COVER PAGE Document
COVER PAGE Document - shares | 3 Months Ended | |
Mar. 31, 2021 | May 04, 2021 | |
COVER PAGE [Abstract] | ||
Entity Central Index Key | 0001033905 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | LMNX | |
City Area Code | (512) | |
Entity Address, Address Line One | 12212 Technology Blvd., | |
Entity Incorporation, State or Country Code | DE | |
Entity File Number | 000-30109 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity Registrant Name | LUMINEX CORPORATION | |
Entity Tax Identification Number | 74-2747608 | |
Entity Address, City or Town | Austin, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78727 | |
Local Phone Number | 219-8020 | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,313,816 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | |||
Cash and cash equivalents | $ 271,560 | $ 309,407 | |
Accounts Receivable, Net, Current | 69,051 | 66,963 | |
Inventory, Net | 132,089 | 123,134 | |
Other | 9,085 | 9,527 | |
Total current assets | 481,785 | 509,031 | |
Property, Plant and Equipment, Net | 72,599 | 64,146 | |
Intangible Assets, Net (Excluding Goodwill) | 75,877 | 78,796 | |
Goodwill | 118,145 | 118,145 | |
Operating Lease, Right-of-Use Asset | 19,971 | 17,768 | |
Deferred Income Tax Assets, Net | 33,613 | 21,077 | |
Other Assets, Noncurrent | 17,041 | 16,500 | |
Total assets | 819,031 | 825,463 | |
Current liabilities: | |||
Accounts payable | 14,559 | 21,049 | |
Accrued Liabilities, Current | 32,133 | 56,365 | |
Short-term unearned revenue | 10,871 | 10,047 | |
Total current liabilities | 57,563 | 87,461 | |
Long-term unearned revenue | 1,723 | 1,658 | |
Operating Lease, Liability, Noncurrent | 16,053 | 13,366 | |
Long-term Debt | $ 203,136 | 253,514 | |
Other long-term liabilities | 2,131 | 2,131 | |
Total liabilities | 330,984 | 307,752 | |
Stockholders' Equity Attributable to Parent [Abstract] | |||
Common Stock, Value, Outstanding | 46 | 45 | |
Preferred Stock, Value, Outstanding | 0 | 0 | |
Additional Paid in Capital | 396,244 | 434,021 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (657) | (142) | |
Retained earnings | 92,414 | 83,787 | |
Stockholders' Equity Attributable to Parent | 488,047 | 517,711 | |
Liabilities and Equity | $ 819,031 | $ 825,463 | |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | |||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 | |
Common Stock, Shares, Issued | 46,252,663 | 45,682,687 | 44,325,369 |
Common Stock, Shares, Outstanding | 46,252,663 | 45,682,687 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | |
Preferred Stock, Shares Issued | 0 | 0 | |
Preferred Stock, Shares Outstanding | 0 | 0 |
INCOME STATEMENTS
INCOME STATEMENTS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenues | $ 110,688 | $ 90,424 |
Cost of Goods and Services Sold | 44,227 | 40,078 |
Gross margin | 66,461 | 50,346 |
Research and development | 13,899 | 11,918 |
Selling, General and Administrative Expense | 36,184 | 33,935 |
Amortization of Intangible Assets | 2,919 | 2,852 |
Operating Expenses | 53,002 | 48,705 |
Operating income | 13,459 | 1,641 |
Other income, net | (2,147) | 1 |
Income (Loss) Attributable to Parent, before Tax | 11,042 | 1,028 |
Provision for income taxes | (1,960) | (374) |
Net Income (Loss) Attributable to Parent | 9,082 | 654 |
Net Income (Loss) Available to Common Stockholders, Basic | 8,902 | 634 |
Net Income (Loss) Available to Common Stockholders, Diluted | $ 8,904 | $ 633 |
Earnings Per Share [Abstract] | ||
Earnings Per Share, Basic | $ 0.19 | $ 0.01 |
Earnings Per Share, Diluted | $ 0.19 | $ 0.01 |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||
Weighted Average Number of Shares Outstanding, Basic | 45,889 | 44,404 |
Weighted Average Number of Shares Outstanding, Diluted | 46,675 | 45,038 |
Common Stock, Dividends, Per Share, Declared | $ 0.10 | $ 0.09 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | $ (515) | $ (63) |
Other Comprehensive Income (Loss), Net of Tax | (515) | (63) |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 8,567 | 591 |
Income (Loss) from Equity Method Investments | $ (270) | $ (614) |
INCOME STATEMENTS INCOME STATEM
INCOME STATEMENTS INCOME STATEMENTS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Operating Expenses | $ 53,002 | $ 48,705 |
Operating Income (Loss) | $ 13,459 | $ 1,641 |
CASH FLOWS STATEMENTS
CASH FLOWS STATEMENTS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Net Cash Provided by (Used in) Operating Activities [Abstract] | ||
Net Income (Loss) Attributable to Parent | $ 9,082 | $ 654 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | ||
Depreciation, Depletion and Amortization | 7,841 | 7,434 |
Stock-based compensation expense | 3,429 | 2,683 |
Increase (Decrease) in Deferred Income Taxes | (208) | 1,053 |
Gain (Loss) on Disposition of Property Plant Equipment | 150 | 47 |
Income (Loss) from Equity Method Investments | (270) | (614) |
Other Operating Activities, Cash Flow Statement | (891) | (138) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,091) | (8,075) |
Inventories | (8,989) | (1,510) |
Operating Assets | (2,697) | (501) |
Operating Liabilities | (22,166) | (6,134) |
Accounts payable | (6,556) | (4,186) |
Unearned revenue | 901 | 843 |
Net cash from operations | (21,562) | (7,216) |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Common stock issued | 4,560 | 1,349 |
Payments Related to Tax Withholding for Share-based Compensation | (3,191) | (2,310) |
Common stock cash dividends paid | (4,658) | (4,063) |
Net cash used in financing | (3,289) | (5,024) |
Net Cash Provided by (Used in) Investing Activities [Abstract] | ||
Additions to property and equipment | (13,323) | (3,923) |
Payments for (Proceeds from) Businesses and Interest in Affiliates | 0 | (22) |
Proceeds from Divestiture of Businesses | (125) | |
Net cash used in investing | (13,448) | (3,901) |
Effect of foreign exchange rates on cash and cash equivalents | 452 | 45 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect, Total | (37,847) | (16,096) |
Cash and cash equivalents, end of period | $ 271,560 | $ 43,077 |
STOCKHOLDERS' EQUITY STATEMENTS
STOCKHOLDERS' EQUITY STATEMENTS - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated other comprehensive Income (loss) | Retained earnings |
Stockholders' Equity Attributable to Parent | $ 464,860 | $ 44 | $ 380,304 | $ (1,380) | $ 85,892 |
Stock Issued During Period, Value, Stock Options Exercised | 782 | $ 0 | 782 | 0 | 0 |
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 224,435 | ||||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | (2,309) | $ 1 | (2,310) | 0 | 0 |
Stock-based compensation expense | 2,683 | 0 | 2,683 | 0 | 0 |
Net Income (Loss) Attributable to Parent | 654 | $ 0 | 0 | 0 | 654 |
Common stock cash dividends | (4,101) | 42 | (4,143) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 52,604 | ||||
Stockholders' Equity Attributable to Parent | 462,506 | $ 45 | 381,501 | (1,443) | 82,403 |
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | $ (63) | 0 | 0 | (63) | 0 |
Common Stock, Shares, Outstanding | 44,602,408 | ||||
Stockholders' Equity Attributable to Parent | $ 517,711 | 45 | 434,021 | (142) | 83,787 |
Common Stock, Shares, Outstanding | 45,682,687 | ||||
Stock Issued During Period, Value, Stock Options Exercised | $ 3,881 | $ 0 | 3,881 | 0 | 0 |
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 365,636 | ||||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | (3,190) | $ 1 | (3,191) | 0 | 0 |
Stock-based compensation expense | 3,429 | 0 | 3,429 | 0 | 0 |
Net Income (Loss) Attributable to Parent | 9,082 | $ 0 | 0 | 0 | 9,082 |
Common stock cash dividends | (4,722) | 54 | (4,776) | ||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt, Subsequent Adjustments | (41,950) | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 204,340 | ||||
Stockholders' Equity Attributable to Parent | 488,047 | $ 46 | 396,244 | (657) | 92,414 |
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | $ (515) | $ 0 | $ 0 | $ (515) | $ 0 |
Common Stock, Shares, Outstanding | 46,252,663 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Comprehensive Income (Loss) Note [Text Block] | NOTE 7 — OTHER COMPREHENSIVE LOSS Other comprehensive loss represents a measure of all changes in equity that result from recognized transactions and other economic events other than those resulting from investments by, and distributions to, shareholders. Other comprehensive loss for the Company includes foreign currency translation adjustments and net unrealized holding gains and losses on available-for-sale investments. The following table presents the changes in each component of accumulated other comprehensive loss, net of tax (in thousands): Accumulated Other Comprehensive Loss Items - Foreign Currency Balance as of December 31, 2020 $ (142) Other comprehensive loss (515) Net current-period other comprehensive loss (515) Balance as of March 31, 2021 $ (657) There are no material tax benefits or expenses related to the other comprehensive loss for the three months ended March 31, 2021. |
Statement of Financial Position
Statement of Financial Position, Classified (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Document Period End Date | Mar. 31, 2021 | |
Cost Method Investments, Original Cost | $ 9,639 | $ 9,909 |
Prepaid Expense and Other Assets, Noncurrent | 1,960 | 1,137 |
Other Assets, Noncurrent | 17,041 | 16,500 |
Licensing Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Net | $ 5,442 | $ 5,454 |
Statement of Comprehensive Inco
Statement of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (657) | $ (142) | |
Other Comprehensive Income (Loss), Net of Tax | $ (515) | $ (63) |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 3 — INVENTORIES, NET Inventories are stated at the lower of cost or net realizable value, with cost determined according to the standard cost method, which approximates the first-in, first-out method. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The Company routinely assesses its on-hand inventory for timely identification and measurement of obsolete, slow-moving or otherwise impaired inventory. Net inventories consisted of the following (in thousands): March 31, 2021 December 31, 2020 Parts and supplies $ 85,726 $ 86,380 Work-in-progress 26,345 18,858 Finished goods 20,018 17,896 $ 132,089 $ 123,134 |
FAIR VALUE (Notes)
FAIR VALUE (Notes) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | NOTE 5 — FAIR VALUE MEASUREMENT Accounting Standards Codification (ASC) 820 “Fair Value Measurement” (ASC 820) defines fair value, establishes a framework for measuring fair value under U.S. GAAP and enhances disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 describes a fair value hierarchy based on the following three levels of inputs that may be used to measure fair value, of which the first two are considered observable and the last unobservable: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company determines the fair value of its investment portfolio assets by obtaining non-binding market prices from its third-party portfolio managers on the last day of the quarter, whose sources may use quoted prices in active markets for identical assets (Level 1 inputs) or inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs) in determining fair value. There were no transfers between Level 1, Level 2 or Level 3 measurements for the three-month period ended March 31, 2021. The following table represents the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020 (in thousands): Fair Value Measurements as of March 31, 2021 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 707 $ — $ — $ 707 Equity investment $ — $ — $ 9,639 $ 9,639 Fair Value Measurements as of December 31, 2020 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 707 $ — $ — $ 707 Equity investment $ — $ — $ 9,909 $ 9,909 |
GOODWILL
GOODWILL | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure [Text Block] | NOTE 6 — GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill is reviewed for impairment at least annually at the beginning of the fourth quarter, or more frequently if impairment indicators arise. A portion of the Company’s goodwill is not expected to be deductible for tax purposes. The changes in the carrying amount of goodwill during the period are as follows (in thousands): March 31, 2021 December 31, 2020 Balance at beginning of period $ 118,145 $ 118,145 Flow cytometry acquisition $ — $ — Balance at end of period $ 118,145 $ 118,145 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure [Text Block] | The Company’s intangible assets are reflected in the table below (in thousands, except weighted average lives): Finite-lived Indefinite-lived Technology, trade secrets and know-how Customer lists and contracts Other identifiable intangible assets IP R&D Total 2021 Balance as of December 31, 2020 $ 101,040 $ 23,391 $ 11,809 $ 17,310 $ 153,550 Additions — — — — — Balance as of March 31, 2021 101,040 23,391 11,809 17,310 $ 153,550 Less: accumulated amortization: Accumulated amortization balance as of December 31, 2020 (56,204) (13,891) (4,659) — (74,754) Amortization expense (2,013) (607) (299) — (2,919) Accumulated amortization balance as of March 31, 2021 (58,217) (14,498) (4,958) — (77,673) Net balance as of March 31, 2021 $ 42,823 $ 8,893 $ 6,851 $ 17,310 $ 75,877 Weighted average life (in years) 11 10 10 2020 Balance as of December 31, 2019 $ 98,353 $ 23,391 $ 11,809 $ 19,997 $ 153,550 Completion of IP R&D projects 2,687 — — (2,687) $ — Balance as of December 31, 2020 101,040 23,391 11,809 17,310 153,550 Less: accumulated amortization: Accumulated amortization balance as of December 31, 2019 (48,285) (11,464) (3,465) — (63,214) Amortization expense (7,919) (2,427) (1,194) — (11,540) Accumulated amortization balance as of December 31, 2020 (56,204) (13,891) (4,659) — (74,754) Net balance as of December 31, 2020 $ 44,836 $ 9,500 $ 7,150 $ 17,310 $ 78,796 Weighted average life (in years) 11 10 10 The Company currently has two IP R&D projects. The first relates to the development of the next generation VERIGENE System, VERIGENE II. The Company is targeting the commercial launch of the VERIGENE II System during 2021. The second is a defensive IP R&D project related to the Company’s next generation xMAP System, xMAP INTELLIFLEX, which the Company currently believes will launch commercially in the second quarter of 2021. The estimated aggregate amortization expense for the next five fiscal years and thereafter is as follows (in thousands): 2021 (nine months) $ 8,398 2022 10,070 2023 9,721 2024 9,721 2025 8,188 Thereafter 12,469 $ 58,567 |
ACCRUED LIABILITIES (Notes)
ACCRUED LIABILITIES (Notes) | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | NOTE 10 — ACCRUED LIABILITIES Accrued liabilities consisted of the following (in thousands): March 31, 2021 December 31, 2020 Compensation and employee benefits $ 13,192 $ 33,992 Dividends payable 4,776 4,711 Income and other taxes 2,171 7,058 Warranty costs 1,474 1,849 Royalties payable 724 782 Current operating lease liabilities 5,339 5,942 Convertible notes interest payable 2,947 996 Other 1,510 1,035 $ 32,133 $ 56,365 The following table summarizes the changes in the warranty accrual (in thousands): Accrued warranty costs as of December 31, 2020 $ 1,849 Warranty adjustments/settlements (734) Accrual for warranty costs 359 Accrued warranty costs as of March 31, 2021 $ 1,474 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 13 — INCOME TAXES At the end of each interim reporting period, an estimate is made of the effective tax rate expected to be applicable for the full year. The estimated full year’s effective tax rate is used to determine the income tax rate for each applicable interim reporting period. Tax effects of enacted legislation, including changes in the value of deferred tax assets and liabilities, is recognized in the period of the enactment date. The effective tax rate for the three months ended March 31, 2021 was 18%, including amounts recorded for discrete events. This differs from the statutory rate of 21% primarily from the effect of foreign operations and the Company’s ability to claim greater tax benefits pursuant to the provisions of the 2017 Tax Reform Act and increased earnings in certain jurisdictions. The Company’s tax expense reflects the full federal, various state, and foreign blended statutory rates. The Company currently expects a 2021 full-year annualized effective tax rate of 20% to 30%, excluding amounts recorded for discrete events. The Company will be subject to provisions regarding U.S. federal taxation of foreign intangible income and has included in its estimate of income tax the effects of this provision. The Company is utilizing its net operating losses (NOLs) and tax credits in the U.S., Canada and the Netherlands. The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, Australia, Canada, China, France, Germany, Hong Kong, Japan, the Netherlands, the U.K., and various U.S. states. In the United States and Canada, the statute of limitations with respect to the federal income tax returns for tax years after 2015 are open to audit; however, since the Company has net operating losses, the taxing authority has the ability to review tax returns prior to the 2015 tax year and make adjustments to these net operating loss carryforwards. The Company does not expect any material changes to the unrecognized tax benefit liability within the next twelve months. The Company recognizes interest and penalties related to uncertain tax positions in the provision for income taxes. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 8 — EARNINGS PER SHARE A reconciliation of the denominators used in computing per share net income (EPS) is as follows (in thousands, except per share amounts): Three Months Ended March 31, 2021 2020 Basic: Net income $ 9,082 $ 654 Less: allocation to participating securities (180) (20) Net income attributable to common stockholders $ 8,902 $ 634 Weighted average common stock outstanding 45,889 44,404 Net income per share attributable to common stockholders $ 0.19 $ 0.01 Diluted: Net income $ 9,082 $ 654 Less: allocation to participating securities (178) (21) Net income attributable to common stockholders $ 8,904 $ 633 Weighted average common stock outstanding 45,889 44,404 Effect of dilutive securities: stock options and awards 786 634 Weighted-average shares used in computing net income per share 46,675 45,038 Net income per share attributable to common stockholders $ 0.19 $ 0.01 Basic net income per share is computed by dividing the net income for the period by the weighted average number of common shares outstanding during the period. Diluted net income per share is computed by dividing the net income for the period by the weighted average number of common and common equivalent shares outstanding during the period. Restricted stock awards (RSAs) and stock options to acquire 159,330 and 1,156,913 shares for the three months ended March 31, 2021 and 2020, respectively, were excluded from the computations of diluted earnings per share because the effect of including the RSAs and stock options would have been anti-dilutive. We apply the two-class method of computing earnings per share, which requires the calculation of separate earnings per share amounts for our non-vested, time-based restricted stock awards with non-forfeitable dividends and for our common stock. Our non-vested, time-based restricted stock awards with non-forfeitable dividends are considered securities which participate in undistributed earnings with common stock. Under the two-class computation method, net losses are not allocated to participating securities unless the holder of the security has a contractual obligation to share in the losses. Our non-vested, time-based restricted stock awards with non-forfeitable dividends do not have such an obligation so they are not allocated losses. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Shareholders' Equity and Share-based Payments [Text Block] | NOTE 9 — STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION Dividends On February 8, 2021, the Board of Directors declared a cash dividend on the Company’s common stock of $0.10 per share. The dividend was payable to stockholders of record as of March 25, 2021 and was paid on April 15, 2021. The Company’s current intent is to pay a continuing dividend on a quarterly basis. However, future declarations of dividends are subject to the final determination of the Company’s Board of Directors. Stock-Based Compensation The Company’s stock option activity for the three months ended March 31, 2021 is as follows: Stock Options Shares Weighted Average Exercise Price Outstanding at December 31, 2020 3,753 $ 21.25 Granted — — Exercised (205) 18.99 Canceled or expired (20) 23.22 Outstanding at March 31, 2021 3,528 $ 21.37 The Company had $9.3 million of total unrecognized compensation costs related to stock options at March 31, 2021 that are expected to be recognized over a weighted-average period of 2.66 years. The Company’s restricted share activity for the three months ended March 31, 2021 is as follows: Restricted Stock Awards (RSAs) Shares Weighted Average Grant Price Non-vested at December 31, 2020 893 $ 22.98 Granted 495 32.74 Vested (319) 22.21 Cancelled or expired (17) 22.87 Non-vested at March 31, 2021 1,052 $ 27.81 Restricted Stock Units (RSUs) Shares Non-vested at December 31, 2020 570 Granted 59 Vested (145) Cancelled or expired (13) Non-vested at March 31, 2021 471 As of March 31, 2021, there were $29.7 million and $4.2 million of unrecognized compensation costs related to RSAs and RSUs, respectively. These costs are expected to be recognized over a weighted average-period of 3.08 years for the RSAs and 2.66 years for the RSUs. The Company issues a small number of cash-settled RSUs pursuant to the Company’s equity incentive plan in certain foreign countries. These grants do not result in the issuance of common stock and are considered immaterial by the Company. The following are the stock-based compensation costs recognized in the Company’s Condensed Consolidated Statements of Comprehensive Income (in thousands): Three Months Ended March 31, 2021 2020 Cost of revenue $ 554 $ 533 Research and development 402 142 Selling, general and administrative 2,556 2,042 Stock-based compensation costs reflected in net income $ 3,512 $ 2,717 |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 14 — COMMITMENTS AND CONTINGENCIES In the normal course of business, the Company is subject to claims, lawsuits and legal proceedings. When it appears probable in management’s judgment, and based upon consultation with outside counsel, that we will incur monetary damages or other costs in connection with any claims or proceedings, and such costs can be reasonably estimated, we record the estimated liability in the financial statements. If only a range of estimated losses can be estimated, we record an amount within the range that, in management’s judgment, reflects the most likely outcome; if none of the estimates within that range is a better estimate than any other amount, we record the liability at the low end of the range of estimates. Any such accrual would be charged to expense in the appropriate period. We disclose significant contingencies when the loss is not probable and/or the amount of the loss is not estimable, when we believe there is at least a reasonable possibility that a loss has been incurred. We recognize costs associated with legal proceedings in the period in which the services were provided. Leases We have leased all of our research, manufacturing and office space and have entered into various other agreements in conducting our business. Our leases have remaining lease terms of 1 year to 10 years, and some of our leases include options to extend the leases for up to 10 years, tenant improvement allowances, rent holidays and rent escalation clauses. At inception, we determine whether an agreement represents a lease and at commencement we evaluate each lease agreement to determine whether the lease is an operating or financing lease. All of the Company’s leases outstanding on March 31, 2021 are classified as operating leases. As the Company’s leases do not provide an implicit rate, we have used estimated incremental borrowing rates ranging from 4.00% to 5.75% based on the information available at the commencement date in determining the present value of lease payments. The components of the lease expense were as follows (in thousands): Three Months Ended Three Months Ended March 31, 2021 March 31, 2020 Operating lease cost (a) $ 2,389 $ 2,391 (a) Includes short-term lease expense costs, which were immaterial in the three months ended March 31, 2021 and 2020. Supplemental cash flow information related to leases was as follows (in thousands): Three Months Ended Three Months Ended March 31, 2021 March 31, 2020 Cash paid for amounts included in the measurement of lease liabilities $ 1,750 $ 1,854 Supplemental balance sheet information related to leases was as follows (in thousands): March 31, 2021 December 31, 2020 Operating leases: Operating lease right-of-use assets $ 19,971 $ 17,768 Operating lease liabilities $ 21,392 $ 19,308 Weighted Average Remaining Lease Term 4.71 years 3.52 years Weighted Average Discount Rate 5.41 % 5.75 % Maturities of lease liabilities for the next five fiscal years and thereafter are as follows (in thousands): Operating Leases 2021 (nine months) $ 5,196 2022 5,882 2023 5,118 2024 3,745 2025 1,446 Thereafter 2,787 Total lease payments 24,174 Less: imputed interest (2,782) Lease liabilities at March 31, 2021 $ 21,392 |
RECENT ACCOUNTING (Notes)
RECENT ACCOUNTING (Notes) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | NOTE 15 — RECENT ACCOUNTING PRONOUNCEMENTS Recently adopted accounting guidance In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under U.S. GAAP. This update also amends the guidance for the derivatives scope exception for contracts in an entity's own equity to reduce form-over-substance-based accounting conclusions and requires the application of the if-converted method for calculating diluted earnings per share. The update also requires entities to provide expanded disclosures about the terms and features of convertible instruments and how the instruments have been reported in the entity’s financial statements. The guidance is effective for interim and annual periods beginning after December 15, 2021. Early adoption is permitted, but no earlier than January 1, 2021. The Company early adopted this guidance effective January 1, 2021 under the modified retrospective basis with the cumulative effect recognized through an adjustment to additional paid-in capital. Under this method, earnings per share amounts have not been restated in prior periods presented, but future earnings per share amounts will be impacted by the change to the if-converted method for calculating diluted earnings per share. The Company's adoption resulted in a decrease of approximately $42 million in additional paid in capital from the de-recognition of the bifurcated equity component and an increase of approximately $50 million in debt from the de-recognition of the discount associated with the bifurcated equity component. The Company wrote off the related deferred tax liabilities to additional paid in capital. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes. The guidance amended certain disclosure requirements that had become redundant, outdated or superseded. Additionally, this guidance includes provisions for investment company reporting modernization, amends accounting for the interim period effects of changes in tax laws or rates, and simplifies aspects of the accounting for franchise taxes. The guidance is effective for annual periods beginning after December 15, 2020, and is applicable for the Company in fiscal 2021. The Company adopted this guidance effective January 1, 2021 and it did not have a material impact on its consolidated financial statements. Recent accounting guidance not yet adopted Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying condensed financial statements. |
REVENUE RECOGNITION (Notes)
REVENUE RECOGNITION (Notes) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Revenue Recognition, Deferred Revenue [Policy Text Block] | NOTE 12 — REVENUE RECOGNITION The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606 “Revenue from Contracts with Customers” (the Standard), the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when the Company satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of the Standard, the Company assesses the goods or services promised within each contract, identifies the performance obligations and assesses whether each promised good or service is distinct. The Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling price of the promised good or service underlying each performance obligation and recognizes this as revenue when such performance obligation is satisfied. BARDA Contracts In March 2020, the Biomedical Advanced Research and Development Authority (BARDA) awarded the Company two milestone-based contracts, with a value of $642,450 each, funding approximately 36% of the overall cost of development. BARDA is part of the U.S. Department of Health and Human Services (HHS) and is tasked with protecting the U.S. against emerging infectious diseases and other threats. Through public-private partnerships, BARDA supports the development of vaccines, drugs and diagnostics. One of BARDA’s current goals is to develop medical countermeasures to enhance health security and protect against 2019 novel coronavirus disease (COVID-19) infections. The Company’s management believes these two contracts help to enable an expansion of the Company’s current portfolio of diagnostics for SARS-CoV-2 (the virus that causes COVID-19). The Company recorded government contract revenue of $642,450 in each of the quarters ended March 31, 2020 and June 30, 2020 as all of the milestones were completed for the first BARDA contract in the first quarter and for the second BARDA contract in the second quarter. In September 2020, BARDA awarded the Company two additional milestone-based contracts valued at $5,389,813 and $683,500, respectively, related to completing a 510(k) filing for Luminex’s expanded NxTAG ® Respiratory Pathogen Panel (RPP), which will include the SARS-CoV-2 virus for COVID-19 testing and to support the enhancement of the Company’s xMAP ® SARS-CoV-2 Multi-Antigen IgG Assay. The Company intends to submit this enhanced serology assay for an Emergency Use Authorization (EUA) when this project is completed. The Company recorded government contract revenue of $1.2 million for the quarter ended March 31, 2021 as two of the milestones were completed for these two BARDA contracts. In February 2021, BARDA awarded the Company an additional $11.3 million milestone-based contract. This contract will support the rapid development and validation of a respiratory panel combining Flu A/B & respiratory syncytial virus (RSV) targets with the SARS-CoV-2 target that can be run on all ARIES Systems. The Company recorded government contract revenue of $4.6 million for the quarter ended March 31, 2021 as three of the milestones were completed for this BARDA contract. Contract assets are included within accounts receivables, net and contract liabilities are included in deferred revenue on the Company’s Condensed Consolidated Balance Sheets. The following table presents the opening and closing balances of the Company’s contract assets and liabilities as of March 31, 2021 (in thousands): Balance as of March 31, 2021 Balance as of December 31, 2020 Contract assets: Unbilled receivables - Royalties $ 12,438 $ 12,054 Total contract assets $ 12,438 $ 12,054 Contract liabilities - Short-term: Deferred revenue - Service $ 10,255 $ 9,346 Deferred revenue - Licenses 197 197 Deferred revenue - Instruments 271 78 Deferred revenue - Other 148 426 Total contract liabilities - Short-term $ 10,871 $ 10,047 Contract liabilities - Long-term: Deferred revenue - Service $ 1,260 $ 1,190 Deferred revenue - Licenses 418 468 Deferred revenue - Instruments 45 — Total contract liabilities - Long-term $ 1,723 $ 1,658 During the three months ended March 31, 2021, the Company recognized the following revenues as a result of changes in the contract asset and contract liability balances in the period (in thousands): Three Months Ended March 31, 2021 Revenue recognized in the period: Amounts included as contract liabilities at the beginning of the period $ 4,324 Performance obligations satisfied in previous periods - |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Long-term Debt | NOTE 11 — CONVERTIBLE SENIOR NOTES In May 2020, the Company issued $260.0 million principal amount of Convertible Senior Notes due in May 2025 (Notes). The interest rates for the Notes is fixed at 3.00% per annum with interest payable semi-annually on May 15 and November 15 of each year, commencing on November 15, 2020. The Notes mature on May 15, 2025, unless earlier redeemed, converted or repurchased in accordance with their terms prior to such date. Each $1,000 of principal amount of the Notes will initially be convertible into 22.8918 shares of the Company's common stock, which is equivalent to an initial conversion price of approximately $43.68 per share. The initial conversion price for each of the Notes is subject to adjustment upon the occurrence of certain specified events. Our Board has declared increased quarterly cash dividends of $0.10 per share of common stock twice since the issuance of the Notes, and this increase in the dividend adjusted the conversion price to $43.65 per share, or 22.9079 shares of the Company's common stock for each $1,000 of principal amount of the Notes. Holders may convert their Notes at their option at any time prior to the close of business on the business day immediately preceding November 15, 2024 only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on June 30, 2020 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, 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; • during the five business day period after any five consecutive trading day period (Measurement Period) in which the trading price (as defined in the relevant indenture governing the Notes) per $1,000 principal amount of Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; or • upon the occurrence of specified corporate events, including but not limited to (a) the bankruptcy, insolvency or reorganization of the Company or any of its significant subsidiaries, or (b) the continued failure after five business days to provide a repurchase notice after (i) a public tender offer; (ii) a recapitalization, share exchange or merger where common stock is converted into cash; (iii) a sale/lease/transfer of all or substantially all of the Company’s assets; (iv) stockholder approval of a plan of liquidation; or (v) the delisting of the Company’s common stock. On or after November 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election. The Company currently intends to settle the principal amount of the Notes in cash, and settle any excess amount with shares of the Company’s common stock, upon conversion. If a fundamental change (as defined in the relevant indenture governing the Notes) occurs prior to the maturity date, holders of each of the Notes may require the Company to repurchase all or a portion of their Notes for cash at a repurchase price equal to 100% of the principal amount of the Notes, plus any accrued and unpaid interest up to, but excluding, the fundamental change repurchase date. As of March 31, 2021, the Notes were not yet convertible. In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under U.S. GAAP. This update also amends the guidance for the derivatives scope exception for contracts in an entity's own equity to reduce form-over-substance-based accounting conclusions and requires the application of the if-converted method for calculating diluted earnings per share. The update also requires entities to provide expanded disclosures about the terms and features of convertible instruments and how the instruments have been reported in the entity’s financial statements. The guidance is effective for interim and annual periods beginning after December 15, 2021. Early adoption is permitted, but no earlier than January 1, 2021. The Company early adopted this guidance effective January 1, 2021 under the modified retrospective basis with the cumulative effect recognized through an adjustment to additional paid-in capital. Under this method, earnings per share amounts were not restated in prior periods presented, but current quarter and future earnings per share amounts could be impacted by the change to the if-converted method for calculating diluted earnings per share. For the quarter ended March 31, 2021, there was no effect on earnings per share amounts when the shares that would be issued if the contingently convertible securities were converted were included in the Company’s calculation of diluted earnings per share. The Company's adoption resulted in a decrease of approximately $42 million in additional paid in capital from the de-recognition of the bifurcated equity component and an increase of approximately $50 million in debt from the de-recognition of the discount associated with the bifurcated equity component. The Company wrote-off the related deferred tax liabilities to additional paid in capital. Issuance costs totaling $7.7 million are being amortized to expense over the expected life of the Notes using the effective interest method. The Notes consist of the following: As of March 31, 2021 As of December 31, 2020 Principal $ 260,000 $ 260,000 Unamortized debt discount — (51,352) Unamortized debt issuance costs (6,486) (5,512) Net carrying amount $ 253,514 $ 203,136 Equity component: Net carrying amount $ — $ 41,950 The following table sets forth total interest expense recognized related to the Notes: Three Months Ended March 31, 2021 2021 2020 Contractual interest expense $ 1,950 $ — Amortization of debt issuance costs 362 — Total $ 2,312 $ — The effective interest rate for the quarter ended March 31, 2021 was 3.66%. As of March 31, 2021, the remaining period over which the debt discount and debt issuance costs will be amortized was 4.13 years. As of March 31, 2021 and December 31, 2020, the fair value of the Notes was $276.9 million and $260.7 million, respectively. Convertible Note Hedge Transactions Concurrent with the offering of the Notes, the Company entered into privately negotiated convertible note hedge transactions (Convertible Note Hedge Transactions) with certain financial institutions (Option Counterparties) related to the issuance of the Notes. The Convertible Note Hedge Transactions are generally expected to reduce the potential dilution to the Company’s common stock upon any conversion of Notes or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes. The Company also entered into separate privately negotiated Warrant Transactions with each of the Option Counterparties pursuant to which the Company issued Warrants that will be exercisable into a number of shares of the Company’s common stock at a price per share equal to $69.89, subject to certain adjustments under the terms of the Warrant Transactions. The Warrant Transactions could separately have a dilutive effect on the Company’s common stock if the market value per share of the Company’s common stock exceeds the applicable strike price of the Warrants. However, subject to certain conditions, the Company may elect to settle the Warrants in cash. The Convertible Note Hedge Transactions and the Warrant Transactions are separate transactions, in each case, entered into by the Company with the same Option Counterparties and are not part of the terms of the Notes and will not affect any holder’s rights under the Notes. The holders of the Notes will not have any rights with respect to the Convertible Note Hedge Transactions or Warrant Transactions. The Company used approximately $34.7 million of the net proceeds of the issuance of the Notes to pay the costs of the Convertible Note Hedge Transactions, after such cost was partially offset by the proceeds to the Company from the sale of the Warrants in the Warrant Transactions. The Convertible Note Hedge Transactions and Warrant Transactions do not meet the criteria for derivative accounting as they are indexed to the Company's stock. The amounts paid for the Convertible Note Hedge Transactions and the proceeds received from the Warrant Transactions have been included as a net reduction to additional paid-in capital. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | NOTE 15 — RECENT ACCOUNTING PRONOUNCEMENTS Recently adopted accounting guidance In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under U.S. GAAP. This update also amends the guidance for the derivatives scope exception for contracts in an entity's own equity to reduce form-over-substance-based accounting conclusions and requires the application of the if-converted method for calculating diluted earnings per share. The update also requires entities to provide expanded disclosures about the terms and features of convertible instruments and how the instruments have been reported in the entity’s financial statements. The guidance is effective for interim and annual periods beginning after December 15, 2021. Early adoption is permitted, but no earlier than January 1, 2021. The Company early adopted this guidance effective January 1, 2021 under the modified retrospective basis with the cumulative effect recognized through an adjustment to additional paid-in capital. Under this method, earnings per share amounts have not been restated in prior periods presented, but future earnings per share amounts will be impacted by the change to the if-converted method for calculating diluted earnings per share. The Company's adoption resulted in a decrease of approximately $42 million in additional paid in capital from the de-recognition of the bifurcated equity component and an increase of approximately $50 million in debt from the de-recognition of the discount associated with the bifurcated equity component. The Company wrote off the related deferred tax liabilities to additional paid in capital. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes. The guidance amended certain disclosure requirements that had become redundant, outdated or superseded. Additionally, this guidance includes provisions for investment company reporting modernization, amends accounting for the interim period effects of changes in tax laws or rates, and simplifies aspects of the accounting for franchise taxes. The guidance is effective for annual periods beginning after December 15, 2020, and is applicable for the Company in fiscal 2021. The Company adopted this guidance effective January 1, 2021 and it did not have a material impact on its consolidated financial statements. Recent accounting guidance not yet adopted Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material impact on the accompanying condensed financial statements. |
Subsequent Events [Text Block] | NOTE 16 — SUBSEQUENT EVENT On April 11, 2021, the Company entered into an Agreement and Plan of Merger (the Merger Agreement) with DiaSorin S.p.A., a società per azioni organized under the laws of the Republic of Italy (DiaSorin), and Diagonal Subsidiary Inc., a Delaware corporation and wholly owned subsidiary of DiaSorin (Merger Subsidiary), providing for the merger of Merger Subsidiary with and into the Company (the Merger), with the Company surviving the Merger as a wholly owned subsidiary of DiaSorin. At the effective time of the proposed Merger (the Effective Time), each share of common stock, par value $0.001 per share, of the Company issued and outstanding as of immediately prior to the Effective Time (other than dissenting shares or shares of the Company’s common stock held by the Company as treasury stock or owned by DiaSorin, Merger Subsidiary or any subsidiary of the Company or DiaSorin) will be cancelled and cease to exist and automatically convert into the right to receive cash in an amount equal to $37.00, without interest (the Merger Consideration). In connection with the Merger, DiaSorin has signed a Senior Facilities Agreement with a syndicate of banks (consisting of BNP Paribas, Citi, Mediobanca and UniCredit), the aggregate proceeds of which, together with cash on hand, will be sufficient for Parent and Merger Subsidiary to pay the aggregate merger consideration and all related fees and expenses. The Senior Facilities Agreement provides for a term loan of $1.1 billion due 2026 and a bridge loan of $500 million due within 12 months, with extension options (exercisable at Parent’s option) for an additional 12 months. The transaction is not subject to a financing condition. Consummation of the Merger is subject to customary closing conditions, including, without limitation, the absence of certain legal impediments, the expiration or termination of the required waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, receipt of antitrust approval in Germany, receipt of approval from the Committee on Foreign Investment in the United States, submission of a foreign investment filing with the French Ministry of Economy, and approval by the holders of a majority of the voting power of the outstanding shares of the Company’s common stock entitled to vote on such matter. The Merger Agreement contains certain termination rights for the Company and DiaSorin. Upon termination of the Merger Agreement under specified circumstances, the Company will be required to pay DiaSorin a termination fee of approximately $59.22 million. In addition to the foregoing termination right, and subject to certain limitations, (i) the Company or DiaSorin may terminate the Merger Agreement if the Merger is not consummated by October 11, 2021 and (ii) the Company and DiaSorin may mutually agree to terminate the Merger Agreement. The Company incurred transaction-related costs of approximately $0.4 million for the three months ended March 31, 2021 related to the Merger. |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Business Description and Accounting Policies [Text Block] | NOTE 1 — BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared by Luminex Corporation (the Company or Luminex) in accordance with United States generally accepted accounting principles (U.S. GAAP) for interim financial information and the rules and regulations of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, all adjustments (consisting of normal recurring entries) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the 2020 10-K). |
Receivables, Loans, Notes Recei
Receivables, Loans, Notes Receivable, and Others (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
Accounts Receivable | NOTE 4 — ACCOUNTS RECEIVABLE AND RESERVES Accounts receivable consisted of the following (in thousands): March 31, 2021 December 31, 2020 Accounts receivable 71,308 68,629 Less: Allowance for doubtful accounts (2,257) (1,666) 69,051 66,963 Balance as of December 31, 2020 $ 1,666 Net increases charged to costs and expenses 591 Balance as of March 31, 2021 $ 2,257 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Other Investments Not Readily Marketable [Table Text Block] | March 31, 2021 December 31, 2020 Purchased technology rights (net of accumulated amortization of $9,009 and $8,872 on March 31, 2021 and December 31, 2020, respectively) $ 5,442 $ 5,454 Minority interest investment 9,639 9,909 Other 1,960 1,137 $ 17,041 $ 16,500 |
Marketable Securities [Table Text Block] | Amortized Cost Gains in Accumulated Other Comprehensive Income Losses in Accumulated Other Comprehensive Income Estimated Fair Value Current: Money market funds $ 707 $ — $ — $ 707 Total current securities 707 — — 707 Total available-for-sale securities $ 707 $ — $ — $ 707 |
Cost-method Investments, Description [Text Block] | Non-Marketable Securities and Other-Than-Temporary Impairment As of March 31, 2021, the Company has an investment in Combinati, a private company, with a carrying value of $9.6 million, which exceeded the Company’s share of Combinati’s net assets by $8.0 million. This investment represents ownership of approximately 28.4% of the voting interest of Combinati. For the quarter ended March 31, 2021, the Company recorded $0.3 million for its allocable share of Combinati’s net loss in its Consolidated Statement of Comprehensive Income and as an adjustment to the invested balance. The Company accounts for its investment in Combinati under the equity method, given the Company's significant influence over the investee due to its larger ownership percentage and its participation on the Board of Directors. The Company does not have unilateral decision making power, and therefore will not consolidate the investee. This investment does not have readily determinable fair values. Therefore, the Company has elected the measurement alternative for this minority interest and this investment is recorded at cost, less any impairment, including changes resulting from observable price changes. The Company regularly evaluates the carrying value of its investment for impairment and whether any events or circumstances are identified that would significantly harm the fair value of the investment. The primary indicators the Company utilizes to identify these events and circumstances are the investee’s ability to remain in business, such as the investee’s liquidity and rate of cash use, and the investee’s ability to secure additional funding and the value of that additional funding. In the event a decline in fair value is less than the investment’s carrying value, the Company will record an impairment charge in Other income, net in the Consolidated Statements of Comprehensive Income. As the inputs utilized for the Company’s periodic impairment assessment are not based on observable market data, the determination of fair value of its investments is classified within Level 3 of the fair value hierarchy. See Note 5 - Fair Value Measurement to our Condensed Consolidated Financial Statements for further information on the fair value hierarchy and the three classification levels. To determine the fair value of these investments, the Company uses all available financial information related to the entities, including information based on recent or pending third-party equity investments in these entities. In certain instances, an investment’s fair value is not estimated as there are no identified events or changes in the circumstances. There have been no unrealized gains or losses related to these Level 3 minority interest investments. |
Investments and Other Noncurrent Assets [Text Block] | NOTE 2 — INVESTMENTS AND OTHER ASSETS Marketable Securities The Company determines the appropriate classification of any investments in debt and equity securities at the time of purchase and re-evaluates such determinations at each balance sheet date. As of March 31, 2021, the Company had no short or long-term investments, as those funds were used to pay for acquisitions. Available-for-sale securities consisted of the following as of March 31, 2021 (in thousands): Amortized Cost Gains in Accumulated Other Comprehensive Income Losses in Accumulated Other Comprehensive Income Estimated Fair Value Current: Money market funds $ 707 $ — $ — $ 707 Total current securities 707 — — 707 Total available-for-sale securities $ 707 $ — $ — $ 707 Available-for-sale securities consisted of the following as of December 31, 2020 (in thousands): Amortized Cost Gains in Accumulated Other Comprehensive Income Losses in Accumulated Other Comprehensive Income Estimated Fair Value Current: Money market funds $ 707 $ — $ — $ 707 Total current securities 707 — — 707 Total available-for-sale securities $ 707 $ — $ — $ 707 There were no proceeds from the sales of available-for-sale securities for the three months ended March 31, 2021 and the year ended December 31, 2020. Realized gains and losses on sales of investments are determined using the specific identification method and are included in Other income, net in the Condensed Consolidated Statements of Comprehensive Income. There were no available-for-sale debt securities as of March 31, 2021 or December 31, 2020. All of the Company’s available-for-sale securities with gross unrealized losses as of March 31, 2021 had been in a loss position for less than 12 months. Non-Marketable Securities and Other-Than-Temporary Impairment As of March 31, 2021, the Company has an investment in Combinati, a private company, with a carrying value of $9.6 million, which exceeded the Company’s share of Combinati’s net assets by $8.0 million. This investment represents ownership of approximately 28.4% of the voting interest of Combinati. For the quarter ended March 31, 2021, the Company recorded $0.3 million for its allocable share of Combinati’s net loss in its Consolidated Statement of Comprehensive Income and as an adjustment to the invested balance. The Company accounts for its investment in Combinati under the equity method, given the Company's significant influence over the investee due to its larger ownership percentage and its participation on the Board of Directors. The Company does not have unilateral decision making power, and therefore will not consolidate the investee. This investment does not have readily determinable fair values. Therefore, the Company has elected the measurement alternative for this minority interest and this investment is recorded at cost, less any impairment, including changes resulting from observable price changes. The Company regularly evaluates the carrying value of its investment for impairment and whether any events or circumstances are identified that would significantly harm the fair value of the investment. The primary indicators the Company utilizes to identify these events and circumstances are the investee’s ability to remain in business, such as the investee’s liquidity and rate of cash use, and the investee’s ability to secure additional funding and the value of that additional funding. In the event a decline in fair value is less than the investment’s carrying value, the Company will record an impairment charge in Other income, net in the Consolidated Statements of Comprehensive Income. As the inputs utilized for the Company’s periodic impairment assessment are not based on observable market data, the determination of fair value of its investments is classified within Level 3 of the fair value hierarchy. See Note 5 - Fair Value Measurement to our Condensed Consolidated Financial Statements for further information on the fair value hierarchy and the three classification levels. To determine the fair value of these investments, the Company uses all available financial information related to the entities, including information based on recent or pending third-party equity investments in these entities. In certain instances, an investment’s fair value is not estimated as there are no identified events or changes in the circumstances. There have been no unrealized gains or losses related to these Level 3 minority interest investments. Other long-term assets consisted of the following (in thousands): March 31, 2021 December 31, 2020 Purchased technology rights (net of accumulated amortization of $9,009 and $8,872 on March 31, 2021 and December 31, 2020, respectively) $ 5,442 $ 5,454 Minority interest investment 9,639 9,909 Other 1,960 1,137 $ 17,041 $ 16,500 For the three months ended March 31, 2021 and 2020, the Company recognized amortization expenses related to the amortization of purchased technology rights of approximately $138,000 and $159,000, respectively. Future amortization expenses are estimated to be $426,000 in the remaining nine months of 2021, $568,000 in 2022, $449,000 in 2023, $442,000 in 2024, $441,000 in 2025 and $3,116,000 thereafter. |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | Marketable Securities The Company determines the appropriate classification of any investments in debt and equity securities at the time of purchase and re-evaluates such determinations at each balance sheet date. As of March 31, 2021, the Company had no short or long-term investments, as those funds were used to pay for acquisitions. Available-for-sale securities consisted of the following as of March 31, 2021 (in thousands): Amortized Cost Gains in Accumulated Other Comprehensive Income Losses in Accumulated Other Comprehensive Income Estimated Fair Value Current: Money market funds $ 707 $ — $ — $ 707 Total current securities 707 — — 707 Total available-for-sale securities $ 707 $ — $ — $ 707 Available-for-sale securities consisted of the following as of December 31, 2020 (in thousands): Amortized Cost Gains in Accumulated Other Comprehensive Income Losses in Accumulated Other Comprehensive Income Estimated Fair Value Current: Money market funds $ 707 $ — $ — $ 707 Total current securities 707 — — 707 Total available-for-sale securities $ 707 $ — $ — $ 707 There were no proceeds from the sales of available-for-sale securities for the three months ended March 31, 2021 and the year ended December 31, 2020. Realized gains and losses on sales of investments are determined using the specific identification method and are included in Other income, net in the Condensed Consolidated Statements of Comprehensive Income. There were no available-for-sale debt securities as of March 31, 2021 or December 31, 2020. All of the Company’s available-for-sale securities with gross unrealized losses as of March 31, 2021 had been in a loss position for less than 12 months. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | March 31, 2021 December 31, 2020 Parts and supplies $ 85,726 $ 86,380 Work-in-progress 26,345 18,858 Finished goods 20,018 17,896 $ 132,089 $ 123,134 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Table Text Block] | Fair Value Measurements as of March 31, 2021 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 707 $ — $ — $ 707 Equity investment $ — $ — $ 9,639 $ 9,639 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | Finite-lived Indefinite-lived Technology, trade secrets and know-how Customer lists and contracts Other identifiable intangible assets IP R&D Total 2021 Balance as of December 31, 2020 $ 101,040 $ 23,391 $ 11,809 $ 17,310 $ 153,550 Additions — — — — — Balance as of March 31, 2021 101,040 23,391 11,809 17,310 $ 153,550 Less: accumulated amortization: Accumulated amortization balance as of December 31, 2020 (56,204) (13,891) (4,659) — (74,754) Amortization expense (2,013) (607) (299) — (2,919) Accumulated amortization balance as of March 31, 2021 (58,217) (14,498) (4,958) — (77,673) Net balance as of March 31, 2021 $ 42,823 $ 8,893 $ 6,851 $ 17,310 $ 75,877 Weighted average life (in years) 11 10 10 2020 Balance as of December 31, 2019 $ 98,353 $ 23,391 $ 11,809 $ 19,997 $ 153,550 Completion of IP R&D projects 2,687 — — (2,687) $ — Balance as of December 31, 2020 101,040 23,391 11,809 17,310 153,550 Less: accumulated amortization: Accumulated amortization balance as of December 31, 2019 (48,285) (11,464) (3,465) — (63,214) Amortization expense (7,919) (2,427) (1,194) — (11,540) Accumulated amortization balance as of December 31, 2020 (56,204) (13,891) (4,659) — (74,754) Net balance as of December 31, 2020 $ 44,836 $ 9,500 $ 7,150 $ 17,310 $ 78,796 Weighted average life (in years) 11 10 10 |
Estimated Future Amortization Expense Related to Intangible Assets | 2021 (nine months) $ 8,398 2022 10,070 2023 9,721 2024 9,721 2025 8,188 Thereafter 12,469 $ 58,567 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | March 31, 2021 December 31, 2020 Compensation and employee benefits $ 13,192 $ 33,992 Dividends payable 4,776 4,711 Income and other taxes 2,171 7,058 Warranty costs 1,474 1,849 Royalties payable 724 782 Current operating lease liabilities 5,339 5,942 Convertible notes interest payable 2,947 996 Other 1,510 1,035 $ 32,133 $ 56,365 |
Schedule of Product Warranty Liability [Table Text Block] | Accrued warranty costs as of December 31, 2020 $ 1,849 Warranty adjustments/settlements (734) Accrual for warranty costs 359 Accrued warranty costs as of March 31, 2021 $ 1,474 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Share | Three Months Ended March 31, 2021 2020 Basic: Net income $ 9,082 $ 654 Less: allocation to participating securities (180) (20) Net income attributable to common stockholders $ 8,902 $ 634 Weighted average common stock outstanding 45,889 44,404 Net income per share attributable to common stockholders $ 0.19 $ 0.01 Diluted: Net income $ 9,082 $ 654 Less: allocation to participating securities (178) (21) Net income attributable to common stockholders $ 8,904 $ 633 Weighted average common stock outstanding 45,889 44,404 Effect of dilutive securities: stock options and awards 786 634 Weighted-average shares used in computing net income per share 46,675 45,038 Net income per share attributable to common stockholders $ 0.19 $ 0.01 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Inventory, Raw Materials and Purchased Parts, Net of Reserves | $ 85,726 | $ 86,380 |
Inventory, Work in Process, Net of Reserves | 26,345 | 18,858 |
Inventory, Finished Goods, Net of Reserves | 20,018 | 17,896 |
Inventory, Net | $ 132,089 | $ 123,134 |
Receivables, Loans, Notes Rec_2
Receivables, Loans, Notes Receivable, and Others (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Accounts Receivable, Allowance for Credit Loss, Current | $ 2,257 | $ 1,666 |
Accounts Receivable, Allowance for Credit Loss, Period Increase (Decrease) | $ 591 |
FAIR VALUE (Details)
FAIR VALUE (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | $ 707 | $ 707 |
Cost Method Investments, Fair Value Disclosure | 9,639 | 9,909 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 707 | 707 |
Cost Method Investments, Fair Value Disclosure | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 |
Cost Method Investments, Fair Value Disclosure | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 |
Cost Method Investments, Fair Value Disclosure | $ 9,639 | $ 9,909 |
GOODWILL (Details)
GOODWILL (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 118,145 | $ 118,145 | $ 118,145 | $ 118,145 | |
Goodwill, Acquired During Period | $ 0 | $ 0 |
INTANGIBLE ASSETS (Detail)
INTANGIBLE ASSETS (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year | $ 8,398 | |||
Finite-Lived Intangible Assets, Accumulated Amortization | (77,673) | $ (74,754) | $ (63,214) | |
Indefinite-lived Intangible Assets (Excluding Goodwill) | 17,310 | 17,310 | 19,997 | |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 12,469 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 9,721 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 10,070 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 9,721 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 8,188 | |||
Intangible Assets, Net (Excluding Goodwill) | 75,877 | 78,796 | ||
Intangible Assets, Gross (Excluding Goodwill) | 153,550 | 153,550 | 153,550 | |
Amortization of Intangible Assets, IA | (2,919) | $ (2,852) | (11,540) | |
Employee Benefits and Share-based Compensation | 3,512 | $ 2,717 | ||
Contract with Customer, Liability, Revenue Recognized | 4,324 | |||
Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Accumulated Amortization | (58,217) | (56,204) | (48,285) | |
Finite-Lived Intangible Assets, Gross | 101,040 | 101,040 | 98,353 | |
Finite-Lived Intangible Assets, Net | $ 42,823 | $ 44,836 | ||
Finite-Lived Intangible Asset, Useful Life | 11 years | 11 years | ||
Amortization of Intangible Assets, IA | $ (2,013) | $ (7,919) | ||
Customer-Related Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Accumulated Amortization | (14,498) | (13,891) | (11,464) | |
Finite-Lived Intangible Assets, Gross | 23,391 | 23,391 | 23,391 | |
Finite-Lived Intangible Assets, Net | $ 8,893 | $ 9,500 | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | 10 years | ||
Amortization of Intangible Assets, IA | $ (607) | $ (2,427) | ||
Other Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Accumulated Amortization | (4,958) | (4,659) | (3,465) | |
Finite-Lived Intangible Assets, Gross | 11,809 | 11,809 | $ 11,809 | |
Finite-Lived Intangible Assets, Net | $ 6,851 | $ 7,150 | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | 10 years | ||
Amortization of Intangible Assets, IA | $ (299) | $ (1,194) |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |||
Employee-related Liabilities, Current | $ 13,192 | $ 33,992 | |
Taxes Payable, Current | 4,776 | 4,711 | |
Accrued Royalties, Current | 724 | 782 | |
Operating Lease, Liability, Current | 2,947 | 996 | |
Standard and Extended Product Warranty Accrual, Decrease for Payments | (359) | ||
Product Warranty Accrual, Current | 1,474 | $ 1,849 | |
Standard and Extended Product Warranty Accrual, Increase for Warranties Issued | 734 | ||
Dividends Payable, Current | 1,474 | 1,849 | |
Other Accrued Liabilities, Current | 1,510 | 1,035 | |
Accrued Liabilities, Current | $ 32,133 | $ 56,365 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 18.00% | |
U.S. federal statutory tax rate | 21.00% | |
Provision for income taxes | $ 1,960 | $ 374 |
Income (Loss) Attributable to Parent, before Tax | $ 11,042 | $ 1,028 |
EARNINGS PER SHARE Details (Det
EARNINGS PER SHARE Details (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic | $ (180) | $ (20) |
Net Income (Loss) Available to Common Stockholders, Basic | $ 8,902 | $ 634 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 159,330 | 1,156,913 |
Net Income (Loss) Available to Common Stockholders, Diluted | $ 8,904 | $ 633 |
Weighted Average Number of Shares Outstanding, Basic | 45,889,000 | 44,404,000 |
Earnings Per Share, Basic | $ 0.19 | $ 0.01 |
Net Income (Loss) Attributable to Parent | $ 9,082 | $ 654 |
Participating Securities, Distributed and Undistributed Earnings (Loss), Diluted | $ (178) | $ (21) |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 786,000 | 634,000 |
Weighted Average Number of Shares Outstanding, Diluted | 46,675,000 | 45,038,000 |
Earnings Per Share, Diluted | $ 0.19 | $ 0.01 |
STOCKHOLDERS' EQUITY Details (D
STOCKHOLDERS' EQUITY Details (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividends Payable, Date Declared | Feb. 8, 2021 | |
Dividends Payable, Date of Record | Mar. 25, 2021 | |
Dividends Payable, Date to be Paid | Apr. 15, 2021 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 9.3 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 471 | 570 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 59 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (145) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (13) | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 7 months 28 days | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 4.2 | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,052 | 893 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 27.81 | $ 22.98 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 495 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 32.74 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (319) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 22.21 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (17) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 22.87 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 29 days | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 29.7 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 7 months 28 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,528 | 3,753 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 21.37 | $ 21.25 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (205) | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 18.99 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | (20) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 23.22 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating Lease, Weighted Average Remaining Lease Term | 4 years 8 months 15 days | 3 years 6 months 7 days | |
Lease, Cost | $ 2,389 | $ 2,391 | |
Operating Leases, Future Minimum Payments, Remainder of Fiscal Year | 5,196 | ||
Operating Leases, Future Minimum Payments, Due in Two Years | 5,882 | ||
Operating Leases, Future Minimum Payments, Due in Three Years | 5,118 | ||
Operating Leases, Future Minimum Payments, Due in Four Years | 3,745 | ||
Operating Leases, Future Minimum Payments, Due in Five Years | 1,446 | ||
Operating Leases, Future Minimum Payments, Due Thereafter | 2,787 | ||
Operating Leases, Future Minimum Payments Due | $ 24,174 | ||
Operating Lease, Weighted Average Discount Rate, Percent | 5.41% | 5.75% | |
Operating Lease, Payments | $ 1,750 | $ 1,854 |
REVENUE RECOGNITION (Details)
REVENUE RECOGNITION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue Recognition and Deferred Revenue [Abstract] | ||
Lease, Cost | $ 2,389 | $ 2,391 |
Investments, Debt and Equity Se
Investments, Debt and Equity Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Investments, Debt and Equity Securities [Abstract] | ||
Money Market Funds, at Carrying Value | $ 707 | $ 707 |
Available-for-sale Securities | $ 707 | $ 707 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
Long-term Debt, Gross | $ 260,000 | $ 260,000 |
Debt Instrument, Unamortized Discount | 0 | (51,352) |
Unamortized Debt Issuance Expense | (6,486) | $ (5,512) |
Interest Expense, Debt | $ 2,312 |