Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 23, 2022 | Jun. 30, 2021 | |
Document and Entity Information | |||
Entity Registrant Name | GLAUKOS Corp | ||
Entity Central Index Key | 0001192448 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-37463 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 33-0945406 | ||
Entity Address, Address Line One | 229 Avenida Fabricante | ||
Entity Address, City or Town | San Clemente | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92672 | ||
City Area Code | 949 | ||
Local Phone Number | 367-9600 | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | GKOS | ||
Security Exchange Name | NYSE | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Public Float | $ 3,792 | ||
Entity Common Stock, Shares Outstanding | 47,053,318 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Firm ID | 42 | ||
Auditor Location | Irvine, California |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 100,708 | $ 96,596 |
Short-term investments | 313,343 | 307,772 |
Accounts receivable, net | 33,438 | 36,059 |
Inventory | 23,011 | 15,809 |
Prepaid expenses and other current assets | 15,626 | 13,206 |
Total current assets | 486,126 | 469,442 |
Restricted cash | 9,416 | 9,566 |
Property and equipment, net | 68,969 | 24,008 |
Operating lease right-of-use asset | 28,142 | 20,009 |
Finance lease right-of-use asset | 49,022 | 51,443 |
Intangible assets, net | 332,781 | 357,693 |
Goodwill | 66,134 | 66,134 |
Deposits and other assets | 9,108 | 7,207 |
Total assets | 1,049,698 | 1,005,502 |
Current liabilities: | ||
Accounts payable | 7,333 | 4,371 |
Accrued liabilities | 56,027 | 45,331 |
Total current liabilities | 63,360 | 49,702 |
Convertible senior notes | 280,026 | 189,416 |
Operating lease liability | 29,650 | 20,704 |
Finance lease liability | 72,699 | 60,690 |
Deferred tax liability, net | 7,318 | 10,512 |
Other liabilities | 9,494 | 7,029 |
Total liabilities | 462,547 | 338,053 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 5,000 shares authorized; no shares issued and outstanding as of December 31, 2021 and December 31, 2020 | ||
Common stock, $0.001 par value; 150,000 shares authorized; 46,993 and 45,275 shares issued and 46,965 and 45,247 shares outstanding at December 31, 2021 and December 31, 2020, respectively | 47 | 45 |
Additional paid-in capital | 952,432 | 976,590 |
Accumulated other comprehensive income | 15 | 1,004 |
Accumulated deficit | (365,211) | (310,058) |
Less treasury stock (28 shares as of December 31, 2021 and December 31, 2020) | (132) | (132) |
Total stockholders' equity | 587,151 | 667,449 |
Total liabilities and stockholders' equity | $ 1,049,698 | $ 1,005,502 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars 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 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 46,993,000 | 45,275,000 |
Common stock, shares outstanding | 46,965,000 | 45,247,000 |
Treasury stock, shares | 28,000 | 28,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
Net sales | $ 294,011 | $ 224,959 | $ 236,984 |
Cost of sales | 66,627 | 91,719 | 38,588 |
Gross profit | 227,384 | 133,240 | 198,396 |
Operating expenses: | |||
Selling, general and administrative | 179,257 | 171,401 | 176,635 |
Research and development | 100,999 | 85,392 | 68,308 |
In-process research and development | 10,000 | 3,745 | |
Litigation-related settlement | (30,000) | ||
Total operating expenses | 260,256 | 256,793 | 248,688 |
Loss from operations | (32,872) | (123,553) | (50,292) |
Non-operating (expense) income: | |||
Interest income | 1,288 | 2,379 | 3,169 |
Interest expense | (13,372) | (14,115) | (2,565) |
Other (expense) income, net | (4,311) | 2,975 | (348) |
Total non-operating (expense) income | (16,395) | (8,761) | 256 |
Loss before taxes | (49,267) | (132,314) | (50,036) |
Income tax provision (benefit) | 326 | (11,966) | (65,460) |
Net (loss) income | $ (49,593) | $ (120,348) | $ 15,424 |
Basic net (loss) income per share (in dollar per share) | $ (1.07) | $ (2.70) | $ 0.41 |
Diluted net (loss) income per share (in dollar per share) | $ (1.07) | $ (2.70) | $ 0.37 |
Weighted average shares used to compute basic net (loss) income per share | 46,423 | 44,497 | 37,355 |
Weighted average shares used to compute diluted net (loss) income per share | 46,423 | 44,497 | 41,145 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME | |||
Net (loss) income | $ (49,593) | $ (120,348) | $ 15,424 |
Other comprehensive (loss) income | |||
Foreign currency translation gain (loss) | 781 | (691) | (65) |
Unrealized (loss) gain on short-term investments | (1,770) | 365 | 657 |
Other comprehensive (loss) income | (989) | (326) | 592 |
Total comprehensive (loss) income | $ (50,582) | $ (120,674) | $ 16,016 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | AdjustmentAdditional Paid-in-Capital | AdjustmentAccumulated Deficit | Adjustment | Common Stock | Additional Paid-in-Capital | Accumulated Other Comprehensive Income (loss) | Accumulated Deficit | Treasury Stock | Total |
Balance at Dec. 31, 2018 | $ 36 | $ 378,352 | $ 738 | $ (205,134) | $ (132) | $ 173,860 | |||
Balance (in shares) at Dec. 31, 2018 | 36,135 | (28) | |||||||
Stockholders' Deficit | |||||||||
Common stock issued under stock plans | $ 1 | 12,850 | 12,851 | ||||||
Common stock issued under stock plans (in shares) | 942 | ||||||||
Issuance of common stock in connection with the Avedro Merger | $ 7 | 406,956 | 406,963 | ||||||
Issuance of common stock in connection with the Avedro Merger (in shares) | 6,453 | ||||||||
Value of Replacement Awards issued in the Avedro Merger attributable to pre-combination services | 27,189 | 27,189 | |||||||
Stock-based compensation | 36,393 | 36,393 | |||||||
Other comprehensive income (loss) | 592 | 592 | |||||||
Net (loss) income | 15,424 | 15,424 | |||||||
Balance at Dec. 31, 2019 | $ 44 | 861,740 | 1,330 | (189,710) | $ (132) | 673,272 | |||
Balance (in shares) at Dec. 31, 2019 | 43,530 | (28) | |||||||
Stockholders' Deficit | |||||||||
Common stock issued under stock plans | $ 1 | 20,334 | 20,335 | ||||||
Common stock issued under stock plans (in shares) | 1,745 | ||||||||
Stock-based compensation | 48,641 | 48,641 | |||||||
Equity component of convertible senior notes, net of transaction costs of $3,267 and taxes of $12,891 | 81,554 | 81,554 | |||||||
Purchase of capped calls related to issuance of convertible senior notes | (35,679) | (35,679) | |||||||
Other comprehensive income (loss) | (326) | (326) | |||||||
Net (loss) income | (120,348) | (120,348) | |||||||
Balance (Accounting Standards Update 2020-06) at Dec. 31, 2020 | $ (81,553) | $ (5,560) | $ (87,113) | ||||||
Balance at Dec. 31, 2020 | $ 45 | 976,590 | 1,004 | (310,058) | $ (132) | $ 667,449 | |||
Balance (in shares) at Dec. 31, 2020 | 45,275 | (28) | 45,247 | ||||||
Stockholders' Deficit | |||||||||
Common stock issued under stock plans | $ 2 | 27,249 | $ 27,251 | ||||||
Common stock issued under stock plans (in shares) | 1,718 | ||||||||
Stock-based compensation | 30,146 | 30,146 | |||||||
Other comprehensive income (loss) | (989) | (989) | |||||||
Net (loss) income | (49,593) | (49,593) | |||||||
Balance at Dec. 31, 2021 | $ 47 | $ 952,432 | $ 15 | $ (365,211) | $ (132) | $ 587,151 | |||
Balance (in shares) at Dec. 31, 2021 | 46,993 | (28) | 46,965 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY | |
Convertible debt transaction costs | $ 3,267 |
Convertible debt taxes | $ 12,891 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Activities | |||
Net (loss) income | $ (49,593) | $ (120,348) | $ 15,424 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 29,661 | 29,381 | 6,306 |
Amortization of the fair market value inventory adjustment as a result of the Avedro Merger | 24,712 | 4,026 | |
Amortization of right-of-use lease assets | 4,760 | 5,232 | 3,557 |
Amortization of debt issuance costs | 1,373 | 364 | |
Amortization of debt discount | 5,610 | ||
Deferred income tax benefit | (1,029) | (12,176) | (66,306) |
Loss on disposal of fixed assets | 7 | 367 | 430 |
Stock-based compensation | 30,146 | 46,477 | 36,393 |
Change in fair value of cash settled stock options | (3,172) | 3,088 | |
Unrealized foreign currency losses (gains) | 2,313 | (1,202) | 194 |
Amortization of premium (discount) on short-term investments | 1,028 | 453 | (338) |
Other liabilities | 2,465 | 4,538 | 5,352 |
Changes in operating assets and liabilities: | |||
Accounts receivable, net | 1,700 | 2,243 | (6,632) |
Inventory | (7,703) | 1,962 | 52 |
Prepaid expenses and other current assets | (3,054) | (5,033) | (917) |
Accounts payable and accrued liabilities | 12,448 | (2,683) | 779 |
Other assets | 186 | 287 | (1,777) |
Net cash provided by (used in) operating activities | 24,708 | (22,988) | (369) |
Investing activities | |||
Cash acquired due to acquisition | 49,652 | ||
Purchases of property and equipment | (47,785) | (6,935) | (4,724) |
Purchases of short-term investments | (215,285) | (301,002) | (80,388) |
Proceeds from sales and maturities of short-term investments | 206,916 | 104,697 | 80,494 |
Proceeds from disposal of property and equipment | 3 | ||
Investment in company-owned life insurance | (2,081) | (1,820) | (1,608) |
Net cash (used in) provided by investing activities | (58,232) | (205,060) | 43,426 |
Financing activities | |||
Proceeds from convertible senior notes | 287,500 | ||
Payment of convertible senior notes transaction costs | (9,614) | ||
Purchase of capped calls related to issuance of convertible senior notes | (35,679) | ||
Proceeds from exercise of stock options | 26,124 | 20,196 | 15,064 |
Share purchases under Employee Stock Purchase Plan | 4,817 | 4,025 | 3,388 |
Payment of employee taxes related to vested restricted stock units | (3,690) | (3,886) | (5,601) |
Payment of debt assumed in the Avedro Merger | (22,496) | ||
Proceeds from tenant improvement allowance | 12,668 | ||
Principal paid on finance lease | (659) | ||
Net cash provided by (used in) financing activities | 39,260 | 262,542 | (9,645) |
Effect of exchange rate changes on cash and cash equivalents | (1,774) | (88) | (252) |
Net increase in cash, cash equivalents and restricted cash | 3,962 | 34,406 | 33,160 |
Cash, cash equivalents and restricted cash at beginning of period | 106,162 | 71,756 | 38,596 |
Cash, cash equivalents and restricted cash at end of period | 110,124 | 106,162 | 71,756 |
Supplemental schedule of noncash investing and financing activities | |||
Shares issued and Replacement Awards assumed in connection with Avedro Merger | 437,751 | ||
Debt assumed in the Avedro Merger | 22,496 | ||
Purchase of property and equipment included in accounts payable and accrued liabilities | 2,263 | 641 | 995 |
Supplemental disclosures of cash flow information | |||
Taxes paid, net of refunds | 272 | 484 | 171 |
Interest paid on convertible senior notes | 7,907 | 4,041 | $ 2 |
Other interest paid | $ 4,074 | $ 1,334 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2021 | |
Organization and Basis of Presentation | |
Organization and Basis of Presentation | Glaukos Corporation Notes to Consolidated Financial Statements Note 1. Organization and Basis of Presentation Organization and Business Glaukos Corporation (Glaukos or the Company), incorporated in Delaware on July 14, 1998, is an ophthalmic medical technology and pharmaceutical company focused on developing novel therapies for the treatment of glaucoma, corneal disorders, and retinal disease. The Company developed Micro-Invasive Glaucoma Surgery (MIGS) to serve as an alternative to the traditional glaucoma treatment paradigm and launched its first MIGS device commercially in 2012. The Company also offers commercially a proprietary bio-activated pharmaceutical therapy for the treatment of a corneal disorder, keratoconus, that was approved by the U.S. Food and Drug Administration (FDA) in 2016 and is developing a pipeline of sustained pharmaceutical therapies, surgical devices, and implantable biosensors intended to treat glaucoma progression, corneal disorders such as keratoconus, dry eye and refractive vision correction, and retinal diseases such as neovascular age-related macular degeneration, diabetic macular edema and retinal vein occlusion. On November 21, 2019, the Company acquired Avedro, Inc. (Avedro), a hybrid ophthalmic pharmaceutical and medical technology company focused on developing therapies designed to treat corneal diseases and disorders and correct refractive conditions, in a stock-for-stock transaction (Avedro Merger). Avedro developed novel bio-activated drug formulations used in combination with proprietary systems for the treatment of progressive keratoconus and corneal ectasia following refractive surgery. The therapy is the first and only minimally invasive anterior segment product offering approved by the FDA shown to halt the progression of keratoconus. The accompanying consolidated financial statements include the accounts of Glaukos and its wholly-owned subsidiaries. All significant intercompany balances and transactions among the consolidated entities have been eliminated in consolidation. Recent Developments 2022 U.S. reimbursement rates On November 2, 2021, the United States (U.S.) Centers for Medicare & Medicaid Services (CMS) published its final rules for 2022 Medicare physician fee payment rates and 2022 Medicare facility fee payment rates for services furnished in both the ambulatory surgery center and hospital outpatient settings (Final Rules). These Final Rules superseded the proposed rates that were issued by CMS in July 2021 and took effect January 1, 2022. Attillaps License Agreement On September 20, 2021, the Company announced that it had Settlement of Patent Litigation On September 14, 2021, the Company entered into a settlement agreement (Settlement Agreement) with Ivantis, Inc. (Ivantis), pursuant to which the Company and Ivantis agreed to terminate the patent infringement lawsuit we had filed against Ivantis on April 14, 2018 in the U.S. District Court for the Central District of California, Southern Division (the Lawsuit). In the Lawsuit, the Company alleged that Ivantis’ Hydrus® Microstent device infringes the Company’s U.S. Patent Nos. 6,626,858 and 9,827,143. Pursuant to the terms of the Settlement Agreement, Ivantis was to pay the Company a cash payment of $60.0 million, $30.0 million of which was paid to the Company during the year ended December 31, 2021, and $30.0 million of which will be paid by the earlier of (i) December 31, 2022, or (ii) 30 days after the consummation of the sale to a third party of all or substantially all of Ivantis’ equity or assets such that the third-party controls Ivantis. The $30.0 million cash payment received during the year ended December 31, 2021 is included in litigation-related settlement as a reduction of operating expenses on the consolidated statements of operations. See Note 15, Subsequent Events million payment to the Company. Additionally, Ivantis will make quarterly royalty payments to the Company in the amount of 10% of Ivantis’ Hydrus Microstent U.S. sales and any international sales supplied out of the U.S. beginning in the fourth quarter of 2021 through April 26, 2025, subject to a per-unit minimum payment. The Company and Ivantis have dismissed with prejudice all of their respective claims against the other in the Lawsuit, which was scheduled for trial beginning in September 2021, and in related lawsuits in other forums and jurisdictions. The parties also have agreed to mutual licenses and covenants not to sue the other party for patent infringement relating to Ivantis’ Hydrus Microstent or the Company’s micro-stent devices. Santen License Agreement On May 18, 2021, the Company announced that it entered into a new development and commercialization license agreement with Santen Pharmaceutical Co., Ltd. (Santen) for the PreserFlo MicroShunt superseding the previous collaboration and distribution agreements between the two parties. Under the new agreement, the Company obtains exclusive commercialization rights for the MicroShunt in the United States, Australia, New Zealand, Canada, Brazil, Mexico and the remainder of Latin America. The new agreement also provides the Company with full control over affairs activities in the U.S. following a transition period. Santen submitted a premarket approval (PMA) application to the U.S. Food and Drug Administration (FDA) in June 2020 and discussions with the The Company did not make any payment in connection with the execution of the license agreement; however, should the Company be successful in obtaining regulatory approval for the PreserFlo MicroShunt, it would be required to pay Santen a milestone payment, followed by royalties and other potential future milestones depending on the success of the commercialization of the product. Intratus License Amendment On April 14, 2021, the Company announced that it had entered into an amended licensing agreement with Intratus, Inc. (Intratus) under which Intratus granted the Company a global exclusive license to research, develop, manufacture and commercialize Intratus’ patented, non-invasive drug delivery platform for application in the treatment of presbyopia. The addition of presbyopia expands upon the existing agreement between the Company and Intratus announced on July 22, 2019. The amendment includes a mechanism to further expand the existing agreement to other indications, applying the active pharmaceutical ingredients being advanced by the Company in glaucoma, corneal disorders and presbyopia to new ophthalmic fields. The Company paid $5.0 million upon the signing of the Intratus License Agreement, which is included in in-process research and development within the consolidated statements of operations, as management determined there were no alternative future uses for the technology acquired. Liquidity For the year ended December 31, 2021, the Company incurred net losses of $49.6 million and cash from operations provided $24.7 million and, as of December 31, 2021, the Company had an accumulated deficit of $365.2 million. For the year ended December 31, 2020, the Company incurred a net loss of $120.3 million, and $23.0 million of cash was used by operating activities. The Company has made and expects to continue to make significant investments in our global sales force, marketing programs, research and development activities, clinical studies and general and administrative infrastructure. FDA-approved IDE and IND studies and new product development programs in our industry are expensive. The Company also expects to incur additional construction costs related to its new facility in Aliso Viejo, California . The Company’s 2.75% convertible notes due 2027 (Convertible Notes) may be converted at the option of the holders at the times and under the circumstances and at the conversion rate described in Note 8, Convertible Senior Notes . As of December 31, 2021, none of the conditions allowing holders of the Convertible Notes to convert had been met. The Company plans to fund its operations, capital funding and other liquidity needs using existing cash and investments and, to the extent available, cash generated from commercial operations. The Company’s existing cash and investments include, in part, the net proceeds from the Convertible Notes issued in June 2020 (after payment for the related capped call transactions), and the $30.0 million paid to the Company by Ivantis in September 2021 pursuant to the terms of the Settlement Agreement, which the Company is using for working capital and general corporate purposes Although the Company has been profitable for certain periods in its operating history, there can be no assurance that it will be profitable or generate cash from operations. The Company may seek to obtain additional financing in the future through other debt or equity financings. There can be no assurance that the Company will be able to obtain additional financing on terms acceptable, or at all. As of December 31, 2021, the Company had cash, cash equivalents, restricted cash and short-term investments totaling $423.5 million and net working capital of $422.8 million. The Company has performed an analysis and concluded substantial doubt does not exist with respect to the Company being able to continue as a going concern through one year from the date of issuance of the consolidated financial statements for the year ended December 31, 2021. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions. Management considers many factors in selecting appropriate financial accounting policies and controls and in developing the estimates and assumptions that are used in the preparation of these consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. The most significant estimates in the accompanying consolidated financial statements for the year ended December 31, 2021 relate to revenue recognition, the incremental borrowing rate related to the Company’s leased assets, and stock-based compensation expense. For the years ended December 31, 2020 and December 31, 2019, in addition to the aforementioned estimates, the fair value of the liability component of the Company’s Convertible Notes and the valuation of certain intangible assets related to the Company’s Avedro Merger were significant estimates. The Company’s consolidated financial statements as of and for the year ended December 31, 2021 reflect the Company’s estimates of the impact of the ongoing COVID-19 pandemic. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, clinical trials, research and development costs and employee-related amounts, will depend on future developments that are uncertain, including the duration and severity of the COVID-19 outbreak, the severity and transmission rates of new and more contagious/and or vaccine-resistant variants of COVID-19, and the actions taken to contain it or treat COVID-19, including the availability, distribution, rate of public acceptance and efficacy of vaccines for COVID-19, as well as the economic impact on local, regional, national and international customers and markets. As a result, there may be changes to the Company’s estimates regarding the impact of COVID-19 in future periods. Segments The Company has one business activity and operates as one operating segment: the development and commercialization of ophthalmic therapies designed to treat glaucoma, corneal disorders and retinal diseases. The Company determined its operating segment on the same basis that it uses to evaluate its performance internally. The Company’s chief operating decision-maker (CODM), its Chief Executive Officer, reviews its consolidated operating results for the purpose of allocating resources and evaluating financial performance. Cash, Cash Equivalents, Restricted Cash and Short-term Investments The Company invests its excess cash in marketable securities, including U.S. government agency bonds, U.S. government bonds, bank certificates of deposit, commercial paper, municipal bonds, corporate notes and asset-backed securities. For financial reporting purposes, liquid investment instruments purchased with an original maturity of three months or less are considered to be cash equivalents. Cash and cash equivalents are recorded at face value or cost, which approximates fair market value. The Company maintains cash balances in excess of amounts insured by the Federal Deposit Insurance Commission. Investments are stated at fair value as determined by quoted market prices. Investments are considered available for sale and, accordingly, unrealized gains and losses are included in accumulated other comprehensive (loss) income within stockholders’ equity. The Company’s entire investment portfolio, except for restricted cash, is considered to be available for use in current operations and, accordingly, all such investments are stated at fair value using quoted market prices and classified as current assets, although the stated maturity of individual investments may be one year or more beyond the balance sheet date. The Company did not have any trading securities or restricted investments at December 31, 2021 or December 31, 2020. Realized gains and losses and declines in value, if any, judged to be other-than-temporary on available for sale securities, are reported in other (expense) income, net. When securities are sold, any associated unrealized gain or loss previously reported as a separate component of stockholders’ equity is reclassified out of stockholders’ equity and recorded in the statements of operations in the period sold using the specific identification method. Accrued interest and dividends from investments are included in other (expense) income, net. The Company periodically reviews its available for sale securities for other than temporary declines in fair value below the cost basis, and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that equate to the amount reported in the consolidated statement of cash flows as of December 31, 2021, December 31, 2020 and December 31, 2019 (in thousands): Year ended December 31, 2021 2020 2019 Cash and cash equivalents $ 100,708 $ 96,596 $ 62,430 Restricted cash 9,416 9,566 9,326 Cash, cash equivalents and restricted cash in the consolidated statement of cash flows $ 110,124 $ 106,162 $ 71,756 Concentration of Credit Risk and Significant Customers Financial instruments, which potentially subject the Company to significant concentration of credit risk, consist primarily of cash, cash equivalents, short-term investments and accounts receivable. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Additionally, the Company has established guidelines regarding investment instruments and their maturities which are designed to maintain preservation of principal and liquidity. The Company believes that the concentration of credit risk in its accounts receivable is mitigated by its credit evaluation process, relatively short collection terms and the level of credit worthiness of its customers. During the years ended 2021, 2020 and 2019, none of the Company’s customers accounted for more than 10% of revenues. Accounts Receivable The Company sells its products directly to ambulatory surgery centers, hospitals, and physician private practices, with distributors being used in certain international locations where the Company does not have a direct commercial presence and the Company is exposed to credit losses primarily through sales of its products. The Company’s expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions and periodic evaluation of customers’ receivables balances. Management estimates the adequacy of the allowance by using relevant available information, from internal and external sources, relating to past events, current conditions and forecasts. Historical credit loss experience provides the basis for estimation of expected credit losses and are adjusted as necessary using the relevant information available. The allowance for credit losses is measured on a collective basis when similar risk characteristic exists. The Company has identified one portfolio segment based on evaluation of the following risk characteristics: geographic regions, product lines, default rates and customer specific factors. Additionally, specific allowance amounts may be established to record the appropriate provision for customers that have a higher probability of non-payment. The Company charges off uncollectible receivables against the allowance when all attempts to collect the receivable have failed. The Company’s allowance for credit losses represents management’s estimate of current expected credit losses and totaled approximately $1.4 million and $1.7 million as of December 31, 2021 and December 31, 2020, respectively, and there were immaterial bad-debt write offs charged during the years ended December 31, 2021 and December 31, 2020. As of December 31, 2021 and December 31, 2020 the Company evaluated the current and expected future economic and market conditions surrounding the COVID-19 pandemic as it relates to collectability of its accounts receivable and determined the estimate of expected credit losses was not materially impacted. The Company will continue to re-evaluate the estimate of credit losses related to COVID-19 in conjunction with its assessment of expected credit losses in subsequent quarters. Additionally, no customers accounted for more than 10% of net accounts receivable as of December 31, 2021 or December 31, 2020. Inventory Inventory is valued at the lower of cost and net realizable value with cost being determined by the first-in, first-out method. Management evaluates inventory for excess quantities and obsolescence and records an allowance to reduce the carrying value of inventory as determined necessary. Property and Equipment, Net Property and equipment is recorded at cost. Depreciation of property and equipment is generally provided using the straight-line method over the estimated useful lives of the assets, which range from three All long lived assets are reviewed for impairment in value when changes in circumstances dictate, based upon undiscounted future operating cash flows, and appropriate losses are recognized and reflected in current earnings to the extent the carrying amount of an asset exceeds its estimated fair value, determined by the use of appraisals, discounted cash flow analyses or comparable fair values of similar assets. The Company did not record any impairment charges for the year ended December 31, 2021 and December 31, 2020; however the Company recorded impairment charges of $0.4 million during the year ended December 31, 2019. Intangible Assets Intangible assets primarily consist of developed technology, customer relationships, and IPR&D assets related to the Avedro Merger. Intangible assets with finite-lives include developed technology, customer relationships and the buyout of a royalty payment obligation, which are amortized on a straight-line basis over their estimated useful lives, which range from five Indefinite-lived intangible assets are comprised of IPR&D assets and are not amortized, but instead tested for impairment until the successful completion and commercialization, or abandonment, of the associated research and development efforts, at which point the IPR&D assets are either amortized over their estimated useful lives, or written-off immediately, as the case may be. Refer to Note 6, Intangible Assets and Goodwill Goodwill Goodwill totaled $66.1 million at December 31, 2021 and December 31, 2020. Goodwill is recorded as a result of business combinations. If the Company determines the carrying value of a reporting unit exceeds its fair value, an impairment charge would be recognized and should not exceed the total amount of goodwill allocated to that reporting unit. The Company tests for impairment annually, on October 1 and in addition to that test, regularly assesses if an event has occurred which would require interim impairment testing. The Company considered the current and expected future economic and market conditions surrounding COVID-19 pandemic and during the year did not identify an indication of goodwill impairment due that event. The Company’s annual impairment test did not result in any impairment, and the Company has not identified any indicators of impairment through December 31, 2021. Refer to Note 6, Intangible Assets and Goodwill Fair Value of Financial Instruments The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. The valuation of assets and liabilities is subject to fair value measurements using a three-tiered approach and fair value measurements are classified and disclosed by the Company in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). Leases The Company determines if an arrangement is a lease at inception. As a lessee, right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company estimates the incremental borrowing rate based on its debt, prevailing financial market conditions, peer company credit analyses, and management judgment. Operating lease right-of-use assets also include any lease payments made at or before lease commencement and exclude any lease incentives received. The lease terms used to calculate the right-of-use asset and related lease liability include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense while the expense for finance leases is recognized as amortization expense on right-of-use lease assets and interest expense using the accelerated interest method of recognition. Revenue Recognition The Company derives its revenue from sales of its products in the United States and internationally. Customers are primarily comprised of ambulatory surgery centers, hospitals and physician private practices, with distributors being used in certain international locations where the Company does not have a direct commercial presence. The Company concluded that one performance obligation exists for the majority of its contracts with customers which is to deliver products in accordance with the Company’s normal delivery times. Revenue is recognized when this performance obligation is satisfied, which is the point in time when the Company considers control of a product to have transferred to the customer. Revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for those products or services. The Company has determined the transaction price to be the invoice price, net of adjustments, which includes estimates of variable consideration for product returns. The Company only recognizes revenue when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods it transfers to the customer. This requires management to perform an assessment related to the probability of collecting the consideration. The assessment can contain judgment when it is performed for customers with declining credit conditions or those with no history or a limited history of product sales with the Company. The Company offers volume-based rebate agreements to certain customers and, in these instances, the Company provides a rebate (in the form of a credit memo) at the contract’s conclusion, if earned by the customer. In such cases, the transaction price is allocated between the Company’s delivery of product and the issuance of a rebate at the contract’s conclusion for the customer to utilize on prospective purchases. The performance obligation to issue a customer’s rebate, if earned, is transferred over time and the Company’s method of measuring progress is the output method, whereby the progress is measured by the estimated rebate earned to date over the total rebate estimated to be earned over the contract period. The provision for volume-based rebates is estimated based on customers' contracted rebate programs and the customers’ projected sales levels. The Company periodically monitors its customer rebate programs to ensure the rebate allowance is fairly stated. The Company’s rebate allowance is included in accrued liabilities in the consolidated balance sheets and estimated rebates accrued were not material during the periods presented. Additionally, the Company has a performance obligation related to certain customers’ right to a future discount on single dose pharmaceutical purchases in the U.S., and that performance obligation is expected to be recognized when the customer elects to utilize the discount, which is generally within one year. Additionally, the Company has a performance obligation related to its extended warranty agreements with customers related to its KXL systems. Customers are not granted specific rights of return; however, the Company may permit returns of certain products from customers if such product is returned in a timely manner and in good condition. The Company generally provides a warranty on its products for one year from the date of shipment, and offers an extended warranty for its KXL systems. Any product found to be defective or out of specification will be replaced or serviced at no charge during the warranty period. Estimated allowances for sales returns and warranty replacements are recorded at the time of sale of the product and are estimated based upon the historical patterns of product returns matched against sales, and an evaluation of specific factors that may increase the risk of product returns. Product returns and warranty replacements to date have been consistent with amounts reserved or accrued and have not been significant. If actual results in the future vary from the Company’s estimates, the Company will adjust these estimates which would affect net product revenue and earnings in the period such variances become known. Convertible Senior Notes See Recently Adopted Accounting Pronouncements Shipping and Handling Costs All shipping and handling costs are expensed as incurred and are charged to general and administrative expense. Charges to customers for shipping and handling are credited to general and administrative expense. Advertising Costs All advertising costs are expensed as incurred. Advertising costs incurred during the years ended December 31, 2021, December 31, 2020 and December 31, 2019 were approximately $1.2 million, $1.6 million and $2.5 million, respectively. Income Taxes Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at the applicable tax rates, along with NOL and tax credit carryovers. The Company records a valuation allowance against a portion of deferred tax assets to reduce the net carrying value to an amount that it believes is more likely than not to be realized. Management has considered estimated taxable income and ongoing prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. Based upon the weight of available evidence, which includes the Company’s historical operating performance and limited potential to utilize tax credit carryforwards, the Company has determined that a portion of its deferred tax assets should be offset by a valuation allowance. When the Company establishes or reduces the valuation allowance against its deferred tax assets, its provision for income taxes increases or decreases, respectively, in the period such determination is made. The Company is required to file federal and state income tax returns in the United States and various other state jurisdictions. The Company also files income tax returns in the foreign countries in which its subsidiaries operate. The preparation of these income tax returns requires the Company to interpret the applicable tax laws and regulations in effect in such jurisdictions, which could affect the amount of tax paid. Additionally, the Company follows an accounting standard addressing the accounting for uncertainty in income taxes that prescribes rules for recognition, measurement, and classification in the consolidated financial statements of tax positions taken or expected to be taken in a tax return. Research and Development Expenses Major components of research and development expense include personnel costs, preclinical studies, clinical trials and related clinical product manufacturing, materials and supplies, and fees paid to consultants. Research and development costs are expensed as goods are received or services are rendered. Costs to acquire technologies to be used in research and development that have not reached technological feasibility and have no alternative future use are also expensed as incurred. At each financial reporting date, the Company accrues the estimated unpaid costs of clinical study activities performed during a period by third party clinical sites with whom the Company has agreements that provide for fees based upon the quantities of subjects enrolled and clinical evaluation visits that occur over the life of the study. The cost estimates are determined based upon a review of the agreements and data collected by internal and external clinical personnel as to the status of enrollment and subject visits, and are based upon the facts and circumstances known to the Company at each financial reporting date. If the actual performance of activities varies from the assumptions used in the cost estimates, the accruals are adjusted accordingly. There have been no material adjustments to the Company’s prior period accrued estimates for clinical trial activities through December 31, 2021. Stock-Based Compensation The Company recognizes compensation expense for all stock-based awards granted to employees and nonemployees, including members of its board of directors. The fair value of stock option awards is estimated at the grant date using the Black-Scholes option pricing model, and the portion that is ultimately expected to vest is recognized as compensation cost over the requisite service period using the straight-line method. The determination of the fair value-based measurement of stock options on the date of grant using an option pricing model is affected by the determination of the fair value of the underlying stock as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, the Company’s stock price volatility over the expected term of the grants, and actual and projected stock option exercise behaviors. In the future, as additional empirical evidence regarding these estimates becomes available, the Company may change or refine its approach of deriving them, and these changes could impact the fair value-based measurement of stock options granted in the future. Changes in the fair value-based measurement of stock awards could materially impact the Company’s operating results. The fair value of restricted stock unit (RSU) awards made to employees and nonemployees is equal to the closing market price of the Company’s common stock on the grant date. Software Costs The Company capitalizes certain costs when it is determined that it is probable that the project will be completed, the software will be used to perform the function intended, and the preliminary project stage is completed. These capitalized costs are included in property and equipment, net within the consolidated balance sheets. Comprehensive (Loss) Income All components of comprehensive (loss) income, including net (loss) income, are reported in the consolidated financial statements in the period in which they are recognized. Comprehensive (loss) income is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources, including unrealized gains and losses on marketable securities and foreign currency translation adjustments. Net (Loss) Income per Share Basic net (loss) income per share is calculated by dividing the net (loss) income by the weighted average number of common shares that were outstanding for the period, without consideration for common stock equivalents. For periods when the Company realizes a net loss, no common stock equivalents are included in the calculation of weighted average number of dilutive common stock equivalents as the effect of applying the treasury stock method is considered anti-dilutive. For periods when the Company realizes net income, diluted net income per share is calculated by dividing the net income by the weighted average number of common shares plus the sum of the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury stock method. Common stock equivalents are comprised of stock options, outstanding and unvested RSUs under the Company’s incentive compensation plans and shares issuable under the Company’s Employee Stock Purchase Plan (ESPP) and, beginning January 1, 2021, shares convertible pursuant to the Convertible Notes. The Company’s computation of net (loss) income per share is as follows (in thousands, except per share amounts): As of December 31, 2021 2020 2019 Numerator: Net income (loss) - basic $ (49,593) $ (120,348) $ 15,424 Denominator: Weighted average number of common shares outstanding - basic 46,423 44,497 37,355 Common stock equivalents from outstanding common stock options - - 3,495 Common stock equivalents for ESPP - - 25 Common stock equivalents from unvested restricted stock units - - 270 Weighted average number of common shares outstanding - diluted 46,423 44,497 41,145 Basic net (loss) income per share $ (1.07) $ (2.70) $ 0.41 Diluted net (loss) income per share $ (1.07) $ (2.70) $ 0.37 Potentially dilutive securities not included in the calculation of diluted net (loss) income per share because to do so would be anti-dilutive were as follows (weighted outstanding common stock equivalent shares, in thousands): As of December 31, 2021 2020 2019 Convertible senior notes 5,125 — — Stock options outstanding 2,951 4,399 3,616 Unvested restricted stock units 740 526 365 Employee stock purchase plan 11 15 26 8,827 4,940 4,007 Recently Adopted Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-06, which simplifies accounting for convertible instruments . The adoption of ASU 2020-06 resulted in an increase to accumulated deficit of $5.5 million, a decrease to additional paid-in capital of $81.6 million, a decrease in the deferred tax liability of $2.2 million and an increase to convertible notes, net of $89.2 million. Interest expense recognized in future periods will be reduced as a result of accounting for the convertible debt instrument as a single liability measured at its amortized cost. associated with the embedded conversion feature and corresponding change in the valuation allowance. Recently Issued Accounting Pronouncements Not Yet Adopted The Company recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the consolidated financial statements. |
Balance Sheet Details
Balance Sheet Details | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Details | |
Balance Sheet Details | Note 3. Balance Sheet Details Short-term Investments Short-term investments consisted of the following (in thousands): At December 31, 2021 Maturity Amortized cost Unrealized Unrealized Estimated (in years) or cost gains losses fair value U.S. government agency bonds less than 3 $ 123,803 $ 8 $ (540) $ 123,271 U.S. government bonds less than 2 76,765 — (240) 76,525 Bank certificates of deposit less than 1 12,500 1 (9) 12,492 Commercial paper less than 1 2,998 — (1) 2,997 Corporate notes less than 3 55,178 37 (183) 55,032 Asset-backed securities less than 2 23,761 44 (31) 23,774 Municipal bonds less than 3 19,350 — (98) 19,252 Total $ 314,355 $ 90 $ (1,102) $ 313,343 At December 31, 2020 Maturity Amortized cost Unrealized Unrealized Estimated (in years) or cost gains losses fair value U.S. government agency bonds less than 3 $ 206,704 $ 223 $ (3) $ 206,924 Bank certificates of deposit less than 1 20,700 8 — 20,708 Commercial paper less than 1 1,500 — — 1,500 Corporate notes less than 3 54,866 308 (1) 55,173 Asset-backed securities less than 2 13,290 205 — 13,495 Municipal bonds less than 3 9,954 21 (3) 9,972 Total $ 307,014 $ 765 $ (7) $ 307,772 Accounts Receivable, Net Accounts receivable consisted of the following (in thousands): December 31, 2021 2020 Accounts receivable $ 34,805 $ 37,729 Allowance for credit losses (1,367) (1,670) $ 33,438 $ 36,059 Inventory Inventory consisted of the following (in thousands): December 31, 2021 2020 Finished goods $ 6,495 $ 5,346 Work in process 7,010 3,584 Raw material 9,506 6,879 $ 23,011 $ 15,809 Property and Equipment, Net Property and equipment consisted of the following (in thousands): December 31, 2021 2020 Buildings $ 874 $ 874 Equipment 19,280 15,737 Furniture and fixtures 1,706 1,820 Leasehold improvements 6,152 5,851 Computer equipment and software 3,333 2,754 Land 7,068 7,068 Construction in progress 51,208 5,825 89,621 39,929 Less accumulated depreciation and amortization (20,652) (15,921) $ 68,969 $ 24,008 Depreciation and amortization expense related to property and equipment was $4.8 million, $6.1 million and $3.7 million for the years ended December 31, 2021, December 31, 2020 and December 31, 2019, respectively. Accrued Liabilities Accrued liabilities consisted of the following (in thousands): December 31, 2021 2020 Accrued bonuses $ 17,015 $ 10,815 Accrued vacation benefits 4,196 3,728 Other accrued liabilities 34,816 30,788 $ 56,027 $ 45,331 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Measurements | |
Fair Value Measurements | Note 4. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. The valuation of assets and liabilities is subject to fair value measurements using a three-tiered approach and fair value measurements are classified and disclosed by the Company in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2021 and December 31, 2020, and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value (in thousands). At December 31, 2021 Significant Quoted prices in other Significant active markets for observable unobservable December 31, identical assets inputs inputs 2021 (Level 1) (Level 2) (Level 3) Assets Cash equivalents: Money market funds (i) $ 4,212 $ 4,212 $ — $ — Available for sale securities: U.S. government agency bonds (ii) 123,271 — 123,271 — U.S. government bonds (ii) 76,525 — 76,525 — Bank certificates of deposit (ii) 12,492 — 12,492 — Commercial paper (ii) 2,997 — 2,997 — Corporate notes (ii) 55,032 — 55,032 — Asset-backed securities (ii) 23,774 — 23,774 — Municipal bonds (ii) 19,252 — 19,252 — Investments held for deferred compensation plans 7,412 — 7,412 — Total Assets $ 324,967 $ 4,212 $ 320,755 $ — Liabilities Deferred compensation plans $ 7,302 — 7,302 — Total Liabilities $ 7,302 $ — $ 7,302 $ — (i) Included in cash and cash equivalents with a maturity of three months or less from date of purchase on the consolidated balance sheets. (ii) Included in short-term investments on the consolidated balance sheets. At December 31, 2020 Significant Quoted prices in other Significant active markets for observable unobservable December 31, identical assets inputs inputs 2020 (Level 1) (Level 2) (Level 3) Assets Cash equivalents: Money market funds (i) $ 5,169 $ 5,169 $ — $ — Available for sale securities: U.S. government agency bonds (ii) 206,924 — 206,924 — Bank certificates of deposit (ii)(iii) 25,708 — 25,708 — Commercial paper (ii) 1,500 — 1,500 — Corporate notes (ii) 55,173 — 55,173 — Asset-backed securities (ii) 13,495 — 13,495 — Municipal bonds (ii) 9,972 9,972 Investments held for deferred compensation plans 5,331 — 5,331 — Total Assets $ 323,273 $ 5,169 $ 318,104 $ — Liabilities Deferred compensation plans 5,232 — 5,232 — Total Liabilities $ 5,232 $ — $ 5,232 $ — (i) Included in cash and cash equivalents with a maturity of three months or less from date of purchase on the consolidated balance sheets. (ii) Included in short-term investments on the consolidated balance sheets. (iii) One bank certificate of deposit totaling $5,000 (in thousands) is included in cash and cash equivalents on the consolidated balance sheets, as the investment has a maturity of three months or less from the date of purchase on the consolidated balance sheets. Money market funds and currency are highly liquid investments and are actively traded. The pricing information on these investment instruments is readily available and can be independently validated as of the measurement date. This approach results in the classification of these securities as Level 1 of the fair value hierarchy. U.S. government agency bonds, U.S. government bonds, bank certificates of deposit, commercial paper, municipal bonds, corporate notes and asset-backed securities are measured at fair value using Level 2 inputs. The Company reviews trading activity and pricing for these investments as of each measurement date. Pursuant to the Company’s deferred compensation plan (the Deferred Compensation Plan), the Company has also established a rabbi trust that serves as an investment to shadow the Deferred Compensation Plan liability. The investments of the rabbi trust and Deferred Compensation Plan liability consist of company-owned life insurance policies (COLIs) and the pricing on these investments can be independently evaluated. When sufficient quoted pricing for identical securities is not available, the Company uses market pricing and other observable market inputs for similar securities obtained from third party data providers. These inputs represent quoted prices for similar assets in active markets or these inputs have been derived from observable market data. This approach results in the classification of these securities as Level 2 of the fair value hierarchy. There were no transfers between levels within the fair value hierarchy during the periods presented. The Company did not have any assets or liabilities measured at fair value on a recurring basis within Level 3 fair value measurements as of December 31, 2021 and December 31, 2020. Convertible Senior Notes As of December 31, 2021 and December 31, 2020, the fair value of the Convertible Notes was $341.8 million and $442.2 million, respectively. The fair value was determined on the basis of the market prices observable for similar instruments and is considered Level 2 in the fair value hierarchy. See Note 8, Convertible Senior Notes |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
Leases | Note 5. Leases The Company has operating and finance leases for facilities and certain equipment. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. Lease expense for operating leases is recognized on a straight-line basis over the lease term. For lease agreements entered into or reassessed after the adoption of Accounting Standards Codification 842, the Company combines lease and non-lease components. See Note 2, Summary of Significant Accounting Policies The Company's leases have remaining non-cancelable lease terms of approximately one year to thirteen years , some of which include options to extend the leases for up to ten years , and some of which include options to terminate the lease within one year . The exercise of lease renewal options is at the Company's sole discretion. In certain of the Company’s lease agreements, the rental payments are adjusted periodically to reflect actual charges incurred for common area maintenance, landlord incentives and/or inflation. On November 14, 2018, the Company entered into an office building lease pursuant to which the Company leases one property containing three existing office buildings, comprising approximately 160,000 rentable square feet of space, located in Aliso Viejo, California (Aliso Facility) which was accounted for as a finance lease. The term of the Aliso Facility commenced on April 1, 2019 for expense recognition purposes and continues for thirteen years . The agreement contains an option to extend the lease for two additional five year periods at market rates. Beginning in January 2022, the Company began relocating certain of its corporate administrative headquarters, along with certain laboratory, research and development and warehouse space, to the Aliso Facility. The lease landlord agreed to provide the Company with a tenant improvement allowance in the amount of the cost of any leasehold improvements, not to exceed approximately $12.7 million upon the Company providing the necessary documentation evidencing the costs of the allowable leasehold improvements. All of the aforementioned tenant improvement allowances were utilized by the end of the quarter ended June 30, 2021 and during and as of the year ended December 31, 2021 the Company received $12.7 million in reimbursements. The Company also leases two adjacent facilities located in San Clemente, California and a facility in Burlington, Massachusetts. The total leased square footage of the San Clemente facilities equals approximately 98,000. On July 2, 2020, the Company extended the term of the San Clemente facilities by five years, both of which now expire on May 31, 2030. Each San Clemente facility lease contains an option to extend the lease for one additional five-year period at market rates. The total leased square footage of the Burlington facility is approximately 60,000 square feet, and the lease expires on July 31, 2033. The Burlington facility lease contains an option to extend the lease for one additional five-year period at market rates. The Company currently intends to maintain its manufacturing facilities at its San Clemente and Burlington locations for the foreseeable future. The Company leases approximately 27,000 square feet of office and laboratory space in Waltham, Massachusetts, pursuant to a lease agreement that expires in 2023. The Company’s remaining U.S.-based and foreign subsidiaries’ leased office space totals less than 14,000 square feet. The following table presents the lease balances within the consolidated balance sheets: Leases December 31, December 31, (in thousands) Classification 2021 2020 Assets Operating Operating lease right-of-use asset $ 28,142 $ 20,009 Finance Finance lease right-of-use asset 49,022 51,443 Total lease assets $ 77,164 $ 71,452 Liabilities Current Operating Accrued liabilities $ 1,010 $ 1,185 Noncurrent Operating Operating lease liability 29,650 20,704 Finance Finance lease liability 72,699 60,690 Total lease liabilities $ 103,359 $ 82,579 Note: As the implicit rates in the Company’s leases are not readily available, the incremental borrowing rate was determined based on the information available at commencement date in determining the present value of lease payments. For the year ended December 31, 2021 and December 31, 2020, the components of operating and finance lease expenses were as follows: Year Ended Year Ended Lease Cost December 31, December 31, (in thousands) Classification 2021 2020 Fixed operating lease cost Cost of sales $ 1,340 $ 757 Research and development 1,030 950 Selling, general and administrative expenses 2,049 (a) 2,132 (a) Finance lease cost Amortization of right-of-use asset included in Selling, general and administrative expenses $ 2,421 $ 2,424 Finance lease cost Interest expense on lease liability $ 4,074 $ 3,596 (a) Includes short-term leases, which are immaterial. The following table presents the maturity of the Company’s operating and finance lease liabilities as of December 31, 2021: Maturity of Lease Liabilities Operating Finance (in thousands) Leases (a) Leases (b) 2022 $ 3,367 $ — 2023 3,510 9,920 2024 3,290 5,184 2025 3,274 5,340 2026 3,359 5,500 Thereafter 36,760 107,533 Total lease payments $ 53,560 $ 133,477 Less: imputed interest 22,900 60,778 Total lease liabilities $ 30,660 $ 72,699 (a) Operating lease payments include $20.8 million related to options to extend lease terms that are reasonably certain of being exercised. (b) Finance lease payments include $75.8 million related to options to extend lease terms that are reasonably certain of being exercised. The weighted-average remaining lease term and weighted-average discount rate related to the Company’s operating and finance leases as of December 31, 2021 and December 31, 2020 were: December 31, December 31, Lease Term and Discount Rate 2021 2020 Weighted-average remaining lease term (years) Operating leases 13.6 12.2 Finance leases 20.3 21.3 Weighted-average discount rate Operating leases 7.9 % 7.7 % Finance leases 6.0 % 6.0 % Supplemental cash flow information related to the Company’s operating and finance leases was as follows: Year Ended Year Ended Other Information December 31, December 31, (in thousands) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,761 $ 2,859 Right-of-use asset obtained in exchange for lease obligations: Operating lease $ 10,496 $ 6,916 Finance lease — 181 Interest paid for finance lease 4,074 1,160 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets and Goodwill | |
Intangible Assets and Goodwill | Note 6. Intangible Assets and Goodwill Intangible assets As part of the Avedro Merger on November 21, 2019, the Company acquired identifiable intangible assets for (i) developed technology related to Photrexa For the years ended December 31, 2021 and December 31, 2020, amortization expense related to the above finite-lived intangible assets was approximately $22.1 million and $2.8 million, recorded in cost of sales and selling, general and administrative expenses, respectively, in the consolidated statement of operations. For the year ended December 31, 2019, amortization expense related to the above finite-lived intangible assets was approximately $2.3 million and $0.3 million, recorded in cost of sales and selling, general and administrative expenses, respectively in the consolidated statement of operations. The Company evaluated its indefinite-lived intangible assets for impairment, including any considerations specific to the COVID-19 pandemic, utilizing the methodology pursuant to the adoption of ASU 2017-04 and concluded these intangible assets were not impaired as of December 31, 2021. Goodwill The assessment of goodwill by reporting unit is performed annually, in the fourth quarter, or more frequently if events or circumstances indicate the carrying value may no longer be recoverable and that an impairment loss may have occurred. The Company concluded there was no goodwill impairment as of December 31, 2021, and during this annual assessment the Company considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and its impact on the Company’s reporting unit. The following table presents the composition of intangible assets and goodwill (in thousands): Estimated As of December 31, 2021 As of December 31, 2020 Useful Gross Gross Life Carrying Accumulated Net Carrying Accumulated Net (in years) Amount Amortization Amount Amount Amortization Amount Developed technology 11.4 $ 252,200 $ (46,485) $ 205,715 $ 252,200 $ (24,393) $ 227,807 Customer relationships 5.0 14,100 (5,934) 8,166 14,100 (3,114) 10,986 Intangible assets subject to amortization 266,300 (52,419) 213,881 266,300 (27,507) 238,793 In-process research and development Indefinite $ 118,900 — 118,900 118,900 — 118,900 Total $ 385,200 $ (52,419) $ 332,781 $ 385,200 $ (27,507) $ 357,693 Goodwill Indefinite $ 66,134 — 66,134 66,134 — 66,134 As of December 31, 2021, expected amortization expense for unamortized finite-lived intangible assets for the next five years and thereafter is as follows (in thousands): Amortization Expense 2022 $ 24,912 2023 24,912 2024 24,619 2025 22,092 2026 22,092 Thereafter 95,254 Total amortization $ 213,881 Actual amortization expense to be reported in future periods could differ from these estimates as a result of asset impairments, acquisitions, or other facts and circumstances. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contracts with Customers | |
Revenue from Contracts with Customers | Note 7. Revenue from Contracts with Customers The Company’s net sales are generated primarily from sales of iStent Photrexa Revenue is recognized in an amount that reflects the consideration the Company expects to be entitled to in exchange for goods or services. Substantially all of the Company’s net sales for the year ended December 31, 2021 as previously discussed in Note 1, Organization and Basis of Presentation, Disaggregation of Revenue The Company’s revenues disaggregated by product category and geography, for the years ended December 31, 2021, December 31, 2020 and December 31, 2019 was as follows (in thousands): Year ended December 31, United States International Total 2021 2020 2019 2021 2020 2019 2021 2020 2019 Glaucoma $ 170,796 $ 133,719 $ 187,650 $ 61,181 $ 45,644 $ 43,317 $ 231,977 $ 179,363 $ 230,967 Corneal Health 52,995 39,367 4,806 9,039 6,229 1,211 62,034 45,596 6,017 Total $ 223,791 $ 173,086 $ 192,456 $ 70,220 $ 51,873 $ 44,528 $ 294,011 $ 224,959 $ 236,984 Contract Balances Contract Assets Amounts are recorded as accounts receivable when the Company’s right to consideration becomes unconditional. Payment terms on invoiced amounts are typically 30 days for glaucoma and corneal health products, though extended payment terms on corneal health products may be offered. However, the Company does not consider any significant financing components in customer contracts given the expected time between transfer of the promised products and the payment of the associated consideration is less than one year. As of December 31, 2021 and December 31, 2020, all amounts included in accounts receivable, net on the consolidated balance sheets are related to contracts with customers. Aside from the aforementioned contract assets, the Company does not have any contract assets given that the Company does not have any unbilled receivables and sales commissions on other products are expensed within selling, general and administrative expenses within the consolidated statement of operations when incurred as any incremental cost of obtaining contracts with customers would have an amortization period of less than one year. Contract Liabilities Contract liabilities reflect consideration received from customers’ purchases allocated to the Company’s future performance obligations. The Company has a performance obligation to issue a rebate to customers who may be eligible for a rebate at the conclusion of their contract term. This performance obligation is transferred over time and the Company’s method of measuring progress is the output method, whereby the progress is measured by the estimated rebate earned to date over the total rebate estimated to be earned over the contract period. The Company’s rebate allowance is included in accrued liabilities in the consolidated balance sheets and estimated rebates accrued were not material during the periods presented. During the year ended December 31, 2021 and December 31, 2020, the Company did not recognize any revenue related to material changes in transaction prices regarding its contracts with customers and did not recognize any material changes in revenue related to amounts included in contract liabilities at the beginning of the period. The Company’s net sales within a fiscal year may be impacted seasonally, as demand for U.S. ophthalmic procedures is typically softer in the first quarter and stronger in the fourth quarter of a given year. However, the Company did not experience the same seasonality pattern in 2021 and 2020 due to the COVID-19 pandemic. |
Convertible Senior Notes
Convertible Senior Notes | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Senior Notes | |
Convertible Senior Notes | Note 8. Convertible Senior Notes In June 2020, the Company issued $287.5 million in aggregate principal amount of Convertible Notes pursuant to an indenture dated June 11, 2020, between the Company and Wells Fargo Bank, National Association, as trustee (the Indenture), in a private offering to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended. The Convertible Notes are senior unsecured obligations of the Company and bear interest at a rate of 2.75% per year, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The Convertible Notes will mature on June 15, 2027, unless earlier converted, redeemed or repurchased in accordance with their terms. In connection with issuing the Convertible Notes, the Company received $242.2 million in proceeds, after deducting fees and offering expenses and paying the cost of the capped call transactions described below. The Convertible Notes may be converted at the option of the holders at any time prior to the close of business on the business day immediately preceding March 15, 2027, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ended on September 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; (2) during the five business day period immediately after any ten consecutive trading day period (the Measurement Period) in which the trading price (as defined in the Indenture) per $1,000 principal amount of the Convertible Notes for each trading day of the Measurement Period was less than 98% of the product of (i) the last reported sale price of the Company’s common stock and (ii) the conversion rate in effect on each such trading day; (3) with respect to any Convertible Notes the Company calls for redemption, at any time prior to the close of business on the business day immediately preceding the redemption date, even if the Convertible Notes are not otherwise convertible at such time; or (4) upon the occurrence of specified corporate events. On or after March 15, 2027 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 Convertible Notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture. As of December 31, 2021, none of the conditions allowing holders of the Convertible Notes to convert had been met. The conversion rate for the Convertible Notes is initially 17.8269 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes (equivalent to an initial conversion price of approximately $56.10 per share of the Company’s common stock). The conversion rate is subject to adjustment in some events in accordance with the terms of the Indenture but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date or if the Company delivers a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event or notice of redemption, as the case may be. The Company may not redeem the Convertible Notes prior to June 20, 2024. The Company may redeem for cash all or any portion of the Convertible Notes, at its option, on or after June 20, 2024 but before the 45th scheduled trading day immediately preceding the maturity date, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect on (i) each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption and (ii) the trading day immediately preceding the date the Company sends such notice, at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the Convertible Notes. If the Company undergoes a fundamental change (as defined in the Indenture), holders may require the Company to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Prior to the adoption of ASU 2020-06, the Company allocated the gross proceeds of the Convertible Notes between the liability and equity components of the Convertible Notes. The initial carrying amount of the liability component was $189.8 million, which was calculated by using a discount rate of 9.5% , which was estimated to be the Company’s borrowing rate on the issuance date for a similar debt instrument without the conversion feature. The carrying amount of the equity component was $97.7 million, which represents the conversion option, and was determined by deducting the fair value of the liability component from the par value of the Convertible Notes. After the adoption of ASU 2020-06, the Convertible Notes are no longer bifurcated into separate liability and equity components in the Company’s consolidated balance sheet as of December 31, 2021. Rather, the $287.5 million principal amount of the Convertible Notes, less $7.5 million in unamortized debt issuance costs, was classified as a long-term liability in the consolidated balance sheet as of December 31, 2021. Total transaction costs for the issuance of the Convertible Notes were $9.6 million, consisting of the initial purchasers’ discount, commissions, and other issuance costs. Prior to the adoption of ASU 2020-06, the Company allocated the total transaction costs proportionally to the liability and equity components. The transaction costs attributed to the liability component were $6.3 million, which were recorded as debt issuance costs (presented as contra debt in the Company’s consolidated balance sheets) and are amortized to interest expense in the consolidated statements of operations over the term of the Convertible Notes. The transaction costs attributed to the equity component were $3.3 million, which were included in additional paid-in capital. After the adoption of ASU 2020-06, the Company recorded an adjustment to the liability and equity components under the same premise (i.e., as if debt issuance costs had always been treated as a contra-liability only). As of December 31, 2021, the unamortized debt issuance costs on the Convertible Notes was $7.5 million and is amortized using the effective interest rate method over the term of the Convertible Notes, for the next 5.4 years. Interest expense relating to the Convertible Notes in the consolidated statements of operations for the year ended December 31, 2021 are summarized as follows (in thousands): Year ended Year ended December 31, December 31, 2021 2020 Contractual interest expense $ 7,906 $ 4,370 Amortization of debt discount - 5,610 Amortization of debt issuance costs 1,373 364 Total interest expense $ 9,279 $ 10,344 The effective interest rate for the years ended December 31, 2021 and December 31, 2020 was 3.2% . As of December 31, 2021, the convertible senior notes on the consolidated balance sheets represented the carrying amount of the liability component of the Convertible Notes, net of unamortized debt issuance costs, which are summarized as follows (in thousands): Year ended Year ended December 31, December 31, 2021 2020 Convertible Notes $ 287,500 287,500 Less: Unamortized debt discount - (92,102) Less: Unamortized debt issuance costs (7,474) (5,982) Carrying amount of Convertible Notes $ 280,026 189,416 Capped Call Transactions In connection with the offering of the Convertible Notes, in June 2020 the Company entered into privately negotiated capped call transactions with certain financial institutions (the Option Counterparties) and used an aggregate $35.7 million of the net proceeds from the Convertible Notes to pay the cost of the capped call transactions. The capped call transactions are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of the Convertible Notes or at the Company’s election (subject to certain conditions) offset any cash payments the Company is required to make in excess of the aggregate principal amount of converted Convertible Notes, as the case may be, with such reduction or offset subject to a cap based on the cap price. The cap price of the capped call transactions is initially $86.30 per share, which represents a premium of 100% over the last reported sale price of the Company’s common stock on June 8, 2020, and is subject to certain adjustments under the terms of the capped call transactions. The capped calls have an initial strike price of approximately $56.10 per share, subject to certain adjustments, which corresponds to the conversion option strike price in the Convertible Notes. The capped call transactions cover, subject to customary adjustments, the number of shares of common stock initially underlying the Convertible Notes (or approximately 5.1 million shares of the Company’s common stock). The capped call transactions are separate transactions that the Company entered into with the Option Counterparties, are not part of the terms of the Convertible Notes and will not change the holders’ rights under the Convertible Notes. As the capped call transactions meet certain accounting criteria, the cost of the capped call transactions of $35.7 million was recorded as a reduction in additional paid-in capital in the consolidated balance sheets and will not be remeasured to fair value as long as the accounting criteria continue to be met. As of December 31, 2021, the Company had not purchased any shares under the capped call transactions. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Stock-Based Compensation. | |
Stock-Based Compensation | Note 9. Stock-Based Compensation The Company has three stock-based compensation plans (collectively, the Stock Plans)— The purpose of these Stock Plans is to provide incentives to employees, directors and nonemployee consultants. The maximum term of any stock options granted under the Stock Plans is 10 years . For employees and nonemployees, stock options generally vest 25% on the first anniversary of the original vesting date, with the balance vesting monthly or annually over the remaining three years . Stock options are granted at exercise prices at least equal to the fair value of the underlying stock at the date of the grant. For employees and nonemployees, generally, RSU awards vest 25% on each of the first, second , third and fourth anniversaries of the grant date and in certain cases, vest one year after grant date. The Compensation Committee has approved the grant of performance-based equity awards (PBEAs) to the Company’s named executive officers and certain other employees pursuant to the 2015 Stock Plan. These PBEAs will only vest upon the Compensation Committee’s determination that pre-defined Company operational goals were satisfied. The ESPP permits eligible employees to purchase shares of the Company’s common stock, using contributions via payroll deductions of up to 15% of their earnings, at a price per share equal to 85% of the lower of the stock’s fair market value on the offering date or purchase date. The ESPP is intended to qualify as an “employee stock purchase plan” under Section 423 of the Internal Revenue Code. The Company has 5,000,000 of authorized preferred stock issuable, and there is no preferred stock outstanding as of December 31, 2021 and December 31, 2020. Each share of common stock is entitled to one vote. On November 21, 2019, in connection with the Avedro Merger, the Company granted the following awards (the Replacement Awards) to employees of Avedro: (i) approximately 0.2 million cash-settled stock options to certain executives, which became fully vested on December 31, 2019, (ii) approximately 0.1 million stock options and approximately 5,500 RSUs to members of Avedro’s board of directors, which were granted with no post-combination vesting requirements, and (iii) approximately 0.7 million stock options and approximately 0.1 million RSUs, which are subject to time-based vesting requirements. Approximately $30.8 million of the fair value of the Replacement Awards was attributable to pre-combination service and was included in the purchase price of Avedro. The remaining value of the Replacement Awards of $26.0 million is being recognized as post-combination expense over the remaining requisite service period for the time-vesting awards, which as of December 31, 2021, the remaining unamortized balance is immaterial. Valuation and Expense Recognition of Stock-Based Awards The Company accounts for the measurement and recognition of compensation expense for all share-based awards made to the Company’s employees and nonemployees based on the estimated fair value of the awards. The fair value of RSU awards made to employees and nonemployees is equal to the closing market price of the Company’s common stock price on the grant date. The Company uses the Black-Scholes option-pricing model to estimate the fair value of stock options and look back options included as part of the ESPP. The determination of fair value using the Black-Scholes option-pricing model is affected by the estimated fair market value per share of the Company’s common stock as well as assumptions regarding a number of highly complex and subjective variables, including expected stock price volatility, risk-free interest rate, expected dividends and expected option life and generally requires significant management judgment to determine. Risk-free interest rate. Expected dividend yield. Expected volatility. Expected term. Fair value of common stock. Forfeiture rate. Stock Options The following table summarizes stock option activity under the 2011 Stock Plan and 2015 Stock Plan: Number of Weighted- shares Weighted- average Aggregate underlying average remaining intrinsic options exercise price contractual value (in (in thousands) per share life (in years) thousands) Outstanding at December 31, 2018 6,307 $ 21.36 7.3 $ 69,555 Granted 186 68.10 Replacement Awards 803 13.64 Exercised (696) 21.53 33,132 Canceled/forfeited/expired (17) 42.75 Outstanding at December 31, 2019 6,583 $ 23.91 6.1 $ 204,062 Granted 880 38.15 Exercised (1,403) 14.42 50,093 Canceled/forfeited/expired (76) 42.13 Outstanding at December 31, 2020 5,984 $ 27.59 5.7 $ 285,366 Granted 50 60.74 Adjustments to certain prior year grants (47) 33.38 Exercised (1,303) 20.07 68,162 Canceled/forfeited/expired (142) 52.15 Outstanding at December 31, 2021 4,542 $ 29.30 5.0 $ 74,039 Vested and expected to vest at December 31, 2021 5,316 (i) $ 22.92 3.8 $ 119,428 Exercisable at December 31, 2021 3,942 $ 27.39 4.5 $ 70,336 (i) Included in the outstanding balance at December 31, 2021 are 276 performance-based options. Intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair value of the common stock for the options that had exercise prices that were lower than the fair value per share of the common stock on the date of exercise. The weighted average estimated grant date fair value per share of stock options granted during the years ended December 31, 2021, December 31, 2020 and December 31, 2019 was $43.43, $12.85 and $32.07, respectively. The total fair value of stock options that vested during the years ended December 31, 2021, December 31, 2020 and December 31, 2019 was $10.3 million, $20.3 million and $33.9 million, respectively. The fair value of each option award is estimated on the date of grant using a Black-Sholes option pricing model applying the assumptions noted in the following table. The weighted average assumptions used to estimate the fair value of options granted to employees and non-employees were as follows: Year ended December 31, 2021 2020 2019 Risk-free interest rate 0.98 % 0.71 % 2.17 % Expected dividend yield 0.0 % 0.0 % 0.0 % Expected volatility 43.4 % 48.8 % 46.8 % Expected term (in years) 5.71 6.01 6.01 As of January 1, 2022, the Company has reserved an aggregate of 18.1 million shares of common stock for issuance under the 2015 Stock Plan, and 3.2 million shares of common stock for issuance under the ESPP. Restricted Stock Units The following table summarizes the activity of unvested RSUs under the Stock Plans during the years ended December 31, 2021 and December 31, 2020: Weighted- Number of average shares grant date (in thousands) fair value Unvested at December 31, 2019 695 $ 54.40 Granted 674 33.69 Vested (310) 55.96 Canceled/forfeited (71) 39.03 Unvested at December 31, 2020 988 $ 40.82 Granted 683 58.20 Vested (360) 41.12 Canceled/forfeited (126) 52.93 Unvested at December 31, 2021 1,185 (i) $ 49.65 (i) Included in the unvested balance at December 31, 2021 are 176 performance-based RSU awards. The total fair value of RSUs made to employees and nonemployees is equal to the closing market price of the Company’s common stock on the grant date. The total fair value of RSUs that vested during the years ended December 31, 2021, December 31, 2020 and December 31, 2019 was $14.8 million, $17.3 million and $8.6 million, respectively. All Share-Based Compensation Arrangements The following table summarizes the allocation of stock-based compensation related to stock options and RSUs and includes Replacement Awards, as well as cash-settled stock options in the accompanying consolidated statements of operations (in thousands): Year ended December 31, 2021 2020 2019 Cost of sales $ 1,739 $ 2,440 $ 1,127 Selling, general & administrative 21,665 32,072 31,801 Research and development 6,742 8,793 6,553 Total $ 30,146 $ 43,305 $ 39,481 (i) Of the total stock-based compensation amount of $43.3 million as of December 31, 2020 above, $13.0 million related to the value attributable to the pre-combination services associated with Replacement Awards and a $(3.2) million fair value adjustment was recorded related to cash-settled stock options, and the remainder of the liability of $2.2 million related to the cash-settled options that was previously included in accrued liabilities was, as a result of the modification, reclassified to additional paid-in capital. (ii) Of the total stock-based compensation amount of $39.5 million as of December 31, 2019 above, $4.5 million related to the value attributable to the pre-combination services associated with Replacement Awards and $3.1 million relates to cash-settled stock options included in accrued liabilities within the consolidated balance sheet. In the years ended December 31, 2021, December 31, 2020, and December 31, 2019, the related tax benefits were $12.3 million, $3.5 million and $4.6 million, respectively, relating to stock-based compensation. At December 31, 2021, the total unamortized stock-based compensation expense was approximately $56.6 million. Of the approximately $56.6 million in unamortized stock-based compensation expense, $8.2 million was attributable to stock options and is to be recognized over the stock options’ remaining vesting terms of approximately 4.0 years ( 1.7 years on a weighted average basis). The remaining $48.4 million was attributable to RSUs and is to be recognized over the RSUs’ vesting terms of approximately 4.0 years ( 1.3 years on a weighted-average basis). The total stock-based compensation cost capitalized in inventory was not material for the years ended December 31, 2021, December 31, 2020 and December 31, 2019, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Income Taxes | Note 10. Income Taxes United States and foreign (loss) income before income taxes was as follows (in thousands): Year ended December 31, 2021 2020 2019 United States $ (51,370) $ (134,096) $ (50,339) Foreign 2,103 1,782 303 Total $ (49,267) $ (132,314) $ (50,036) The income tax provision (benefit) was as follows (in thousands): December 31, 2021 2020 2019 Current: Federal $ — $ (949) $ 237 State 189 275 122 Foreign 1,162 715 487 1,351 41 846 Deferred: Federal 264 (10,098) (58,368) State (1,234) (1,952) (7,938) Foreign (55) 43 — (1,025) (12,007) (66,306) Income tax provision (benefit) $ 326 $ (11,966) $ (65,460) The reconciliations of the U.S. federal statutory tax expense to the combined effective tax provision (benefit) are as follows: Year ended December 31, (amounts in thousands) 2021 2020 2019 Statutory rate of tax benefit $ (10,346) $ (27,713) $ (10,508) State income taxes, net of federal benefit (3,395) (4,674) (2,418) Permanent and other items 4,513 263 4,371 Stock-based compensation (12,310) (3,537) (5,006) Research credits (5,408) (5,082) (3,594) Uncertain tax positions 2,685 3,835 1,780 Change in tax rate (802) 1,303 419 NOL Carryback Claim - (447) - ASU 2016-09 Implementation & ASC 842 Adoption in 2019 - - (104) Valuation allowance 25,389 24,086 (50,400) Income tax provision (benefit) $ 326 $ (11,966) $ (65,460) Significant components of the Company’s net deferred tax assets at December 31, 2021 and December 31, 2020 are as follows (in thousands): December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 100,464 $ 87,684 Tax credits 16,968 14,293 Stock-based compensation 15,521 19,972 Reserves and accruals 10,241 9,013 Lease liability 25,188 20,434 Other, net 2,120 — Total deferred tax assets $ 170,502 $ 151,396 Deferred tax liabilities: Depreciation and amortization (67,641) (76,034) ROU Lease Asset (18,747) (17,471) Convertible Notes — (22,252) Other, net — (542) Inventory (59) (59) Total deferred tax liabilities $ (86,447) $ (116,358) Valuation allowance (91,373) (45,551) Net deferred tax liability $ (7,318) $ (10,513) Based on the weight of available evidence, management has established a valuation allowance for a portion of its deferred tax assets which it expects will not be realized on a more likely than not basis. The net change in the valuation allowance was $45.8 million in 2021. At December 31, 2021, the Company had approximately $491.4 At December 31, 2021, the Company had federal and state R&D credit carryforwards of $35.6 million and $18.4 million, respectively. Federal credits begin to expire in 2022, state credits of $4.1 million begin to expire in 2023, and state credits of $14.3 million carry forward indefinitely. Utilization of the NOL and tax credit carryforwards will be subject to annual limitations under IRC Section 382 and Section 383 due to several ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of NOL and tax credit carryforwards and other deferred tax assets that can be utilized to offset future taxable income and/or income tax liabilities. In general, all ownership changes as defined by IRC Section 382 result from transactions increasing ownership of certain stockholders in the stock of the Company by more than 50 percentage points over a three-year period. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits for the years ended December 31, 2021, December 31, 2020 and December 31, 2019 excluding interest and penalties, is as follows (in thousands): December 31, 2021 2020 2019 Balance at beginning of the year $ 22,803 $ 15,076 $ 13,486 Net addition for tax positions - prior years 505 4,987 230 Net additions for tax positions - current year 3,489 3,355 2,339 Subtractions from tax positions - prior years (327) (74) (537) Subtractions from tax positions - current year (654) (541) (442) Balance at end of the year $ 25,816 $ 22,803 $ 15,076 As of December 31, 2021, approximately $0.5 million of unrecognized tax benefits would reduce the Company’s annual effective tax rate if recognized. The Company’s policy is to recognize interest expense and penalties related to income tax matters as a component of its income tax provision (benefit). There was no accrued interest and penalties associated with uncertain tax positions as of December 31, 2021, December 31, 2020 and December 31, 2019. It is not anticipated that there will be a significant change in the unrecognized tax benefits over the next 12 months. Due to the Company’s NOL carryforwards, its federal, state and foreign income tax returns are open to examination by the Internal Revenue Service (IRS) and other taxing jurisdictions for all years since 2002. In November 2020, the IRS concluded its examination of the Company’s 2017 federal income tax return with no proposed adjustments. There are no cumulative earnings in the Company’s foreign subsidiaries as of December 31, 2021 that would be subject to U.S. income tax or foreign withholding tax. The Company plans to indefinitely reinvest any future earnings of its foreign subsidiaries. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2021 | |
Employee Benefits | |
Employee Benefits | Note 11. Employee Benefits Defined Contribution Plan The Company sponsors a defined contribution plan pursuant to section 401(k) of the U.S. Internal Revenue Code that allows participating employees to contribute up to 100% of their salary, to an annual maximum of $19,500 in 2021 and 2020 ($26,000 in 2021 and 2020 for employees over the age of 50). Through December 31, 2021, the Company has only made “qualified nonelective contributions” to maintain compliance with IRS regulations. During the years ended December 31, 2021 and December 31, 2019, the Company contributed a $0.50 match for every $1.00 contributed by a participating employee up to 6% of plan-eligible earnings, with such Company contributions becoming fully vested when participating employees reach the 3-year anniversary from their date of hire, giving credit for past service. For the years ended December 31, 2021, and December 31, 2019, Company contributions totaled approximately $2.1 million and $1.6 million, respectively. During the first quarter of 2020, the Company contributed a $0.50 Deferred Compensation Plan Pursuant to the Company’s deferred compensation plan (the Deferred Compensation Plan), eligible senior level employees are permitted to make elective deferrals of compensation to which they will become entitled in the future. The Company has also established a rabbi trust that serves as an investment to shadow the Deferred Compensation Plan liability. The investments of the rabbi trust consist of COLIs. The fair value of the Deferred Compensation Plan liability, included in other liabilities on the consolidated balance sheets, was approximately $7.3 million and $5.2 million as of December 31, 2021 and December, 31, 2020, respectively, and the cash surrender value of the COLIs, included in deposits and other assets on the consolidated balance sheets, which reflects the underlying assets at fair value, was approximately $7.4 million and $5.3 million as of December 31, 2021 and December 31, 2020, respectively. Note 12. Commitments and Contingencies Patent Litigation Settlement For discussion of the Company’s Ivantis Settlement Agreement please see Note 1. Organization and Basis of Presentation Secured Letters of Credit The Company had a bank issue a letter of credit in the amount of $8.8 million that is related to its Aliso Facility. The letter of credit is secured with an amount of cash held in a restricted account of approximately $8.8 million as of December 31, 2021 and December 31, 2020. Beginning as of the first day of the thirty -seventh month of the lease term, and on each twelve month anniversary thereafter, the letter of credit will be reduced by 20% until the letter of credit amount has been reduced to $2.0 million. The Company has other irrevocable standby letters of credit secured with approximately $0.6 million of cash in a restricted account related to its office lease agreements. Purchase Commitment As of December 31, 2021, the Company had noncancelable, firm purchase commitments of $1.9 million due beyond one year. Regents of the University of California On December 30, 2014, the Company executed an agreement (the UC Agreement) with the Regents of the University of California (the University) to correct inventorship in connection with a group of the Company’s U.S. patents (the Patent Rights) and to obtain from the University a covenant that it did not and would not claim any right or title to the Patent Rights and will not challenge or assist any others in challenging the Patent Rights. In connection with the UC Agreement, Glaukos agreed to pay to the University a low single-digit percentage of worldwide net sales of certain current and future products, including the Company’s iStent Indemnification In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend the indemnified parties for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third-party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. To date, the Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require it to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by corporate law. The Company also has directors’ and officers’ insurance. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | |
Business Segment Information
Business Segment Information | 12 Months Ended |
Dec. 31, 2021 | |
Business Segment Information | |
Business Segment Information | Note 13. Business Segment Information The Company has one business activity and operates as one operating segment: the development and commercialization of ophthalmic therapies designed to treat glaucoma, corneal disorders and retinal diseases. The Company determined its operating segment on the same basis that it uses to evaluate its performance internally. The Company’s revenues disaggregated by revenue and product category are included in Note 7, Revenue from Contracts with Customers Property and equipment, net Depreciation and amortization Capital expenditures As of December 31, Year ended December 31, Year ended December 31, 2021 2020 2019 2021 2020 2019 2021 2020 2019 United States $ 68,839 $ 23,896 $ 21,932 $ 29,622 $ 29,306 $ 6,273 $ 47,714 $ 6,907 $ 4,681 International 130 112 124 39 75 33 71 28 44 Total $ 68,969 $ 24,008 $ 22,056 $ 29,661 $ 29,381 $ 6,306 $ 47,785 $ 6,935 $ 4,725 |
Selected Quarterly Financial In
Selected Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2021 | |
Selected Quarterly Financial Information (Unaudited) | |
Selected Quarterly Financial Information (Unaudited) | Note 14. Selected Quarterly Financial Information (Unaudited) Three months ended March 31, June 30, September 30, December 31, (in thousands, except per share amounts) 2021 2021 2021 2021 Net sales $ 67,968 $ 78,093 $ 74,710 $ 73,240 Cost of sales 16,633 17,759 15,370 16,865 Gross profit 51,335 60,334 59,340 56,375 Operating expenses: Selling, general and administrative 41,921 45,300 44,470 47,566 Research and development 21,219 24,256 28,846 26,678 In-process research and development — 5,000 5,000 — Litigation-related settlement — — (30,000) — Total operating expenses 63,140 74,556 48,316 74,244 (Loss) income from operations (11,805) (14,222) 11,024 (17,869) Non-operating expense (4,385) (3,052) (4,592) (4,366) Income tax provision (benefit) 279 208 202 (363) Net (loss) income $ (16,469) $ (17,482) $ 6,230 $ (21,872) Net (loss) income per share (1) Basic and diluted $ (0.36) $ (0.38) $ 0.13 $ (0.47) Three months ended March 31, June 30, September 30, December 31, (in thousands, except per share amounts) 2020 2020 2020 2020 Net sales $ 55,336 $ 31,558 $ 64,831 $ 73,234 Cost of sales 32,529 21,668 17,932 19,590 Gross profit 22,807 9,890 46,899 53,644 Operating expenses: Selling, general and administrative 50,546 38,116 38,947 43,792 Research and development 24,873 18,971 20,304 21,244 Total operating expenses 75,419 57,087 59,251 65,036 Loss from operations (52,612) (47,197) (12,352) (11,392) Non-operating expense (1,896) (81) (4,285) (2,499) Income tax provision (450) (7,384) (889) (3,243) Net loss $ (54,058) $ (39,894) $ (15,748) $ (10,648) Net loss per share (1) Basic and diluted $ (1.24) $ (0.90) $ (0.35) $ (0.24) (1) Net income or loss per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly per-share amounts will not necessarily equal the annual per share amount. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events | |
Subsequent Events | Note 15. Subsequent Events In January 2022, pursuant to the terms of the Settlement Agreement, Ivantis made its second $30.0 million cash payment to the Company, which was to be paid by the earlier of (i) December 31, 2022, or (ii) 30 days after the consummation of the sale to a third party of all or substantially all of Ivantis’ equity or assets such that the third-party controls Ivantis. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions. Management considers many factors in selecting appropriate financial accounting policies and controls and in developing the estimates and assumptions that are used in the preparation of these consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. The most significant estimates in the accompanying consolidated financial statements for the year ended December 31, 2021 relate to revenue recognition, the incremental borrowing rate related to the Company’s leased assets, and stock-based compensation expense. For the years ended December 31, 2020 and December 31, 2019, in addition to the aforementioned estimates, the fair value of the liability component of the Company’s Convertible Notes and the valuation of certain intangible assets related to the Company’s Avedro Merger were significant estimates. The Company’s consolidated financial statements as of and for the year ended December 31, 2021 reflect the Company’s estimates of the impact of the ongoing COVID-19 pandemic. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, clinical trials, research and development costs and employee-related amounts, will depend on future developments that are uncertain, including the duration and severity of the COVID-19 outbreak, the severity and transmission rates of new and more contagious/and or vaccine-resistant variants of COVID-19, and the actions taken to contain it or treat COVID-19, including the availability, distribution, rate of public acceptance and efficacy of vaccines for COVID-19, as well as the economic impact on local, regional, national and international customers and markets. As a result, there may be changes to the Company’s estimates regarding the impact of COVID-19 in future periods. |
Segments | Segments The Company has one business activity and operates as one operating segment: the development and commercialization of ophthalmic therapies designed to treat glaucoma, corneal disorders and retinal diseases. The Company determined its operating segment on the same basis that it uses to evaluate its performance internally. The Company’s chief operating decision-maker (CODM), its Chief Executive Officer, reviews its consolidated operating results for the purpose of allocating resources and evaluating financial performance. |
Cash, Cash Equivalents and Short-term Investments | Cash, Cash Equivalents, Restricted Cash and Short-term Investments The Company invests its excess cash in marketable securities, including U.S. government agency bonds, U.S. government bonds, bank certificates of deposit, commercial paper, municipal bonds, corporate notes and asset-backed securities. For financial reporting purposes, liquid investment instruments purchased with an original maturity of three months or less are considered to be cash equivalents. Cash and cash equivalents are recorded at face value or cost, which approximates fair market value. The Company maintains cash balances in excess of amounts insured by the Federal Deposit Insurance Commission. Investments are stated at fair value as determined by quoted market prices. Investments are considered available for sale and, accordingly, unrealized gains and losses are included in accumulated other comprehensive (loss) income within stockholders’ equity. The Company’s entire investment portfolio, except for restricted cash, is considered to be available for use in current operations and, accordingly, all such investments are stated at fair value using quoted market prices and classified as current assets, although the stated maturity of individual investments may be one year or more beyond the balance sheet date. The Company did not have any trading securities or restricted investments at December 31, 2021 or December 31, 2020. Realized gains and losses and declines in value, if any, judged to be other-than-temporary on available for sale securities, are reported in other (expense) income, net. When securities are sold, any associated unrealized gain or loss previously reported as a separate component of stockholders’ equity is reclassified out of stockholders’ equity and recorded in the statements of operations in the period sold using the specific identification method. Accrued interest and dividends from investments are included in other (expense) income, net. The Company periodically reviews its available for sale securities for other than temporary declines in fair value below the cost basis, and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. |
Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that equate to the amount reported in the consolidated statement of cash flows as of December 31, 2021, December 31, 2020 and December 31, 2019 (in thousands): Year ended December 31, 2021 2020 2019 Cash and cash equivalents $ 100,708 $ 96,596 $ 62,430 Restricted cash 9,416 9,566 9,326 Cash, cash equivalents and restricted cash in the consolidated statement of cash flows $ 110,124 $ 106,162 $ 71,756 |
Concentration of Credit Risk and Significant Customers | Concentration of Credit Risk and Significant Customers Financial instruments, which potentially subject the Company to significant concentration of credit risk, consist primarily of cash, cash equivalents, short-term investments and accounts receivable. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Additionally, the Company has established guidelines regarding investment instruments and their maturities which are designed to maintain preservation of principal and liquidity. The Company believes that the concentration of credit risk in its accounts receivable is mitigated by its credit evaluation process, relatively short collection terms and the level of credit worthiness of its customers. During the years ended 2021, 2020 and 2019, none of the Company’s customers accounted for more than 10% of revenues. |
Accounts Receivable | Accounts Receivable The Company sells its products directly to ambulatory surgery centers, hospitals, and physician private practices, with distributors being used in certain international locations where the Company does not have a direct commercial presence and the Company is exposed to credit losses primarily through sales of its products. The Company’s expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions and periodic evaluation of customers’ receivables balances. Management estimates the adequacy of the allowance by using relevant available information, from internal and external sources, relating to past events, current conditions and forecasts. Historical credit loss experience provides the basis for estimation of expected credit losses and are adjusted as necessary using the relevant information available. The allowance for credit losses is measured on a collective basis when similar risk characteristic exists. The Company has identified one portfolio segment based on evaluation of the following risk characteristics: geographic regions, product lines, default rates and customer specific factors. Additionally, specific allowance amounts may be established to record the appropriate provision for customers that have a higher probability of non-payment. The Company charges off uncollectible receivables against the allowance when all attempts to collect the receivable have failed. The Company’s allowance for credit losses represents management’s estimate of current expected credit losses and totaled approximately $1.4 million and $1.7 million as of December 31, 2021 and December 31, 2020, respectively, and there were immaterial bad-debt write offs charged during the years ended December 31, 2021 and December 31, 2020. As of December 31, 2021 and December 31, 2020 the Company evaluated the current and expected future economic and market conditions surrounding the COVID-19 pandemic as it relates to collectability of its accounts receivable and determined the estimate of expected credit losses was not materially impacted. The Company will continue to re-evaluate the estimate of credit losses related to COVID-19 in conjunction with its assessment of expected credit losses in subsequent quarters. Additionally, no customers accounted for more than 10% of net accounts receivable as of December 31, 2021 or December 31, 2020. |
Inventory | Inventory Inventory is valued at the lower of cost and net realizable value with cost being determined by the first-in, first-out method. Management evaluates inventory for excess quantities and obsolescence and records an allowance to reduce the carrying value of inventory as determined necessary. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment is recorded at cost. Depreciation of property and equipment is generally provided using the straight-line method over the estimated useful lives of the assets, which range from three All long lived assets are reviewed for impairment in value when changes in circumstances dictate, based upon undiscounted future operating cash flows, and appropriate losses are recognized and reflected in current earnings to the extent the carrying amount of an asset exceeds its estimated fair value, determined by the use of appraisals, discounted cash flow analyses or comparable fair values of similar assets. The Company did not record any impairment charges for the year ended December 31, 2021 and December 31, 2020; however the Company recorded impairment charges of $0.4 million during the year ended December 31, 2019. |
Intangible Assets | Intangible Assets Intangible assets primarily consist of developed technology, customer relationships, and IPR&D assets related to the Avedro Merger. Intangible assets with finite-lives include developed technology, customer relationships and the buyout of a royalty payment obligation, which are amortized on a straight-line basis over their estimated useful lives, which range from five Indefinite-lived intangible assets are comprised of IPR&D assets and are not amortized, but instead tested for impairment until the successful completion and commercialization, or abandonment, of the associated research and development efforts, at which point the IPR&D assets are either amortized over their estimated useful lives, or written-off immediately, as the case may be. Refer to Note 6, Intangible Assets and Goodwill |
Goodwill | Goodwill Goodwill totaled $66.1 million at December 31, 2021 and December 31, 2020. Goodwill is recorded as a result of business combinations. If the Company determines the carrying value of a reporting unit exceeds its fair value, an impairment charge would be recognized and should not exceed the total amount of goodwill allocated to that reporting unit. The Company tests for impairment annually, on October 1 and in addition to that test, regularly assesses if an event has occurred which would require interim impairment testing. The Company considered the current and expected future economic and market conditions surrounding COVID-19 pandemic and during the year did not identify an indication of goodwill impairment due that event. The Company’s annual impairment test did not result in any impairment, and the Company has not identified any indicators of impairment through December 31, 2021. Refer to Note 6, Intangible Assets and Goodwill |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. The valuation of assets and liabilities is subject to fair value measurements using a three-tiered approach and fair value measurements are classified and disclosed by the Company in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). |
Leases | Leases The Company determines if an arrangement is a lease at inception. As a lessee, right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company estimates the incremental borrowing rate based on its debt, prevailing financial market conditions, peer company credit analyses, and management judgment. Operating lease right-of-use assets also include any lease payments made at or before lease commencement and exclude any lease incentives received. The lease terms used to calculate the right-of-use asset and related lease liability include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense while the expense for finance leases is recognized as amortization expense on right-of-use lease assets and interest expense using the accelerated interest method of recognition. |
Revenue Recognition | Revenue Recognition The Company derives its revenue from sales of its products in the United States and internationally. Customers are primarily comprised of ambulatory surgery centers, hospitals and physician private practices, with distributors being used in certain international locations where the Company does not have a direct commercial presence. The Company concluded that one performance obligation exists for the majority of its contracts with customers which is to deliver products in accordance with the Company’s normal delivery times. Revenue is recognized when this performance obligation is satisfied, which is the point in time when the Company considers control of a product to have transferred to the customer. Revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for those products or services. The Company has determined the transaction price to be the invoice price, net of adjustments, which includes estimates of variable consideration for product returns. The Company only recognizes revenue when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods it transfers to the customer. This requires management to perform an assessment related to the probability of collecting the consideration. The assessment can contain judgment when it is performed for customers with declining credit conditions or those with no history or a limited history of product sales with the Company. The Company offers volume-based rebate agreements to certain customers and, in these instances, the Company provides a rebate (in the form of a credit memo) at the contract’s conclusion, if earned by the customer. In such cases, the transaction price is allocated between the Company’s delivery of product and the issuance of a rebate at the contract’s conclusion for the customer to utilize on prospective purchases. The performance obligation to issue a customer’s rebate, if earned, is transferred over time and the Company’s method of measuring progress is the output method, whereby the progress is measured by the estimated rebate earned to date over the total rebate estimated to be earned over the contract period. The provision for volume-based rebates is estimated based on customers' contracted rebate programs and the customers’ projected sales levels. The Company periodically monitors its customer rebate programs to ensure the rebate allowance is fairly stated. The Company’s rebate allowance is included in accrued liabilities in the consolidated balance sheets and estimated rebates accrued were not material during the periods presented. Additionally, the Company has a performance obligation related to certain customers’ right to a future discount on single dose pharmaceutical purchases in the U.S., and that performance obligation is expected to be recognized when the customer elects to utilize the discount, which is generally within one year. Additionally, the Company has a performance obligation related to its extended warranty agreements with customers related to its KXL systems. Customers are not granted specific rights of return; however, the Company may permit returns of certain products from customers if such product is returned in a timely manner and in good condition. The Company generally provides a warranty on its products for one year from the date of shipment, and offers an extended warranty for its KXL systems. Any product found to be defective or out of specification will be replaced or serviced at no charge during the warranty period. Estimated allowances for sales returns and warranty replacements are recorded at the time of sale of the product and are estimated based upon the historical patterns of product returns matched against sales, and an evaluation of specific factors that may increase the risk of product returns. Product returns and warranty replacements to date have been consistent with amounts reserved or accrued and have not been significant. If actual results in the future vary from the Company’s estimates, the Company will adjust these estimates which would affect net product revenue and earnings in the period such variances become known. |
Convertible Senior Notes | Convertible Senior Notes See Recently Adopted Accounting Pronouncements |
Shipping And Handling Costs | Shipping and Handling Costs All shipping and handling costs are expensed as incurred and are charged to general and administrative expense. Charges to customers for shipping and handling are credited to general and administrative expense. |
Advertising Costs | Advertising Costs All advertising costs are expensed as incurred. Advertising costs incurred during the years ended December 31, 2021, December 31, 2020 and December 31, 2019 were approximately $1.2 million, $1.6 million and $2.5 million, respectively. |
Income Taxes | Income Taxes Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at the applicable tax rates, along with NOL and tax credit carryovers. The Company records a valuation allowance against a portion of deferred tax assets to reduce the net carrying value to an amount that it believes is more likely than not to be realized. Management has considered estimated taxable income and ongoing prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. Based upon the weight of available evidence, which includes the Company’s historical operating performance and limited potential to utilize tax credit carryforwards, the Company has determined that a portion of its deferred tax assets should be offset by a valuation allowance. When the Company establishes or reduces the valuation allowance against its deferred tax assets, its provision for income taxes increases or decreases, respectively, in the period such determination is made. The Company is required to file federal and state income tax returns in the United States and various other state jurisdictions. The Company also files income tax returns in the foreign countries in which its subsidiaries operate. The preparation of these income tax returns requires the Company to interpret the applicable tax laws and regulations in effect in such jurisdictions, which could affect the amount of tax paid. Additionally, the Company follows an accounting standard addressing the accounting for uncertainty in income taxes that prescribes rules for recognition, measurement, and classification in the consolidated financial statements of tax positions taken or expected to be taken in a tax return. |
Research and Development Expenses | Research and Development Expenses Major components of research and development expense include personnel costs, preclinical studies, clinical trials and related clinical product manufacturing, materials and supplies, and fees paid to consultants. Research and development costs are expensed as goods are received or services are rendered. Costs to acquire technologies to be used in research and development that have not reached technological feasibility and have no alternative future use are also expensed as incurred. At each financial reporting date, the Company accrues the estimated unpaid costs of clinical study activities performed during a period by third party clinical sites with whom the Company has agreements that provide for fees based upon the quantities of subjects enrolled and clinical evaluation visits that occur over the life of the study. The cost estimates are determined based upon a review of the agreements and data collected by internal and external clinical personnel as to the status of enrollment and subject visits, and are based upon the facts and circumstances known to the Company at each financial reporting date. If the actual performance of activities varies from the assumptions used in the cost estimates, the accruals are adjusted accordingly. There have been no material adjustments to the Company’s prior period accrued estimates for clinical trial activities through December 31, 2021. |
Stock Based Compensation | Stock-Based Compensation The Company recognizes compensation expense for all stock-based awards granted to employees and nonemployees, including members of its board of directors. The fair value of stock option awards is estimated at the grant date using the Black-Scholes option pricing model, and the portion that is ultimately expected to vest is recognized as compensation cost over the requisite service period using the straight-line method. The determination of the fair value-based measurement of stock options on the date of grant using an option pricing model is affected by the determination of the fair value of the underlying stock as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, the Company’s stock price volatility over the expected term of the grants, and actual and projected stock option exercise behaviors. In the future, as additional empirical evidence regarding these estimates becomes available, the Company may change or refine its approach of deriving them, and these changes could impact the fair value-based measurement of stock options granted in the future. Changes in the fair value-based measurement of stock awards could materially impact the Company’s operating results. The fair value of restricted stock unit (RSU) awards made to employees and nonemployees is equal to the closing market price of the Company’s common stock on the grant date. |
Software Costs | Software Costs The Company capitalizes certain costs when it is determined that it is probable that the project will be completed, the software will be used to perform the function intended, and the preliminary project stage is completed. These capitalized costs are included in property and equipment, net within the consolidated balance sheets. |
Comprehensive (Loss) Income | Comprehensive (Loss) Income All components of comprehensive (loss) income, including net (loss) income, are reported in the consolidated financial statements in the period in which they are recognized. Comprehensive (loss) income is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources, including unrealized gains and losses on marketable securities and foreign currency translation adjustments. |
Net (Loss) Income per Share | Net (Loss) Income per Share Basic net (loss) income per share is calculated by dividing the net (loss) income by the weighted average number of common shares that were outstanding for the period, without consideration for common stock equivalents. For periods when the Company realizes a net loss, no common stock equivalents are included in the calculation of weighted average number of dilutive common stock equivalents as the effect of applying the treasury stock method is considered anti-dilutive. For periods when the Company realizes net income, diluted net income per share is calculated by dividing the net income by the weighted average number of common shares plus the sum of the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury stock method. Common stock equivalents are comprised of stock options, outstanding and unvested RSUs under the Company’s incentive compensation plans and shares issuable under the Company’s Employee Stock Purchase Plan (ESPP) and, beginning January 1, 2021, shares convertible pursuant to the Convertible Notes. The Company’s computation of net (loss) income per share is as follows (in thousands, except per share amounts): As of December 31, 2021 2020 2019 Numerator: Net income (loss) - basic $ (49,593) $ (120,348) $ 15,424 Denominator: Weighted average number of common shares outstanding - basic 46,423 44,497 37,355 Common stock equivalents from outstanding common stock options - - 3,495 Common stock equivalents for ESPP - - 25 Common stock equivalents from unvested restricted stock units - - 270 Weighted average number of common shares outstanding - diluted 46,423 44,497 41,145 Basic net (loss) income per share $ (1.07) $ (2.70) $ 0.41 Diluted net (loss) income per share $ (1.07) $ (2.70) $ 0.37 Potentially dilutive securities not included in the calculation of diluted net (loss) income per share because to do so would be anti-dilutive were as follows (weighted outstanding common stock equivalent shares, in thousands): As of December 31, 2021 2020 2019 Convertible senior notes 5,125 — — Stock options outstanding 2,951 4,399 3,616 Unvested restricted stock units 740 526 365 Employee stock purchase plan 11 15 26 8,827 4,940 4,007 |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-06, which simplifies accounting for convertible instruments . The adoption of ASU 2020-06 resulted in an increase to accumulated deficit of $5.5 million, a decrease to additional paid-in capital of $81.6 million, a decrease in the deferred tax liability of $2.2 million and an increase to convertible notes, net of $89.2 million. Interest expense recognized in future periods will be reduced as a result of accounting for the convertible debt instrument as a single liability measured at its amortized cost. associated with the embedded conversion feature and corresponding change in the valuation allowance. Recently Issued Accounting Pronouncements Not Yet Adopted The Company recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Significant Accounting Policies | |
Schedule of cash and cash equivalents and restricted cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that equate to the amount reported in the consolidated statement of cash flows as of December 31, 2021, December 31, 2020 and December 31, 2019 (in thousands): Year ended December 31, 2021 2020 2019 Cash and cash equivalents $ 100,708 $ 96,596 $ 62,430 Restricted cash 9,416 9,566 9,326 Cash, cash equivalents and restricted cash in the consolidated statement of cash flows $ 110,124 $ 106,162 $ 71,756 |
Schedule of the Company's net income (loss) per share | The Company’s computation of net (loss) income per share is as follows (in thousands, except per share amounts): As of December 31, 2021 2020 2019 Numerator: Net income (loss) - basic $ (49,593) $ (120,348) $ 15,424 Denominator: Weighted average number of common shares outstanding - basic 46,423 44,497 37,355 Common stock equivalents from outstanding common stock options - - 3,495 Common stock equivalents for ESPP - - 25 Common stock equivalents from unvested restricted stock units - - 270 Weighted average number of common shares outstanding - diluted 46,423 44,497 41,145 Basic net (loss) income per share $ (1.07) $ (2.70) $ 0.41 Diluted net (loss) income per share $ (1.07) $ (2.70) $ 0.37 |
Schedule of potentially dilutive securities not included in the calculation of diluted net loss per share attributable to common stockholders | Potentially dilutive securities not included in the calculation of diluted net (loss) income per share because to do so would be anti-dilutive were as follows (weighted outstanding common stock equivalent shares, in thousands): As of December 31, 2021 2020 2019 Convertible senior notes 5,125 — — Stock options outstanding 2,951 4,399 3,616 Unvested restricted stock units 740 526 365 Employee stock purchase plan 11 15 26 8,827 4,940 4,007 |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Details | |
Schedule of short-term investments | Short-term investments consisted of the following (in thousands): At December 31, 2021 Maturity Amortized cost Unrealized Unrealized Estimated (in years) or cost gains losses fair value U.S. government agency bonds less than 3 $ 123,803 $ 8 $ (540) $ 123,271 U.S. government bonds less than 2 76,765 — (240) 76,525 Bank certificates of deposit less than 1 12,500 1 (9) 12,492 Commercial paper less than 1 2,998 — (1) 2,997 Corporate notes less than 3 55,178 37 (183) 55,032 Asset-backed securities less than 2 23,761 44 (31) 23,774 Municipal bonds less than 3 19,350 — (98) 19,252 Total $ 314,355 $ 90 $ (1,102) $ 313,343 At December 31, 2020 Maturity Amortized cost Unrealized Unrealized Estimated (in years) or cost gains losses fair value U.S. government agency bonds less than 3 $ 206,704 $ 223 $ (3) $ 206,924 Bank certificates of deposit less than 1 20,700 8 — 20,708 Commercial paper less than 1 1,500 — — 1,500 Corporate notes less than 3 54,866 308 (1) 55,173 Asset-backed securities less than 2 13,290 205 — 13,495 Municipal bonds less than 3 9,954 21 (3) 9,972 Total $ 307,014 $ 765 $ (7) $ 307,772 |
Schedule of accounts receivable, net | Accounts receivable consisted of the following (in thousands): December 31, 2021 2020 Accounts receivable $ 34,805 $ 37,729 Allowance for credit losses (1,367) (1,670) $ 33,438 $ 36,059 |
Schedule of inventory | Inventory consisted of the following (in thousands): December 31, 2021 2020 Finished goods $ 6,495 $ 5,346 Work in process 7,010 3,584 Raw material 9,506 6,879 $ 23,011 $ 15,809 |
Schedule of property and equipment, net | Property and equipment consisted of the following (in thousands): December 31, 2021 2020 Buildings $ 874 $ 874 Equipment 19,280 15,737 Furniture and fixtures 1,706 1,820 Leasehold improvements 6,152 5,851 Computer equipment and software 3,333 2,754 Land 7,068 7,068 Construction in progress 51,208 5,825 89,621 39,929 Less accumulated depreciation and amortization (20,652) (15,921) $ 68,969 $ 24,008 |
Schedule of accrued liabilities | Accrued liabilities consisted of the following (in thousands): December 31, 2021 2020 Accrued bonuses $ 17,015 $ 10,815 Accrued vacation benefits 4,196 3,728 Other accrued liabilities 34,816 30,788 $ 56,027 $ 45,331 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Measurements | |
Schedule of the Company's financial assets and financial liabilities measured at fair value on a recurring basis | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2021 and December 31, 2020, and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value (in thousands). At December 31, 2021 Significant Quoted prices in other Significant active markets for observable unobservable December 31, identical assets inputs inputs 2021 (Level 1) (Level 2) (Level 3) Assets Cash equivalents: Money market funds (i) $ 4,212 $ 4,212 $ — $ — Available for sale securities: U.S. government agency bonds (ii) 123,271 — 123,271 — U.S. government bonds (ii) 76,525 — 76,525 — Bank certificates of deposit (ii) 12,492 — 12,492 — Commercial paper (ii) 2,997 — 2,997 — Corporate notes (ii) 55,032 — 55,032 — Asset-backed securities (ii) 23,774 — 23,774 — Municipal bonds (ii) 19,252 — 19,252 — Investments held for deferred compensation plans 7,412 — 7,412 — Total Assets $ 324,967 $ 4,212 $ 320,755 $ — Liabilities Deferred compensation plans $ 7,302 — 7,302 — Total Liabilities $ 7,302 $ — $ 7,302 $ — (i) Included in cash and cash equivalents with a maturity of three months or less from date of purchase on the consolidated balance sheets. (ii) Included in short-term investments on the consolidated balance sheets. At December 31, 2020 Significant Quoted prices in other Significant active markets for observable unobservable December 31, identical assets inputs inputs 2020 (Level 1) (Level 2) (Level 3) Assets Cash equivalents: Money market funds (i) $ 5,169 $ 5,169 $ — $ — Available for sale securities: U.S. government agency bonds (ii) 206,924 — 206,924 — Bank certificates of deposit (ii)(iii) 25,708 — 25,708 — Commercial paper (ii) 1,500 — 1,500 — Corporate notes (ii) 55,173 — 55,173 — Asset-backed securities (ii) 13,495 — 13,495 — Municipal bonds (ii) 9,972 9,972 Investments held for deferred compensation plans 5,331 — 5,331 — Total Assets $ 323,273 $ 5,169 $ 318,104 $ — Liabilities Deferred compensation plans 5,232 — 5,232 — Total Liabilities $ 5,232 $ — $ 5,232 $ — (i) Included in cash and cash equivalents with a maturity of three months or less from date of purchase on the consolidated balance sheets. (ii) Included in short-term investments on the consolidated balance sheets. (iii) One bank certificate of deposit totaling $5,000 (in thousands) is included in cash and cash equivalents on the consolidated balance sheets, as the investment has a maturity of three months or less from the date of purchase on the consolidated balance sheets. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
Schedule of lease balance sheet information | Leases December 31, December 31, (in thousands) Classification 2021 2020 Assets Operating Operating lease right-of-use asset $ 28,142 $ 20,009 Finance Finance lease right-of-use asset 49,022 51,443 Total lease assets $ 77,164 $ 71,452 Liabilities Current Operating Accrued liabilities $ 1,010 $ 1,185 Noncurrent Operating Operating lease liability 29,650 20,704 Finance Finance lease liability 72,699 60,690 Total lease liabilities $ 103,359 $ 82,579 |
Schedule of component of lease expense | Year Ended Year Ended Lease Cost December 31, December 31, (in thousands) Classification 2021 2020 Fixed operating lease cost Cost of sales $ 1,340 $ 757 Research and development 1,030 950 Selling, general and administrative expenses 2,049 (a) 2,132 (a) Finance lease cost Amortization of right-of-use asset included in Selling, general and administrative expenses $ 2,421 $ 2,424 Finance lease cost Interest expense on lease liability $ 4,074 $ 3,596 (a) Includes short-term leases, which are immaterial. |
Schedule of maturity of lease liability | Maturity of Lease Liabilities Operating Finance (in thousands) Leases (a) Leases (b) 2022 $ 3,367 $ — 2023 3,510 9,920 2024 3,290 5,184 2025 3,274 5,340 2026 3,359 5,500 Thereafter 36,760 107,533 Total lease payments $ 53,560 $ 133,477 Less: imputed interest 22,900 60,778 Total lease liabilities $ 30,660 $ 72,699 (a) Operating lease payments include $20.8 million related to options to extend lease terms that are reasonably certain of being exercised. (b) Finance lease payments include $75.8 million related to options to extend lease terms that are reasonably certain of being exercised. |
Schedule of operating and finance lease weighted average lease term and discount rate | December 31, December 31, Lease Term and Discount Rate 2021 2020 Weighted-average remaining lease term (years) Operating leases 13.6 12.2 Finance leases 20.3 21.3 Weighted-average discount rate Operating leases 7.9 % 7.7 % Finance leases 6.0 % 6.0 % |
Schedule of operating and finance lease supplemental cash flow information | Year Ended Year Ended Other Information December 31, December 31, (in thousands) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,761 $ 2,859 Right-of-use asset obtained in exchange for lease obligations: Operating lease $ 10,496 $ 6,916 Finance lease — 181 Interest paid for finance lease 4,074 1,160 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets and Goodwill | |
Schedule reflecting the composition of intangible assets and goodwill | The following table presents the composition of intangible assets and goodwill (in thousands): Estimated As of December 31, 2021 As of December 31, 2020 Useful Gross Gross Life Carrying Accumulated Net Carrying Accumulated Net (in years) Amount Amortization Amount Amount Amortization Amount Developed technology 11.4 $ 252,200 $ (46,485) $ 205,715 $ 252,200 $ (24,393) $ 227,807 Customer relationships 5.0 14,100 (5,934) 8,166 14,100 (3,114) 10,986 Intangible assets subject to amortization 266,300 (52,419) 213,881 266,300 (27,507) 238,793 In-process research and development Indefinite $ 118,900 — 118,900 118,900 — 118,900 Total $ 385,200 $ (52,419) $ 332,781 $ 385,200 $ (27,507) $ 357,693 Goodwill Indefinite $ 66,134 — 66,134 66,134 — 66,134 |
Schedule of expected amortization of finite-lived intangible assets | As of December 31, 2021, expected amortization expense for unamortized finite-lived intangible assets for the next five years and thereafter is as follows (in thousands): Amortization Expense 2022 $ 24,912 2023 24,912 2024 24,619 2025 22,092 2026 22,092 Thereafter 95,254 Total amortization $ 213,881 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contracts with Customers | |
Schedule of disaggregation of revenue | The Company’s revenues disaggregated by product category and geography, for the years ended December 31, 2021, December 31, 2020 and December 31, 2019 was as follows (in thousands): Year ended December 31, United States International Total 2021 2020 2019 2021 2020 2019 2021 2020 2019 Glaucoma $ 170,796 $ 133,719 $ 187,650 $ 61,181 $ 45,644 $ 43,317 $ 231,977 $ 179,363 $ 230,967 Corneal Health 52,995 39,367 4,806 9,039 6,229 1,211 62,034 45,596 6,017 Total $ 223,791 $ 173,086 $ 192,456 $ 70,220 $ 51,873 $ 44,528 $ 294,011 $ 224,959 $ 236,984 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Senior Notes | |
Schedule of interest expense relating to the Convertible Notes | Interest expense relating to the Convertible Notes in the consolidated statements of operations for the year ended December 31, 2021 are summarized as follows (in thousands): Year ended Year ended December 31, December 31, 2021 2020 Contractual interest expense $ 7,906 $ 4,370 Amortization of debt discount - 5,610 Amortization of debt issuance costs 1,373 364 Total interest expense $ 9,279 $ 10,344 |
Schedule of convertible senior notes | As of December 31, 2021, the convertible senior notes on the consolidated balance sheets represented the carrying amount of the liability component of the Convertible Notes, net of unamortized debt issuance costs, which are summarized as follows (in thousands): Year ended Year ended December 31, December 31, 2021 2020 Convertible Notes $ 287,500 287,500 Less: Unamortized debt discount - (92,102) Less: Unamortized debt issuance costs (7,474) (5,982) Carrying amount of Convertible Notes $ 280,026 189,416 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stock-Based Compensation. | |
Schedule summarizing stock option activity under the 2001 Stock Plan, 2011 Stock Plan and 2015 Stock Plan | Stock Options The following table summarizes stock option activity under the 2011 Stock Plan and 2015 Stock Plan: Number of Weighted- shares Weighted- average Aggregate underlying average remaining intrinsic options exercise price contractual value (in (in thousands) per share life (in years) thousands) Outstanding at December 31, 2018 6,307 $ 21.36 7.3 $ 69,555 Granted 186 68.10 Replacement Awards 803 13.64 Exercised (696) 21.53 33,132 Canceled/forfeited/expired (17) 42.75 Outstanding at December 31, 2019 6,583 $ 23.91 6.1 $ 204,062 Granted 880 38.15 Exercised (1,403) 14.42 50,093 Canceled/forfeited/expired (76) 42.13 Outstanding at December 31, 2020 5,984 $ 27.59 5.7 $ 285,366 Granted 50 60.74 Adjustments to certain prior year grants (47) 33.38 Exercised (1,303) 20.07 68,162 Canceled/forfeited/expired (142) 52.15 Outstanding at December 31, 2021 4,542 $ 29.30 5.0 $ 74,039 Vested and expected to vest at December 31, 2021 5,316 (i) $ 22.92 3.8 $ 119,428 Exercisable at December 31, 2021 3,942 $ 27.39 4.5 $ 70,336 (i) Included in the outstanding balance at December 31, 2021 are 276 performance-based options. |
Schedule of the weighted-average assumptions used to estimate the fair value of options granted to employees | Year ended December 31, 2021 2020 2019 Risk-free interest rate 0.98 % 0.71 % 2.17 % Expected dividend yield 0.0 % 0.0 % 0.0 % Expected volatility 43.4 % 48.8 % 46.8 % Expected term (in years) 5.71 6.01 6.01 |
Schedule summarizing restricted stock unit activity | Weighted- Number of average shares grant date (in thousands) fair value Unvested at December 31, 2019 695 $ 54.40 Granted 674 33.69 Vested (310) 55.96 Canceled/forfeited (71) 39.03 Unvested at December 31, 2020 988 $ 40.82 Granted 683 58.20 Vested (360) 41.12 Canceled/forfeited (126) 52.93 Unvested at December 31, 2021 1,185 (i) $ 49.65 (i) Included in the unvested balance at December 31, 2021 are 176 performance-based RSU awards. |
Schedule summarizing the allocation of stock-based compensation | The following table summarizes the allocation of stock-based compensation related to stock options and RSUs and includes Replacement Awards, as well as cash-settled stock options in the accompanying consolidated statements of operations (in thousands): Year ended December 31, 2021 2020 2019 Cost of sales $ 1,739 $ 2,440 $ 1,127 Selling, general & administrative 21,665 32,072 31,801 Research and development 6,742 8,793 6,553 Total $ 30,146 $ 43,305 $ 39,481 (i) Of the total stock-based compensation amount of $43.3 million as of December 31, 2020 above, $13.0 million related to the value attributable to the pre-combination services associated with Replacement Awards and a $(3.2) million fair value adjustment was recorded related to cash-settled stock options, and the remainder of the liability of $2.2 million related to the cash-settled options that was previously included in accrued liabilities was, as a result of the modification, reclassified to additional paid-in capital. (ii) Of the total stock-based compensation amount of $39.5 million as of December 31, 2019 above, $4.5 million related to the value attributable to the pre-combination services associated with Replacement Awards and $3.1 million relates to cash-settled stock options included in accrued liabilities within the consolidated balance sheet. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Schedule of United States and foreign loss before income taxes | United States and foreign (loss) income before income taxes was as follows (in thousands): Year ended December 31, 2021 2020 2019 United States $ (51,370) $ (134,096) $ (50,339) Foreign 2,103 1,782 303 Total $ (49,267) $ (132,314) $ (50,036) |
Schedule of the provision for income taxes | The income tax provision (benefit) was as follows (in thousands): December 31, 2021 2020 2019 Current: Federal $ — $ (949) $ 237 State 189 275 122 Foreign 1,162 715 487 1,351 41 846 Deferred: Federal 264 (10,098) (58,368) State (1,234) (1,952) (7,938) Foreign (55) 43 — (1,025) (12,007) (66,306) Income tax provision (benefit) $ 326 $ (11,966) $ (65,460) |
Schedule of reconciliations of the U.S. federal statutory tax rate to the combined effective tax rate | Year ended December 31, (amounts in thousands) 2021 2020 2019 Statutory rate of tax benefit $ (10,346) $ (27,713) $ (10,508) State income taxes, net of federal benefit (3,395) (4,674) (2,418) Permanent and other items 4,513 263 4,371 Stock-based compensation (12,310) (3,537) (5,006) Research credits (5,408) (5,082) (3,594) Uncertain tax positions 2,685 3,835 1,780 Change in tax rate (802) 1,303 419 NOL Carryback Claim - (447) - ASU 2016-09 Implementation & ASC 842 Adoption in 2019 - - (104) Valuation allowance 25,389 24,086 (50,400) Income tax provision (benefit) $ 326 $ (11,966) $ (65,460) |
Schedule of significant components of the Company's deferred tax assets | Significant components of the Company’s net deferred tax assets at December 31, 2021 and December 31, 2020 are as follows (in thousands): December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 100,464 $ 87,684 Tax credits 16,968 14,293 Stock-based compensation 15,521 19,972 Reserves and accruals 10,241 9,013 Lease liability 25,188 20,434 Other, net 2,120 — Total deferred tax assets $ 170,502 $ 151,396 Deferred tax liabilities: Depreciation and amortization (67,641) (76,034) ROU Lease Asset (18,747) (17,471) Convertible Notes — (22,252) Other, net — (542) Inventory (59) (59) Total deferred tax liabilities $ (86,447) $ (116,358) Valuation allowance (91,373) (45,551) Net deferred tax liability $ (7,318) $ (10,513) |
Schedule of reconciliation of the beginning and ending amount of gross unrecognized tax benefits, excluding interest and penalties | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits for the years ended December 31, 2021, December 31, 2020 and December 31, 2019 excluding interest and penalties, is as follows (in thousands): December 31, 2021 2020 2019 Balance at beginning of the year $ 22,803 $ 15,076 $ 13,486 Net addition for tax positions - prior years 505 4,987 230 Net additions for tax positions - current year 3,489 3,355 2,339 Subtractions from tax positions - prior years (327) (74) (537) Subtractions from tax positions - current year (654) (541) (442) Balance at end of the year $ 25,816 $ 22,803 $ 15,076 |
Business Segment Information (T
Business Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Segment Information | |
Schedule of Property and Equipment, net, Depreciation and Amortization, and Capital Expenditures by Geographic Area | Property and equipment, net Depreciation and amortization Capital expenditures As of December 31, Year ended December 31, Year ended December 31, 2021 2020 2019 2021 2020 2019 2021 2020 2019 United States $ 68,839 $ 23,896 $ 21,932 $ 29,622 $ 29,306 $ 6,273 $ 47,714 $ 6,907 $ 4,681 International 130 112 124 39 75 33 71 28 44 Total $ 68,969 $ 24,008 $ 22,056 $ 29,661 $ 29,381 $ 6,306 $ 47,785 $ 6,935 $ 4,725 |
Selected Quarterly Financial _2
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Selected Quarterly Financial Information (Unaudited) | |
Schedule of Quarterly Financial information | Three months ended March 31, June 30, September 30, December 31, (in thousands, except per share amounts) 2021 2021 2021 2021 Net sales $ 67,968 $ 78,093 $ 74,710 $ 73,240 Cost of sales 16,633 17,759 15,370 16,865 Gross profit 51,335 60,334 59,340 56,375 Operating expenses: Selling, general and administrative 41,921 45,300 44,470 47,566 Research and development 21,219 24,256 28,846 26,678 In-process research and development — 5,000 5,000 — Litigation-related settlement — — (30,000) — Total operating expenses 63,140 74,556 48,316 74,244 (Loss) income from operations (11,805) (14,222) 11,024 (17,869) Non-operating expense (4,385) (3,052) (4,592) (4,366) Income tax provision (benefit) 279 208 202 (363) Net (loss) income $ (16,469) $ (17,482) $ 6,230 $ (21,872) Net (loss) income per share (1) Basic and diluted $ (0.36) $ (0.38) $ 0.13 $ (0.47) Three months ended March 31, June 30, September 30, December 31, (in thousands, except per share amounts) 2020 2020 2020 2020 Net sales $ 55,336 $ 31,558 $ 64,831 $ 73,234 Cost of sales 32,529 21,668 17,932 19,590 Gross profit 22,807 9,890 46,899 53,644 Operating expenses: Selling, general and administrative 50,546 38,116 38,947 43,792 Research and development 24,873 18,971 20,304 21,244 Total operating expenses 75,419 57,087 59,251 65,036 Loss from operations (52,612) (47,197) (12,352) (11,392) Non-operating expense (1,896) (81) (4,285) (2,499) Income tax provision (450) (7,384) (889) (3,243) Net loss $ (54,058) $ (39,894) $ (15,748) $ (10,648) Net loss per share (1) Basic and diluted $ (1.24) $ (0.90) $ (0.35) $ (0.24) (1) Net income or loss per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly per-share amounts will not necessarily equal the annual per share amount. |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Settlement Information (Details) - USD ($) $ in Thousands | Sep. 20, 2021 | Apr. 14, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Sep. 14, 2021 |
Other commitments | ||||||||
Litigation-related settlement | $ 30,000 | $ 30,000 | ||||||
Intratus License Amendment | ||||||||
Other commitments | ||||||||
Commitment obligation payments | $ 5,000 | |||||||
Attillaps License Agreement | ||||||||
Other commitments | ||||||||
Commitment obligation payments | $ 5,000 | |||||||
Patent Litigation | Settled Litigation | ||||||||
Other commitments | ||||||||
Total agreed settlement amount | $ 60,000 | |||||||
Litigation-related settlement | $ 30,000 | $ 30,000 | ||||||
Royalty fee (as a percent) | 10.00% | |||||||
Forecast | Patent Litigation | Settled Litigation | ||||||||
Other commitments | ||||||||
Litigation-related settlement | $ 30,000 |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Liquidity (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 11, 2020 | |
Net (loss) income | $ (21,872) | $ 6,230 | $ (17,482) | $ (16,469) | $ (10,648) | $ (15,748) | $ (39,894) | $ (54,058) | $ (49,593) | $ (120,348) | $ 15,424 | |
Cash used in operating activities | 24,708 | (22,988) | $ (369) | |||||||||
Accumulated deficit | (365,211) | $ (310,058) | (365,211) | $ (310,058) | ||||||||
Cash, cash equivalents, restricted cash and short-term investments | 423,500 | 423,500 | ||||||||||
Net working capital | $ 422,800 | $ 422,800 | ||||||||||
2.75% Convertible Senior Notes due 2027 | ||||||||||||
Interest rate (as a percent) | 2.75% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary (Details) $ / shares in Units, shares in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2021USD ($)$ / shares | Sep. 30, 2021USD ($)$ / shares | Jun. 30, 2021USD ($)$ / shares | Mar. 31, 2021USD ($)$ / shares | Dec. 31, 2020USD ($)$ / shares | Sep. 30, 2020USD ($)$ / shares | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2021USD ($)itemsegment$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Jun. 11, 2020 | Dec. 31, 2018USD ($) | |
Segments | |||||||||||||
Number of business activities | item | 1 | ||||||||||||
Number of operating segments | segment | 1 | ||||||||||||
Trading Securities | |||||||||||||
Trading securities | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||
Restricted cash | |||||||||||||
Cash and cash equivalents | 100,708,000 | 96,596,000 | 100,708,000 | 96,596,000 | $ 62,430,000 | ||||||||
Restricted cash | 9,416,000 | 9,566,000 | 9,416,000 | 9,566,000 | 9,326,000 | ||||||||
cash, cash equivalents and restricted cash in the condensed consolidated statements of cash flows | 110,124,000 | 106,162,000 | 110,124,000 | 106,162,000 | 71,756,000 | $ 38,596,000 | |||||||
Accounts Receivable | |||||||||||||
Allowance for doubtful accounts receivable | 1,367,000 | 1,670,000 | 1,367,000 | 1,670,000 | |||||||||
Long Lived Assets | |||||||||||||
Long-lived asset impairment | 0 | 0 | 400,000 | ||||||||||
Goodwill | |||||||||||||
Goodwill | 66,134,000 | 66,134,000 | 66,134,000 | 66,134,000 | |||||||||
Goodwill impairment | $ 0 | ||||||||||||
Revenue Recognition | |||||||||||||
Number of performance obligations that exist for majority of the contracts with customers | item | 1 | ||||||||||||
Warranty period from date of shipment | 1 year | ||||||||||||
Advertising Costs | |||||||||||||
Advertising Costs | $ 1,200,000 | 1,600,000 | 2,500,000 | ||||||||||
Numerator: | |||||||||||||
Net income (loss) - basic | $ (21,872,000) | $ 6,230,000 | $ (17,482,000) | $ (16,469,000) | $ (10,648,000) | $ (15,748,000) | $ (39,894,000) | $ (54,058,000) | $ (49,593,000) | $ (120,348,000) | $ 15,424,000 | ||
Denominator: | |||||||||||||
Weighted average number of common shares outstanding - basic | shares | 46,423 | 44,497 | 37,355 | ||||||||||
Common stock equivalents from outstanding common stock options | shares | 3,495 | ||||||||||||
Common stock equivalents for ESPP | shares | 25 | ||||||||||||
Common stock equivalents from unvested restricted stock units | shares | 270 | ||||||||||||
Weighted average number of common shares outstanding - diluted | shares | 46,423 | 44,497 | 41,145 | ||||||||||
Basic net (loss) income per share (in dollars per share) | $ / shares | $ (0.47) | $ 0.13 | $ (0.38) | $ (0.36) | $ (0.24) | $ (0.35) | $ (0.90) | $ (1.24) | $ (1.07) | $ (2.70) | $ 0.41 | ||
Diluted net (loss) income per share (in dollars per share) | $ / shares | $ (0.47) | $ 0.13 | $ (0.38) | $ (0.36) | $ (0.24) | $ (0.35) | $ (0.90) | $ (1.24) | $ (1.07) | $ (2.70) | $ 0.37 | ||
2.75% Convertible Senior Notes due 2027 | |||||||||||||
Use Of Estimates Abstract | |||||||||||||
Interest rate (as a percent) | 2.75% | ||||||||||||
Minimum | |||||||||||||
Long Lived Assets | |||||||||||||
Estimated useful lives of assets | 3 years | ||||||||||||
Intangible Assets | |||||||||||||
Useful life/amortization period | 5 years | ||||||||||||
Maximum | |||||||||||||
Long Lived Assets | |||||||||||||
Estimated useful lives of assets | 5 years | ||||||||||||
Intangible Assets | |||||||||||||
Useful life/amortization period | 11 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Antidilutive Securities (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Anti-dilutive securities | |||
Anti-dilutive securities excluded from computation of earnings per share | 8,827 | 4,940 | 4,007 |
Stock options | |||
Anti-dilutive securities | |||
Anti-dilutive securities excluded from computation of earnings per share | 2,951 | 4,399 | 3,616 |
Restricted Stock Units (RSUs) [Member] | |||
Anti-dilutive securities | |||
Anti-dilutive securities excluded from computation of earnings per share | 740 | 526 | 365 |
ESPP | |||
Anti-dilutive securities | |||
Anti-dilutive securities excluded from computation of earnings per share | 11 | 15 | 26 |
Convertible senior note | |||
Anti-dilutive securities | |||
Anti-dilutive securities excluded from computation of earnings per share | 5,125 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Recent Accounting Pronouncements | ||
Accumulated deficit | $ (365,211) | $ (310,058) |
Additional paid-in capital | 952,432 | 976,590 |
Deferred tax liability, net | $ 7,318 | 10,512 |
Accounting Standards Update 2020-06 | Adjustment | ||
Recent Accounting Pronouncements | ||
Accumulated deficit | (5,500) | |
Additional paid-in capital | (81,600) | |
Deferred tax liability, net | (2,200) | |
Convertible senior notes | $ 89,200 |
Balance Sheet Details - Short-T
Balance Sheet Details - Short-Term Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Short-term investments | ||
Amortized cost | $ 314,355 | $ 307,014 |
Unrealized gains | 90 | 765 |
Unrealized losses | (1,102) | (7) |
Estimated fair value | 313,343 | 307,772 |
U.S. Government bonds | ||
Short-term investments | ||
Amortized cost | 76,765 | |
Unrealized losses | (240) | |
Estimated fair value | $ 76,525 | |
U.S. Government bonds | Maximum | ||
Short-term investments | ||
Maturity | 2 years | |
U.S. Government agency bonds | ||
Short-term investments | ||
Amortized cost | $ 123,803 | 206,704 |
Unrealized gains | 8 | 223 |
Unrealized losses | (540) | (3) |
Estimated fair value | $ 123,271 | $ 206,924 |
U.S. Government agency bonds | Maximum | ||
Short-term investments | ||
Maturity | 3 years | 3 years |
Bank certificates of deposit | ||
Short-term investments | ||
Amortized cost | $ 12,500 | $ 20,700 |
Unrealized gains | 1 | 8 |
Unrealized losses | (9) | |
Estimated fair value | $ 12,492 | $ 20,708 |
Bank certificates of deposit | Maximum | ||
Short-term investments | ||
Maturity | 1 year | 1 year |
Commercial paper | ||
Short-term investments | ||
Amortized cost | $ 2,998 | $ 1,500 |
Unrealized losses | (1) | |
Estimated fair value | $ 2,997 | $ 1,500 |
Commercial paper | Maximum | ||
Short-term investments | ||
Maturity | 1 year | 1 year |
Corporate notes | ||
Short-term investments | ||
Amortized cost | $ 55,178 | $ 54,866 |
Unrealized gains | 37 | 308 |
Unrealized losses | (183) | (1) |
Estimated fair value | $ 55,032 | $ 55,173 |
Corporate notes | Maximum | ||
Short-term investments | ||
Maturity | 3 years | 3 years |
Asset-backed securities | ||
Short-term investments | ||
Amortized cost | $ 23,761 | $ 13,290 |
Unrealized gains | 44 | 205 |
Unrealized losses | (31) | |
Estimated fair value | $ 23,774 | $ 13,495 |
Asset-backed securities | Maximum | ||
Short-term investments | ||
Maturity | 2 years | 2 years |
Municipal bonds | ||
Short-term investments | ||
Amortized cost | $ 19,350 | $ 9,954 |
Unrealized gains | 21 | |
Unrealized losses | (98) | (3) |
Estimated fair value | $ 19,252 | $ 9,972 |
Municipal bonds | Maximum | ||
Short-term investments | ||
Maturity | 3 years | 3 years |
Balance Sheet Details - Other (
Balance Sheet Details - Other (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accounts Receivable, Net | ||
Accounts receivable | $ 34,805 | $ 37,729 |
Allowance for credit losses | (1,367) | (1,670) |
Accounts receivable, net | 33,438 | 36,059 |
Inventory | ||
Finished goods | 6,495 | 5,346 |
Work in process | 7,010 | 3,584 |
Raw materials | 9,506 | 6,879 |
Total inventory | 23,011 | 15,809 |
Accrued Liabilities | ||
Accrued bonuses | 17,015 | 10,815 |
Accrued vacation benefits | 4,196 | 3,728 |
Other accrued liabilities | 34,816 | 30,788 |
Total accrued liabilities | $ 56,027 | $ 45,331 |
Balance Sheet Details - Propert
Balance Sheet Details - Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property and equipment, net | |||
Property and equipment, gross | $ 89,621 | $ 39,929 | |
Less accumulated depreciation and amortization | (20,652) | (15,921) | |
Property and equipment, net | 68,969 | 24,008 | $ 22,056 |
Depreciation and amortization | 29,661 | 29,381 | 6,306 |
Facilities at 6797 Winchester Circle, Boulder, Colorado | |||
Property and equipment, net | |||
Property and equipment, gross | 874 | 874 | |
Equipment leases with General Electric Capital Corporation | |||
Property and equipment, net | |||
Property and equipment, gross | 19,280 | 15,737 | |
Furniture and fixtures | |||
Property and equipment, net | |||
Property and equipment, gross | 1,706 | 1,820 | |
Leasehold improvements | |||
Property and equipment, net | |||
Property and equipment, gross | 6,152 | 5,851 | |
Computer equipment and software | |||
Property and equipment, net | |||
Property and equipment, gross | 3,333 | 2,754 | |
Land | |||
Property and equipment, net | |||
Property and equipment, gross | 7,068 | 7,068 | |
Construction in progress | |||
Property and equipment, net | |||
Property and equipment, gross | 51,208 | 5,825 | |
Property, Plant and Equipment | |||
Property and equipment, net | |||
Depreciation and amortization | $ 4,800 | $ 6,100 | $ 3,700 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Hierarchy (Details) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)item |
Fair Value, Inputs, Level 3 | ||
Assets | ||
Total assets | $ 0 | $ 0 |
Liabilities | ||
Total liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 324,967,000 | 323,273,000 |
Liabilities | ||
Total liabilities | 7,302,000 | 5,232,000 |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | ||
Assets | ||
Total assets | 4,212,000 | 5,169,000 |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 320,755,000 | 318,104,000 |
Liabilities | ||
Total liabilities | 7,302,000 | 5,232,000 |
Money market funds | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 4,212,000 | 5,169,000 |
Money market funds | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | ||
Assets | ||
Total assets | 4,212,000 | 5,169,000 |
U.S. Government agency bonds | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 123,271,000 | 206,924,000 |
U.S. Government agency bonds | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 123,271,000 | $ 206,924,000 |
U.S. Government bonds | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 76,525,000 | |
U.S. Government bonds | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 76,525,000 | |
Bank certificates of deposit | ||
Assets | ||
Number of certificates of deposit | item | 1 | |
Bank certificates of deposit | Fair Value, Measurements, Recurring | ||
Assets | ||
Cash equivalents | $ 5,000,000 | |
Total assets | 12,492,000 | 25,708,000 |
Bank certificates of deposit | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 12,492,000 | 25,708,000 |
Commercial paper. | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 2,997,000 | 1,500,000 |
Commercial paper. | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 2,997,000 | 1,500,000 |
Corporate notes | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 55,032,000 | 55,173,000 |
Corporate notes | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 55,032,000 | 55,173,000 |
Asset-backed securities | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 23,774,000 | 13,495,000 |
Asset-backed securities | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 23,774,000 | 13,495,000 |
Municipal bonds | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 19,252,000 | 9,972,000 |
Municipal bonds | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 19,252,000 | 9,972,000 |
Investments held for deferred compensation plans | Fair Value, Measurements, Recurring | ||
Assets | ||
Total assets | 7,412,000 | 5,331,000 |
Liabilities | ||
Total liabilities | 7,302,000 | 5,232,000 |
Investments held for deferred compensation plans | Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Assets | ||
Total assets | 7,412,000 | 5,331,000 |
Liabilities | ||
Total liabilities | $ 7,302,000 | $ 5,232,000 |
Fair Value Measurements - Trans
Fair Value Measurements - Transfers (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value Measurements, Valuation | ||
Amount of transfers of assets and liabilities measured on a recurring basis between Levels 1, 2 and 3 of the fair value hierarchy | $ 0 | $ 0 |
2.75% Convertible Senior Notes due 2027 | ||
Fair Value Measurements, Valuation | ||
Fair value of convertible senior notes | $ 341,800,000 | $ 442,200,000 |
Leases - Terms (Details)
Leases - Terms (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
Operating Lease Existence of Option to Extend | true |
Operating Lease Existence of Option to Terminate | true |
Minimum | |
Leases | |
Operating lease remaining lease term | 1 year |
Maximum | |
Leases | |
Operating lease remaining lease term | 13 years |
Optional lease extension term | 10 years |
Operating lease period for lease termination | 1 year |
Leases - Leases Details (Detail
Leases - Leases Details (Details) $ in Millions | Nov. 14, 2018USD ($)ft²item | Jul. 31, 2020ft²item | Dec. 31, 2021USD ($)ft²item | Dec. 31, 2020item |
Operating Leases | ||||
Proceeds from tenant improvement allowance | $ | $ 12.7 | |||
Maximum | ||||
Operating Leases | ||||
Optional lease extension term | 10 years | |||
Domestic Office Leases | ||||
Operating Leases | ||||
The number of adjacent facilities rented | 2 | |||
Extended lease term | 5 years | |||
Number of lease renewal periods | 1 | |||
Optional lease extension term | 5 years | |||
Area of leased space | ft² | 98,000 | |||
Foreign Subsidiaries Office Leases | ||||
Operating Leases | ||||
Area of leased space | ft² | 14,000 | |||
Aliso Facility | ||||
Operating Leases | ||||
Number of properties leased | 1 | |||
Number of buildings leased | 3 | |||
Number of lease renewal periods | 2 | |||
Optional lease extension term | 5 years | |||
Area of leased space | ft² | 160,000 | |||
Tenant improvement allowance and abatement | $ | $ 12.7 | |||
Term of lease | 13 years | |||
Waltham Massachusetts Facility | ||||
Operating Leases | ||||
Area of leased space | ft² | 27,000 | |||
Burlington Massachusetts Facility | ||||
Operating Leases | ||||
Number of lease renewal periods | 1 | |||
Optional lease extension term | 5 years | |||
Area of leased space | ft² | 60,000 |
Leases - Balance Sheet and Expe
Leases - Balance Sheet and Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Assets Operating | $ 28,142 | $ 20,009 |
Assets Finance | 49,022 | 51,443 |
Total lease assets | 77,164 | 71,452 |
Liabilities Current Operating | $ 1,010 | $ 1,185 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Liabilities Noncurrent Operating | $ 29,650 | $ 20,704 |
Liabilities Noncurrent Finance | 72,699 | 60,690 |
Total lease liabilities | 103,359 | 82,579 |
Finance lease cost - amortization of right-of-use asset | 2,421 | 2,424 |
Finance lease cost - interest expense on lease liability | 4,074 | 3,596 |
Cost of sales | ||
Fixed operating lease cost | 1,340 | 757 |
Research and development | ||
Fixed operating lease cost | 1,030 | 950 |
Selling, general and administrative | ||
Fixed operating lease cost | $ 2,049 | $ 2,132 |
Leases - Maturity (Details)
Leases - Maturity (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating Leases | |
2022 | $ 3,367 |
2023 | 3,510 |
2024 | 3,290 |
2025 | 3,274 |
2026 | 3,359 |
Thereafter | 36,760 |
Total Operating lease payments | 53,560 |
Less: imputed interest | 22,900 |
Total Operating lease liabilities | 30,660 |
Amount of operating leases with option to extend commitment | 20,800 |
Finance Leases | |
2023 | 9,920 |
2024 | 5,184 |
2025 | 5,340 |
2026 | 5,500 |
Thereafter | 107,533 |
Total Finance lease payments | 133,477 |
Less: imputed interest | 60,778 |
Total Finance lease liabilities | 72,699 |
Amount of financing leases with option to extend commitment | $ 75,800 |
Leases - Lease Term And Discoun
Leases - Lease Term And Discount Rate And Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases | ||
Weighted average remaining lease term - operating leases | 13 years 7 months 6 days | 12 years 2 months 12 days |
Weighted average remaining lease term - finance leases | 20 years 3 months 18 days | 21 years 3 months 18 days |
Weighted average discount rate - operating leases (as a percent) | 7.90% | 7.70% |
Weighted average discount rate - finance leases (as a percent) | 6.00% | 6.00% |
Cash paid for amounts included in the measurement of lease liabilities - Operating cash flows from operating leases | $ 3,761 | $ 2,859 |
Cash paid for amounts included in the measurement of lease liabilities - Financing cash flows from finance leases | 659 | |
Right-of-use asset obtained in exchange for lease obligations: Operating leases | 10,496 | 6,916 |
Right-of-use asset obtained in exchange for lease obligations: Finance leases | 181 | |
Finance lease cost - interest on lease liability | $ 4,074 | $ 1,160 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Other (Details) - USD ($) | Nov. 21, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Intangible Assets and Goodwill | ||||
Finite Lived - Gross Amount | $ 266,300,000 | $ 266,300,000 | ||
Finite Lived - Accumulated Amortization | (52,419,000) | (27,507,000) | ||
Finite Lived - Net Amount | 213,881,000 | 238,793,000 | ||
Total Gross Carrying Amount | 385,200,000 | 385,200,000 | ||
Total Net Amount | 332,781,000 | 357,693,000 | ||
Goodwill | 66,134,000 | 66,134,000 | ||
In-Process Research and Development (IPR&D) | ||||
Intangible Assets and Goodwill | ||||
Indefinite Lived assets | $ 118,900,000 | 118,900,000 | ||
Minimum | ||||
Intangible Assets and Goodwill | ||||
Useful life/amortization period | 5 years | |||
Maximum | ||||
Intangible Assets and Goodwill | ||||
Useful life/amortization period | 11 years | |||
Developed Technology | ||||
Intangible Assets and Goodwill | ||||
Useful life/amortization period | 11 years 4 months 24 days | |||
Finite Lived - Gross Amount | $ 252,200,000 | 252,200,000 | ||
Finite Lived - Accumulated Amortization | (46,485,000) | (24,393,000) | ||
Finite Lived - Net Amount | $ 205,715,000 | 227,807,000 | ||
Customer Relationships | ||||
Intangible Assets and Goodwill | ||||
Useful life/amortization period | 5 years | |||
Finite Lived - Gross Amount | $ 14,100,000 | 14,100,000 | ||
Finite Lived - Accumulated Amortization | (5,934,000) | (3,114,000) | ||
Finite Lived - Net Amount | 8,166,000 | 10,986,000 | ||
Avedro | ||||
Intangible Assets and Goodwill | ||||
Goodwill accumulated impairment | 0 | |||
Avedro | Developed Technology | ||||
Intangible Assets and Goodwill | ||||
Useful life/amortization period | 11 years | |||
Avedro | Customer Relationships | ||||
Intangible Assets and Goodwill | ||||
Useful life/amortization period | 5 years | |||
Avedro | Cost of sales | ||||
Intangible Assets and Goodwill | ||||
Amortization of intangible assets | 22,100,000 | 22,100,000 | $ 2,300,000 | |
Avedro | Selling, general and administrative | ||||
Intangible Assets and Goodwill | ||||
Amortization of intangible assets | $ 2,800,000 | $ 2,800,000 | $ 300,000 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Maturity (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Estimated amortization expense | ||
2022 | $ 24,912 | |
2023 | 24,912 | |
2024 | 24,619 | |
2025 | 22,092 | |
2026 | 22,092 | |
Thereafter | 95,254 | |
Finite Lived - Net Amount | $ 213,881 | $ 238,793 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | |||||||||||
Total net sales | $ 73,240 | $ 74,710 | $ 78,093 | $ 67,968 | $ 73,234 | $ 64,831 | $ 31,558 | $ 55,336 | $ 294,011 | $ 224,959 | $ 236,984 |
United States | |||||||||||
Revenues | |||||||||||
Total net sales | 223,791 | 173,086 | 192,456 | ||||||||
International | |||||||||||
Revenues | |||||||||||
Total net sales | 70,220 | 51,873 | 44,528 | ||||||||
Glaucoma | |||||||||||
Revenues | |||||||||||
Total net sales | 231,977 | 179,363 | 230,967 | ||||||||
Glaucoma | United States | |||||||||||
Revenues | |||||||||||
Total net sales | 170,796 | 133,719 | 187,650 | ||||||||
Glaucoma | International | |||||||||||
Revenues | |||||||||||
Total net sales | 61,181 | 45,644 | 43,317 | ||||||||
Corneal Health | |||||||||||
Revenues | |||||||||||
Total net sales | 62,034 | 45,596 | 6,017 | ||||||||
Corneal Health | United States | |||||||||||
Revenues | |||||||||||
Total net sales | 52,995 | 39,367 | 4,806 | ||||||||
Corneal Health | International | |||||||||||
Revenues | |||||||||||
Total net sales | $ 9,039 | $ 6,229 | $ 1,211 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Other (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contracts with Customers | |
Typical payment terms on invoiced amounts | 30 days |
Practical expedient financing component | true |
Practical expedient cost of obtaining contract | true |
Convertible Senior Notes - Gene
Convertible Senior Notes - General (Details) - 2.75% Convertible Senior Notes due 2027 $ / shares in Units, $ in Thousands | Jun. 11, 2020USD ($)D$ / shares | Jun. 30, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Long-Term Debt | ||||
Convertible Notes | $ 287,500 | $ 287,500 | $ 287,500 | |
Interest rate (as a percent) | 2.75% | |||
Net proceeds from the debt | $ 242,200 | |||
Threshold trading days | D | 20 | |||
Threshold consecutive trading days | D | 30 | |||
Premium percentage on conversion price | 130.00% | |||
Number of business days | D | 5 | |||
Measurement period | 10 days | |||
Denomination for conversion of debt | $ 1,000 | |||
Product of sale price and conversion rate (as a percent) | 98.00% | |||
Conversion ratio | 17.8269 | |||
Initial conversion price | $ / shares | $ 56.10 | |||
Redemption price percentage on principal amount to be redeemed | 100.00% | |||
Principal amount of the convertible notes to be repurchased (as a percent) | 100.00% | |||
Carrying amount of liability component | $ 189,800 | |||
Discount rate (as a percent) | 9.50% | |||
Carrying amount of the equity component representing the conversion option | $ 97,700 | |||
Transaction cost on convertible notes | 9,600 | |||
Transaction cost on convertible notes attributable to equity component | $ 3,300 |
Convertible Senior Notes - Adop
Convertible Senior Notes - Adoption of ASU (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Jun. 11, 2020 | |
Long-Term Debt | |||
Carrying amount of liability component | $ 280,026 | $ 189,416 | |
2.75% Convertible Senior Notes due 2027 | |||
Long-Term Debt | |||
Carrying amount of liability component | 280,026 | 189,416 | |
Face amount at time of issuance | 287,500 | 287,500 | $ 287,500 |
Debt issuance costs | 7,474 | $ 5,982 | |
Adjustment | 2.75% Convertible Senior Notes due 2027 | |||
Long-Term Debt | |||
Debt issuance costs equity component | $ 7,500 | ||
Amortization period | 5 years 4 months 24 days | ||
Accounting Standards Update 2020-06 | Adjustment | 2.75% Convertible Senior Notes due 2027 | |||
Long-Term Debt | |||
Face amount at time of issuance | $ 287,500 | ||
Debt issuance costs | $ 7,500 |
Convertible Senior Notes - Inte
Convertible Senior Notes - Interest expense (Details) - 2.75% Convertible Senior Notes due 2027 - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | |
Long-Term Debt | |||
Contractual interest expense | $ 7,906 | $ 4,370 | |
Amortization of debt discount | 5,610 | ||
Amortization of debt issuance costs | 1,373 | 364 | |
Total interest expense | $ 9,279 | $ 10,344 | |
Interest rate at period end | 3.20% | 3.20% | |
Unamortized debt issuance costs | $ 6,300 |
Convertible Senior Notes - Carr
Convertible Senior Notes - Carrying Amount (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 11, 2020 |
Long-Term Debt | |||
Carrying amount of Convertible Notes | $ 280,026 | $ 189,416 | |
2.75% Convertible Senior Notes due 2027 | |||
Long-Term Debt | |||
Convertible Notes | 287,500 | 287,500 | $ 287,500 |
Less: Unamortized debt discount | (92,102) | ||
Less: Unamortized debt issuance costs | (7,474) | (5,982) | |
Carrying amount of Convertible Notes | $ 280,026 | $ 189,416 |
Convertible Senior Notes - Capp
Convertible Senior Notes - Capped Call Transactions (Details) $ / shares in Units, $ in Thousands, shares in Millions | Jun. 08, 2020$ / instrument | Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2020USD ($) |
Long-Term Debt | |||
Payment for capped call options | $ 35,679 | ||
Capped Call Transactions | |||
Long-Term Debt | |||
Payment for capped call options | $ 35,700 | ||
Initial strike price (in dollars per share) | $ / shares | $ 56.10 | ||
Number of shares of common stock initially underlying the Convertible Notes | shares | 5.1 | ||
Reduction in additional paid-in capital | $ (35,700) | ||
Capped Call Transactions | Common Stock | |||
Long-Term Debt | |||
Cap price (in dollars per share) | $ / instrument | 86.30 | ||
Percentage of premium on share price | 100.00% |
Stock-Based Compensation - Plan
Stock-Based Compensation - Plan Information (Details) $ in Thousands | Nov. 21, 2019USD ($)shares | Dec. 31, 2021USD ($)itemshares | Dec. 31, 2020USD ($)itemshares | Dec. 31, 2019USD ($) |
Stock-based compensation | ||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Number of votes per common share | item | 1 | 1 | ||
Number of stock plans | item | 3 | |||
Expiration period | 10 years | |||
Vesting percentage on first anniversary of grant date | 25.00% | |||
Remaining vesting period | 3 years | |||
Fair value of Replacement Awards attributable to pre-combination services | $ | $ 13,000 | $ 4,500 | ||
Fair value adjustment of stock-based compensation expense | $ | (3,200) | |||
Stock-based compensation expense | $ | $ 30,146 | 43,305 | 39,481 | |
Accrued Liabilities | ||||
Stock-based compensation | ||||
Accrued liability for cash-settled options | $ | $ 2,200 | $ 3,100 | ||
Employee Stock Purchase Plan 2015 | ||||
Stock-based compensation | ||||
Maximum employee contributions as a percentage of earnings under the ESPP | 15.00% | |||
Purchase price per share expressed as a percentage of the lower of the stock's fair market value on the offering date or purchase date under the ESPP | 85.00% | |||
First anniversary | Restricted Stock Units (RSUs) [Member] | ||||
Stock-based compensation | ||||
Vesting (as a percent) | 25.00% | |||
Second anniversary | Restricted Stock Units (RSUs) [Member] | ||||
Stock-based compensation | ||||
Vesting (as a percent) | 25.00% | |||
Third anniversary | Restricted Stock Units (RSUs) [Member] | ||||
Stock-based compensation | ||||
Vesting (as a percent) | 25.00% | |||
Fourth anniversary | Restricted Stock Units (RSUs) [Member] | ||||
Stock-based compensation | ||||
Vesting (as a percent) | 25.00% | |||
Avedro | ||||
Stock-based compensation | ||||
Fair value of Replacement Awards attributable to pre-combination services | $ | $ 30,800 | |||
Fair value of Replacement Awards attributable to post-combination services | $ | $ 26,000 | |||
Avedro | Restricted Stock Units (RSUs) [Member] | ||||
Stock-based compensation | ||||
Shares issued in connection with Acquisition | 5,500 | |||
Avedro | Cash-Settled Stock Option | ||||
Stock-based compensation | ||||
Shares issued in connection with Acquisition | 200,000 | |||
Avedro | Stock options | ||||
Stock-based compensation | ||||
Shares issued in connection with Acquisition | 100,000 | |||
Avedro | Time Vesting | Restricted Stock Units (RSUs) [Member] | ||||
Stock-based compensation | ||||
Shares issued in connection with Acquisition | 100,000 | |||
Avedro | Time Vesting | Stock options | ||||
Stock-based compensation | ||||
Shares issued in connection with Acquisition | 700,000 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock options | ||||
Additional disclosures | ||||
Fair value of stock options vested | $ 10,300 | $ 20,300 | $ 33,900 | |
2001 Stock Plan, 2011 Stock Plan and 2015 Stock Plan | ||||
Number of Shares Underlying Options | ||||
Outstanding at beginning of period (in shares) | 5,984 | 6,583 | 6,307 | |
Granted (in shares) | 50 | 880 | 186 | |
Replacement Awards (in shares) | 803 | |||
Adjustments to certain prior year grants (in shares) | (47) | |||
Exercised (in shares) | (1,303) | (1,403) | (696) | |
Canceled/forfeited/expired (in shares) | (142) | (76) | (17) | |
Outstanding at end of period (in shares) | 4,542 | 5,984 | 6,583 | 6,307 |
Vested and expected to vest at end of period (in shares) | 5,316 | |||
Exercisable at end of period (in shares) | 3,942 | |||
Weighted Average Exercise Price | ||||
Outstanding at beginning of period (in dollars per share) | $ 27.59 | $ 23.91 | $ 21.36 | |
Granted (in dollars per share) | 60.74 | 38.15 | 68.10 | |
Adjustments to certain prior year grants (in dollars per share) | 33.38 | |||
Replacement Awards (in dollars per share) | 13.64 | |||
Exercised (in dollars per share) | 20.07 | 14.42 | 21.53 | |
Canceled/forfeited/expired (in dollars per share) | 52.15 | 42.13 | 42.75 | |
Outstanding at end of period (in dollars per share) | 29.30 | $ 27.59 | $ 23.91 | $ 21.36 |
Vested and expected to vest at end of period (in dollars per share) | 22.92 | |||
Exercisable at end of period (in dollars per share) | $ 27.39 | |||
Additional disclosures | ||||
Weighted Average Remaining Contractual Life | 5 years | 5 years 8 months 12 days | 6 years 1 month 6 days | 7 years 3 months 18 days |
Weighted Average Remaining Contractual Life, Vested and expected to vest at end of period | 3 years 9 months 18 days | |||
Weighted Average Remaining Contractual Life, Exercisable at end of period | 4 years 6 months | |||
Aggregate Intrinsic Value for outstanding options | $ 74,039 | $ 285,366 | $ 204,062 | $ 69,555 |
Exercised, Aggregate Intrinsic Value | 68,162 | $ 50,093 | $ 33,132 | |
Vested and expected to vest, Aggregate Intrinsic Value | 119,428 | |||
Exercisable, Aggregate Intrinsic Value | $ 70,336 | |||
Vesting based on performance | 2001 Stock Plan, 2011 Stock Plan and 2015 Stock Plan | ||||
Number of Shares Underlying Options | ||||
Vested and expected to vest at end of period (in shares) | 276 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value Assumptions (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock-based compensation | |||
Unamortized stock-based compensation expense not yet recognized | $ 56.6 | ||
Restricted Stock Units (RSUs) [Member] | |||
Stock-based compensation | |||
Unamortized stock-based compensation expense not yet recognized | $ 48.4 | ||
Options remaining vesting period | 4 years | ||
Weighted average period of recognition | 1 year 3 months 18 days | ||
Stock options | |||
Stock-based compensation | |||
Weighted average estimated grant date fair value (per share) | $ 43.43 | $ 12.85 | $ 32.07 |
Unamortized stock-based compensation expense not yet recognized | $ 8.2 | ||
Options remaining vesting period | 4 years | ||
Weighted average period of recognition | 1 year 8 months 12 days | ||
Stock-based awards - weighted average assumptions used to estimate fair value of options granted | |||
Risk-free interest rate (as a percent) | 0.98% | 0.71% | 2.17% |
Expected dividend yield (as a percent) | 0.00% | 0.00% | 0.00% |
Expected volatility rate (as a percent) | 43.40% | 48.80% | 46.80% |
Expected term | 5 years 8 months 15 days | 6 years 3 days | 6 years 3 days |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock-based compensation | |||
Total fair value of units vested | $ 14.8 | $ 17.3 | $ 8.6 |
Number of shares | |||
Unvested at beginning of period (in shares) | 988 | 695 | |
Granted (in shares) | 683 | 674 | |
Vested (in shares) | (360) | (310) | |
Canceled/forfeited (in shares) | (126) | (71) | |
Unvested at end of period (in shares) | 1,185 | 988 | 695 |
Weighted average grant date fair value | |||
Unvested at beginning of period (in dollar per share) | $ 40.82 | $ 54.40 | |
Granted (in dollar per share) | 58.20 | 33.69 | |
Vested (in dollar per share) | 41.12 | 55.96 | |
Canceled/forfeited (in dollar per share) | 52.93 | 39.03 | |
Unvested at end of period (in dollar per share) | $ 49.65 | $ 40.82 | $ 54.40 |
Vesting based on performance | |||
Number of shares | |||
Unvested at end of period (in shares) | 176 |
Stock-Based Compensation - Allo
Stock-Based Compensation - Allocation of Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Allocation of stock-based compensation | |||
Stock-based compensation expense | $ 30,146 | $ 43,305 | $ 39,481 |
Tax benefit related to stock-based compensation | 12,300 | 3,500 | 4,600 |
Cost of sales | |||
Allocation of stock-based compensation | |||
Stock-based compensation expense | 1,739 | 2,440 | 1,127 |
Selling, general and administrative | |||
Allocation of stock-based compensation | |||
Stock-based compensation expense | 21,665 | 32,072 | 31,801 |
Research and development | |||
Allocation of stock-based compensation | |||
Stock-based compensation expense | $ 6,742 | $ 8,793 | $ 6,553 |
Stock-Based Compensation - Shar
Stock-Based Compensation - Shares Reserved for Future Issuance (Details) shares in Millions | Jan. 01, 2021shares |
2015 Stock Plan | |
Common Stock Reserved for Future Issuance | |
Total | 18.1 |
Employee Stock Purchase Plan 2015 | |
Common Stock Reserved for Future Issuance | |
Total | 3.2 |
Income Taxes - Provision, Recon
Income Taxes - Provision, Reconciliation and Deferred Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
United States and foreign loss before income taxes: | |||||||||||
United States | $ (51,370,000) | $ (134,096,000) | $ (50,339,000) | ||||||||
Foreign | 2,103,000 | 1,782,000 | 303,000 | ||||||||
Loss before taxes | (49,267,000) | (132,314,000) | (50,036,000) | ||||||||
Current: | |||||||||||
Federal | (949,000) | 237,000 | |||||||||
State | 189,000 | 275,000 | 122,000 | ||||||||
Foreign | 1,162,000 | 715,000 | 487,000 | ||||||||
Total current income tax provision | 1,351,000 | 41,000 | 846,000 | ||||||||
Deferred: | |||||||||||
Federal | 264,000 | (10,098,000) | (58,368,000) | ||||||||
State | (1,234,000) | (1,952,000) | (7,938,000) | ||||||||
Foreign | (55,000) | 43,000 | |||||||||
Total deferred income tax provision | (1,025,000) | (12,007,000) | (66,306,000) | ||||||||
Income tax provision (benefit) | $ (363,000) | $ 202,000 | $ 208,000 | $ 279,000 | $ (3,243,000) | $ (889,000) | $ (7,384,000) | $ (450,000) | 326,000 | (11,966,000) | (65,460,000) |
Reconciliations of the U.S. federal statutory tax rate to the combined effective tax rate | |||||||||||
Statutory rate of tax benefit | (10,346,000) | (27,713,000) | (10,508,000) | ||||||||
State income taxes, net of federal benefit | (3,395,000) | (4,674,000) | (2,418,000) | ||||||||
Permanent and other items | 4,513,000 | 263,000 | 4,371,000 | ||||||||
Stock-based compensation | (12,310,000) | (3,537,000) | (5,006,000) | ||||||||
Research credits | (5,408,000) | (5,082,000) | (3,594,000) | ||||||||
Uncertain tax positions | 2,685,000 | 3,835,000 | 1,780,000 | ||||||||
Change in tax rate | (802,000) | 1,303,000 | 419,000 | ||||||||
NOL Carryback Claim | (447,000) | ||||||||||
ASU 2016-09 Implementation & ASC 842 Adoption in 2019 | (104,000) | ||||||||||
Valuation allowance | 25,389,000 | 24,086,000 | (50,400,000) | ||||||||
Income tax provision (benefit) | (363,000) | $ 202,000 | $ 208,000 | $ 279,000 | (3,243,000) | $ (889,000) | $ (7,384,000) | $ (450,000) | 326,000 | (11,966,000) | $ (65,460,000) |
Components of deferred tax assets | |||||||||||
Net operating loss carryforwards | 100,464,000 | 87,684,000 | 100,464,000 | 87,684,000 | |||||||
Tax credits | 16,968,000 | 14,293,000 | 16,968,000 | 14,293,000 | |||||||
Stock-based compensation | 15,521,000 | 19,972,000 | 15,521,000 | 19,972,000 | |||||||
Reserves and accruals | 10,241,000 | 9,013,000 | 10,241,000 | 9,013,000 | |||||||
Lease liability | 25,188,000 | 20,434,000 | 25,188,000 | 20,434,000 | |||||||
Other, net | 2,120,000 | 2,120,000 | |||||||||
Total deferred tax assets | 170,502,000 | 151,396,000 | 170,502,000 | 151,396,000 | |||||||
Depreciation and amortization | (67,641,000) | (76,034,000) | (67,641,000) | (76,034,000) | |||||||
ROU Lease Asset | (18,747,000) | (17,471,000) | (18,747,000) | (17,471,000) | |||||||
Convertible Notes | (22,252,000) | (22,252,000) | |||||||||
Other, net | (542,000) | (542,000) | |||||||||
Inventory | (59,000) | (59,000) | (59,000) | (59,000) | |||||||
Total deferred tax liabilities | (86,447,000) | (116,358,000) | (86,447,000) | (116,358,000) | |||||||
Valuation allowance | (91,373,000) | (45,551,000) | (91,373,000) | (45,551,000) | |||||||
Net deferred tax liability | $ (7,318,000) | $ (10,513,000) | $ (7,318,000) | $ (10,513,000) |
Income Taxes - Net Operating Lo
Income Taxes - Net Operating Loss Carryforwards (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Net operating loss carryforwards | |
Net decrease in valuation allowance | $ 45.8 |
Federal | |
Net operating loss carryforwards | |
Net operating loss carryforwards | 491.4 |
Net operating loss carryforward with no expiration date | $ 239.2 |
Net operating loss carryforward utilization percent for assets with no expiration (as a percent) | 80.00% |
State | |
Net operating loss carryforwards | |
Net operating loss carryforwards | $ 328.4 |
Foreign | |
Net operating loss carryforwards | |
Net operating loss carryforwards | $ 12.3 |
Income Taxes - Tax Credit Carry
Income Taxes - Tax Credit Carryforwards (Details) - Research and development credit carryforward $ in Millions | Dec. 31, 2021USD ($) |
Federal | |
Tax credit carryforwards | |
Tax credit carryforwards | $ 35.6 |
State | |
Tax credit carryforwards | |
Tax credit carryforwards | 18.4 |
Tax credit subject to expiration beginning in 2023 | 4.1 |
Tax credit not subject to expiration | $ 14.3 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Unrecognized tax benefits | |||
Balance at beginning of the year | $ 22,803 | $ 15,076 | $ 13,486 |
Net additions for tax positions - prior years | 505 | 4,987 | 230 |
Net additions for tax positions - current year | 3,489 | 3,355 | 2,339 |
Subtractions from tax positions - prior years | (327) | (74) | (537) |
Subtractions from tax positions - current year | (654) | (541) | (442) |
Balance at end of the year | 25,816 | 22,803 | 15,076 |
Amount that would impact the effective tax rate if uncertain tax benefits were recognized | 500 | ||
Accrued interest and penalties associated with uncertain tax positions | $ 0 | $ 0 | $ 0 |
Employee Benefits (Details)
Employee Benefits (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Benefits | ||||
Maximum annual contribution per employee (as a percent) | 100.00% | |||
Maximum annual contributions per employee age 50 or less | $ 19,500 | $ 19,500 | ||
Maximum annual contributions per employee over the age of 50 | 26,000 | 26,000 | ||
Employer contributions | $ 2,100,000 | 500,000 | $ 1,600,000 | |
Employer matching percentage | 50.00% | 50.00% | 50.00% | |
The maximum employer matching contribution percent | 6.00% | 6.00% | 6.00% | |
Defined contribution plan employers matching contribution vesting period | 3 years | 3 years | ||
Deferred compensation plan | ||||
Deferred compensation plan liability | $ 7,300,000 | 5,200,000 | ||
Deferred compensation plan assets | $ 7,400,000 | $ 5,300,000 |
Commitments and Contingencies -
Commitments and Contingencies - Other (Details) $ in Millions | Nov. 14, 2018 | Dec. 31, 2021USD ($)item | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 14, 2021USD ($) | Dec. 30, 2014USD ($) |
Other commitments | ||||||
Letter of Credit outstanding | $ 8.8 | |||||
Restricted cash pledged for letter of credit | $ 8.8 | $ 8.8 | ||||
Number of Months from start of lease for adjustments to Letter of Credit | item | 37 | |||||
Frequency of adjustment to Letter of Credit | 12 months | |||||
Adjustment rate of Letter of Credit (as a percent) | 20.00% | |||||
Amount of Letter of Credit outstanding after adjustments | $ 2 | |||||
Restricted cash pledged for office lease agreement | 0.6 | |||||
Purchase commitment due after one year | 1.9 | |||||
Agreement with the Regents | ||||||
Other commitments | ||||||
Minimum required annual payment of the commitment obligation, based on net sales of current and future products | $ 0.5 | |||||
Cost of sales | Agreement with the Regents | ||||||
Other commitments | ||||||
Commitment obligation payments | $ 4.2 | $ 4.5 | $ 5.7 | |||
Patent Litigation | Settled Litigation | ||||||
Other commitments | ||||||
Total agreed settlement amount | $ 60 |
Business Segment Information (D
Business Segment Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)itemsegment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Business Segment Information | |||
Number of business activities | item | 1 | ||
Number of operating segments | segment | 1 | ||
Property and equipment, net | $ 68,969 | $ 24,008 | $ 22,056 |
Depreciation and amortization | 29,661 | 29,381 | 6,306 |
Capital expenditures | 47,785 | 6,935 | 4,725 |
United States | |||
Business Segment Information | |||
Property and equipment, net | 68,839 | 23,896 | 21,932 |
Depreciation and amortization | 29,622 | 29,306 | 6,273 |
Capital expenditures | 47,714 | 6,907 | 4,681 |
International | |||
Business Segment Information | |||
Property and equipment, net | 130 | 112 | 124 |
Depreciation and amortization | 39 | 75 | 33 |
Capital expenditures | $ 71 | $ 28 | $ 44 |
Selected Quarterly Financial _3
Selected Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Selected Quarterly Financial Information (Unaudited) | |||||||||||
Net sales | $ 73,240 | $ 74,710 | $ 78,093 | $ 67,968 | $ 73,234 | $ 64,831 | $ 31,558 | $ 55,336 | $ 294,011 | $ 224,959 | $ 236,984 |
Cost of sales | 16,865 | 15,370 | 17,759 | 16,633 | 19,590 | 17,932 | 21,668 | 32,529 | 66,627 | 91,719 | 38,588 |
Gross profit | 56,375 | 59,340 | 60,334 | 51,335 | 53,644 | 46,899 | 9,890 | 22,807 | 227,384 | 133,240 | 198,396 |
Operating expenses: | |||||||||||
Selling, general and administrative | 47,566 | 44,470 | 45,300 | 41,921 | 43,792 | 38,947 | 38,116 | 50,546 | 179,257 | 171,401 | 176,635 |
Research and development | 26,678 | 28,846 | 24,256 | 21,219 | 21,244 | 20,304 | 18,971 | 24,873 | 100,999 | 85,392 | 68,308 |
In-process research and development | 5,000 | 5,000 | 10,000 | 3,745 | |||||||
Litigation-related settlement | (30,000) | (30,000) | |||||||||
Total operating expenses | 74,244 | 48,316 | 74,556 | 63,140 | 65,036 | 59,251 | 57,087 | 75,419 | 260,256 | 256,793 | 248,688 |
Loss from operations | (17,869) | 11,024 | (14,222) | (11,805) | (11,392) | (12,352) | (47,197) | (52,612) | (32,872) | (123,553) | (50,292) |
Non-operating income (expense) | (4,366) | (4,592) | (3,052) | (4,385) | (2,499) | (4,285) | (81) | (1,896) | (16,395) | (8,761) | 256 |
Provision for income taxes | (363) | 202 | 208 | 279 | (3,243) | (889) | (7,384) | (450) | 326 | (11,966) | (65,460) |
Net (loss) income | $ (21,872) | $ 6,230 | $ (17,482) | $ (16,469) | $ (10,648) | $ (15,748) | $ (39,894) | $ (54,058) | $ (49,593) | $ (120,348) | $ 15,424 |
Basic net (loss) income per share (in dollars per share) | $ (0.47) | $ 0.13 | $ (0.38) | $ (0.36) | $ (0.24) | $ (0.35) | $ (0.90) | $ (1.24) | $ (1.07) | $ (2.70) | $ 0.41 |
Diluted net (loss) income per share (in dollars per share) | $ (0.47) | $ 0.13 | $ (0.38) | $ (0.36) | $ (0.24) | $ (0.35) | $ (0.90) | $ (1.24) | $ (1.07) | $ (2.70) | $ 0.37 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2022 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | |
Subsequent Events | ||||
Litigation-related settlement | $ (30,000) | $ (30,000) | ||
Patent Litigation | Settled Litigation | ||||
Subsequent Events | ||||
Litigation-related settlement | $ (30,000) | $ (30,000) | ||
Subsequent Event | Patent Litigation | Settled Litigation | ||||
Subsequent Events | ||||
Litigation-related settlement | $ 30,000 |