutive trading days | 30 days | 30 days | |||||||||
Threshold percentage of stock price trigger | 130.00% | 130.00% | |||||||||
Cash convertible notes | Contingent conversion condition 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Consecutive trading days | 10 days | 10 days | |||||||||
2019 notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate, minimum | 0.375% | 0.375% | |||||||||
Convertible debt | 430,000,000 | ||||||||||
Term of debt instrument (in years) | 5 years | 5 years | |||||||||
Effective interest rate | 2.937% | 2.937% | |||||||||
Fair value of long-term debt | $ 495,500,000 | 452,000,000 | |||||||||
2021 notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stated interest rate, maximum | 0.875% | 0.875% | |||||||||
Convertible debt | $ 300,000,000 | ||||||||||
Term of debt instrument (in years) | 7 years | 7 years | |||||||||
Effective interest rate | 3.809% | 3.809% | |||||||||
Fair value of long-term debt | $ 356,100,000 | 318,100,000 | |||||||||
Call spread overlay | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Net cash outlay for call spread overlay | 35,800,000 | ||||||||||
Senior unsecured notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fair value of long-term debt | 399,300,000 | 394,300,000 | |||||||||
Face amount of debt instrument | $ 400,000,000 | ||||||||||
Weighted average interest rate of long-term debt | 3.66% | ||||||||||
Proceeds from debt | 220,000,000 | € 170 | |||||||||
Senior unsecured notes | Derivative instruments designated as hedges | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount of debt instrument | $ 200,000,000 | ||||||||||
Senior unsecured notes | 3.19% Series A Senior Notes due October 16, 2019 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total long-term debt | $ 73,994,000 | $ 73,645,000 | |||||||||
Term of debt instrument (in years) | 7 years | ||||||||||
Face amount of debt instrument | $ 73,000,000 | ||||||||||
Stated interest rate | 3.19% | 3.19% | 3.19% | 3.19% | |||||||
Senior unsecured notes | 3.75% Series B Senior Notes due October 16, 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total long-term debt | $ 303,991,000 | $ 302,648,000 | |||||||||
Term of debt instrument (in years) | 10 years | ||||||||||
Debt issuance cost | $ 2,100,000 | ||||||||||
Face amount of debt instrument | $ 300,000,000 | ||||||||||
Stated interest rate | 3.75% | 3.75% | 3.75% | 3.75% | |||||||
Senior unsecured notes | 3.90% Series C Senior Notes due October 16, 2024 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total long-term debt | $ 27,000,000 | $ 27,000,000 | |||||||||
Term of debt instrument (in years) | 12 years | ||||||||||
Face amount of debt instrument | $ 27,000,000 | ||||||||||
Stated interest rate | 3.90% | 3.90% | 3.90% | 3.90% |
Lines of Credit and Debt (Sched
Lines of Credit and Debt (Schedule of Total Debt Instruments) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 31, 2012 | Aug. 31, 2004 |
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 1,059,587 | $ 1,172,079 | ||
Less current portion | 0 | 131,119 | ||
Long-term portion | 1,059,587 | 1,040,960 | ||
Other notes payable bearing interest up to 6.28% | ||||
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 0 | $ 668 | ||
Stated interest rate | 6.28% | 6.28% | ||
Senior unsecured notes | 3.19% Series A Senior Notes due October 16, 2019 | ||||
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 73,994 | $ 73,645 | ||
Stated interest rate | 3.19% | 3.19% | 3.19% | |
Senior unsecured notes | 3.75% Series B Senior Notes due October 16, 2022 | ||||
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 303,991 | $ 302,648 | ||
Stated interest rate | 3.75% | 3.75% | 3.75% | |
Senior unsecured notes | 3.90% Series C Senior Notes due October 16, 2024 | ||||
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 27,000 | $ 27,000 | ||
Stated interest rate | 3.90% | 3.90% | 3.90% | |
Senior unsecured notes | 0.375% Senior Unsecured Cash Convertible Notes due 2019 | ||||
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 396,198 | $ 386,332 | ||
Stated interest rate | 0.375% | 0.375% | ||
Senior unsecured notes | 0.875% Senior Unsecured Cash Convertible Notes due 2021 | ||||
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 258,404 | $ 251,335 | ||
Stated interest rate | 0.875% | 0.875% | ||
QIAGEN Finance | Notes payable to QIAGEN Finance bearing interest at an effective rate of 1.8% due in February 2024 | ||||
Debt Instrument [Line Items] | ||||
Effective interest rate | 1.80% | 1.80% | 1.80% | |
Total long-term debt | $ 0 | $ 130,451 | ||
Stated interest rate | 1.50% |
Lines of Credit and Debt (Sch84
Lines of Credit and Debt (Schedule of Maturities of Long-Term Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instruments [Abstract] | ||
2,016 | $ 0 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 470,192 | |
2,020 | 0 | |
thereafter | 589,395 | |
Total long-term debt | $ 1,059,587 | $ 1,172,079 |
Lines of Credit and Debt (Sch85
Lines of Credit and Debt (Schedule of Interest Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | $ 19,955 | $ 15,392 | $ 0 |
Cash convertible notes | |||
Debt Instrument [Line Items] | |||
Coupon interest | 4,238 | 3,307 | |
Amortization of original issuance discount | 16,935 | 12,836 | |
Amortization of debt issuance costs | 2,220 | 1,693 | |
Total interest expense related to the Cash Convertible Notes | $ 23,393 | $ 17,836 |
Income Taxes (Income before Inc
Income Taxes (Income before Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Pretax income in The Netherlands | $ (2,495) | $ (5,806) | $ 24,135 |
Pretax income from foreign operations | 134,993 | 124,320 | 13,203 |
Income before income taxes | $ 132,498 | $ 118,514 | $ 37,338 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Current—The Netherlands | $ 973 | $ 936 | $ 2,874 |
—Foreign | 41,862 | 41,667 | 33,452 |
Provision for income tax current, total | 42,835 | 42,603 | 36,326 |
Deferred—The Netherlands | 250 | 317 | 0 |
—Foreign | (37,444) | (41,608) | (68,086) |
Provision for income tax deferred, total | (37,194) | (41,291) | (68,086) |
Total provision for income taxes | $ 5,641 | $ 1,312 | $ (31,760) |
Income Taxes (Statutory Rate an
Income Taxes (Statutory Rate and Effective Tax Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Income taxes at The Netherlands statutory rate, amounts | $ 33,124 | $ 29,628 | $ 9,334 |
Income taxes at The Netherlands statutory rate, rate | 25.00% | 25.00% | 25.00% |
Taxation of foreign operations, net, amounts | $ (36,407) | $ (29,959) | $ (31,826) |
Taxation of foreign operations, rate | (27.50%) | (25.30%) | (85.20%) |
Tax impact from non-deductible items, amounts | $ 14,411 | $ 9,339 | $ 6,219 |
Tax impact from non-deductible items, rate | 10.90% | 7.90% | 16.70% |
Tax impact from tax exempt income, amounts | $ (5,810) | $ (2,589) | $ (8,557) |
Tax impact from tax exempt income, rate | (4.40%) | (2.10%) | (23.00%) |
Tax contingencies, net, amounts | $ 1,163 | $ 4,409 | $ 1,986 |
Tax contingencies, net, rate | 0.90% | 3.70% | 5.30% |
Taxes due to changes in tax rates, amounts | $ (836) | $ 330 | $ (1,640) |
Taxes due to changes in tax rates, rate | (0.60%) | 0.30% | (4.40%) |
Government incentives and other deductions, amounts | $ (2,754) | $ (8,617) | $ (5,931) |
Government incentives and other deductions, rates | (2.10%) | (7.30%) | (15.90%) |
Restructuring, amounts | $ 0 | $ 0 | $ (872) |
Restructuring, rate | (0.00%) | (0.00%) | (2.30%) |
Prior year taxes, amounts | $ (1,201) | $ (1,950) | $ (888) |
Prior year taxes, rate | (0.90%) | (1.70%) | (2.40%) |
Valuation allowance, amounts | $ 3,450 | $ 0 | $ 0 |
Valuation allowance, percent | 2.60% | 0.00% | 0.00% |
Other items, net, amounts | $ 501 | $ 721 | $ 415 |
Other items, net, rate | 0.40% | 0.60% | 1.10% |
Total provision for income taxes | $ 5,641 | $ 1,312 | $ (31,760) |
Total provision for income taxes, rate | 4.30% | 1.10% | (85.10%) |
Income Taxes (Changes in Gross
Income Taxes (Changes in Gross Amounts of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Beginning balance | $ 16,002 | $ 11,585 |
Additions based on tax positions related to the current year | 2,018 | 4,448 |
Additions for tax positions of prior years | 2,640 | |
Settlements with taxing authorities | (2,988) | |
Reductions due to lapse of statute of limitations | (747) | |
Decrease from currency translation | (190) | (31) |
Ending balance | $ 16,735 | $ 16,002 |
Income Taxes (Components of Net
Income Taxes (Components of Net Deferred Tax Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred Tax Assets, Net [Abstract] | ||
Net operating loss carry forwards | $ 25,771 | $ 33,208 |
Accrued and other liabilities | 22,648 | 20,425 |
Inventories | 2,394 | 4,798 |
Allowance for bad debts | 1,121 | 1,155 |
Currency revaluation | 934 | 510 |
Depreciation and amortization | 1,859 | 3,616 |
Capital lease | 1,793 | 1,128 |
Tax credit carryforwards | 1,110 | 3,347 |
Unremitted profits and earnings | 0 | 0 |
Intangibles | 272 | 1,030 |
Share-based compensation | 14,726 | 14,209 |
Interest | 54,307 | 38,013 |
Convertible debt | 13,765 | 10,055 |
Other | 2,080 | 1,901 |
Deferred tax assets, gross | 142,780 | 133,395 |
Valuation allowance | (3,703) | (602) |
Deferred tax assets, total | 139,077 | 132,793 |
Deferred Tax Liabilities, Net [Abstract] | ||
Net operating loss carry forwards | 0 | 0 |
Accrued and other liabilities | 0 | 0 |
Inventories | (1,060) | (1,358) |
Allowance for bad debts | (465) | (483) |
Currency revaluation | (132) | (211) |
Depreciation and amortization | (27,854) | (10,645) |
Capital lease | 0 | 0 |
Tax credit carryforwards | 0 | 0 |
Unremitted profits and earnings | (902) | (1,064) |
Intangibles | (150,594) | (199,677) |
Share-based compensation | 0 | 0 |
Interest | 0 | 0 |
Convertible debt | 0 | 0 |
Other | (1,154) | (2,108) |
Valuation allowance | 0 | 0 |
Deferred tax liabilities, total | (182,161) | (215,546) |
Net deferred tax liabilities | $ (43,084) | $ (82,753) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2015 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Loss Carryforwards [Line Items] | ||||||
Income taxes at The Netherlands statutory rate, rate | 25.00% | 25.00% | 25.00% | |||
Income tax (benefit) expense related to 2006 and 2004 Notes | $ 5,641 | $ 1,312 | $ (31,760) | |||
Valuation allowance, deferred tax assets | 3,703 | 602 | ||||
Increase (release) of valuation allowance, deferred tax asset | (300) | |||||
Unrecognized tax benefit, net | 16,700 | 16,000 | ||||
Unrecognized tax benefits that would impact effective tax rate | 16,700 | 14,000 | ||||
Unrecognized tax benefits which may be realized | 6,800 | |||||
Recognized interest (income) expense | 300 | (300) | (1,700) | |||
Accrued interest included in accrued and other liabilities | 1,400 | 1,100 | ||||
Deferred tax liability | 43,084 | 82,753 | ||||
Total foreign net operating losses | 264,200 | 270,100 | ||||
Valuation allowance amounts | 3,400 | |||||
Earnings retained by subsidiaries and equity accounted investments | 333,600 | |||||
Undistributed earnings not permanently reinvested | 20,100 | 20,100 | ||||
Deferred tax liabilities on unremitted earnings of certain subsidiary | 902 | 1,064 | ||||
Netherlands | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Income tax (benefit) expense related to 2006 and 2004 Notes | (2,600) | $ (4,600) | ||||
Internal Revenue Service (IRS) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Operating loss carryforwards | 110,300 | 120,800 | ||||
Foreign Tax Authority | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Operating loss carryforwards | 153,900 | 149,300 | ||||
Foreign Tax Authority | 2014 Acquisitions | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Operating loss carryforwards | 9,300 | |||||
Foreign Tax Authority | Germany | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Operating loss carryforwards | $ 103,500 | |||||
Intercompany Transaction | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Valuation allowance, deferred tax assets | $ 3,900 | |||||
Increase (release) of valuation allowance, deferred tax asset | $ (1,900) | |||||
Cash convertible notes | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Valuation allowance, deferred tax assets | $ 3,000 | |||||
Increase (release) of valuation allowance, deferred tax asset | $ (3,000) |
Equity (Share Repurchase Progra
Equity (Share Repurchase Program) (Details) - USD ($) | 1 Months Ended | 7 Months Ended | 10 Months Ended | 12 Months Ended | ||||
Mar. 31, 2014 | Apr. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 31, 2014 | Dec. 31, 2012 | |
Equity, Class of Treasury Stock [Line Items] | ||||||||
Number of shares called by warrants | 25,800,000 | |||||||
Exercise price of warrants (dollars per share) | $ 32.085 | |||||||
Proceeds from issuance of warrants | $ 68,900,000 | $ 0 | $ 68,900,000 | $ 0 | ||||
Purchase of treasury shares | $ 20,818,000 | $ 126,889,000 | $ 86,029,000 | |||||
2012 Stock Repurchase Program | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Amount authorized to repurchase shares | $ 100,000,000 | |||||||
Purchase of treasury shares (in shares) | 5,100,000 | |||||||
Purchase of treasury shares | $ 99,000,000 | |||||||
2013 Stock Repurchase Program | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Purchase of treasury shares (in shares) | 4,400,000 | |||||||
Purchase of treasury shares | $ 100,400,000 | |||||||
2014 Stock Repurchase Program | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Amount authorized to repurchase shares | $ 100,000,000 | |||||||
Purchase of treasury shares (in shares) | 800,000 | 2,100,000 | ||||||
Purchase of treasury shares | $ 20,800,000 | $ 49,100,000 | ||||||
Warrant class 1 | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Number of shares called by warrants | 15,200,000 | |||||||
Threshold trading days expiration | 50 days | |||||||
Warrant class 2 | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Number of shares called by warrants | 10,600,000 | |||||||
Threshold trading days expiration | 50 days |
Equity (Accumulated Other Compr
Equity (Accumulated Other Comprehensive Income) (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | ||
Net unrealized gain on hedging contracts, net of tax | $ 48 | $ 0 |
Net unrealized gain on marketable securities, net of tax | 1,215 | 0 |
Net unrealized loss on pension, net of tax | (2,148) | (882) |
Foreign currency effects from intercompany long-term investment transactions, net of tax of $7.4 million and $6.8 million in 2015 and 2014, respectively | (15,497) | (12,933) |
Foreign currency translation adjustments | (242,774) | (120,920) |
Accumulated other comprehensive loss | (259,156) | (134,735) |
Foreign currency effects from intercompany long-term investment transactions, tax | $ 7,400 | $ 6,800 |
Earnings per Common Share (Deta
Earnings per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Net income attributable to the owners of QIAGEN N.V. | $ 127,103 | $ 116,634 | $ 69,073 |
Weighted average number of common shares used to compute basic net income per common share (in shares) | 233,483 | 232,644 | 234,000 |
Dilutive effect of stock options and restrictive stock units (in shares) | 3,539 | 3,573 | 3,023 |
Dilutive effect of outstanding warrant (in shares) | 136 | 5,321 | 5,152 |
Weighted average number of common shares used to compute diluted net income per common share (in shares) | 237,158 | 241,538 | 242,175 |
Basic earnings per common share attributable to the owners of QIAGEN N.V. (USD per share) | $ 0.54 | $ 0.50 | $ 0.30 |
Diluted earnings per common share attributable to the owners of QIAGEN N.V. (USD per share) | $ 0.54 | $ 0.48 | $ 0.29 |
Stock options and awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities having no dilutive effect, not included in above calculation (in shares) | 37 | 422 | 1,616 |
Warrants | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities having no dilutive effect, not included in above calculation (in shares) | 26,071 | 32,505 | 21,315 |
Commitments and Contingencies95
Commitments and Contingencies (Schedule of Minimum Future Obligations under Capital and Operating Leases) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum future obligations under capital leases due in 2016 | $ 1,307 |
Minimum future obligations under capital leases due in 2017 | 1,212 |
Minimum future obligations under capital leases due in 2018 | 1,505 |
Minimum future obligations under capital leases due in 2019 | 0 |
Minimum future obligations under capital leases due in 2020 | 0 |
Minimum future obligations under capital leases due thereafter | 0 |
Minimum future obligations under capital leases due, total | 4,024 |
Less: Amount representing interest | (682) |
Minimum future obligations under capital leases due, net | 3,342 |
Less: Current portion | (922) |
Long-term portion | 2,420 |
Minimum future obligations under operating leases due in 2016 | 18,166 |
Minimum future obligations under operating leases due in 2017 | 12,894 |
Minimum future obligations under operating leases due in 2018 | 8,207 |
Minimum future obligations under operating leases due in 2019 | 5,878 |
Minimum future obligations under operating leases due in 2020 | 4,376 |
Minimum future obligations under operating leases due thereafter | 4,923 |
Minimum future obligations under operating leases due, total | $ 54,444 |
Commitments and Contingencies96
Commitments and Contingencies (Schedule of Commitments to Purchase Goods or Services and for Future Minimum Guaranteed Royalties) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase commitments due in 2016 | $ 67,609 |
Purchase commitments due in 2017 | 15,970 |
Purchase commitments due in 2018 | 8,453 |
Purchase commitments due in 2019 | 7,044 |
Purchase commitments due in 2020 | 136 |
Purchase commitments due, thereafter | 0 |
Purchase commitments due, total | 99,212 |
License & royalty commitments due in 2016 | 1,333 |
License & royalty commitments due in 2017 | 1,277 |
License & royalty commitments due in 2018 | 1,221 |
License & royalty commitments due in 2019 | 1,151 |
License & royalty commitments due in 2020 | 1,151 |
License & royalty commitments due, thereafter | 1,661 |
License & royalty commitments due, total | $ 7,794 |
Commitments and Contingencies97
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | |||
Rent expense under operating lease agreements | $ 23,200 | $ 25,600 | $ 26,400 |
Percentage of royalty on net product sales range, minimum | 1.00% | ||
Percentage of royalty on net product sales range, maximum | 25.00% | ||
Accrued royalties | $ 13,786 | 13,855 | |
Royalty expense related to agreements | 43,200 | 48,800 | $ 53,200 |
Total contingent obligation | 67,800 | ||
Contingent cash payments to be made in 2016 | 40,200 | ||
Additional contingent cash payments to be made in 2017 | 15,500 | ||
Additional contingent cash payments to be made in 2019 | 5,100 | ||
Additional contingent cash payments to be made anytime after first 12 months | 7,000 | ||
Fair value of contingent consideration | 17,700 | ||
Commitment under employment contract agreements | $ 15,300 | ||
Standard product warranty term | 1 year | ||
Amounts held in escrow in connection with acquisitions | $ 2,500 | 2,500 | |
Other noncurrent liabilities | |||
Loss Contingencies [Line Items] | |||
Fair value of contingent consideration | 10,700 | ||
Accrued liabilities | |||
Loss Contingencies [Line Items] | |||
Fair value of contingent consideration | $ 7,000 | ||
Accrued and Other Liabilities | |||
Loss Contingencies [Line Items] | |||
Preacquisition contingencies included in accrued and other liabilities | $ 100 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period, years (maximum) | 3 years | ||
Share-based compensation expense | $ 27,567 | $ 42,188 | $ 37,935 |
Excess tax benefit realized for the tax deductions of share-based arrangements | $ 3,328 | 1,596 | $ 3,130 |
Supervisory Board Members | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expense in connection with retirement provisions | $ 1,400 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options, granted (in shares) | 0 | 0 | 543,903 |
The weighted-average grant-date fair value of options granted during the years (dollars per share) | $ 4.94 | ||
Total intrinsic value of options exercised | $ 7,000 | $ 6,300 | $ 25,300 |
Unrecognized share-based compensation expense related to employee stock option awards | $ 200 | ||
Unrecognized share-based compensation expense recognized weighted average period, years | 3 months 7 days | ||
Number of shares exercisable, ending balance (in shares) | 1,670,000 | 2,100,000 | 2,300,000 |
Weighted average exercise price exercisable, ending balance (dollars per share) | $ 19.27 | $ 18.10 | $ 16.99 |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized share-based compensation expense related to employee stock option awards | $ 77,500 | ||
Unrecognized share-based compensation expense recognized weighted average period, years | 4 years 5 months 27 days | ||
Pre-vesting forfeitures percentage | 7.20% | ||
Weighted-average grant date fair value of restricted stock units granted (dollars per share) | $ 24.91 | $ 22.73 | $ 21.30 |
Total fair value of restricted stock units | $ 28,700 | $ 34,100 | $ 22,600 |
Certain Grants, Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period, years (maximum) | 10 years | ||
The 2014 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period, years (maximum) | 10 years | ||
Common shares reserved and available for issuance under the plan | 19,700,000 | ||
Minimum | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period, years (maximum) | 3 years | ||
Maximum | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period, years (maximum) | 5 years |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Weighted Average Assumptions Used in Valuing Stock Options Granted to Employees) (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |
Stock price volatility | 27.00% |
Risk-free interest rate | 0.88% |
Expected life (in years) | 4 years 11 months 6 days |
Dividend rate | 0.00% |
Forfeiture rate | 4.10% |
Share-Based Compensation (Sc100
Share-Based Compensation (Schedule of Employee Stock Options and Restricted Stock Units) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of shares outstanding, beginning balance | 2,531,000 | ||
Number of shares, exercised | (669,000) | ||
Number of shares, forfeited | (22,000) | ||
Number of shares, expired | (19,000) | ||
Number of shares outstanding, ending balance | 1,821,000 | ||
Number of shares exercisable, ending balance | 1,670,000 | 2,100,000 | 2,300,000 |
Number of shares vested and expected to vest, ending balance | 1,817,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |||
Weighted average exercise price outstanding, beginning balance (dollars per share) | $ 18.23 | ||
Weighted average exercise price, exercised (dollars per share) | 15.30 | ||
Weighted average exercise price, forfeited (dollars per share) | 17.01 | ||
Weighted average exercise price, expired (dollars per share) | 12.80 | ||
Weighted average exercise price outstanding, ending balance (dollars per share) | 19.37 | ||
Weighted average exercise price exercisable, ending balance (dollars per share) | 19.27 | $ 18.10 | $ 16.99 |
Weighted average exercise price vested and expected to vest, ending balance (dollars per share) | $ 19.37 | ||
Weighted average remaining contractual term outstanding, ending balance (in years) | 4 years 7 months 2 days | ||
Weighted average remaining contractual term vested, ending balance (in years) | 4 years 4 months 10 days | ||
Weighted average remaining contractual term vested and expected to vest, ending balance (in years) | 4 years 7 months 2 days | ||
Aggregate intrinsic value outstanding, ending balance | $ 15,080 | ||
Aggregate intrinsic value vested, ending balance | 14,001 | ||
Aggregate intrinsic value vested and expected to vest, ending balance | $ 15,048 | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of shares outstanding, beginning balance | 9,160,000 | ||
Restricted stock units, granted (in shares) | 1,691,000 | ||
Restricted stock units vested (in shares) | (1,153,000) | ||
Restricted stock units, forfeited (in shares) | (742,000) | ||
Number of shares outstanding, ending balance | 8,956,000 | ||
Number of shares vested and expected to vest, ending balance | 7,298,000 | ||
Weighted average contractual term vested, outstanding (in years) | 2 years 5 months 16 days | ||
Weighted average contractual term vested and expected to vest (in years) | 2 years 3 months 7 days | ||
Aggregate intrinsic value outstanding, ending balance | $ 247,757 | ||
Aggregate intrinsic value vested and expected to vest, ending balance | $ 189,560 |
Share-Based Compensation (Sc101
Share-Based Compensation (Schedule of Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 27,567 | $ 42,188 | $ 37,935 |
Less: income tax benefit | 6,511 | 9,685 | 8,832 |
Net share-based compensation expense | 21,056 | 32,503 | 29,103 |
Cost of sales | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 2,460 | 2,726 | 3,337 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 6,037 | 6,650 | 7,632 |
Sales and marketing | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 6,180 | 8,290 | 10,412 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 12,890 | $ 24,522 | $ 16,554 |
Employee Benefits (Details)
Employee Benefits (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($)plan | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
General Discussion of Pension and Other Postretirement Benefits [Abstract] | |||
Total expense under employee benefit plans | $ 2.4 | $ 2.1 | $ 1.7 |
Company matching contributions (approximately) | $ 0.3 | 0.3 | $ 0.3 |
Number of defined benefit plans | plan | 4 | ||
Liability under the defined benefit plans | $ 6.6 | $ 5 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 12 Months Ended | |||
Dec. 31, 2015USD ($)loan | Feb. 26, 2016USD ($) | Dec. 31, 2015EUR (€) | Dec. 31, 2014USD ($) | |
Related Party Transaction [Line Items] | ||||
Accounts receivable from related parties | $ 1,209,000 | $ 1,797,000 | ||
Number of loans | loan | 2 | |||
Extinguishment of debt, amount | $ 0 | |||
Subsequent event | ||||
Related Party Transaction [Line Items] | ||||
Face amount of debt instrument | $ 600,000 | |||
Loan 1 | ||||
Related Party Transaction [Line Items] | ||||
Face amount of debt instrument | $ 5,000,000 | |||
Interest rate (percentage) | 6.00% | 6.00% | ||
Loan 2 | ||||
Related Party Transaction [Line Items] | ||||
Face amount of debt instrument | $ 2,400,000 | € 2,000,000 | ||
Interest rate (percentage) | 7.00% | 7.00% | ||
QIAGEN Finance | ||||
Related Party Transaction [Line Items] | ||||
Percentage of interest in a joint venture company | 100.00% | 100.00% | ||
Notes payable to related parties | 130,500,000 | |||
Accrued interest on loans payable to related parties | 3,900,000 | |||
Accounts receivable from related parties | $ 3,000,000 |
Related Party Transactions (Sch
Related Party Transactions (Schedule of Related Party Transactions) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transactions [Abstract] | |||
Net sales | $ 418 | $ 1,567 | $ 6,193 |
Reimbursements against research and development costs | 2,032 | 0 | $ 0 |
Accounts receivable | 1,209 | 1,797 | |
Accounts payable | 471 | 1,397 | |
Loans receivable, including interest | $ 7,472 | $ 0 |
Schedule II - Valuation and 105
Schedule II - Valuation and Qualifying Accounts (Details) - Allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 8,847 | $ 10,683 | $ 5,221 |
Provision Charged to Expense | 2,093 | 1,363 | 6,901 |
Write-Offs | (2,022) | (2,263) | (1,527) |
Foreign Exchange and Other | (1,663) | (936) | 88 |
Balance at End of Year | $ 7,255 | $ 8,847 | $ 10,683 |