Document and Entity Information
Document and Entity Information Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 12, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Penumbra Inc | ||
Entity Central Index Key | 1,321,732 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 34,653,172 | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Shell Company | false | ||
Entity Voluntary Filers | No | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Public Float | $ 4.3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 67,850 | $ 50,637 |
Marketable investments | 133,039 | 163,954 |
Accounts receivable, net of doubtful accounts of $2,782 and $1,290 at December 31, 2018 and December 31, 2017, respectively | 81,896 | 58,007 |
Inventories | 115,741 | 94,901 |
Prepaid expenses and other current assets | 12,200 | 14,735 |
Total current assets | 410,726 | 382,234 |
Property and equipment, net | 35,407 | 30,899 |
Intangible assets, net | 27,245 | 23,778 |
Goodwill | 7,813 | 8,178 |
Long-term investments (Note 3) | 0 | 3,872 |
Deferred taxes | 32,940 | 26,690 |
Other non-current assets | 875 | 1,016 |
Total assets | 515,006 | 476,667 |
Current liabilities: | ||
Accounts payable | 8,176 | 6,757 |
Accrued liabilities | 57,886 | 44,825 |
Total current liabilities | 66,062 | 51,582 |
Deferred rent | 7,586 | 6,199 |
Other non-current liabilities | 18,943 | 18,478 |
Total liabilities | 92,591 | 76,259 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $.001 par value per share - 5,000,000 shares authorized, none issued and outstanding at December 31, 2018 and December 31, 2017 | 0 | 0 |
Common stock, $.001 par value per share - 300,000,000 shares authorized, 34,437,339 issued and outstanding at December 31, 2018; 300,000,000 shares authorized, 33,685,146 issued and outstanding at December 31, 2017 | 34 | 33 |
Additional paid-in capital | 415,084 | 396,810 |
Accumulated other comprehensive (loss) income | (1,942) | 1,569 |
Retained earnings | 9,064 | 1,996 |
Total Penumbra, Inc. stockholders’ equity | 422,240 | 400,408 |
Non-controlling interest | 175 | 0 |
Total stockholders’ equity | 422,415 | 400,408 |
Total liabilities and stockholders’ equity | $ 515,006 | $ 476,667 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,782 | $ 1,290 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common Stock, Shares, Issued | 34,437,339 | 33,685,146 |
Common stock, shares outstanding (in shares) | 34,437,339 | 33,685,146 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Revenues | $ 444,938,000 | $ 333,764,000 | $ 263,317,000 |
Cost of revenue | 152,405,000 | 116,622,000 | 92,488,000 |
Gross profit | 292,533,000 | 217,142,000 | 170,829,000 |
Operating expenses: | |||
Research and development | 36,165,000 | 31,661,000 | 23,875,000 |
Sales, general and administrative | 226,385,000 | 184,316,000 | 148,304,000 |
Acquired in-process research and development | 30,835,000 | 0 | 0 |
Total operating expenses | 293,385,000 | 215,977,000 | 172,179,000 |
(Loss) income from operations | (852,000) | 1,165,000 | (1,350,000) |
Interest income, net | 2,964,000 | 2,653,000 | 2,323,000 |
Other expense, net | (504,000) | (1,342,000) | (1,842,000) |
Income (loss) before income taxes and equity in losses of unconsolidated investee | 1,608,000 | 2,476,000 | (869,000) |
Benefit from income taxes | (4,403,000) | (3,611,000) | (15,683,000) |
Income before equity in losses of unconsolidated investee | 6,011,000 | 6,087,000 | 14,814,000 |
Equity in losses of unconsolidated investee | (3,101,000) | (1,430,000) | 0 |
Consolidated net income | 2,910,000 | 4,657,000 | 14,814,000 |
Net loss attributable to non-controlling interest | (3,691,000) | 0 | 0 |
Net income attributable to Penumbra, Inc. | $ 6,601,000 | $ 4,657,000 | $ 14,814,000 |
Net income (loss) attributable to Penumbra, Inc. per share: Basic (in dollars per share) | $ 0.19 | $ 0.14 | $ 0.49 |
Net income (loss) attributable to Penumbra, Inc. per share: Diluted (in dollars per share) | $ 0.18 | $ 0.13 | $ 0.44 |
Weighted average shares outstanding: Basic (in shares) | 34,138,176 | 32,978,065 | 30,464,583 |
Weighted average shares outstanding: Diluted (in shares) | 36,086,821 | 35,319,103 | 33,478,078 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Consolidated net income (loss) | $ 2,910 | $ 4,657 | $ 14,814 |
Other comprehensive (loss) income, net of tax: | |||
Foreign currency translation adjustments, net of tax | (3,246) | 6,387 | (2,631) |
Net change in unrealized gains (losses) on available-for-sale securities, net of tax | (265) | (130) | 58 |
Total other comprehensive income (loss), net of tax | (3,511) | 6,257 | (2,573) |
Consolidated comprehensive (loss) income | (601) | 10,914 | 12,241 |
Net loss attributable to non-controlling interest | (3,691) | 0 | 0 |
Comprehensive income attributable to Penumbra, Inc. | $ 3,090 | $ 10,914 | $ 12,241 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Notes Receivable from Stockholders | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit) | Total Penumbra, Inc. Stockholders’ Equity | Non-controlling Interest |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Total stockholders’ equity | $ 232,522 | $ 30 | $ 252,087 | $ (5) | $ (2,115) | $ (17,475) | $ 232,522 | |
Beginning balance (in shares) at Dec. 31, 2015 | 29,897,860 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock (in shares) | 1,043,223 | |||||||
Issuance of common stock | 3,168 | $ 1 | 3,167 | 3,168 | ||||
Shares held for tax withholdings | $ (2,624) | (2,624) | (2,624) | |||||
Shares held for tax withholdings (in shares) | 46,280 | |||||||
Issuance of common stock under employee stock purchase plan (in shares) | 214,025 | 214,025 | ||||||
Issuance of common stock under employee stock purchase plan | $ 6,578 | 6,578 | 6,578 | |||||
Stock-based compensation | 14,657 | 14,657 | 14,657 | |||||
Note received from a stockholder | 5 | 5 | 5 | |||||
Other comprehensive loss | (2,573) | (2,573) | (2,573) | |||||
Net income (loss) attributable to Penumbra, Inc. | 14,814 | |||||||
Net loss attributable to non-controlling interest | 0 | |||||||
Consolidated net income (loss) | 14,814 | 14,814 | 14,814 | |||||
Ending balance at Dec. 31, 2016 | (4,688) | |||||||
Ending balance (in shares) at Dec. 31, 2016 | 31,108,828 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Total stockholders’ equity | 266,547 | $ 31 | 273,865 | 0 | (4,688) | (2,661) | 266,547 | |
Stock Issued During Period, Value, New Issues | 106,269 | $ 2 | 106,267 | 106,269 | ||||
Shares issued (in shares) | 1,495,000 | |||||||
Issuance of common stock (in shares) | 1,131,344 | |||||||
Issuance of common stock | 5,048 | $ 0 | 5,048 | 5,048 | ||||
Shares held for tax withholdings | $ (11,686) | (11,686) | (11,686) | |||||
Shares held for tax withholdings (in shares) | 141,711 | |||||||
Issuance of common stock under employee stock purchase plan (in shares) | 91,685 | 91,685 | ||||||
Issuance of common stock under employee stock purchase plan | $ 5,809 | 5,809 | 5,809 | |||||
Stock-based compensation | 17,507 | 17,507 | 17,507 | |||||
Other comprehensive loss | 6,257 | 6,257 | 6,257 | |||||
Net income (loss) attributable to Penumbra, Inc. | 4,657 | |||||||
Net loss attributable to non-controlling interest | 0 | |||||||
Consolidated net income (loss) | 4,657 | 4,657 | 4,657 | |||||
Ending balance at Dec. 31, 2017 | 400,408 | 1,569 | ||||||
Ending balance (in shares) at Dec. 31, 2017 | 33,685,146 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Total stockholders’ equity | 400,408 | $ 33 | 396,810 | 0 | 1,569 | 1,996 | 400,408 | |
Stock Issued During Period, Value, New Issues | 5,256 | $ 0 | 5,256 | 5,256 | ||||
Shares issued (in shares) | 53,256 | |||||||
Issuance of common stock (in shares) | 774,475 | |||||||
Issuance of common stock | 5,064 | $ 1 | 5,063 | 5,064 | ||||
Shares held for tax withholdings | $ (17,725) | (17,725) | (17,725) | |||||
Shares held for tax withholdings (in shares) | 149,882 | |||||||
Issuance of common stock under employee stock purchase plan (in shares) | 74,344 | 74,344 | ||||||
Issuance of common stock under employee stock purchase plan | $ 7,231 | 7,231 | 7,231 | |||||
Stock-based compensation | 18,449 | 18,449 | 18,449 | |||||
Capital contribution from non-controlling interest | 500 | $ 500 | ||||||
Asset acquisition date fair value of non-controlling interest | 3,366 | 3,366 | ||||||
Other comprehensive loss | (3,511) | (3,511) | (3,511) | |||||
Net income (loss) attributable to Penumbra, Inc. | 6,601 | 6,601 | ||||||
Net loss attributable to non-controlling interest | (3,691) | (3,691) | ||||||
Consolidated net income (loss) | 2,910 | 6,601 | ||||||
Ending balance at Dec. 31, 2018 | 422,240 | (1,942) | ||||||
Ending balance (in shares) at Dec. 31, 2018 | 34,437,339 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Total stockholders’ equity | $ 422,415 | $ 34 | $ 415,084 | $ 0 | $ (1,942) | $ 9,064 | $ 422,240 | $ 175 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Cash Flows [Abstract] | |||
Consolidated net income (loss) | $ 2,910 | $ 4,657 | $ 14,814 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 6,168 | 3,781 | 2,297 |
(Accretion of discount) amortization of premium on marketable investments | (161) | 591 | 997 |
Stock-based compensation | 18,422 | 17,812 | 14,637 |
Loss on non-marketable equity investments | 3,101 | 1,430 | 0 |
Provision for doubtful accounts | 1,563 | 606 | 216 |
Inventory write-offs and write-downs | 1,700 | 1,037 | 2,667 |
Deferred taxes | (6,480) | (4,288) | (12,378) |
Acquired in-process research and development | 30,835 | 0 | 0 |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 950 | 109 | 0 |
Other | 60 | 445 | 135 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (25,762) | (9,118) | (14,560) |
Inventories | (22,288) | (18,826) | (19,737) |
Prepaid expenses and other current and non-current assets | 2,231 | 2,436 | (9,043) |
Accounts payable | 1,329 | 1,851 | 1,375 |
Accrued expenses and other non-current liabilities | 14,230 | 10,168 | 5,773 |
Net cash provided by (used in) operating activities | 28,808 | 12,691 | (12,807) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Asset acquisition (Note 3) and acquisition of business (Note 5), net of cash acquired | (20,414) | (9,253) | 0 |
Contributions to non-marketable investments | (1,382) | (5,265) | 0 |
Purchases of marketable investments | (108,227) | (189,658) | (63,346) |
Proceeds from sales of marketable investments | 12,129 | 28,752 | 12,997 |
Proceeds from maturities of marketable investments | 127,112 | 112,803 | 64,671 |
Acquisition of intangible assets from a licensing agreement | 0 | (2,500) | 0 |
Purchases of property and equipment | (9,603) | (12,532) | (13,635) |
Net cash (used in) provided by investing activities | (385) | (77,653) | 687 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of common stock upon underwritten public offering, net of issuance cost | 0 | 106,267 | 0 |
Proceeds from exercises of stock options | 5,064 | 5,048 | 3,172 |
Proceeds from issuance of stock under employee stock purchase plan | 7,231 | 5,809 | 6,578 |
Payment of obligations on debt and credit facilities | (404) | (1,079) | 0 |
Payment of employee taxes related to vested common and restricted stock | (17,725) | (11,686) | (2,624) |
Payment of acquisition-related obligations | 4,481 | 0 | 0 |
Proceeds from capital contribution from non-controlling interest | 500 | 0 | 0 |
Net cash (used in) provided by financing activities | (9,815) | 104,359 | 7,126 |
Effect of foreign exchange rate changes on cash and cash equivalents | (1,395) | (1,996) | (1,317) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 17,213 | 37,401 | (6,311) |
CASH AND CASH EQUIVALENTS—Beginning of period | 50,637 | 13,236 | 19,547 |
CASH AND CASH EQUIVALENTS—End of period | 67,850 | 50,637 | 13,236 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Cash paid for income taxes | 156 | 141 | 2,149 |
NONCASH INVESTING AND FINANCING ACTIVITIES: | |||
Common shares issued as consideration in connection with a buyout agreement (Notes 6, 8 and 9) | 5,256 | 0 | 0 |
Purchase of property and equipment funded through accounts payable and accrued liabilities | 1,037 | 977 | 1,442 |
Asset acquisition (Note 3) and acquisition of business (Note 5) related contingent and working capital liabilities | 4,000 | 6,067 | 0 |
Licensing agreement related contingent liabilities | $ 0 | $ 12,717 | $ 0 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Penumbra, Inc. (the “Company”) is a global healthcare company focused on innovative therapies. The Company designs, develops, manufactures and markets medical devices and has a broad portfolio of products that addresses challenging medical conditions and significant clinical needs. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). Certain changes in presentation were made in the consolidated financial statements for the year ended December 31, 2017 and 2016 , to conform to the presentation for the year ended December 31, 2018 . The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and its majority-owned subsidiary, MVI Health Inc. (“MVI”) . On August 31, 2018 , the Company acquired a controlling interest in MVI. The portion of equity not attributable to the Company is considered non-controlling interest and was recorded at fair value as of the acquisition date. The amounts attributable to non-controlling interest are classified separately in the consolidated financial statements. Any subsequent changes in the Company’s ownership interest while the Company retains its controlling interest in MVI will be accounted for as equity transactions. Refer to Note “ 3. Investments and Fair Value of Financial Instruments ” for more information on the asset acquisition of MVI. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity accounts; disclosure of contingent assets and liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to marketable investments, provisions for doubtful accounts, the amount of variable consideration included in the transaction price, warranty reserve, valuation of inventories, useful lives of property and equipment, income taxes, contingent consideration and other contingencies, among others. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other data. Actual results could differ from those estimates. Segments The Company determined its operating segment on the same basis that it uses to evaluate its performance internally. The Company has one business activity: the design, development, manufacturing and marketing of innovative medical devices, and operates as one operating segment. 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. The Company’s entity-wide disclosures are included in Note “ 14. Revenues .” Foreign Currency Translation The Company’s consolidated financial statements are prepared in United States Dollars (“USD”). Its foreign subsidiaries use their local currency as their functional currency and maintain their records in the local currency. Accordingly, the assets and liabilities of these subsidiaries are translated into USD using the current exchange rates in effect at the balance sheet date and equity accounts are translated into USD using historical rates. Revenues and expenses are translated using the average exchange rates in effect for the year involved. The resulting foreign currency translation adjustments are recorded in accumulated other comprehensive income (loss) in the consolidated balance sheets. Transactions denominated in currencies other than the respective functional currencies are translated at exchange rates as of the date of transaction with foreign currency gains and losses recorded in other expense, net in the consolidated statements of operations. The Company realized net foreign currency transaction losses of $0.9 million , $1.0 million and $0.7 million during the years ended December 31, 2018 , 2017 and 2016 , respectively. As the Company’s international operations grow, its risks associated with fluctuation in currency rates will become greater, and the Company will continue to reassess its approach to managing this risk. In addition, currency fluctuations or a weakening USD can increase the costs of the Company’s international expansion. To date, the Company has not entered into any foreign currency hedging contracts. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents, marketable investments (as described in greater detail in this footnote under the header “Cash, Cash Equivalents and Marketable Investments” below) and accounts receivable. The majority of the Company’s cash is held by one financial institution in the U. S. in excess of federally insured limits. The Company maintained investments in money market funds that were not federally insured during the year ended December 31, 2018 and held cash in foreign entities of approximately $23.4 million and $15.0 million at December 31, 2018 and 2017 , respectively, which was not federally insured. The Company’s revenue has been derived from sales of its products in the United States and international markets. The Company uses both its own salesforce and independent distributors to sell its products. Concentrations of credit risk with respect to accounts receivable are limited due to the large number of entities comprising the Company’s customer base. The Company performs ongoing credit evaluations of its customers, including its distributors, does not require collateral, and maintains allowances for potential credit losses on customer accounts when deemed necessary. During the year ended December 31, 2018 , no customer accounted for greater than 10% of the Company’s revenue. During December 31, 2017 and 2016 , one customer, a distributor, accounted for 10.1% and 11.5% , respectively, of the Company’s revenue. No customer accounted for greater than 10% of the Company’s accounts receivable balance as of December 31, 2018 or 2017 . Significant Risks and Uncertainties The Company is subject to risks common to medical device companies including, but not limited to, new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, product liability, uncertainty of market acceptance of products and the potential need to obtain additional financing. The Company is dependent on third party suppliers, in some cases single-source suppliers. There can be no assurance that the Company’s products will continue to be accepted in the marketplace, nor can there be any assurance that any future products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed, if at all. The Company’s products require approval or clearance from the FDA prior to commencing commercial sales in the United States . There can be no assurance that the Company’s products will receive all of the required approvals or clearances. Approvals or clearances are also required in foreign jurisdictions in which the Company sells its products. If the Company is denied such approvals or clearances or such approvals or clearances are delayed, it may have a material adverse impact on the Company’s results of operations, financial position and liquidity. Fair Value of Financial Instruments Carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. Cash, Cash Equivalents and Marketable Investments The Company invests its cash primarily in highly liquid corporate debt securities, debt instruments of U.S. federal and municipal governments, and their agencies, and in money market funds. All highly liquid investments with stated maturities of three months or less from the date of purchase are classified as cash equivalents; all highly liquid investments with stated maturities of greater than three months are classified as marketable investments. The majority of the Company’s cash and investments are held in U.S. banks. The Company determines the appropriate classification of its investments in marketable investments at the time of purchase and re-evaluates such designation at each balance sheet date. The Company’s marketable investments have been classified and accounted for as available-for-sale. Investments with remaining maturities of more than one year are viewed by the Company as available to support current operations and are classified as current assets under the caption marketable investments in the accompanying consolidated balance sheets. Investments in marketable investments are carried at fair value, with the unrealized gains and losses reported as a component of accumulated other comprehensive income (loss) . Any realized gains or losses on the sale of marketable investments are determined on a specific identification method, and such gains and losses are reflected as a component of other income (expense), net. Impairment of Marketable Investments After determining the fair value of available-for-sale debt instruments, unrealized gains or losses on these securities are recorded to accumulated other comprehensive income (loss) until either the security is sold or the Company determines that the decline in value is other-than-temporary. The primary differentiating factors that the Company considers in classifying impairments as either temporary or other-than-temporary impairments is the intent and ability to retain the investment in the issuer for a period of time sufficient to allow for any anticipated recovery in market value, the length of the time and the extent to which the market value of the investment has been less than cost, the financial condition, and near-term prospects of the issuer. There were no other-than-temporary impairments for the years ended December 31, 2018 , 2017 or 2016 . Non-Marketable Equity Investments Entities in which the Company has at least a 20% , but not more than a 50% , interest are accounted for under the equity method unless it is determined that the Company has a controlling financial interest in the entity, in which case the entity would be consolidated. Non-marketable equity investments are classified as long-term investments on the consolidated balance sheet . The Company’s proportionate share of the operating results of its non-marketable equity method investments are recorded as profit or loss and presented in equity in losses of unconsolidated investee , in the consolidated statements of operations . See Note “ 3. Investments and Fair Value of Financial Instruments ” for further details. Accounts Receivable Accounts receivable are stated at invoice value less estimated allowances for doubtful accounts. The Company continually monitors customer payments and maintains a reserve for estimated losses resulting from its customers’ inability to make required payments. The Company considers factors such as historical experience, credit quality, age of the accounts receivable balances, geographic related risks and economic conditions that may affect a customer’s ability to pay. In cases where there are circumstances that may impair a specific customer’s ability to meet its financial obligations, a specific allowance is recorded against amounts due, and thereby reduces the net recognized receivable to the amount reasonably believed to be collectible. Inventories Inventories are stated at the lower of cost (determined under the first-in first-out method) or net realizable value. Write-downs are provided for raw materials, components or finished goods that are determined to be excessive or obsolete. The Company regularly reviews inventory quantities in consideration of actual loss experience, projected future demand and remaining shelf life to record a provision for excess and obsolete inventory when appropriate. As a result of these evaluations, the Company recognized total write-offs and write-downs of $1.7 million , $1.0 million , and $2.7 million for the years ended December 31, 2018 , 2017 and 2016 . Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life. Machinery and equipment and furniture and fixtures are depreciated over a five to ten year period and computers and software are depreciated over two to five years. Upon retirement or sale, the cost and the related accumulated depreciation are removed from the consolidated balance sheet and the resulting gain or loss is reflected in operations. Maintenance and repairs are charged to consolidated statements of operations as incurred. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. When such an event occurs, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the related asset group’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. There was no impairment of long-lived assets during the years ended December 31, 2018 , 2017 or 2016 . Contingent Consideration Certain agreements the Company enters into, including business combinations, involve the potential payment of future consideration that is contingent upon certain performance and revenue milestones being achieved. A contingent consideration liability is recorded at the acquisition date at fair value and is remeasured each reporting period with the change in fair value recognized generally within sales, general and administrative expense, depending on the nature of the contingent consideration liability, in the consolidated statements of operations . As of December 31, 2018 and 2017 , the Company’s contingent consideration relates to milestone payments for the acquisition of Crossmed S.p.A. (“Crossmed”) . For more information with respect to the fair value of contingent consideration, refer to Note “ 5. Business Combination .” Intangible Assets Intangible assets primarily consist of purchased rights to licensed technology, customer relationships, and trade secrets and processes. Indefinite-lived intangible assets relate to an exclusive right to licensed technology. The acquired licensed technology is accounted for as an indefinite-lived intangible asset. Upon the commercialization of the underlying product utilizing the licensed technology, the capitalized amount will be amortized over its estimated useful life. Indefinite-lived intangible assets are tested for impairment at least annually, in the fourth quarter, or more frequently if events or circumstances indicate that it is more likely than not that the asset is impaired. If the fair value of the asset is less than the carrying amount, an impairment loss would be recognized in an amount equal to the difference between the carrying amount and the fair value. Refer to Note “ 6. Intangible Assets ” for more information on the Company’s intangible assets. Finite-lived intangible assets are amortized over the estimated economic useful lives of the assets, which is the period during which expected cash flows support the fair value of such intangible assets. The Company reviews finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets or asset group may not be recoverable. When such an event occurs, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the related asset group’s carrying value. Refer to Note “ 6. Intangible Assets ” for more information on the Company’s intangible assets. Goodwill Goodwill represents the excess of the purchase price of an acquired business or assets over the fair value of the identifiable assets acquired and liabilities assumed. Goodwill is not amortized, but is tested for impairment 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 operates as one segment, which is considered to be the sole reporting unit, and therefore goodwill is tested for impairment at the consolidated level. Refer to Note “ 5. Business Combination ” and Note “ 7. Goodwill ” for more information. Revenue Recognition Revenue is comprised of product revenue net of returns, discounts, administration fees and sales rebates. The Company adopted the guidance under ASC 606 on January 1, 2018 using the modified retrospective method for all contracts not completed as of the date of adoption. Therefore, the comparative prior year information has not been adjusted and continues to be reported under ASC 605 with the impact of the adoption reflected in opening retained earnings in 2018. Under ASC 606, the Company recognizes revenue when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Revenue from product sales is recognized either on the date of shipment or the date of receipt by the customer, but is deferred for certain transactions when control has not yet transferred. W ith respect to products that the Company consigns to hospitals, which primarily consist of coils, the Company recognizes revenue at the time hospitals utilize products in a procedure. Deferred revenue represents amounts that the Company has already invoiced its customers and that are ultimately expected to be recognized as revenue, but for which not all revenue recognition criteria have been met. As of December 31, 2018 and December 31, 2017, respectively, the Company's deferred revenue balance was not material. Revenue is recorded at the net sales price, which includes estimates of variable consideration such as product returns utilizing historical return rates, rebates, discounts, and other adjustments to net revenue. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price. Variable consideration is included in revenue only to the extent that it is probable that a significant reversal of the revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company’s terms and conditions permit product returns and exchanges. The Company bases its estimates for sales returns on actual historical returns over the prior three years and they are recorded as reductions in revenue at the time of sale. Upon recognition, the Company reduces revenue and cost of revenue for the estimated return. Return rates can fluctuate over time, but are sufficiently predictable to allow the Company to estimate expected future product returns. For more information and disclosures on the Company’s revenue, refer to Note “ 14. Revenues .” Shipping Costs Shipping and handling costs charged to customers are recorded as revenue. Shipping and handling costs are included in cost of revenue. Research and Development (“R&D”) Costs R&D costs primarily consist of product development, clinical and regulatory expenses, materials, depreciation and other costs associated with the development of the Company’s products. R&D costs also include related personnel and consultants’ salaries, benefits and related costs, including stock-based compensation. The Company expenses R&D costs as they are incurred. The Company’s clinical trial accruals are based on estimates of patient enrollment and related costs at clinical investigator sites. The Company estimates preclinical and clinical trial expenses based on the services performed pursuant to contracts with research institutions and clinical research organizations that conduct and manage preclinical studies and clinical trials on its behalf. In accruing service fees, the Company estimates the time period over which services will be performed and the level of patient enrollment and activity expended in each period. If the actual timing of the performance of services or the level of effort varies from the estimate, the Company will adjust the accrual accordingly. Payments made to third parties under these arrangements in advance of the receipt of the related services are recorded as prepaid expenses until the services are rendered. Advertising Costs Advertising costs are included in sales, general and administrative expenses and are expensed as incurred. Advertising costs were $0.5 million , $0.7 million and $0.5 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. Stock-Based Compensation The Company recognizes the cost of stock-based compensation in the financial statements based upon fair value. The fair value of restricted stock and restricted stock unit (“RSU”) awards is determined based on the number of units granted and the closing price of the Company’s common stock as of the grant date. The fair value of each purchase under the employee stock purchase plan (“ESPP”) is estimated at the beginning of the offering period using the Black-Scholes option pricing model. The fair value of stock options is determined as of the grant date using the Black-Scholes option pricing model. The Company’s determination of the fair value of equity-settled awards is impacted by the price of the Company’s common stock as well as changes in assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the expected term that awards will remain outstanding, expected common stock price volatility over the term of the awards, risk-free interest rates and expected dividends. The fair value of an award is recognized over the requisite service period (usually the vesting period) on a straight-line basis. Stock-based compensation expense recognized at fair value includes the impact of estimated forfeitures. The Company estimates future forfeitures at the date of grant and revises the estimates, if necessary, in subsequent periods if actual forfeitures differ from those estimates. To the extent actual forfeiture results differ from the estimates, the difference is recorded as a cumulative adjustment in the period forfeiture estimates are revised. No compensation cost is recorded for awards that do not vest. Prior to the adoption of Accounting Standard Update (“ASU”) No. 2018-07, “Compensation – Stock Compensation,” the Company recorded its equity instruments issued to non-employees at their fair value on the measurement date and were subject to periodic adjustments as the Company remeasured the fair value of the non-employee awards at each reporting period prior to vesting and at the vesting dates of each non-employee award. In the third quarter of 2018, the Company adopted ASU 2018-07 and recognizes the fair value of non-employee awards over the requisite service period (usually the vesting period) on a straight-line basis. Therefore, equity instruments issued to non-employees are recorded at their fair value on the grant date in the same manner as employee awards. The fair value of these equity instruments is expensed over the service period. Estimates of the fair value of equity-settled awards as of the grant date using valuation models, such as the Black-Scholes option pricing model, are affected by assumptions regarding a number of complex variables. Changes in the assumptions can materially affect the fair value of the award and ultimately how much stock-based compensation expense is recognized. These inputs are subjective and generally require significant analysis and judgment to develop. For all stock options granted prior to the Company’s IPO, the Company estimated the volatility data based on a study of publicly traded industry peer companies. For purposes of identifying these peer companies, the Company considered the industry, stage of development, size and financial leverage of potential comparable companies. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the equity-settled award. For all stock options granted to date, the Company used the Staff Accounting Bulletin, No. 110 (“SAB 110”) simplified method to calculate the expected term, which is the average of the contractual term and vesting period. Income Taxes The Company accounts for income taxes using the asset and liability method, whereby deferred tax asset (“DTA”) and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce the net DTAs to their estimated realizable value. The calculation of the Company’s current provision for income taxes involves the use of estimates, assumptions and judgments while taking into account current tax laws, interpretation of current tax laws and possible outcomes of future tax audits. The Company has established reserves to address potential exposures related to tax positions that could be challenged by tax authorities. Although the Company believes its estimates, assumptions and judgments to be reasonable, any changes in tax law or its interpretation of tax laws and the resolutions of potential tax audits could significantly impact the amounts provided for income taxes in the Company’s consolidated financial statements. The calculation of the Company’s DTA balance involves the use of estimates, assumptions and judgments while taking into account estimates of the amounts and type of future taxable income. Actual future operating results and the underlying amount and type of income could differ materially from the Company’s estimates, assumptions and judgments thereby impacting the Company’s financial position and results of operations. The Company follows the guidance relating to accounting for uncertainty in income taxes, which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of uncertain tax positions taken or expected to be taken in the Company’s income tax return, and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods and disclosure. The Company includes interest and penalties related to unrecognized tax benefits within income tax expense in the accompanying consolidated statements of operations. Comprehensive Income Comprehensive income consists of net income, unrealized gains or losses on available-for-sale investments and the effects of foreign currency translation adjustments. The Company presents comprehensive income and its components in the consolidated statements of comprehensive (loss) income. Net Income (Loss) Per Share of Common Stock The Company’s basic net income (loss) attributable to Penumbra, Inc. per share is calculated by dividing the net income attributable to Penumbra, Inc. per share by the weighted average number of shares of common stock outstanding for the period. The diluted net income (loss) per share attributable to Penumbra, Inc. is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, restricted stock and restricted stock units are considered common stock equivalents. Recent Accounting Guidance Recently Adopted Accounting Standards In the first quarter of 2018, the Company adopted ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), and its associated amendments. Under the standard, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company applied the five step method outlined in the ASU to all revenue streams and elected to utilize the modified retrospective implementation method. The additional disclosures required by the ASU have been included in Note “ 14. Revenues .” In the first quarter of 2018, the Company adopted ASU No. 2016-18, Statement of Cash Flows: Restricted Cash, a consensus of the Financial Accounting Standards Board (“ FASB”) Emerging Issues Task Force. Under the standard, restricted cash and restricted cash equivalent amounts are presented within cash and cash equivalents when reconciling the total beginning and ending amounts shown on the statement of cash flows. When cash, cash equivalents, restricted cash and restricted cash equivalents are presented in more than one line item on the balance sheet, a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheet is required. The adoption of this standard did not have a material impact to the statement of cash flow for the years ended December 31, 2018 , 2017 and 2016 , as the Company did not hold any restricted cash as of December 31, 2018 , 2017 and 2016 . In the first quarter of 2018, the Company adopted ASU No. 2017-09, Compensation - Stock Compensation - Scope of Modification Accounting. The standard provides clarification on when modification accounting should be used for changes to the terms or conditions of a share-based payment award. This standard does not change the accounting for modifications but clarifies that modification accounting guidance should only be applied if there is a change to the value, vesting conditions, or award classification and would not be required if the changes are considered non-substantive. The standard is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The guidance was adopted on a prospective basis in the first quarter of 2018 and did not have any impact upon adoption. In the first quarter of 2018, the Company adopted ASU No. 2018-02, Income Statement - Reporting Comprehensive Income. The standard allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017 (the “Tax Reform Act”). The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted for any interim and annual financial statements that have not yet been issued. The Company elected to early adopt this standard on a prospective basis in the first quarter of 2018 and reclassify the stranded tax effects resulting from the Tax Reform Act from accumulated other comprehensive income to retained earnings. There were no additional income tax effects resulting from the Tax Reform Act reclassified from accumulated comprehensive income to retained earnings. The adoption of this standard did not have a material impact on the Company’s financial position. In the first quarter of 2018, the Company adopted ASU No. 2018-05, Income Taxes (“Topic 740”): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118, which included amendments to expand income tax accounting and disclosure guidance pursuant to SEC Staff Accounting Bulletin No. 118 (“SAB 118”) issued by the SEC in December 2017. SAB 118 provides guidance on accounting for the income tax effects of the Tax Reform Act. Refer to Note “ 12. Income Taxes ” for more information and disclosures related to this amended guidance. In the third quarter of 2018, the Company adopted ASU No. 2018-07, Compensation – Stock Compensation (“To |
Investments and Fair Value of F
Investments and Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Investments and Fair Value of Financial Instruments | 3. Investments and Fair Value of Financial Instruments Marketable Investments The Company’s marketable investments have been classified and accounted for as available-for-sale. The Company’s marketable investments as of December 31, 2018 and 2017 were as follows (in thousands): December 31, 2018 Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 13,701 $ — $ (3 ) $ 13,698 U.S. treasury 6,400 — (22 ) 6,378 U.S. agency securities and government sponsored securities 7,699 18 (27 ) 7,690 U.S. states and municipalities 5,134 — (12 ) 5,122 Corporate bonds 100,606 14 (469 ) 100,151 Total $ 133,540 $ 32 $ (533 ) $ 133,039 December 31, 2017 Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 19,941 $ — $ (8 ) $ 19,933 U.S. treasury 6,402 — (28 ) 6,374 U.S. agency securities and government sponsored securities 4,787 — (18 ) 4,769 U.S. states and municipalities 12,510 — (23 ) 12,487 Corporate bonds 120,648 23 (280 ) 120,391 Total $ 164,288 $ 23 $ (357 ) $ 163,954 The following tables present the gross unrealized losses and the fair value for those marketable investments that were in an unrealized loss position for less than and more than twelve months as of December 31, 2018 and 2017 (in thousands): December 31, 2018 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Commercial paper $ 12,208 $ (3 ) $ — $ — $ 12,208 $ (3 ) U.S. treasury — — 6,378 (22 ) 6,378 (22 ) U.S. agency securities and government sponsored securities 1,436 (5 ) 2,759 (22 ) 4,195 (27 ) U.S. states and municipalities 1,529 (5 ) 3,593 (7 ) 5,122 (12 ) Corporate bonds 58,961 (176 ) 33,215 (293 ) 92,176 (469 ) Total $ 74,134 $ (189 ) $ 45,945 $ (344 ) $ 120,079 $ (533 ) December 31, 2017 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Commercial paper $ 19,933 $ (8 ) $ — $ — $ 19,933 $ (8 ) U.S. treasury 6,374 (28 ) — — 6,374 (28 ) U.S. agency securities and government sponsored securities 2,778 (9 ) 1,991 (9 ) 4,769 (18 ) U.S. states and municipalities 10,092 (23 ) — — 10,092 (23 ) Corporate bonds 93,284 (188 ) 10,201 (92 ) 103,485 (280 ) Total $ 132,461 $ (256 ) $ 12,192 $ (101 ) $ 144,653 $ (357 ) The contractual maturities of the Company’s marketable investments as of December 31, 2018 and 2017 were as follows (in thousands): December 31, 2018 2017 Marketable Investments Fair Value Fair Value Due in one year $ 83,391 $ 104,272 Due in one to five years 49,648 59,682 Total $ 133,039 $ 163,954 Non-Marketable Equity Investments In the second quarter of 2017, the Company and Sixense Enterprises, Inc. (“Sixense”) formed MVI as a privately-held joint venture for the purpose of exploring healthcare applications of virtual reality technology , with each party holding 50% of the issued and outstanding equity of MVI. On August 31, 2018 (“ Transfer Agreement Closing Date ”), the Company entered into a Stoc k Transfer Agreement (the “Transfer Agreement”) between the Company, MVI and Sixense, to purchase an additional 40% of the equity interest in MVI from Sixense for an initial cash purchase price of $20.0 million , excluding the additional $4.5 million of probable future payments relating to an anti-dilution provision in the Transfer Agreement. Following the Transfer Agreement Closing Date , the Company owns a 90% controlling interest in MVI and Sixense retains the remaining 10% minority interest. Prior to the Transfer Agreement Closing Date , the Company accounted for its investment in MVI under the equity method and was not required to consolidate MVI and determined that MVI was not a variable interest entity (“VIE”). Furthermore, pursuant to agreements between the parties at the time of MVI’s formation, the Company was obligated to perform certain services or make additional cash contributions to MVI for no additional equity interest. These services included, but were not limited to, information technology, accounting, other administrative services and research and development. The Company’s contributions made prior to the Transfer Agreement Closing Date are presented as a component of the “ Contributions to non-marketable investments ” in the consolidated statements of cash flows. As of December 31, 2017 , the carrying value of the non-marketable equity investment was approximately $3.9 million , representing the Company’s contributions to MVI offset by the Company’s share of equity method investee losses, and is presented in long-term investments on the consolidated balance sheet. For the year ended December 31, 2017 , MVI had no revenue and recorded a net loss of $2.9 million . For the eight months ended August 31, 2018, prior to the Transfer Agreement Closing Date , MVI had no revenue and recorded a net loss of $6.2 million . The Company reflected its 50% share of MVI’s losses as equity in losses of unconsolidated investee in the consolidated statements of operations through the Transfer Agreement Closing Date . Prior to the Transfer Agreement Closing Date , the unconsolidated balance sheet of MVI had total assets of $5.2 million , total liabilities of $1.0 million and total equity of $4.2 million . As of December 31, 2017 , the unconsolidated balance sheet of MVI primarily consists of cash remaining from the initial investment and intangible assets totaling $7.9 million . Impact of Transfer Agreement on Non-Marketable Equity Investments The Company accounted for the Transfer Agreement as an asset acquisition, as it was determined that the transaction did not me et the definition of a business under the framework of the authoritative accounting guidance for business combinations. The total consideration transferred has been allocated to the non-monetary assets acquired and liabilities assumed based on their relative fair value. The following table presents the components of the consideration transferred at fair value as of the Transfer Agreement Closing Date (amounts presented in thousands): Amount Cash transferred $ 20,000 Anti-dilution protection at Transfer Agreement Closing Date 4,500 Carrying amount of Penumbra’s equity method investment in MVI 2,202 Fair value of the remaining non-controlling interest 3,365 Total consideration transferred $ 30,067 In addition to the cash transferred, the consideration included a probable contingent liability related to an anti-dilution provision whereby the Company may be obligated to contribute funds for the issuance of additional shares of MVI to Sixense with an aggregate value of up to $4.5 million . During the year ended December 31, 2018, the Company contributed $0.5 million to MVI related to the anti-dilution provision. As of December 31, 2018 , the current and non-current portion of the related liability was $1.5 million and $2.5 million , respectively. The consideration transferred also included the $2.2 million carrying amount of the Company’s equity method investment in MVI as of the Transfer Agreement Closing Date , which was written -off as part of the accounting for the Transfer Agreement. The Company also recorded $3.4 million in non-controlling interest on the consolidated financial statements related to the fair value of the remaining minority interest held by Sixense as of the Transfer Agreement Closing Date . The primary asset acquired in the Transfer Agreement constitutes an in-process research and development asset (“IPR&D”). Due to the nature of the other assets acquired and liabilities assumed, the difference between the fair value of the consideration transferred and the fair value of the tangible net liabilities acquired was allocated solely to the IPR&D. The Company recorded a charge of $30.8 million to acquired in-process research and development expense in the consolidated statements of operations at the Transfer Agreement Closing Date because the Company determined that (1) the IPR&D asset had not yet reached technological feasibility and MVI had not yet obtained the appropriate regulatory approval for any products and (2) the asset had no alternative future use as of the Transfer Agreement Closing Date . Following the Transfer Agreement Closing Date , the financial results of MVI have been consolidated into the accompanying consolidated financial statements, with t he amounts attributable to the non-controlling interest classified separately . Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company classifies its cash equivalents and marketable investments within Level 1 and Level 2, as it uses quoted market prices or alternative pricing sources and models utilizing market observable inputs. The Company determined the fair value of its Level 1 financial instruments, which are traded in active markets, using quoted market prices for identical instruments. Marketable investments classified within Level 2 of the fair value hierarchy are valued based on other observable inputs, including broker or dealer quotations or alternative pricing sources. When quoted prices in active markets for identical assets or liabilities are not available, the Company relies on non-binding quotes from its investment managers, which are based on proprietary valuation models of independent pricing services. These models generally use inputs such as observable market data, quoted market prices for similar instruments, historical pricing trends of a security as relative to its peers. To validate the fair value determination provided by its investment managers, the Company reviews the pricing movement in the context of overall market trends and trading information from its investment managers. In addition, the Company assesses the inputs and methods used in determining the fair value in order to determine the classification of securities in the fair value hierarchy. The following tables set forth the Company’s financial assets and liabilities measured at fair value by level within the fair value hierarchy (in thousands): As of December 31, 2018 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 10,967 $ — $ 10,967 Money market funds 12,087 — — 12,087 Marketable investments: Commercial paper — 13,698 — 13,698 U.S. treasury 6,378 — — 6,378 U.S. agency and government sponsored securities — 7,690 — 7,690 U.S. states and municipalities — 5,122 — 5,122 Corporate bonds — 100,151 — 100,151 Total $ 18,465 $ 137,628 $ — $ 156,093 Financial Liabilities: Contingent consideration obligations $ — $ — $ 2,571 $ 2,571 Total $ — $ — $ 2,571 $ 2,571 As of December 31, 2017 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 9,185 $ — $ 9,185 Money market funds 2,264 — — 2,264 Marketable investments: Commercial paper — 19,933 — 19,933 U.S. treasury 6,374 — — 6,374 U.S. agency and government sponsored securities — 4,769 — 4,769 U.S. states and municipalities — 12,487 — 12,487 Corporate bonds — 120,391 — 120,391 Total $ 8,638 $ 166,765 $ — $ 175,403 Financial Liabilities: Contingent consideration obligations $ — $ — $ 4,675 $ 4,675 Total $ — $ — $ 4,675 $ 4,675 Contingent Consideration Obligations As of December 31, 2018 and December 31, 2017 , the Company’s contingent consideration liability relates to milestone payments due in connection with the acquisition of Crossmed and is classified as a Level 3 measurement for which fair value is derived from various inputs, including forecasted revenues during the earn-out milestone periods, revenue volatilities, discount rates, and estimates in the timing and likelihood of achieving revenue-based milestones. The fair value of the contingent consideration liability is remeasured each reporting period. Of the $2.6 million contingent consideration liability as of December 31, 2018 , $1.3 million relates to a liability based on actual revenue performance for the year ended December 31, 2018 and is not based on unobservable inputs. Accordingly, only the portion of the contingent consideration liability based on unobservable inputs is included in the table below. The following table presents quantitative information about certain unobservable inputs used in the Level 3 fair value measurement of the Company’s contingent consideration liability, other than the forecasted revenues during the earn-out milestone period: Fair Value at December 31, 2018 (in thousands) Valuation Method Unobservable Inputs Inputs Crossmed: Revenue-based milestones $ 1,268 Monte Carlo Simulation Earn-out period over which revenue-based milestone payments are made 2019 Risk-adjusted discount rate 15% Revenue volatilities for each type of revenue-based milestone 5.1% and 18.4% The following table summarizes the changes in fair value of the contingent consideration obligation for the year ended December 31, 2018 (in thousands): Fair Value of Contingent Consideration Balance at December 31, 2017 $ 4,675 Payments of contingent consideration liabilities (3,017 ) Changes in fair value 950 Foreign currency remeasurement (37 ) Balance at December 31, 2018 $ 2,571 During the year ended December 31, 2018 , the fair value of the contingent consideration obligation increased by $1.0 million , which was recorded in sales, general and administrative expense in the consolidated statements of operations. The fair value of the contingent consideration increased as a result of updates to the underlying forecasts based on actual results to date and changes in estimates. For more information refer to Note “ 5. Business Combination .” During the years ended December 31, 2018 , 2017 , and 2016 , the Company did not record impairment charges related to its marketable investments and the Company did not hold any Level 3 marketable investments as of December 31, 2018 and 2017 . During the year ended December 31, 2018 and 2017 , the Company did not have any transfers between Level 1, Level 2 or Level 3 of the fair value hierarchy. Additionally, the Company did not have any financial assets and liabilities measured at fair value on a non-recurring basis as of December 31, 2018 and 2017 . |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Accounts Receivable, Net The Company’s allowance for doubtful accounts comprised of the following (in thousands): Balance At Charged To Costs And Expenses Deductions (1) Balance At End Of Year For the year ended: December 31, 2016 $ 589 $ 216 $ (121 ) $ 684 December 31, 2017 684 606 — 1,290 December 31, 2018 1,290 1,563 (71 ) 2,782 (1) Represents the effect of currency translation adjustments and write-offs of uncollectible accounts, net of recoveries. Inventories The components of inventories consisted of the following (in thousands): December 31, 2018 2017 Raw materials $ 18,829 $ 13,529 Work in process 10,630 6,073 Finished goods 86,282 75,299 Inventories $ 115,741 $ 94,901 Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): December 31, 2018 2017 Machinery and equipment $ 15,400 $ 12,456 Furniture and fixtures 7,140 6,458 Leasehold improvements 17,665 15,926 Software 4,095 3,547 Computers 3,289 1,737 Construction in progress 3,234 1,326 Total property and equipment 50,823 41,450 Less: Accumulated depreciation and amortization (15,416 ) (10,551 ) Property and equipment, net $ 35,407 $ 30,899 Depreciation and amortization expense, excluding intangible assets, was $5.1 million , $3.4 million and $2.3 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. Accrued Liabilities The following table shows the components of accrued liabilities as of December 31, 2018 and 2017 (in thousands): December 31, December 31, Payroll and employee-related expenses $ 33,838 $ 22,001 Accrued expenses 4,088 3,927 Sales return reserve 2,986 3,035 Product warranty 1,875 1,088 Contingent consideration & other acquisition-related costs (1) 4,439 4,752 Other accrued liabilities 10,660 10,022 Total accrued liabilities $ 57,886 $ 44,825 (1) Acquisition-related costs consist of the current portion of contingent liabilities related to (1) the cash milestone payments and working capital adjustment liabilities for the acquisition of Crossmed and (2) an anti-dilution provision for the asset acquisition of MVI. Refer to Note “ 5. Business Combination ” for more information on the acquisition of Crossmed and Note “ 3. Investments and Fair Value of Financial Instruments ” for more information on the MVI asset acquisition. The following table shows the changes in the Company’s estimated product warranty accrual, included in accrued liabilities, as of December 31, 2018 , 2017 and 2016 (in thousands): December 31, 2018 2017 2016 Balance at the beginning of the year $ 1,088 $ 1,254 $ 713 Accruals of warranties issued 1,336 471 1,176 Settlements of warranty claims (549 ) (637 ) (635 ) Balance at the end of the year $ 1,875 $ 1,088 $ 1,254 Other Non-Current Liabilities The following table shows the components of other non-current liabilities as of December 31, 2018 and 2017 (in thousands): December 31, 2018 2017 Deferred tax liabilities $ 4,171 $ 3,299 Licensing-related cost (1) 11,506 12,717 Asset acquisition-related costs (2) 2,500 — Other non-current liabilities 766 2,462 Total other non-current liabilities $ 18,943 $ 18,478 (1) Amount relates to the non-current liability recorded for probable future milestone payments to be made under the licensing agreement described in Note “ 6. Intangible Assets .” Refer therein for more information. (2) Asset acquisition-related costs represents the non-current portion of the probable contingent liability related to an anti-dilution provision for the asset acquisition of MVI. Refer to Note “ 3. Investments and Fair Value of Financial Instruments ” for more information on the MVI asset acquisition. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combination | 5. Business Combination On July 3, 2017 (the “Closing Date”), the Company completed the acquisition of Crossmed, a joint stock company organized under the laws of Italy. Crossmed is engaged in the business of distributing medical supplies and equipment in Italy, San Marino, Vatican City and Switzerland. Crossmed was the Company’s exclusive distributor in Italy, San Marino, and Vatican City and the acquisition provides the Company with a direct relationship with its customers in these regions. As of the Closing Date, Crossmed became a wholly-owned subsidiary of the Company and was integrated into the Company’s core business. The acquisition of Crossmed did not result in any changes to the Company’s operating or reportable segment structure and the Company continues to operate as one operating segment. The following table summarizes the Closing Date fair value of the consideration transferred, reflecting the measurement period adjustments recorded in the fourth quarter of 2017 (in thousands): Fair Value of Consideration Transferred Cash, net of working capital and financial debt adjustments $ 11,088 Fair value of contingent consideration for milestone payments 4,343 Contract purchase price $ 15,431 Consideration for settlement of pre-existing receivable due from Crossmed to Penumbra 3,273 Total value of consideration transferred $ 18,704 On the Closing Date, the Company paid the sellers of Crossmed an initial payment of €8.2 million , or approximately $9.4 million , subject to post-closing adjustments for working capital and financial debt. The Company is also obligated to pay additional consideration in the form of milestone payments based on Crossmed’s net revenue and may be required to pay additional consideration based on incremental net revenue, for the year ended December 31, 2017, and each of the years ending December 31, 2018 and 2019. There is no limit on the milestone payments that can be paid out. As of December 31, 2017 , the fair value of the current and non-current portion of the related liabilities for the future cash milestone payments on the consolidated balance sheet was $2.9 million and $1.7 million , respectively. As of December 31, 2018 , the fair value of the liability related to the future cash milestone payments was $2.6 million and was classified as a current liability on the consolidated balance sheet. For more information with respect to the nature and fair value of the Company’s contingent consideration obligations, refer to Note “ 3. Investments and Fair Value of Financial Instruments .” During the year ended December 31, 2018 , the Company made $4.5 million in cash payments to the Sellers, of which $3.0 million related to the achievement of the 2017 milestones and the remainder related to working capital and financial debt adjustments. These payments have been presented as a component of financing activities in the consolidated statement of cash flows due to the nature and timing of the payments. The purchase price measurement period was closed as of June 30, 2018. The following table presents the allocation of the purchase price for Crossmed, reflecting the measurement period adjustments recorded in 2017 (in thousands): Acquisition-Date Fair Value Estimated Useful Life of Finite-Lived Intangible Assets Tangible assets acquired and (liabilities) assumed: Accounts receivable $ 4,406 Inventories 1,343 Other current and non-current assets (1) 1,596 Property and equipment, net 829 Accounts payable (740 ) Accrued liabilities and obligations for short-term debt and credit facilities (1) (1,868 ) Deferred tax liabilities (2,472 ) Other non-current liabilities (797 ) Intangible assets acquired: Customer relationships $ 6,790 15 years Other 1,750 5 years Goodwill (1) 7,867 Total purchase price (1) $ 18,704 (1) During the fourth quarter of 2017 , the Company recorded $1.2 million in measurement period adjustments which increased the purchase price, primarily related to working capital and financial debt adjustments. Acquired intangible assets are classified as Level 3 measurements for which fair value is derived from valuations based on inputs that are unobservable and significant to the overall fair value measurement. The Company used the income approach, specifically the discounted cash flow method and the incremental cash flow approach, to derive the fair value of the customer relationships and other intangible assets. Customer relationships are direct relationships with physicians and hospitals performing procedures with the distributed products. Other intangibles consists of non-Penumbra supplier relationships and sub-distributor relationships with third parties used to sell products, both as of the Closing Date. The intangible assets are amortized on a straight-line basis over their assigned estimated useful lives. The amortization of the acquired intangible assets are not deductible for tax purposes. As a result, a $2.5 million deferred tax liability was recorded as of the Closing Date. The goodwill arising from the Crossmed acquisition is primarily attributed to expected synergies from future growth and assembled workforce. Goodwill is not deductible for tax purposes. Crossmed’s net revenue in the Company’s consolidated statements of operations was $6.2 million for the year ended December 31, 2017 . Crossmed’s net income included in the Company’s consolidated statements of operations was $0.2 million for the year ended December 31, 2017 . The following table presents certain unaudited pro forma information, for illustrative purposes only, for the years ended December 31, 2017 and 2016 , as if Crossmed had been acquired on January 1, 2016. The unaudited estimated pro forma information combines the historical results of Crossmed with the Company’s consolidated historical results and includes certain pro forma adjustments, including intangible asset amortization and the elimination of pre-acquisition sales Penumbra made to Crossmed for the respective periods. The pro forma information may not be indicative of what would have occurred had the acquisition taken place on January 1, 2016, and may not be indicative of the Company’s future consolidated results. Additionally, the pro forma financial information does not include the impact of possible business model changes and does not reflect pro forma adjustments to conform accounting policies between Crossmed and the Company. The unaudited pro forma information is presented below (unaudited, in thousands): December 31, 2017 2016 Pro forma net revenue $ 336,557 $ 268,262 Pro forma net income 5,992 14,816 |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 6. Intangible Assets The following table presents details of the Company’s acquired finite-lived and indefinite-lived intangible assets as of December 31, 2018 and December 31, 2017 , (in thousands, except weighted-average amortization period): As of December 31, 2018 Weighted-Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Customer relationships 15.0 years $ 6,823 $ (681 ) $ 6,142 Trade secrets and processes 20.0 years 5,256 (263 ) 4,993 Other 5.0 years 1,759 (528 ) 1,231 Total intangible assets subject to amortization 16.0 years $ 13,838 $ (1,472 ) $ 12,366 Intangible assets related to licensed technology 14,879 — 14,879 Total intangible assets $ 28,717 $ (1,472 ) $ 27,245 As of December 31, 2017 Weighted-Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Customer relationships 15.0 years $ 7,141 $ (238 ) $ 6,903 Other 5.0 years 1,841 (183 ) 1,658 Total intangible assets subject to amortization 13.1 years $ 8,982 $ (421 ) $ 8,561 Intangible assets related to licensed technology 15,217 — 15,217 Total intangible assets $ 24,199 $ (421 ) $ 23,778 The customer relationships and other intangible assets subject to amortization relate to the Company’s acquisition of Crossmed during the third quarter of 2017. The gross carrying amount and accumulated amortization of these intangible assets are subject to foreign currency translation effects. Refer to Note “ 5. Business Combination ” for more information. The Company’s trade secrets and processes intangible asset was recognized in connection with a royalty buyout agreement during the first quarter of 2018, which is discussed further in Note “ 8. Commitments and Contingencies ” and Note “ 9. Stockholders’ Equity .” The Company’s licensed technology intangible asset is discussed further below in this footnote. The following table presents the amortization recorded related to the Company’s finite-lived intangible assets (in thousands) Year Ended December 31, 2018 2017 Cost of revenue $ 263 $ — Sales, general and administrative 832 418 Total $ 1,095 $ 418 The Company did not hold any intangible assets during the year ended December 31, 2016 . As of December 31, 2018 , expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter is as follows (in thousands): Amortization Expense 2019 $ 1,069 2020 1,069 2021 1,069 2022 894 2023 718 Thereafter 7,547 Total amortization $ 12,366 Licensed technology During the third quarter of 2017, the Company entered into an exclusive technology license agreement (the “License Agreement”) that required the Company to pay an upfront payment to the licensor of $2.5 million and future revenue milestone-based payments on sales of products covered by the licensed intellectual property. The Company recorded an intangible asset equal to the total payments made and expected to be made under the License Agreement and a corresponding contingent liability for the probable future milestone payments not yet paid. As of December 31, 2018 , the licensed technology is accounted for as an indefinite-lived intangible asset. Upon the commercialization of the underlying product utilizing the licensed technology, the capitalized amount will be amortized over its estimated useful life. At the end of each reporting period the Company adjusts the contingent liabilities to reflect the amount of future milestone payments that are probable to be paid. Prior to the commercialization of products utilizing the underlying technology, any changes in the contingent liability are recorded as an adjustment between the liability balances and the gross carrying amount of the indefinite-lived intangible asset. During the year ended December 31, 2018 , the contingent liability related to the exclusive technology license agreement decreased by $0.3 million . The changes in the contingent liability balance were due to changes in the underlying revenue forecasts used to estimate the probable future milestone payments. As of December 31, 2018 , the balance of the contingent liability related to probable future milestone payments under the Licensing Agreement was $12.4 million , of which $0.9 million and $11.5 million were included in accrued liabilities and other non-current liabilities on the consolidated balance sheet, respectively. As of December 31, 2017 , the balance of the contingent liability related to probable future milestone payments under the Licensing Agreement was $12.7 million which was included in other non-current liabilities on the consolidated balance sheet. As of December 31, 2018 , the gross carrying amount of the indefinite-lived intangible asset was $14.9 million . The Company completed its annual impairment analysis of its indefinite-lived intangible asset during the fourth quarter of 2018 and determined that there was no impairment of the indefinite-lived intangible asset. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | 7. Goodwill The following table presents the changes in goodwill during the year ended December 31, 2018 (in thousands): Total Company Balance as of December 31, 2017 $ 8,178 Foreign currency translation adjustments (365 ) Balance as of December 31, 2018 $ 7,813 Goodwill Impairment Review The Company reviews goodwill for impairment annually during the fourth quarter, on October 31st, or more frequently if events or circumstances indicate that an impairment loss may have occurred. The Company determined that based on its organizational structure and the availability of discrete financial information regularly reviewed that there is only one reporting unit at the consolidated level as of and for the years ending December 31, 2018 and 2017. During the fourth quarter of 2018 and 2017 , the Company reviewed goodwill for impairment and no impairment was identified. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Lease Commitments The Company leases its offices primarily under non-cancelable operating leases that expire at various dates through 2031 , subject to our option to renew certain leases for an additional five to fifteen years. From time to time through December 31, 2025 , if any space in any of the buildings located in the same business park as our corporate headquarters’ campus becomes vacant, that space will be added to the lease at the then current base monthly rental rate. The maximum additional space that could be added under this provision of the lease as of December 31, 2018 , is approximately 100,000 . The additional space could potentially result in approximately $1.6 million of annual rent expense based on current terms of the lease. The table below does not include the Company ’s potential obligation for the additional space(s) that may be added to the lease by the landlord. The Company leases other equipment and vehicles primarily under non-cancelable operating leases that expire at various dates through 2023 . During the third quarter of 2018 , the Company signed a fifteen year lease for approximately 160,000 square feet to serve as a manufacturing facility in Roseville, California (the “Roseville Lease”). The lease is expected to commence upon substantial completion of the improvements to the building, which the Company anticipates will be completed within the next two years. The total estimated lease payments over the fifteen year lease term is approximately $40.9 million . The Company has an option to renew for an additional five to ten years. Rent expense for the years ended December 31, 2018 , 2017 and 2016 was $5.8 million , $5.8 million and $5.2 million , respectively. In addition to the amounts included in the table below, certain lease agreements require the Company to make payments during the lease term for taxes, insurance and other operating expenses. Future minimum lease payments under the non-cancelable leases as of December 31, 2018 are as follows (in thousands): Lease Payments (1) Year Ending December 31: 2019 $ 6,575 2020 6,571 2021 5,809 2022 5,772 2023 5,735 Thereafter 40,194 Total future minimum lease payments $ 70,656 (1) The table above excludes the estimated future minimum lease payment for the Company’s Roseville Lease, due to the uncertainty around the timing of when the lease will commence and payments will be due. Purchase Commitments As of December 31, 2018 , the Company had non-cancelable purchase obligations to suppliers of $23.1 million . Royalty Obligations In March 2005, the Company entered into a license agreement that requires the Company to make minimum royalty payments to the licensor, on a quarterly basis. As of December 31, 2018 , 2017 and 2016 , the license agreement requires minimum annual royalty payments of $0.1 million in equal quarterly installments. On each January 1, the quarterly calendar year minimum royalty shall be adjusted to equal the prior year’s minimum royalty adjusted by a percentage equal to the percentage change in the “consumer price index for all urban consumers” for the prior calendar year as reported by the U.S. Department of Labor. Unless terminated earlier, the term of the license agreement shall continue until the expiration of the last to expire patent that covers that licensed product or for the period of fifteen years following the first commercial sale of such licensed product, whichever is longer. The first commercial sale of covered products occurred in June 2007. In April 2012, the Company entered into an agreement that requires the Company to pay, on a quarterly basis, a 5% royalty on sales of products covered under applicable patents. The first commercial sale of covered products occurred in April 2014. Unless terminated earlier, the royalty term for each applicable product shall continue for fifteen years following the first commercial sale of such patented product, or when the applicable patent covering such product has expired, whichever is sooner. In November 2013, the Company entered into an agreement that requires the Company to pay, on a quarterly basis, a 3% royalty on the first $5 million in sales and a 1% royalty on sales thereafter of products covered under applicable patents. The agreement was terminated effective January 1, 2018. In April 2015, the Company entered into a royalty agreement that required the Company to pay a 2% royalty on sales of certain products covered by the agreement, on a quarterly basis, in exchange for certain trade secrets and processes which were used to develop such covered products. The Company began the first commercial sale of the covered products in July 2015. In the first quarter of 2018, the Company entered into a buyout of this agreement (the “Buyout Agreement”) in which future royalty payments were canceled in exchange for shares of the Company’s common stock with a fair value of $5.3 million . The Company recorded an intangible asset equal to the $5.3 million buyout amount which will be amortized into cost of sales over the period in which the Company receives future economic benefit . After determining that the pattern of future cash flows associated with this intangible asset could not be reliably estimated with a high level of precision, the Company concluded that the intangible asset will be amortized on a straight‑line basis over its estimated useful life. For more information refer to Note “ 6. Intangible Assets ” and Note “ 9. Stockholders’ Equity .” Royalty expense included in cost of sales for the years ended December 31, 2018 , 2017 and 2016 was $3.4 million , $4.1 million and $2.9 million , respectively. Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Refer to Note “ 6. Intangible Assets ” for more information on contingent liabilities recorded on the consolidated balance sheet. Indemnification The Company enters into standard indemnification arrangements in the ordinary course of business. In many such arrangements, the Company agrees to indemnify, hold harmless, and reimburse the indemnified parties for losses suffered or incurred by the indemnified parties in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third-party with respect to the Company’s technology. The Company also agrees to indemnify many purchasers for product defect and similar claims. The term of these indemnification agreements is generally perpetual. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable because it involves claims that may be made against the Company in the future, but have not yet been made. The Company has entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of the individual. The Company has not incurred costs to defend lawsuits or settle claims related to these indemnification agreements. No liability associated with any of these indemnification requirements has been recorded to date. Litigation From time to time, the Company is subject to other claims and assessments in the ordinary course of business. The Company is not currently a party to any such litigation matter that, individually or in the aggregate, is expected to have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity Stockholders’ Equity Preferred Stock The Company has 5,000,000 of authorized preferred stock issuable. There is no preferred stock outstanding as of December 31, 2018 and 2017 . Common Stock Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors, subject to the prior rights of holders of all classes of stock outstanding. In the first quarter of 2018, the Company issued 53,256 fully vested restricted stock units with a fair value of $5.3 million in connection with the Buyout Agreement, as discussed in Note “ 6. Intangible Assets ” and Note “ 8. Commitments and Contingencies .” The Company recorded the $5.3 million fair value of the shares issued to additional-paid in capital on the consolidated balance sheet upon the issuance of the awards, with the associated expense being amortized into cost of sales over the period in which the Company receives future economic benefit from the buyout. Issuance of Common Stock in Public Offerings In March 2017, the Company issued and sold an aggregate of 1,495,000 shares of common stock at a public offering price of $76.00 per share, less the underwriters ’ discounts and commissions, pursuant to an underwritten public offering . The Company received approximately $106.3 million in net cash proceeds after deducting underwriting discounts and commissions of $6.8 million and other offering expenses of $0.5 million . Stock-Based Benefit Plans 2005 Stock Plan The Company adopted the Penumbra, Inc. 2005 Stock Plan (“the 2005 Plan”) in January 2005. The 2005 Plan was subsequently amended and restated in 2006, 2007, 2008 and 2010. Under the 2005 Plan, the board of directors could grant incentive stock options (“ISO s” ), nonqualified stock options (“NSOs”), and/or stock awards to eligible persons, including employees, nonemployees, directors, consultants and other independent advisors who provide services to the Company. Stock purchase rights could also be granted under the 2005 Plan. The board of directors had the authority to determine to whom options would be granted, the number of options, the term and the exercise price. ISOs could only be granted to Company employees, which include officers and directors of the Company. NSOs and stock purchase rights could be granted to employees and consultants. For individuals holding more than 10% of the voting rights of all classes of stock, the exercise price for an ISO could not be less than 110% of fair market value. Options granted under the 2005 Plan permitted an optionee to exercise options immediately upon grant irrespective of the vesting term. Options generally vest annually at a rate of 1/4 after the first year and 1/48 per month thereafter. The term of the options is no longer than five years for ISOs, for which the grantee owns greater than 10% of the voting power of all classes of stock and no longer than 10 years for all other options. On September 17, 2015, the 2014 Equity Incentive Plan (as amended and restated, the 2014 Plan) replaced the 2005 Plan and no further equity awards may be granted under the 2005 Plan. The remaining 564 shares of common stock available for issuance from the 2005 Plan were transferred to and may be granted under the 2014 Plan. As of December 31, 2018 , 267,577 shares of common stock were reserved for issuance under the 2005 Plan. 2011 Equity Incentive Plan The Company adopted the Penumbra, Inc. 2011 Equity Incentive Plan (“the 2011 Plan”) in October 2011. Under the 2011 Plan, the board of directors could grant ISOs, NSOs, restricted stock, and/or RSUs to eligible persons, including employees, directors and consultants who provide services to the Company. Stock Appreciation Rights (“SAR”) could also be granted under the 2011 Plan. The board of directors had the authority to determine to whom options would be granted, the number of options, the term and the exercise price. ISOs could only be granted to Company employees, which include officers and directors of the Company. NSOs, SARs, restricted stock and RSUs could be granted to employees and consultants. For individuals holding more than 10% of the voting rights of all classes of stock, the exercise price for an ISO could not be less than 110% of fair market value. Stock options granted under the 2011 Plan generally have a contractual life of ten years, and generally vest over a period of four years. On September 17, 2015, the 2014 Plan replaced the 2011 Plan and no further equity awards may be granted under the 2011 Plan. The remaining 89,559 shares of common stock available for issuance from the 2011 Plan were transferred to and may be granted under the 2014 Plan. As of December 31, 2018 , 145,000 shares of common stock were reserved for issuance under the 2011 Plan. Amended and Restated 2014 Equity Incentive Plan The Company adopted the Penumbra, Inc. 2014 Equity Incentive Plan in May 2014. The plan was amended and restated as of September 17, 2015 (as amended and restated, “the 2014 Plan”). The 2014 Plan replaced the 2011 Plan and the 2005 Plan and no further equity awards may be granted under the 2011 Plan or the 2005 Plan. As of December 31, 2018 , 8,614,792 shares of common stock were reserved for issuance and 7,051,991 shares of common stock were available for grant under the 2014 Plan. Employee Stock Purchase Plan The Penumbra, Inc. Employee Stock Purchase Plan (“the ESPP’ ) , became effective on September 17, 2015. The ESPP initially reserved 600,000 shares of common stock for purchase under the ESPP, with the number of shares reserved for purchase increasing each year pursuant to an “evergreen” provision set forth in the ESPP. As of December 31, 2018 , 1,177,339 s hares of common stock were reserved and available for issuance under the plan. All qualifying employees of the Company and its designated subsidiaries are eligible to participate in the ESPP. Each offering to the Company’s employees to purchase stock under the ESPP will begin on each May 20 and November 20 and will end on the following November 19 and May 19, respectively, each referred to as offering periods, except that the first offering period under the ESPP began on September 17, 2015 and ended on May 19, 2016. Under the ESPP, each employee may purchase shares by authorizing payroll deductions at a minimum of 1% and up to 15% of his or her eligible compensation for each pay period during the offering period. Unless the participating employee withdraws from the offering, his or her accumulated payroll deductions will be used to purchase the Company’s common stock on the last business day of the offering period at a price equal to 85% of the fair market value of the common stock on either the first or the last day of the offering period, whichever is lower, provided that no more than 2,000 shares of the Company’s common stock or such other lesser maximum number established by the ESPP administrator may be purchased by any one employee during each offering period. Under applicable tax rules, an employee may purchase no more than $25,000 worth of common stock, valued at the start of the purchase period (corresponding to an offering period), under the ESPP in any calendar year. Early Exercises Stock options granted under the 2005 Plan and 2011 Plans allow the board of directors to grant awards to provide employee option holders the right to elect to exercise unvested options in exchange for restricted common stock. As of December 31, 2017 , there were 409 unvested shares, subject to a repurchase right held by the Company at the original issue price in the event the optionees’ employment was terminated either voluntarily or involuntarily. As of December 31, 2018 , there were no such early exercised unvested shares. For exercises of employee options, this right lapses according to the vesting schedule designated on the associated option grant. The repurchase terms are considered to be a forfeiture provision. The shares purchased by the employees pursuant to the early exercise of stock options are not deemed to be issued or outstanding for accounting purposes until those shares vest, though they are legally issued and outstanding. In addition, cash received from employees for exercise of unvested options is treated as a refundable deposit shown as a liability on the consolidated balance sheets and are transferred into common stock and additional paid-in-capital as the shares vest. Stock-Based Benefit Activity and Stock-Based Compensation Stock Options Activity of stock options under the 2005 Plan, 2011 Plan and 2014 Plan is set forth below: Number of Shares Weighted-Average Exercise Price Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (in thousands) Balance at December 31, 2017 2,107,104 $ 17.58 Exercised (416,209 ) 12.16 Canceled/Forfeited (2,014 ) 22.04 Balance at December 31, 2018 1,688,881 $ 18.91 Vested and expected to vest—December 31, 2018 1,687,771 $ 18.91 5.85 $ 174,337 Exercisable—December 31, 2018 1,454,103 $ 17.99 5.73 $ 151,528 The total intrinsic value of stock options exercised during the year ended December 31, 2018 , 2017 and 2016 was $49.1 million , $56.4 million and $53.1 million , respectively. The intrinsic value is calculated as the difference between the estimated fair value of the Company’s common stock at the exercise date and the exercise price of the stock option. Th e Company did not grant stock options during the years ended December 31, 2018 , 2017 and 2016 . Restricted Stock and Restricted Stock Units The activity of unvested restricted stock and restricted stock units under the Plans is set forth below: Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2017 742,405 $ 38.86 Granted 125,446 113.06 Vested (411,113 ) 40.69 Canceled/Forfeited (5,275 ) 82.68 Unvested at December 31, 2018 451,463 $ 57.29 The fair value of the restricted stock and restricted stock units that vested during the years ended December 31, 2018 , 2017 and 2016 was $47.0 million , $29.1 million and $9.9 million , respectively. As of December 31, 2018 , 441,166 restricted stock or restricted stock units are expected to vest. Employee Stock Purchase Plan Under the Penumbra, Inc. ESPP, employees purchased 74,344 , 91,685 , and 214,025 shares for $7.2 million , $5.8 million , and $6.6 million during the years ended December 31, 2018 , 2017 , and 2016 respectively. Stock-based Compensation The Company uses the Black-Scholes option pricing model to determine the fair value of stock options and ESPP. The valuation model for stock compensation expense requires the Company to make assumptions and judgments about the variables used in the calculation including the expected term (weighted average period of time that the options granted are expected to be outstanding); volatility of the Company’s common stock and an assumed-risk-free interest rate. The Company used the following assumptions in its Black-Scholes option pricing model to determine the fair value of equity settled awards: Equity Settled Awards Year Ended December 31, 2018 2017 2016 Expected term (in years) 0.50 0.50 0.50 Expected volatility 42% 34% 40% Risk-free interest rate 2.36% 1.26% 0.48% Expected dividend rate 0% 0% 0% The assumptions in the table above for fiscal 2018 , 2017 and 2016 , respectively relate only to ESPP. Weighted Average Expected Term. The Company’s expected term for ESPP is in line with the six month look-back period of its ESPP. Volatility. In 2018 , 2017 and 2016 , volatility assumptions used in the valuation of ESPP were calculated based on the historical volatility of the Company’s stock. Risk-Free Interest Rate. The risk-free interest rate is based upon U.S. Treasury zero-coupon issues with remaining terms similar to the expected term of the options or ESPP shares . Dividend Yield. The Company has never paid any dividends and does not plan to pay dividends in the foreseeable future, and therefore, used an expected dividend yield of zero in the valuation model. Forfeitures. The Company estimates forfeitures at the time of grant, and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting forfeitures and record stock-based compensation expense only for those awards that are expected to vest. To the extent actual forfeitures differ from the estimates, the difference will be recorded as a cumulative adjustment in the period that the estimates are revised. The following table sets forth the stock-based compensation expense included in the consolidated statements of operations (in thousands): Year Ended December 31, 2018 2017 2016 Cost of sales $ 1,004 $ 1,009 $ 1,132 Research and development 1,597 1,289 1,020 Sales, general and administrative 15,821 15,514 12,485 $ 18,422 $ 17,812 $ 14,637 As of December 31, 2018 , total unrecognized compensation cost was $22.6 million related to unvested share-based compensation arrangements which is expected to be recognized over a weighted average period of 2.1 years. The total stock-based compensation cost capitalized in inventory was $0.4 million , $0.2 million and $0.4 million as of December 31, 2018 , 2017 and 2016 , respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | 10. Accumulated Other Comprehensive (Loss) Income Other comprehensive (loss) income consists of two components: unrealized gains or losses on the Company’s available-for-sale marketable investments and gains or losses from foreign currency translation adjustments. Until realized and reported as a component of net income, these comprehensive (loss) income items accumulate and are included within accumulated other comprehensive (loss) income. Unrealized gains and losses on our marketable investments are reclassified from accumulated other comprehensive (loss) income into earnings when realized upon sale, and are determined based on specific identification of securities sold. Gains and losses from the translation of assets and liabilities denominated in non-U.S. dollar functional currencies are included in accumulated other comprehensive (loss) income. The following table summarizes the changes in the accumulated balances during the period, and includes information regarding the manner in which the reclassifications out of accumulated other comprehensive (loss) income into earnings affect our consolidated statements of comprehensive (loss) income (in thousands): Year Ended December 31, 2018 Year Ended December 31, 2017 Marketable Currency Translation Total Marketable Currency Translation Total Balance, beginning of the year $ (235 ) $ 1,804 $ 1,569 $ (105 ) $ (4,583 ) $ (4,688 ) Other comprehensive (loss) income before reclassifications: Unrealized losses — marketable investments (165 ) — (165 ) (133 ) — (133 ) Foreign currency translation (losses) gains — (3,027 ) (3,027 ) — 6,387 6,387 Income tax effect — (expense) benefit (100 ) (219 ) (319 ) 31 — 31 Net of tax (265 ) (3,246 ) (3,511 ) (102 ) 6,387 6,285 Amounts reclassified from accumulated other comprehensive loss to earnings: Realized loss — marketable investments — — — (37 ) — (37 ) Income tax effect — benefit — — — 9 — 9 Net of tax — — — (28 ) — (28 ) Net current-year other comprehensive (loss) income (265 ) (3,246 ) (3,511 ) (130 ) 6,387 6,257 Balance, end of the year $ (500 ) $ (1,442 ) $ (1,942 ) $ (235 ) $ 1,804 $ 1,569 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | 11. Employee Benefit Plan The Company offers a retirement savings plan under Section 401(k) of the Internal Revenue Code (“IRC”) to its eligible U.S. employees whereby they may contribute up to the maximum amount permitted by the IRC. In the third quarter of 2015, the Company began 401(k) matching of eligible compensation under the plan, subject to a maximum dollar threshold. Contribution expense was $1.6 million , $1.1 million , and $0.8 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The Company’s income tax (benefit) expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits reflect management’s best assessment of estimated current and future taxes to be paid. The Company is subject to income taxes in both the United States and foreign jurisdictions. Significant judgments and estimates are required in determining the consolidated income tax (benefit) expense. The Company is incorporated in the United States and operates in various countries with different tax laws and rates. A portion of the Company’s income or (loss) before taxes and the (benefit from) provision for income taxes are generated from international operations. Income (loss) before income taxes and equity in losses of unconsolidated investee for the years ended December 31, 2018 , 2017 and 2016 is summarized as follows (in thousands): Year Ended December 31, 2018 2017 2016 United States $ (2,790 ) $ 543 $ (944 ) Foreign 4,398 1,933 75 Total income (loss) before income taxes and equity in losses of unconsolidated investee $ 1,608 $ 2,476 $ (869 ) Income tax (benefit) or provision in 2018 , 2017 and 2016 is comprised of federal, state, and foreign taxes. The components of the (benefit from) provision for income taxes are summarized as follows (in thousands): Year Ended December 31, 2018 2017 2016 Current: Federal $ 290 $ (13 ) $ (3,872 ) State 183 259 304 Foreign 1,689 739 772 Total current $ 2,162 $ 985 $ (2,796 ) Deferred: Federal (5,436 ) (2,502 ) (11,909 ) State (770 ) (1,742 ) (785 ) Foreign (359 ) (352 ) (193 ) Total deferred $ (6,565 ) $ (4,596 ) $ (12,887 ) Benefit from income taxes $ (4,403 ) $ (3,611 ) $ (15,683 ) The Company’s actual (benefit from) or provision for tax differed from the amounts computed by applying the Company’s U.S. federal statutory income tax rate to pretax income as a result of the following: Year Ended December 31, 2018 2017 2016 Income tax at federal statutory rate 21.0 % 34.0 % 34.0 % State income taxes, net of federal benefit (33.1 ) (94.6 ) 417.1 Foreign taxes differential 37.2 (4.2 ) (63.0 ) Prepaid tax ASC 810-10 5.0 (39.8 ) 59.0 IPR&D charge 402.5 — — Stock-based compensation (809.6 ) (802.0 ) 1,474.0 Non-deductible meals and entertainment 31.3 19.4 (92.6 ) Imputed interest 19.8 19.1 (30.7 ) Tax credits — (0.5 ) 395.5 Remeasurement of deferred tax assets and liabilities — 622.5 — Transfer pricing tax benefit — (35.3 ) — Global intangible low-taxed income ("GILTI") 14.0 — — Contingent liabilities 12.4 — — Executive compensation 6.5 — — Non-deductible expenses 15.3 — — Other 3.9 8.0 (47.4 ) Change in valuation allowance — 127.6 (340.8 ) Effective tax rate (273.8 )% (145.8 )% 1,805.1 % Deferred income tax assets and liabilities consist of the following (in thousands) : December 31, 2018 2017 Deferred tax assets: Net operating loss carryforwards $ 27,456 $ 20,622 Tax credits 11,459 7,095 Accruals and reserves 6,078 5,430 Stock-based compensation 3,485 3,083 Translation adjustment 527 486 UNICAP adjustments 4,993 3,813 Other 464 487 Gross deferred tax assets 54,462 41,016 Valuation allowance (17,284 ) (10,295 ) Total deferred tax assets 37,178 30,721 Deferred tax liabilities: Depreciation and amortization (6,293 ) (6,363 ) Total deferred tax liabilities (6,293 ) (6,363 ) Net deferred tax assets $ 30,885 $ 24,358 As of December 31, 2018 , the Company had approximately $100.0 million , $88.7 million and $0.7 million of federal, state and foreign net operating loss carryforwards, respectively, available to offset future taxable income. The federal net operating loss will begin to expire in 2036. The state net operating loss carryforwards will begin to expire in 2020. As of December 31, 2018 , the Company had federal research credits of $6.4 million and California state tax credits of $8.0 million . The federal research credits are generally carried forward for 20 years. California state tax credits may be carried forward indefinitely. On December 22, 2017, the Tax Cuts and Jobs Act of 2017, (the “Tax Reform Act”) was enacted. The Tax Reform Act significantly revised the U.S. corporate income tax regime by, including but not limited to, lowering the U.S. corporate income tax rate to 21% effective January 1, 2018, implementing a territorial tax system, imposing a one-time transition tax on previously untaxed accumulated earnings and profits of foreign subsidiaries, and creating new taxes on foreign sourced earnings. Also on December 22, 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for tax effects of the Tax Reform Act. SAB 118 provides for a measurement period, that should not extend beyond one year from the Tax Reform Act enactment date, for companies to complete the accounting under ASC 740. In accordance with SAB 118, the Company must reflect the income tax effects of those aspects of the Tax Reform Act for which the accounting under ASC 740 is complete. As of December 31, 2018, the Company completed its accounting for the tax effects of the Tax Reform Act under ASC 740 and therefore its financial statements reflect estimates based on current interpretations of the authoritative guidance available to date. In the reporting period ended December 31, 2017, the Company recorded an adjustment for the reduction of our U.S. corporate income tax rate to 21% effective January 1, 2018, resulting with a decrease to its DTAs in the amount of $15.4 million with a corresponding charge to income tax expense. No adjustments related to the federal tax rate reduction were made to the Company’s DTA balance subsequent to December 31, 2017. In the reporting period ended December 31, 2018, the Company completed its accounting for the one-time transition tax on the cumulative value of foreign earnings and profits not previously repatriated for U.S. income tax purposes, and completed its analysis of the new GILTI inclusion attributable to foreign sourced earnings. The tax effects of the one-time transition tax and GILTI income inclusion did not have a material impact on the Company’s financial statements as of or for the year ended December 31, 2018. The Company elects to record U.S. taxes due on income inclusions attributable to GILTI as a period cost in the tax year incurred. The final impact of the Tax Reform Act may differ from the Company’s current estimates, due to, among other things, changes in current interpretation and application of the new tax law resulting from additional legislative guidance that may be issued. The Company generated significant domestic DTAs in recent years, primarily due to the excess tax benefits from stock option exercises and vesting of restricted stock. The Company assessed its ability to realize the benefits of its domestic DTAs by evaluating all available positive and negative evidence, objective and subjective in nature, including (1) cumulative results of operations in recent years, (2) sources of recent pre-tax income, (3) estimates of future taxable income, (4) the length of net operating loss (“NOL”) carryforward periods, and (5) the ability to carry back losses to prior years. The Company determined it would be in a three-year cumulative taxable income position, had it not been for the impact of excess tax deductions from stock-based compensation. The Company also measured its current DTA balances against estimates of future income based on objectively verifiable operating results from the Company’s recent history. The Company considered its projections of future taxable income in conjunction with relevant provisions of the Tax Reform Act, including but not limited to, the indefinite carryforward period for NOLs generated in years beginning on or after January 1, 2018. The Company also considered its three-year cumulative taxable income position, exclusive of the impact of excess tax deductions from stock-based compensation under ASU 2016-09. After an evaluation of all available qualitative and quantitative evidence, both positive and negative in nature, the Company concluded that sufficient future taxable income will be generated to realize the benefits of its federal DTAs prior to expiration other than its federal research and development tax credit DTAs. The tax attribute ordering rules provide that net operating losses must be used in full to offset taxable income prior to the utilization of tax credits. Accordingly, the Company’s federal research and development tax credit DTAs, which have a 20 year carryforward period, are expected to expire prior to utilization based on the timing of future projected taxable income. As a result, as of December 31, 2018, the Company maintained a valuation allowance against its federal research and development tax credit. For years ended December 31, 2018 , 2017 and 2016 , a full valuation allowance remains against the Company’s California DTA balances. As of December 31, 2018 , the Company’s DTA balance included $3.0 million of tax attributes gained upon acquisition of a majority interest ownership in MVI. The acquired DTAs are subject to Separate Return Limitation Year (“SRLY”) rules which will limit the utilization of the pre-acquisition tax attributes to offset future taxable income solely generated by MVI. As of December 31, 2018, the Company could not conclude, at the required more-likely-than-not level of certainty, that MVI will generate sufficient taxable income to realize the benefit of its tax attributes prior to expiration. As a result, a $ 3.0 million valuation allowance was recorded against the DTAs acquired from MVI. The change in the Company’s deferred tax valuation allowance against net DTAs changed from January 1, 2016 to December 31, 2018 , is as follows (in thousands) : Beginning Balance Additions Charged To Expenses or Other Accounts (1) Deductions Credited to Expenses or Other Accounts (2) Ending Balance For the year ended: December 31, 2016 $ 2,702 $ 3,360 $ — $ 6,062 December 31, 2017 6,062 4,400 (167 ) 10,295 December 31, 2018 10,295 6,989 — 17,284 (1) Additions include current year additions charged to expenses and current year build due to increases in net DTAs, return to provision true-ups, and other adjustments. (2) Deductions include current year releases credited to expenses and current year reductions due to decreases in net DTAs, return to provision true-ups, and other adjustments. The Company will continue to closely monitor the need for a valuation allowance against its existing domestic and foreign DTAs and any additional DTAs that are generated in each subsequent reporting period . The need for a valuation allowance can be impacted by actual operating results, forecasted financial performance, variances between the two, and the rate at which future DTAs are generated. IRC Sections 382 and 383 limit the use of net operating losses and business credits if there is a change in ownership. In 2009, the Company determined there were changes in ownership in 2004 and 2008, which did not cause any impairment of tax attributes. A reconciliation of the change in the gross unrecognized tax benefits from January 1, 2016 to December 31, 2018 , is as follows (in thousands): December 31, 2018 2017 2016 Beginning Balance $ 4,152 $ 3,827 $ 3,619 Gross increase for tax positions of current year 1,421 871 1,213 Gross increase for tax positions of prior years 238 130 250 Gross decrease for tax positions of prior years (616 ) (659 ) (648 ) Settlement — — (387 ) Lapse of statute of limitations (21 ) (17 ) (220 ) Ending Balance $ 5,174 $ 4,152 $ 3,827 The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. Income tax expense for the years ended December 31, 2018 , 2017 and 2016 included interest and penalties that were not material. As of December 31, 2018 , 2017 and 2016 , the Company had approximately $0.2 million , $0.1 million , and $0.1 million respectively, of accrued interest and penalties attributable to uncertain tax positions. Included in the $5.2 million balance of unrecognized tax benefits as of December 31, 2018 is $1.8 million of tax benefit that, if recognized, would affect the effective tax rate. The Company files U.S., state and foreign income tax returns in jurisdictions with varying statutes of limitations. Due to net operating loss and credit carryovers, the tax years ending December 31, 2004 through December 31, 2018 remain subject to examination by federal and state tax authorities. In Australia and Canada, tax years ending December 31, 2009 through December 31, 2018 generally remain subject to examination by tax authorities. In Germany and Italy, tax years ending December 31, 2013 through December 31, 2018 remain subject to examination by tax authorities. In the year ended December 31, 2018, the German tax authority initiated an income tax audit for tax years ended December 31, 2014, 2015 and 2016. The Company believes that an adequate provision has been made for any adjustments that may result from the tax examination, however, the audit is in its preliminary stages and so the outcome and timing of resolution is uncertain. The Company does not anticipate significant changes in the balance of gross unrecognized tax benefits over the next 12 months. The Company maintains that all foreign earnings, with the exception of a portion of the earnings of its German subsidiary, are permanently reinvested outside the U.S. and therefore deferred taxes attributable to such are not provided for in the Company’s financial statements as of December 31, 2018. The Company will repatriate foreign earnings only to the extent doing so will not result with any material U.S. tax consequences. Thus, deferred taxes on any potential future repatriation of a portion of the earnings of its German subsidiary were not reflected in the Company’s financial statements as of December 31, 2018. |
Net Income Attributable to Penu
Net Income Attributable to Penumbra, Inc. per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Income Attributable to Penumbra, Inc. per Share | 13. Net Income Attributable to Penumbra, Inc. per Share The Company’s basic net income attributable to Penumbra, Inc. per share is calculated by dividing the net income attributable to Penumbra, Inc. by the weighted average number of shares of common stock outstanding for the period. The diluted net income per share is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. For the purposes of this calculation, options to purchase common stock, restricted stock, restricted stock units and stock sold through the Company’s employee stock purchase plan are considered common stock equivalents. A reconciliation of the numerator and denominator used in the calculation of the basic and diluted net income per share attributable to common stockholders is as follows (in thousands, except share and per share amounts): Year Ended December 31, 2018 2017 2016 Numerator: Net income attributable to Penumbra, Inc. $ 6,601 $ 4,657 $ 14,814 Denominator: Weighted average shares used to compute net income attributable to common stockholders: Basic 34,138,176 32,978,065 30,464,583 Potential dilutive stock-based awards, as calculated using treasury stock method 1,948,645 2,341,038 3,013,495 Diluted 36,086,821 35,319,103 33,478,078 Net income attributable to Penumbra, Inc. per share from: Basic $ 0.19 $ 0.14 $ 0.49 Diluted $ 0.18 $ 0.13 $ 0.44 For the years ended December 31, 2018 , 2017 and 2016 , outstanding stock-based awards of 49 thousand , 54 thousand and 276 thousand shares, respectively, were excluded from the computation of diluted net income per share because their effect would have been anti-dilutive. |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | 14. Revenues Adoption of ASC Topic 606, “Revenue from Contracts with Customers” The Company adopted the guidance under ASC 606 on January 1, 2018 using the modified retrospective method for all contracts not completed as of the date of adoption. Therefore, the comparative prior year information has not been adjusted and continues to be reported under ASC 605 with the impact of the adoption reflected in opening retained earnings. As a result of adoption, the cumulative impact to our retained earnings at January 1, 2018 was $0.3 million . The adoption of ASC 606 represents a change in accounting principle that more closely aligns the timing of revenue recognition with the point in time that a performance obligation is satisfied. The Company’s performance obligations are satisfied at a point in time. The implementation of the new standard did not have a material impact on the measurement or recognition of revenue from prior periods, however additional disclosures have been added in accordance with the guidance. As required by ASC 606, the impact of adoption of the new revenue standard on the Company's consolidated statements of operations and comprehensive income and consolidated balance sheets was as follows (in thousands): As of December 31, 2018 Adjusted Balance As Reported Adjustments Without 606 Adoption Consolidated Balance Sheet Data: Assets Accounts receivable, net of doubtful accounts $ 81,896 $ (984 ) $ 80,912 Inventories 115,741 343 116,084 Deferred taxes 32,940 181 33,121 Equity Retained Earnings $ 9,064 $ (460 ) $ 8,604 Year Ended December 31, 2018 Adjusted Balance As Reported Adjustments Without 606 Adoption Consolidated Income Statement Data: Revenue $ 444,938 $ (326 ) $ 444,612 Cost of revenue 152,405 (126 ) 152,279 Loss from operations (852 ) (200 ) (1,052 ) Income (loss) before income taxes and equity in losses of unconsolidated investee 1,608 (200 ) 1,408 Benefit from income taxes (4,403 ) (37 ) (4,440 ) Net income (loss) attributable to Penumbra, Inc. $ 6,601 $ (163 ) $ 6,438 Revenue Recognition Revenue is recognized in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. All revenue recognized in the income statement is considered to be revenue from contracts with customers. The Company’s revenues disaggregated by geography, based on the destination to which the Company ships its products, for the year ended December 31, 2018 , 2017 and 2016 was as follows (in thousands): Year Ended December 31, 2018 2017 2016 United States $ 290,716 $ 219,173 $ 176,104 Japan 41,805 33,790 30,284 Other International 112,417 80,801 56,929 Total $ 444,938 $ 333,764 $ 263,317 The Company’s revenues disaggregated by product category, for the year ended December 31, 2018 , 2017 and 2016 was as follows (in thousands): Year Ended December 31, 2018 2017 2016 Neuro $ 294,333 $ 232,446 $ 185,533 Vascular 150,605 101,318 77,784 Total $ 444,938 $ 333,764 $ 263,317 Performance Obligations Delivery of Penumbra products - Penumbra’s contracts with customers typically contain a single performance obligation, delivery of Penumbra products. Satisfaction of that performance obligation occurs when control of the promised goods transfers to the customer, which is generally upon shipment for non-consignment sale agreements and upon utilization for consignment sale agreements. Payment terms - Our payment terms vary by the type and location of our customer. The timing between fulfillment of performance obligations and when payment is due is not significant and does not give rise to financing transactions. The Company did not have any contracts with significant financing components as of December 31, 2018 . Product returns - The Company may allow customers to return products purchased at the Company’s discretion. The Company estimates the amount of its product sales that may be returned by its customers and records this estimate as a reduction of revenue in the period the related product revenue is recognized. The Company currently estimates product return liabilities using its own historic sales information, trends, industry data, and other relevant data points. Warranties - Penumbra offers its standard warranty to all customers and it is not available for sale on a standalone basis. Penumbra’s standard warranty represents its guarantee that its products function as intended, are free from defects, and comply with agreed-upon specifications and quality standards. This assurance does not constitute a service and is not a separate performance obligation. Transaction Price Revenue is recorded at the net sales price, which includes estimates of variable consideration such as product returns utilizing historical return rates, rebates, discounts, and other adjustments to net revenue. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price. When determining if variable consideration should be constrained, management considers whether there are factors that could result in a significant reversal of revenue and the likelihood of a potential reversal. Variable consideration is included in revenue only to the extent that it is probable that a significant reversal of the revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. These estimates are re-assessed each reporting period as required. During the year ended December 31, 2018 , the Company made no changes in estimates for variable consideration. When the Company performs shipping and handling activities after control of goods is transferred to the customer, they are considered as fulfillment activities, and costs are accrued for when the related revenue is recognized. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenues. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 15. Selected Quarterly Financial Data (Unaudited) The following tables provide the selected quarterly financial data for 2018 and 2017 (in thousands, except share and per share amounts): 2018 Quarters Ended Selected Statement of Operations Data: March 31 (1) June 30 September 30 (2) December 31 Revenue $ 102,701 $ 109,638 $ 111,806 $ 120,793 Cost of revenue 36,144 37,386 36,794 42,081 Gross profit $ 66,557 $ 72,252 $ 75,012 $ 78,712 Acquired in-process research and development $ — $ — $ 30,835 $ — Total operating expenses $ 62,512 $ 62,969 $ 95,861 $ 72,043 Income (loss) before income taxes and equity in losses of unconsolidated investee $ 4,504 $ 9,663 $ (19,908 ) $ 7,349 (Benefit from) provision for income taxes $ (1,938 ) $ (4,948 ) $ 1,598 $ 885 Income (loss) before equity in losses of unconsolidated investee $ 6,442 $ 14,611 $ (21,506 ) $ 6,464 Equity in losses of unconsolidated investee $ (951 ) $ (1,230 ) $ (920 ) $ — Consolidated net income (loss) $ 5,491 $ 13,381 $ (22,426 ) $ 6,464 Net loss attributable to non-controlling interest $ — $ — $ (3,496 ) $ (195 ) Net income (loss) attributable to Penumbra, Inc. $ 5,491 $ 13,381 $ (18,930 ) $ 6,659 Net income (loss) per share: Basic $ 0.16 $ 0.39 $ (0.55 ) $ 0.19 Diluted $ 0.15 $ 0.37 $ (0.55 ) $ 0.18 Weighted average shares used to compute net (loss) income per share: Basic 33,846,142 34,072,223 34,248,484 34,378,415 Diluted 35,917,051 36,116,254 34,248,484 36,150,450 2017 Quarters Ended Selected Statement of Operations Data: March 31 June 30 September 30 (3) December 31 (4) Revenue $ 73,213 $ 80,589 $ 83,911 $ 96,051 Cost of revenue 25,504 29,660 29,134 32,324 Gross profit $ 47,709 $ 50,929 $ 54,777 $ 63,727 Acquired in-process research and development $ — $ — $ — $ — Total operating expenses $ 49,755 $ 52,257 $ 54,094 $ 59,871 (Loss) income before income taxes and equity in losses of unconsolidated investee $ (1,751 ) $ (918 ) $ 1,239 $ 3,906 Provision for (benefit from) income taxes $ 1,355 $ 482 $ 456 $ (5,904 ) (Loss) income before equity in losses of unconsolidated investee $ (3,106 ) $ (1,400 ) $ 783 $ 9,810 Equity in losses of unconsolidated investee $ — $ (158 ) $ (545 ) $ (727 ) Consolidated net (loss) income $ (3,106 ) $ (1,558 ) $ 238 $ 9,083 Net loss attributable to non-controlling interest $ — $ — $ — $ — Net (loss) income attributable to Penumbra, Inc. $ (3,106 ) $ (1,558 ) $ 238 $ 9,083 Net (loss) income per share: Basic $ (0.10 ) $ (0.05 ) $ 0.01 $ 0.27 Diluted $ (0.10 ) $ (0.05 ) $ 0.01 $ 0.25 Weighted average shares used to compute net income (loss) per share: Basic 31,611,841 33,219,487 33,446,841 33,606,943 Diluted 31,611,841 33,219,487 35,664,272 35,833,621 (1) In the first quarter of 2018, the Company adopted Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), and its associated amendments. Under the standard, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. The Company applied the five step method outlined in the ASU to all revenue streams and elected to utilize the modified retrospective implementation method. As a result of adoption, the Company recorded a $0.3 million cumulative adjustment to its retained earnings at January 1, 2018. Refer to Note “ 2. Summary of Significant Accounting Policies ” and Note “ 14. Revenues ” for more information. (2) On August 31, 2018, the Company acquired a controlling interest in MVI which was accounted for as an asset acquisition. In connection with the transaction, the Company recorded a $30.8 million IPR&D charge during the three months ended September 30, 2018 in the consolidated statements of operations related to the acquired technology under development from MVI. Of the total IPR&D charge, $27.4 million was attributable to the net loss of Penumbra, Inc. (3) Operating expenses for the three months ended September 30, 2017, included a $1.2 million benefit from a net refund of previously paid medical device excise tax. (4) Income tax expense for the three months ended December 31, 2017, includes $19.8 million of tax benefit related to the release of valuation allowance, offset by $2.4 million of valuation allowance against the Company’s federal research and development tax credits, and $15.4 million of deferred income tax due to the remeasurement of the Company’s DTAs at a 21% corporate income tax rate pursuant to the Tax Reform Act. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018segment | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). Certain changes in presentation were made in the consolidated financial statements for the year ended December 31, 2017 and 2016 , to conform to the presentation for the year ended December 31, 2018 |
Consolidation | The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and its majority-owned subsidiary, MVI Health Inc. (“MVI”) . On August 31, 2018 , the Company acquired a controlling interest in MVI. The portion of equity not attributable to the Company is considered non-controlling interest and was recorded at fair value as of the acquisition date. The amounts attributable to non-controlling interest are classified separately in the consolidated financial statements. Any subsequent changes in the Company’s ownership interest while the Company retains its controlling interest in MVI will be accounted for as equity transactions. Refer to Note “ 3. Investments and Fair Value of Financial Instruments ” for more information on the asset acquisition of MVI. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity accounts; disclosure of contingent assets and liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to marketable investments, provisions for doubtful accounts, the amount of variable consideration included in the transaction price, warranty reserve, valuation of inventories, useful lives of property and equipment, income taxes, contingent consideration and other contingencies, among others. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other data. Actual results could differ from those estimates. |
Segments | Segments The Company determined its operating segment on the same basis that it uses to evaluate its performance internally. The Company has one business activity: the design, development, manufacturing and marketing of innovative medical devices, and operates as one operating segment. 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. The Company’s entity-wide disclosures are included in Note “ 14. Revenues .” |
Foreign Currency Translation | Foreign Currency Translation The Company’s consolidated financial statements are prepared in United States Dollars (“USD”). Its foreign subsidiaries use their local currency as their functional currency and maintain their records in the local currency. Accordingly, the assets and liabilities of these subsidiaries are translated into USD using the current exchange rates in effect at the balance sheet date and equity accounts are translated into USD using historical rates. Revenues and expenses are translated using the average exchange rates in effect for the year involved. The resulting foreign currency translation adjustments are recorded in accumulated other comprehensive income (loss) in the consolidated balance sheets. Transactions denominated in currencies other than the respective functional currencies are translated at exchange rates as of the date of transaction with foreign currency gains and losses recorded in other expense, net in the consolidated statements of operations. The Company realized net foreign currency transaction losses of $0.9 million , $1.0 million and $0.7 million during the years ended December 31, 2018 , 2017 and 2016 , respectively. As the Company’s international operations grow, its risks associated with fluctuation in currency rates will become greater, and the Company will continue to reassess its approach to managing this risk. In addition, currency fluctuations or a weakening USD can increase the costs of the Company’s international expansion. To date, the Company has not entered into any foreign currency hedging contracts. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents, marketable investments (as described in greater detail in this footnote under the header “Cash, Cash Equivalents and Marketable Investments” below) and accounts receivable. The majority of the Company’s cash is held by one financial institution in the U. S. in excess of federally insured limits. The Company maintained investments in money market funds that were not federally insured during the year ended December 31, 2018 and held cash in foreign entities of approximately $23.4 million and $15.0 million at December 31, 2018 and 2017 , respectively, which was not federally insured. The Company’s revenue has been derived from sales of its products in the United States and international markets. The Company uses both its own salesforce and independent distributors to sell its products. Concentrations of credit risk with respect to accounts receivable are limited due to the large number of entities comprising the Company’s customer base. The Company performs ongoing credit evaluations of its customers, including its distributors, does not require collateral, and maintains allowances for potential credit losses on customer accounts when deemed necessary. |
Significant Risks and Uncertainties, Policy [Policy Text Block] | Significant Risks and Uncertainties The Company is subject to risks common to medical device companies including, but not limited to, new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, product liability, uncertainty of market acceptance of products and the potential need to obtain additional financing. The Company is dependent on third party suppliers, in some cases single-source suppliers. There can be no assurance that the Company’s products will continue to be accepted in the marketplace, nor can there be any assurance that any future products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed, if at all. The Company’s products require approval or clearance from the FDA prior to commencing commercial sales in the United States . There can be no assurance that the Company’s products will receive all of the required approvals or clearances. Approvals or clearances are also required in foreign jurisdictions in which the Company sells its products. If the Company is denied such approvals or clearances or such approvals or clearances are delayed, it may have a material adverse impact on the Company’s results of operations, financial position and liquidity. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. |
Cash and Cash Equivalents | Cash, Cash Equivalents and Marketable Investments The Company invests its cash primarily in highly liquid corporate debt securities, debt instruments of U.S. federal and municipal governments, and their agencies, and in money market funds. All highly liquid investments with stated maturities of three months or less from the date of purchase are classified as cash equivalents; all highly liquid investments with stated maturities of greater than three months are classified as marketable investments. The majority of the Company’s cash and investments are held in U.S. banks. |
Marketable Investments | The Company determines the appropriate classification of its investments in marketable investments at the time of purchase and re-evaluates such designation at each balance sheet date. The Company’s marketable investments have been classified and accounted for as available-for-sale. Investments with remaining maturities of more than one year are viewed by the Company as available to support current operations and are classified as current assets under the caption marketable investments in the accompanying consolidated balance sheets. Investments in marketable investments are carried at fair value, with the unrealized gains and losses reported as a component of accumulated other comprehensive income (loss) . Any realized gains or losses on the sale of marketable investments are determined on a specific identification method, and such gains and losses are reflected as a component of other income (expense), net. Impairment of Marketable Investments After determining the fair value of available-for-sale debt instruments, unrealized gains or losses on these securities are recorded to accumulated other comprehensive income (loss) until either the security is sold or the Company determines that the decline in value is other-than-temporary. The primary differentiating factors that the Company considers in classifying impairments as either temporary or other-than-temporary impairments is the intent and ability to retain the investment in the issuer for a period of time sufficient to allow for any anticipated recovery in market value, the length of the time and the extent to which the market value of the investment has been less than cost, the financial condition, and near-term prospects of the issuer. There were no other-than-temporary impairments for the years ended December 31, 2018 , 2017 or 2016 . |
Non-Marketable Equity Investments | Non-Marketable Equity Investments Entities in which the Company has at least a 20% , but not more than a 50% , interest are accounted for under the equity method unless it is determined that the Company has a controlling financial interest in the entity, in which case the entity would be consolidated. Non-marketable equity investments are classified as long-term investments on the consolidated balance sheet . The Company’s proportionate share of the operating results of its non-marketable equity method investments are recorded as profit or loss and presented in equity in losses of unconsolidated investee , in the consolidated statements of operations . See Note “ 3. Investments and Fair Value of Financial Instruments ” for further details. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at invoice value less estimated allowances for doubtful accounts. The Company continually monitors customer payments and maintains a reserve for estimated losses resulting from its customers’ inability to make required payments. The Company considers factors such as historical experience, credit quality, age of the accounts receivable balances, geographic related risks and economic conditions that may affect a customer’s ability to pay. In cases where there are circumstances that may impair a specific customer’s ability to meet its financial obligations, a specific allowance is recorded against amounts due, and thereby reduces the net recognized receivable to the amount reasonably believed to be collectible. |
Inventories | Inventories Inventories are stated at the lower of cost (determined under the first-in first-out method) or net realizable value. Write-downs are provided for raw materials, components or finished goods that are determined to be excessive or obsolete. The Company regularly reviews inventory quantities in consideration of actual loss experience, projected future demand and remaining shelf life to record a provision for excess and obsolete inventory when appropriate. |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life. Machinery and equipment and furniture and fixtures are depreciated over a five to ten year period and computers and software are depreciated over two to five years. Upon retirement or sale, the cost and the related accumulated depreciation are removed from the consolidated balance sheet and the resulting gain or loss is reflected in operations. Maintenance and repairs are charged to consolidated statements of operations as incurred. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. When such an event occurs, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the related asset group’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. |
Contingent Consideration | Contingent Consideration Certain agreements the Company enters into, including business combinations, involve the potential payment of future consideration that is contingent upon certain performance and revenue milestones being achieved. A contingent consideration liability is recorded at the acquisition date at fair value and is remeasured each reporting period with the change in fair value recognized generally within sales, general and administrative expense, depending on the nature of the contingent consideration liability, in the consolidated statements of operations . As of December 31, 2018 and 2017 , the Company’s contingent consideration relates to milestone payments for the acquisition of Crossmed S.p.A. (“Crossmed”) . For more information with respect to the fair value of contingent consideration, refer to Note “ 5. Business Combination .” |
Intangible Assets | Intangible Assets Intangible assets primarily consist of purchased rights to licensed technology, customer relationships, and trade secrets and processes. Indefinite-lived intangible assets relate to an exclusive right to licensed technology. The acquired licensed technology is accounted for as an indefinite-lived intangible asset. Upon the commercialization of the underlying product utilizing the licensed technology, the capitalized amount will be amortized over its estimated useful life. Indefinite-lived intangible assets are tested for impairment at least annually, in the fourth quarter, or more frequently if events or circumstances indicate that it is more likely than not that the asset is impaired. If the fair value of the asset is less than the carrying amount, an impairment loss would be recognized in an amount equal to the difference between the carrying amount and the fair value. Refer to Note “ 6. Intangible Assets ” for more information on the Company’s intangible assets. Finite-lived intangible assets are amortized over the estimated economic useful lives of the assets, which is the period during which expected cash flows support the fair value of such intangible assets. The Company reviews finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets or asset group may not be recoverable. When such an event occurs, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the related asset group’s carrying value. Refer to Note “ 6. Intangible Assets ” for more information on the Company’s intangible assets. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price of an acquired business or assets over the fair value of the identifiable assets acquired and liabilities assumed. Goodwill is not amortized, but is tested for impairment 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 operates as one segment, which is considered to be the sole reporting unit, and therefore goodwill is tested for impairment at the consolidated level. Refer to Note “ 5. Business Combination ” and Note “ 7. Goodwill ” for more information. |
Revenue Recognition | Revenue Recognition Revenue is comprised of product revenue net of returns, discounts, administration fees and sales rebates. The Company adopted the guidance under ASC 606 on January 1, 2018 using the modified retrospective method for all contracts not completed as of the date of adoption. Therefore, the comparative prior year information has not been adjusted and continues to be reported under ASC 605 with the impact of the adoption reflected in opening retained earnings in 2018. Under ASC 606, the Company recognizes revenue when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Revenue from product sales is recognized either on the date of shipment or the date of receipt by the customer, but is deferred for certain transactions when control has not yet transferred. W ith respect to products that the Company consigns to hospitals, which primarily consist of coils, the Company recognizes revenue at the time hospitals utilize products in a procedure. Deferred revenue represents amounts that the Company has already invoiced its customers and that are ultimately expected to be recognized as revenue, but for which not all revenue recognition criteria have been met. As of December 31, 2018 and December 31, 2017, respectively, the Company's deferred revenue balance was not material. Revenue is recorded at the net sales price, which includes estimates of variable consideration such as product returns utilizing historical return rates, rebates, discounts, and other adjustments to net revenue. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price. Variable consideration is included in revenue only to the extent that it is probable that a significant reversal of the revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company’s terms and conditions permit product returns and exchanges. The Company bases its estimates for sales returns on actual historical returns over the prior three years and they are recorded as reductions in revenue at the time of sale. Upon recognition, the Company reduces revenue and cost of revenue for the estimated return. Return rates can fluctuate over time, but are sufficiently predictable to allow the Company to estimate expected future product returns. For more information and disclosures on the Company’s revenue, refer to Note “ 14. Revenues .” |
Shipping Costs | Shipping Costs Shipping and handling costs charged to customers are recorded as revenue. Shipping and handling costs are included in cost of revenue. |
Research and Development (R&D) Costs | Research and Development (“R&D”) Costs R&D costs primarily consist of product development, clinical and regulatory expenses, materials, depreciation and other costs associated with the development of the Company’s products. R&D costs also include related personnel and consultants’ salaries, benefits and related costs, including stock-based compensation. The Company expenses R&D costs as they are incurred. The Company’s clinical trial accruals are based on estimates of patient enrollment and related costs at clinical investigator sites. The Company estimates preclinical and clinical trial expenses based on the services performed pursuant to contracts with research institutions and clinical research organizations that conduct and manage preclinical studies and clinical trials on its behalf. In accruing service fees, the Company estimates the time period over which services will be performed and the level of patient enrollment and activity expended in each period. If the actual timing of the performance of services or the level of effort varies from the estimate, the Company will adjust the accrual accordingly. Payments made to third parties under these arrangements in advance of the receipt of the related services are recorded as prepaid expenses until the services are rendered. |
Advertising Costs | Advertising Costs Advertising costs are included in sales, general and administrative expenses and are expensed as incurred. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes the cost of stock-based compensation in the financial statements based upon fair value. The fair value of restricted stock and restricted stock unit (“RSU”) awards is determined based on the number of units granted and the closing price of the Company’s common stock as of the grant date. The fair value of each purchase under the employee stock purchase plan (“ESPP”) is estimated at the beginning of the offering period using the Black-Scholes option pricing model. The fair value of stock options is determined as of the grant date using the Black-Scholes option pricing model. The Company’s determination of the fair value of equity-settled awards is impacted by the price of the Company’s common stock as well as changes in assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the expected term that awards will remain outstanding, expected common stock price volatility over the term of the awards, risk-free interest rates and expected dividends. The fair value of an award is recognized over the requisite service period (usually the vesting period) on a straight-line basis. Stock-based compensation expense recognized at fair value includes the impact of estimated forfeitures. The Company estimates future forfeitures at the date of grant and revises the estimates, if necessary, in subsequent periods if actual forfeitures differ from those estimates. To the extent actual forfeiture results differ from the estimates, the difference is recorded as a cumulative adjustment in the period forfeiture estimates are revised. No compensation cost is recorded for awards that do not vest. Prior to the adoption of Accounting Standard Update (“ASU”) No. 2018-07, “Compensation – Stock Compensation,” the Company recorded its equity instruments issued to non-employees at their fair value on the measurement date and were subject to periodic adjustments as the Company remeasured the fair value of the non-employee awards at each reporting period prior to vesting and at the vesting dates of each non-employee award. In the third quarter of 2018, the Company adopted ASU 2018-07 and recognizes the fair value of non-employee awards over the requisite service period (usually the vesting period) on a straight-line basis. Therefore, equity instruments issued to non-employees are recorded at their fair value on the grant date in the same manner as employee awards. The fair value of these equity instruments is expensed over the service period. Estimates of the fair value of equity-settled awards as of the grant date using valuation models, such as the Black-Scholes option pricing model, are affected by assumptions regarding a number of complex variables. Changes in the assumptions can materially affect the fair value of the award and ultimately how much stock-based compensation expense is recognized. These inputs are subjective and generally require significant analysis and judgment to develop. For all stock options granted prior to the Company’s IPO, the Company estimated the volatility data based on a study of publicly traded industry peer companies. For purposes of identifying these peer companies, the Company considered the industry, stage of development, size and financial leverage of potential comparable companies. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the equity-settled award. For all stock options granted to date, the Company used the Staff Accounting Bulletin, No. 110 (“SAB 110”) simplified method to calculate the expected term, which is the average of the contractual term and vesting period. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method, whereby deferred tax asset (“DTA”) and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce the net DTAs to their estimated realizable value. The calculation of the Company’s current provision for income taxes involves the use of estimates, assumptions and judgments while taking into account current tax laws, interpretation of current tax laws and possible outcomes of future tax audits. The Company has established reserves to address potential exposures related to tax positions that could be challenged by tax authorities. Although the Company believes its estimates, assumptions and judgments to be reasonable, any changes in tax law or its interpretation of tax laws and the resolutions of potential tax audits could significantly impact the amounts provided for income taxes in the Company’s consolidated financial statements. The calculation of the Company’s DTA balance involves the use of estimates, assumptions and judgments while taking into account estimates of the amounts and type of future taxable income. Actual future operating results and the underlying amount and type of income could differ materially from the Company’s estimates, assumptions and judgments thereby impacting the Company’s financial position and results of operations. The Company follows the guidance relating to accounting for uncertainty in income taxes, which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of uncertain tax positions taken or expected to be taken in the Company’s income tax return, and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods and disclosure. The Company includes interest and penalties related to unrecognized tax benefits within income tax expense in the accompanying consolidated statements of operations. |
Comprehensive Income | Comprehensive Income Comprehensive income consists of net income, unrealized gains or losses on available-for-sale investments and the effects of foreign currency translation adjustments. The Company presents comprehensive income and its components in the consolidated statements of comprehensive (loss) income. |
Net Income (Loss) Per Share of Common Stock | Net Income (Loss) Per Share of Common Stock The Company’s basic net income (loss) attributable to Penumbra, Inc. per share is calculated by dividing the net income attributable to Penumbra, Inc. per share by the weighted average number of shares of common stock outstanding for the period. The diluted net income (loss) per share attributable to Penumbra, Inc. is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, restricted stock and restricted stock units are considered common stock equivalents. |
Number of operating segments | 1 |
Recently Issued Accounting Standards | Recent Accounting Guidance Recently Adopted Accounting Standards In the first quarter of 2018, the Company adopted ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), and its associated amendments. Under the standard, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company applied the five step method outlined in the ASU to all revenue streams and elected to utilize the modified retrospective implementation method. The additional disclosures required by the ASU have been included in Note “ 14. Revenues .” In the first quarter of 2018, the Company adopted ASU No. 2016-18, Statement of Cash Flows: Restricted Cash, a consensus of the Financial Accounting Standards Board (“ FASB”) Emerging Issues Task Force. Under the standard, restricted cash and restricted cash equivalent amounts are presented within cash and cash equivalents when reconciling the total beginning and ending amounts shown on the statement of cash flows. When cash, cash equivalents, restricted cash and restricted cash equivalents are presented in more than one line item on the balance sheet, a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheet is required. The adoption of this standard did not have a material impact to the statement of cash flow for the years ended December 31, 2018 , 2017 and 2016 , as the Company did not hold any restricted cash as of December 31, 2018 , 2017 and 2016 . In the first quarter of 2018, the Company adopted ASU No. 2017-09, Compensation - Stock Compensation - Scope of Modification Accounting. The standard provides clarification on when modification accounting should be used for changes to the terms or conditions of a share-based payment award. This standard does not change the accounting for modifications but clarifies that modification accounting guidance should only be applied if there is a change to the value, vesting conditions, or award classification and would not be required if the changes are considered non-substantive. The standard is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The guidance was adopted on a prospective basis in the first quarter of 2018 and did not have any impact upon adoption. In the first quarter of 2018, the Company adopted ASU No. 2018-02, Income Statement - Reporting Comprehensive Income. The standard allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017 (the “Tax Reform Act”). The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted for any interim and annual financial statements that have not yet been issued. The Company elected to early adopt this standard on a prospective basis in the first quarter of 2018 and reclassify the stranded tax effects resulting from the Tax Reform Act from accumulated other comprehensive income to retained earnings. There were no additional income tax effects resulting from the Tax Reform Act reclassified from accumulated comprehensive income to retained earnings. The adoption of this standard did not have a material impact on the Company’s financial position. In the first quarter of 2018, the Company adopted ASU No. 2018-05, Income Taxes (“Topic 740”): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118, which included amendments to expand income tax accounting and disclosure guidance pursuant to SEC Staff Accounting Bulletin No. 118 (“SAB 118”) issued by the SEC in December 2017. SAB 118 provides guidance on accounting for the income tax effects of the Tax Reform Act. Refer to Note “ 12. Income Taxes ” for more information and disclosures related to this amended guidance. In the third quarter of 2018, the Company adopted ASU No. 2018-07, Compensation – Stock Compensation (“Topic 718”): Improvements to Nonemployee Share-Based Payment Accounting, which simplifies the accounting and reporting for share-based payments granted to nonemployees for goods and services . Under the new guidance, payments to nonemployees would be more closely aligned with the requirements for share-based payments granted to employees. The standard is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. Early adoption is permitted, but no earlier than the Company's adoption date of ASC 606. The Company adopted the standard on a prospective basis in the third quarter of 2018 and the adoption did not have a material impact on the Company’s financial statements. Recently Issued Accounting Standards In February 2016, the FASB issued ASU No. 2016-02, Leases, which amends the existing accounting standards for leases. In September 2017, the FASB issued ASU No. 2017-13 which provides additional clarification and implementation guidance on the previously issued ASU No. 2016-02. Under the new guidance, a lessee will be required to recognize a lease liability and right-of-use asset for all leases with terms in excess of twelve months. The new guidance also modifies the classification criteria and accounting for sales-type and direct financing leases, and requires additional disclosures to enable users of financial statements to understand the amount, timing, and uncertainty of cash flows arising from leases. Consistent with current guidance, a lessee’s recognition, measurement, and presentation of expenses and cash flows arising from a lease will continue to depend primarily on its classification. In July 2018, the FASB issued ASU No. 2018-10 and ASU No. 2018-11, which further clarifies the application of the guidance issued under ASU No. 2016-02 and provides updates to transition methods and practical expedients. ASU No. 2018-11 provides an optional transition method in addition to the existing transition method which allows entities, at the adoption date, to recognize a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption. The accounting standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption is permitted. The Company has completed its initial assessment of the impact of the new leasing standard on the Company’s financial statements and internal controls; including its evaluation of key policy elections. The Company intends to adopt the new standard and related amendments under the optional transitional method as of January 1, 2019. Under this method, the Company is allowed to record a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption and not restate prior periods. Additionally, the Company expects to elect the transitional practical expedients such that the Company will not reassess whether contracts are leases and will retain lease classification and initial direct costs for leases existing prior to the adoption of the new standard. The Company also expects to make the following transitional practical expedients elections: (1) elect the short term lease exception, (2) not elect hindsight and (3) elect to not separate its nonlease components for its real estate, vehicle and equipment leases. W hile substantially complete, the Company is still in the process of finalizing its evaluation of the effect of ASC 842 on the Company’s financial statements, disclosures, and internal controls. The Company estimates its total assets and total liabilities on the consolidated balance sheet will increase by approximately $38.0 million to $46.0 million due to the recognition of right-of-use assets and lease liabilities upon adoption, net of the impact of eliminating existing deferred rent liabilities and pre-paid assets related to its leasing arrangements. This estimated range is based on the Company's current lease portfolio but could be impacted by changes to the lease portfolio, including the total number of leases, lease commencement and end dates and lease termination expectations, as well as changes in anticipated lease incremental borrowing rates. The Company does not expect the adoption of ASU No. 2016-02, as amended, to have a material impact to the Company’s consolidated statements of operations or consolidated statements of cash flows. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses. The standard changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The Company will recognize an allowance for credit losses on available-for-sale securities rather than deductions in amortized cost. The standard is effective for fiscal years and interim periods beginning after December 15, 2019. Early adoption is permitted for all periods beginning after December 15, 2018. The Company is currently evaluating the impact of adopting this standard. In August 2018, the FASB issued ASU 2018-13, Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ ASU 2018-13”). The primary focus of the standard is to improve the effectiveness of the disclosure requirements for fair value measurements. The standard is effective for fiscal years and interim periods beginning after December 15, 2019. An entity is permitted to early adopt the removed or modified disclosures upon the issuance of the standard and may delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the impact of adopting this standard. |
Investments and Fair Value of_2
Investments and Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Table Text Block] | The following table presents quantitative information about certain unobservable inputs used in the Level 3 fair value measurement of the Company’s contingent consideration liability, other than the forecasted revenues during the earn-out milestone period: Fair Value at December 31, 2018 (in thousands) Valuation Method Unobservable Inputs Inputs Crossmed: Revenue-based milestones $ 1,268 Monte Carlo Simulation Earn-out period over which revenue-based milestone payments are made 2019 Risk-adjusted discount rate 15% Revenue volatilities for each type of revenue-based milestone 5.1% and 18.4% |
Schedule of Consideration Transferred in Asset Acquisition | The following table presents the components of the consideration transferred at fair value as of the Transfer Agreement Closing Date (amounts presented in thousands): Amount Cash transferred $ 20,000 Anti-dilution protection at Transfer Agreement Closing Date 4,500 Carrying amount of Penumbra’s equity method investment in MVI 2,202 Fair value of the remaining non-controlling interest 3,365 Total consideration transferred $ 30,067 |
Schedule of Marketable Investments | Marketable Investments The Company’s marketable investments have been classified and accounted for as available-for-sale. The Company’s marketable investments as of December 31, 2018 and 2017 were as follows (in thousands): December 31, 2018 Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 13,701 $ — $ (3 ) $ 13,698 U.S. treasury 6,400 — (22 ) 6,378 U.S. agency securities and government sponsored securities 7,699 18 (27 ) 7,690 U.S. states and municipalities 5,134 — (12 ) 5,122 Corporate bonds 100,606 14 (469 ) 100,151 Total $ 133,540 $ 32 $ (533 ) $ 133,039 December 31, 2017 Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 19,941 $ — $ (8 ) $ 19,933 U.S. treasury 6,402 — (28 ) 6,374 U.S. agency securities and government sponsored securities 4,787 — (18 ) 4,769 U.S. states and municipalities 12,510 — (23 ) 12,487 Corporate bonds 120,648 23 (280 ) 120,391 Total $ 164,288 $ 23 $ (357 ) $ 163,954 |
Schedule of the Fair Value of Marketable Investments in an Unrealized Loss Position for Less than Twelve Months | The following tables present the gross unrealized losses and the fair value for those marketable investments that were in an unrealized loss position for less than and more than twelve months as of December 31, 2018 and 2017 (in thousands): December 31, 2018 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Commercial paper $ 12,208 $ (3 ) $ — $ — $ 12,208 $ (3 ) U.S. treasury — — 6,378 (22 ) 6,378 (22 ) U.S. agency securities and government sponsored securities 1,436 (5 ) 2,759 (22 ) 4,195 (27 ) U.S. states and municipalities 1,529 (5 ) 3,593 (7 ) 5,122 (12 ) Corporate bonds 58,961 (176 ) 33,215 (293 ) 92,176 (469 ) Total $ 74,134 $ (189 ) $ 45,945 $ (344 ) $ 120,079 $ (533 ) December 31, 2017 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Commercial paper $ 19,933 $ (8 ) $ — $ — $ 19,933 $ (8 ) U.S. treasury 6,374 (28 ) — — 6,374 (28 ) U.S. agency securities and government sponsored securities 2,778 (9 ) 1,991 (9 ) 4,769 (18 ) U.S. states and municipalities 10,092 (23 ) — — 10,092 (23 ) Corporate bonds 93,284 (188 ) 10,201 (92 ) 103,485 (280 ) Total $ 132,461 $ (256 ) $ 12,192 $ (101 ) $ 144,653 $ (357 ) |
Schedule of Contractual Maturities of Marketable Investments | The contractual maturities of the Company’s marketable investments as of December 31, 2018 and 2017 were as follows (in thousands): December 31, 2018 2017 Marketable Investments Fair Value Fair Value Due in one year $ 83,391 $ 104,272 Due in one to five years 49,648 59,682 Total $ 133,039 $ 163,954 |
Schedule of Fair Value of Assets and Liabilities | The following tables set forth the Company’s financial assets and liabilities measured at fair value by level within the fair value hierarchy (in thousands): As of December 31, 2018 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 10,967 $ — $ 10,967 Money market funds 12,087 — — 12,087 Marketable investments: Commercial paper — 13,698 — 13,698 U.S. treasury 6,378 — — 6,378 U.S. agency and government sponsored securities — 7,690 — 7,690 U.S. states and municipalities — 5,122 — 5,122 Corporate bonds — 100,151 — 100,151 Total $ 18,465 $ 137,628 $ — $ 156,093 Financial Liabilities: Contingent consideration obligations $ — $ — $ 2,571 $ 2,571 Total $ — $ — $ 2,571 $ 2,571 As of December 31, 2017 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 9,185 $ — $ 9,185 Money market funds 2,264 — — 2,264 Marketable investments: Commercial paper — 19,933 — 19,933 U.S. treasury 6,374 — — 6,374 U.S. agency and government sponsored securities — 4,769 — 4,769 U.S. states and municipalities — 12,487 — 12,487 Corporate bonds — 120,391 — 120,391 Total $ 8,638 $ 166,765 $ — $ 175,403 Financial Liabilities: Contingent consideration obligations $ — $ — $ 4,675 $ 4,675 Total $ — $ — $ 4,675 $ 4,675 |
Schedule of Contingent Consideration Obligation | The following table summarizes the changes in fair value of the contingent consideration obligation for the year ended December 31, 2018 (in thousands): Fair Value of Contingent Consideration Balance at December 31, 2017 $ 4,675 Payments of contingent consideration liabilities (3,017 ) Changes in fair value 950 Foreign currency remeasurement (37 ) Balance at December 31, 2018 $ 2,571 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Allowance for Doubtful Accounts | The Company’s allowance for doubtful accounts comprised of the following (in thousands): Balance At Charged To Costs And Expenses Deductions (1) Balance At End Of Year For the year ended: December 31, 2016 $ 589 $ 216 $ (121 ) $ 684 December 31, 2017 684 606 — 1,290 December 31, 2018 1,290 1,563 (71 ) 2,782 (1) Represents the effect of currency translation adjustments and write-offs of uncollectible accounts, net of recoveries. |
Schedule of Inventories | The components of inventories consisted of the following (in thousands): December 31, 2018 2017 Raw materials $ 18,829 $ 13,529 Work in process 10,630 6,073 Finished goods 86,282 75,299 Inventories $ 115,741 $ 94,901 |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): December 31, 2018 2017 Machinery and equipment $ 15,400 $ 12,456 Furniture and fixtures 7,140 6,458 Leasehold improvements 17,665 15,926 Software 4,095 3,547 Computers 3,289 1,737 Construction in progress 3,234 1,326 Total property and equipment 50,823 41,450 Less: Accumulated depreciation and amortization (15,416 ) (10,551 ) Property and equipment, net $ 35,407 $ 30,899 |
Schedule of Accrued Liabilities | The following table shows the components of accrued liabilities as of December 31, 2018 and 2017 (in thousands): December 31, December 31, Payroll and employee-related expenses $ 33,838 $ 22,001 Accrued expenses 4,088 3,927 Sales return reserve 2,986 3,035 Product warranty 1,875 1,088 Contingent consideration & other acquisition-related costs (1) 4,439 4,752 Other accrued liabilities 10,660 10,022 Total accrued liabilities $ 57,886 $ 44,825 (1) Acquisition-related costs consist of the current portion of contingent liabilities related to (1) the cash milestone payments and working capital adjustment liabilities for the acquisition of Crossmed and (2) an anti-dilution provision for the asset acquisition of MVI. Refer to Note “ 5. Business Combination ” for more information on the acquisition of Crossmed and Note “ 3. Investments and Fair Value of Financial Instruments ” for more information on the MVI asset acquisition. |
Schedule of Estimated Product Warranty Accrual | The following table shows the changes in the Company’s estimated product warranty accrual, included in accrued liabilities, as of December 31, 2018 , 2017 and 2016 (in thousands): December 31, 2018 2017 2016 Balance at the beginning of the year $ 1,088 $ 1,254 $ 713 Accruals of warranties issued 1,336 471 1,176 Settlements of warranty claims (549 ) (637 ) (635 ) Balance at the end of the year $ 1,875 $ 1,088 $ 1,254 |
Other Noncurrent Liabilities [Table Text Block] | The following table shows the components of other non-current liabilities as of December 31, 2018 and 2017 (in thousands): December 31, 2018 2017 Deferred tax liabilities $ 4,171 $ 3,299 Licensing-related cost (1) 11,506 12,717 Asset acquisition-related costs (2) 2,500 — Other non-current liabilities 766 2,462 Total other non-current liabilities $ 18,943 $ 18,478 (1) Amount relates to the non-current liability recorded for probable future milestone payments to be made under the licensing agreement described in Note “ 6. Intangible Assets .” Refer therein for more information. (2) Asset acquisition-related costs represents the non-current portion of the probable contingent liability related to an anti-dilution provision for the asset acquisition of MVI. Refer to Note “ 3. Investments and Fair Value of Financial Instruments ” for more information on the MVI asset acquisition. |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisition Consideration Transferred | The following table summarizes the Closing Date fair value of the consideration transferred, reflecting the measurement period adjustments recorded in the fourth quarter of 2017 (in thousands): Fair Value of Consideration Transferred Cash, net of working capital and financial debt adjustments $ 11,088 Fair value of contingent consideration for milestone payments 4,343 Contract purchase price $ 15,431 Consideration for settlement of pre-existing receivable due from Crossmed to Penumbra 3,273 Total value of consideration transferred $ 18,704 |
Schedule of Purchase Price Allocation | The purchase price measurement period was closed as of June 30, 2018. The following table presents the allocation of the purchase price for Crossmed, reflecting the measurement period adjustments recorded in 2017 (in thousands): Acquisition-Date Fair Value Estimated Useful Life of Finite-Lived Intangible Assets Tangible assets acquired and (liabilities) assumed: Accounts receivable $ 4,406 Inventories 1,343 Other current and non-current assets (1) 1,596 Property and equipment, net 829 Accounts payable (740 ) Accrued liabilities and obligations for short-term debt and credit facilities (1) (1,868 ) Deferred tax liabilities (2,472 ) Other non-current liabilities (797 ) Intangible assets acquired: Customer relationships $ 6,790 15 years Other 1,750 5 years Goodwill (1) 7,867 Total purchase price (1) $ 18,704 (1) During the fourth quarter of 2017 , the Company recorded $1.2 million in measurement period adjustments which increased the purchase price, primarily related to working capital and financial debt adjustments. |
Pro Forma Information | The unaudited pro forma information is presented below (unaudited, in thousands): December 31, 2017 2016 Pro forma net revenue $ 336,557 $ 268,262 Pro forma net income 5,992 14,816 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-lived Intangible Assets | The following table presents details of the Company’s acquired finite-lived and indefinite-lived intangible assets as of December 31, 2018 and December 31, 2017 , (in thousands, except weighted-average amortization period): As of December 31, 2018 Weighted-Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Customer relationships 15.0 years $ 6,823 $ (681 ) $ 6,142 Trade secrets and processes 20.0 years 5,256 (263 ) 4,993 Other 5.0 years 1,759 (528 ) 1,231 Total intangible assets subject to amortization 16.0 years $ 13,838 $ (1,472 ) $ 12,366 Intangible assets related to licensed technology 14,879 — 14,879 Total intangible assets $ 28,717 $ (1,472 ) $ 27,245 As of December 31, 2017 Weighted-Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Customer relationships 15.0 years $ 7,141 $ (238 ) $ 6,903 Other 5.0 years 1,841 (183 ) 1,658 Total intangible assets subject to amortization 13.1 years $ 8,982 $ (421 ) $ 8,561 Intangible assets related to licensed technology 15,217 — 15,217 Total intangible assets $ 24,199 $ (421 ) $ 23,778 |
Schedule of Indefinite-lived Intangible Assets | The following table presents details of the Company’s acquired finite-lived and indefinite-lived intangible assets as of December 31, 2018 and December 31, 2017 , (in thousands, except weighted-average amortization period): As of December 31, 2018 Weighted-Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Customer relationships 15.0 years $ 6,823 $ (681 ) $ 6,142 Trade secrets and processes 20.0 years 5,256 (263 ) 4,993 Other 5.0 years 1,759 (528 ) 1,231 Total intangible assets subject to amortization 16.0 years $ 13,838 $ (1,472 ) $ 12,366 Intangible assets related to licensed technology 14,879 — 14,879 Total intangible assets $ 28,717 $ (1,472 ) $ 27,245 As of December 31, 2017 Weighted-Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Customer relationships 15.0 years $ 7,141 $ (238 ) $ 6,903 Other 5.0 years 1,841 (183 ) 1,658 Total intangible assets subject to amortization 13.1 years $ 8,982 $ (421 ) $ 8,561 Intangible assets related to licensed technology 15,217 — 15,217 Total intangible assets $ 24,199 $ (421 ) $ 23,778 |
Finite-lived Intangible Assets Amortization Expense [Table Text Block] | The following table presents the amortization recorded related to the Company’s finite-lived intangible assets (in thousands) Year Ended December 31, 2018 2017 Cost of revenue $ 263 $ — Sales, general and administrative 832 418 Total $ 1,095 $ 418 |
Schedule of Future Amortization Expense | As of December 31, 2018 , expected amortization expense for the unamortized acquired intangible assets for the next five years and thereafter is as follows (in thousands): Amortization Expense 2019 $ 1,069 2020 1,069 2021 1,069 2022 894 2023 718 Thereafter 7,547 Total amortization $ 12,366 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table presents the changes in goodwill during the year ended December 31, 2018 (in thousands): Total Company Balance as of December 31, 2017 $ 8,178 Foreign currency translation adjustments (365 ) Balance as of December 31, 2018 $ 7,813 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments under Operating Leases | Future minimum lease payments under the non-cancelable leases as of December 31, 2018 are as follows (in thousands): Lease Payments (1) Year Ending December 31: 2019 $ 6,575 2020 6,571 2021 5,809 2022 5,772 2023 5,735 Thereafter 40,194 Total future minimum lease payments $ 70,656 (1) The table above excludes the estimated future minimum lease payment for the Company’s Roseville Lease, due to the uncertainty around the timing of when the lease will commence and payments will be due |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | Activity of stock options under the 2005 Plan, 2011 Plan and 2014 Plan is set forth below: Number of Shares Weighted-Average Exercise Price Weighted Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value (in thousands) Balance at December 31, 2017 2,107,104 $ 17.58 Exercised (416,209 ) 12.16 Canceled/Forfeited (2,014 ) 22.04 Balance at December 31, 2018 1,688,881 $ 18.91 Vested and expected to vest—December 31, 2018 1,687,771 $ 18.91 5.85 $ 174,337 Exercisable—December 31, 2018 1,454,103 $ 17.99 5.73 $ 151,528 |
Summary of Unvested Restricted Stock Activity | The activity of unvested restricted stock and restricted stock units under the Plans is set forth below: Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2017 742,405 $ 38.86 Granted 125,446 113.06 Vested (411,113 ) 40.69 Canceled/Forfeited (5,275 ) 82.68 Unvested at December 31, 2018 451,463 $ 57.29 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The Company used the following assumptions in its Black-Scholes option pricing model to determine the fair value of equity settled awards: Equity Settled Awards Year Ended December 31, 2018 2017 2016 Expected term (in years) 0.50 0.50 0.50 Expected volatility 42% 34% 40% Risk-free interest rate 2.36% 1.26% 0.48% Expected dividend rate 0% 0% 0% |
Schedule of Stock-based Compensation Expense | The following table sets forth the stock-based compensation expense included in the consolidated statements of operations (in thousands): Year Ended December 31, 2018 2017 2016 Cost of sales $ 1,004 $ 1,009 $ 1,132 Research and development 1,597 1,289 1,020 Sales, general and administrative 15,821 15,514 12,485 $ 18,422 $ 17,812 $ 14,637 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in the accumulated balances during the period, and includes information regarding the manner in which the reclassifications out of accumulated other comprehensive (loss) income into earnings affect our consolidated statements of comprehensive (loss) income (in thousands): Year Ended December 31, 2018 Year Ended December 31, 2017 Marketable Currency Translation Total Marketable Currency Translation Total Balance, beginning of the year $ (235 ) $ 1,804 $ 1,569 $ (105 ) $ (4,583 ) $ (4,688 ) Other comprehensive (loss) income before reclassifications: Unrealized losses — marketable investments (165 ) — (165 ) (133 ) — (133 ) Foreign currency translation (losses) gains — (3,027 ) (3,027 ) — 6,387 6,387 Income tax effect — (expense) benefit (100 ) (219 ) (319 ) 31 — 31 Net of tax (265 ) (3,246 ) (3,511 ) (102 ) 6,387 6,285 Amounts reclassified from accumulated other comprehensive loss to earnings: Realized loss — marketable investments — — — (37 ) — (37 ) Income tax effect — benefit — — — 9 — 9 Net of tax — — — (28 ) — (28 ) Net current-year other comprehensive (loss) income (265 ) (3,246 ) (3,511 ) (130 ) 6,387 6,257 Balance, end of the year $ (500 ) $ (1,442 ) $ (1,942 ) $ (235 ) $ 1,804 $ 1,569 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income or (Loss) before Income Taxes | Income (loss) before income taxes and equity in losses of unconsolidated investee for the years ended December 31, 2018 , 2017 and 2016 is summarized as follows (in thousands): Year Ended December 31, 2018 2017 2016 United States $ (2,790 ) $ 543 $ (944 ) Foreign 4,398 1,933 75 Total income (loss) before income taxes and equity in losses of unconsolidated investee $ 1,608 $ 2,476 $ (869 ) |
Components of the Provision for (Benefit from) Income Taxes | The components of the (benefit from) provision for income taxes are summarized as follows (in thousands): Year Ended December 31, 2018 2017 2016 Current: Federal $ 290 $ (13 ) $ (3,872 ) State 183 259 304 Foreign 1,689 739 772 Total current $ 2,162 $ 985 $ (2,796 ) Deferred: Federal (5,436 ) (2,502 ) (11,909 ) State (770 ) (1,742 ) (785 ) Foreign (359 ) (352 ) (193 ) Total deferred $ (6,565 ) $ (4,596 ) $ (12,887 ) Benefit from income taxes $ (4,403 ) $ (3,611 ) $ (15,683 ) |
Schedule of Effective Income Tax Reconciliation | The Company’s actual (benefit from) or provision for tax differed from the amounts computed by applying the Company’s U.S. federal statutory income tax rate to pretax income as a result of the following: Year Ended December 31, 2018 2017 2016 Income tax at federal statutory rate 21.0 % 34.0 % 34.0 % State income taxes, net of federal benefit (33.1 ) (94.6 ) 417.1 Foreign taxes differential 37.2 (4.2 ) (63.0 ) Prepaid tax ASC 810-10 5.0 (39.8 ) 59.0 IPR&D charge 402.5 — — Stock-based compensation (809.6 ) (802.0 ) 1,474.0 Non-deductible meals and entertainment 31.3 19.4 (92.6 ) Imputed interest 19.8 19.1 (30.7 ) Tax credits — (0.5 ) 395.5 Remeasurement of deferred tax assets and liabilities — 622.5 — Transfer pricing tax benefit — (35.3 ) — Global intangible low-taxed income ("GILTI") 14.0 — — Contingent liabilities 12.4 — — Executive compensation 6.5 — — Non-deductible expenses 15.3 — — Other 3.9 8.0 (47.4 ) Change in valuation allowance — 127.6 (340.8 ) Effective tax rate (273.8 )% (145.8 )% 1,805.1 % |
Schedule of Deferred Tax Assets and Liabilities | Deferred income tax assets and liabilities consist of the following (in thousands) : December 31, 2018 2017 Deferred tax assets: Net operating loss carryforwards $ 27,456 $ 20,622 Tax credits 11,459 7,095 Accruals and reserves 6,078 5,430 Stock-based compensation 3,485 3,083 Translation adjustment 527 486 UNICAP adjustments 4,993 3,813 Other 464 487 Gross deferred tax assets 54,462 41,016 Valuation allowance (17,284 ) (10,295 ) Total deferred tax assets 37,178 30,721 Deferred tax liabilities: Depreciation and amortization (6,293 ) (6,363 ) Total deferred tax liabilities (6,293 ) (6,363 ) Net deferred tax assets $ 30,885 $ 24,358 |
Summary of Valuation Allowance | The change in the Company’s deferred tax valuation allowance against net DTAs changed from January 1, 2016 to December 31, 2018 , is as follows (in thousands) : Beginning Balance Additions Charged To Expenses or Other Accounts (1) Deductions Credited to Expenses or Other Accounts (2) Ending Balance For the year ended: December 31, 2016 $ 2,702 $ 3,360 $ — $ 6,062 December 31, 2017 6,062 4,400 (167 ) 10,295 December 31, 2018 10,295 6,989 — 17,284 (1) Additions include current year additions charged to expenses and current year build due to increases in net DTAs, return to provision true-ups, and other adjustments. (2) Deductions include current year releases credited to expenses and current year reductions due to decreases in net DTAs, return to provision true-ups, and other adjustments. |
Schedule of Unrecognized Tax Benefits | A reconciliation of the change in the gross unrecognized tax benefits from January 1, 2016 to December 31, 2018 , is as follows (in thousands): December 31, 2018 2017 2016 Beginning Balance $ 4,152 $ 3,827 $ 3,619 Gross increase for tax positions of current year 1,421 871 1,213 Gross increase for tax positions of prior years 238 130 250 Gross decrease for tax positions of prior years (616 ) (659 ) (648 ) Settlement — — (387 ) Lapse of statute of limitations (21 ) (17 ) (220 ) Ending Balance $ 5,174 $ 4,152 $ 3,827 |
Net Income Attributable to Pe_2
Net Income Attributable to Penumbra, Inc. per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Numerator and Denominator used in the Calculation of the Basic and Diluted Earnings per Share | A reconciliation of the numerator and denominator used in the calculation of the basic and diluted net income per share attributable to common stockholders is as follows (in thousands, except share and per share amounts): Year Ended December 31, 2018 2017 2016 Numerator: Net income attributable to Penumbra, Inc. $ 6,601 $ 4,657 $ 14,814 Denominator: Weighted average shares used to compute net income attributable to common stockholders: Basic 34,138,176 32,978,065 30,464,583 Potential dilutive stock-based awards, as calculated using treasury stock method 1,948,645 2,341,038 3,013,495 Diluted 36,086,821 35,319,103 33,478,078 Net income attributable to Penumbra, Inc. per share from: Basic $ 0.19 $ 0.14 $ 0.49 Diluted $ 0.18 $ 0.13 $ 0.44 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | As required by ASC 606, the impact of adoption of the new revenue standard on the Company's consolidated statements of operations and comprehensive income and consolidated balance sheets was as follows (in thousands): As of December 31, 2018 Adjusted Balance As Reported Adjustments Without 606 Adoption Consolidated Balance Sheet Data: Assets Accounts receivable, net of doubtful accounts $ 81,896 $ (984 ) $ 80,912 Inventories 115,741 343 116,084 Deferred taxes 32,940 181 33,121 Equity Retained Earnings $ 9,064 $ (460 ) $ 8,604 Year Ended December 31, 2018 Adjusted Balance As Reported Adjustments Without 606 Adoption Consolidated Income Statement Data: Revenue $ 444,938 $ (326 ) $ 444,612 Cost of revenue 152,405 (126 ) 152,279 Loss from operations (852 ) (200 ) (1,052 ) Income (loss) before income taxes and equity in losses of unconsolidated investee 1,608 (200 ) 1,408 Benefit from income taxes (4,403 ) (37 ) (4,440 ) Net income (loss) attributable to Penumbra, Inc. $ 6,601 $ (163 ) $ 6,438 |
Disaggregation of Revenue | The Company’s revenues disaggregated by geography, based on the destination to which the Company ships its products, for the year ended December 31, 2018 , 2017 and 2016 was as follows (in thousands): Year Ended December 31, 2018 2017 2016 United States $ 290,716 $ 219,173 $ 176,104 Japan 41,805 33,790 30,284 Other International 112,417 80,801 56,929 Total $ 444,938 $ 333,764 $ 263,317 The Company’s revenues disaggregated by product category, for the year ended December 31, 2018 , 2017 and 2016 was as follows (in thousands): Year Ended December 31, 2018 2017 2016 Neuro $ 294,333 $ 232,446 $ 185,533 Vascular 150,605 101,318 77,784 Total $ 444,938 $ 333,764 $ 263,317 |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | 15. Selected Quarterly Financial Data (Unaudited) The following tables provide the selected quarterly financial data for 2018 and 2017 (in thousands, except share and per share amounts): 2018 Quarters Ended Selected Statement of Operations Data: March 31 (1) June 30 September 30 (2) December 31 Revenue $ 102,701 $ 109,638 $ 111,806 $ 120,793 Cost of revenue 36,144 37,386 36,794 42,081 Gross profit $ 66,557 $ 72,252 $ 75,012 $ 78,712 Acquired in-process research and development $ — $ — $ 30,835 $ — Total operating expenses $ 62,512 $ 62,969 $ 95,861 $ 72,043 Income (loss) before income taxes and equity in losses of unconsolidated investee $ 4,504 $ 9,663 $ (19,908 ) $ 7,349 (Benefit from) provision for income taxes $ (1,938 ) $ (4,948 ) $ 1,598 $ 885 Income (loss) before equity in losses of unconsolidated investee $ 6,442 $ 14,611 $ (21,506 ) $ 6,464 Equity in losses of unconsolidated investee $ (951 ) $ (1,230 ) $ (920 ) $ — Consolidated net income (loss) $ 5,491 $ 13,381 $ (22,426 ) $ 6,464 Net loss attributable to non-controlling interest $ — $ — $ (3,496 ) $ (195 ) Net income (loss) attributable to Penumbra, Inc. $ 5,491 $ 13,381 $ (18,930 ) $ 6,659 Net income (loss) per share: Basic $ 0.16 $ 0.39 $ (0.55 ) $ 0.19 Diluted $ 0.15 $ 0.37 $ (0.55 ) $ 0.18 Weighted average shares used to compute net (loss) income per share: Basic 33,846,142 34,072,223 34,248,484 34,378,415 Diluted 35,917,051 36,116,254 34,248,484 36,150,450 2017 Quarters Ended Selected Statement of Operations Data: March 31 June 30 September 30 (3) December 31 (4) Revenue $ 73,213 $ 80,589 $ 83,911 $ 96,051 Cost of revenue 25,504 29,660 29,134 32,324 Gross profit $ 47,709 $ 50,929 $ 54,777 $ 63,727 Acquired in-process research and development $ — $ — $ — $ — Total operating expenses $ 49,755 $ 52,257 $ 54,094 $ 59,871 (Loss) income before income taxes and equity in losses of unconsolidated investee $ (1,751 ) $ (918 ) $ 1,239 $ 3,906 Provision for (benefit from) income taxes $ 1,355 $ 482 $ 456 $ (5,904 ) (Loss) income before equity in losses of unconsolidated investee $ (3,106 ) $ (1,400 ) $ 783 $ 9,810 Equity in losses of unconsolidated investee $ — $ (158 ) $ (545 ) $ (727 ) Consolidated net (loss) income $ (3,106 ) $ (1,558 ) $ 238 $ 9,083 Net loss attributable to non-controlling interest $ — $ — $ — $ — Net (loss) income attributable to Penumbra, Inc. $ (3,106 ) $ (1,558 ) $ 238 $ 9,083 Net (loss) income per share: Basic $ (0.10 ) $ (0.05 ) $ 0.01 $ 0.27 Diluted $ (0.10 ) $ (0.05 ) $ 0.01 $ 0.25 Weighted average shares used to compute net income (loss) per share: Basic 31,611,841 33,219,487 33,446,841 33,606,943 Diluted 31,611,841 33,219,487 35,664,272 35,833,621 (1) In the first quarter of 2018, the Company adopted Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“Topic 606”), and its associated amendments. Under the standard, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. The Company applied the five step method outlined in the ASU to all revenue streams and elected to utilize the modified retrospective implementation method. As a result of adoption, the Company recorded a $0.3 million cumulative adjustment to its retained earnings at January 1, 2018. Refer to Note “ 2. Summary of Significant Accounting Policies ” and Note “ 14. Revenues ” for more information. (2) On August 31, 2018, the Company acquired a controlling interest in MVI which was accounted for as an asset acquisition. In connection with the transaction, the Company recorded a $30.8 million IPR&D charge during the three months ended September 30, 2018 in the consolidated statements of operations related to the acquired technology under development from MVI. Of the total IPR&D charge, $27.4 million was attributable to the net loss of Penumbra, Inc. (3) Operating expenses for the three months ended September 30, 2017, included a $1.2 million benefit from a net refund of previously paid medical device excise tax. (4) Income tax expense for the three months ended December 31, 2017, includes $19.8 million of tax benefit related to the release of valuation allowance, offset by $2.4 million of valuation allowance against the Company’s federal research and development tax credits, and $15.4 million of deferred income tax due to the remeasurement of the Company’s DTAs at a 21% corporate income tax rate pursuant to the Tax Reform Act. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Disclosures (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)activity | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Accounting Policies [Abstract] | |||
Foreign Currency Transaction Gain (Loss), Realized | $ 900,000 | $ 1,000,000 | $ 700,000 |
Schedule of Equity Method Investments [Line Items] | |||
Number of Business Activities | activity | 1 | ||
Revenue Recognition, Sales Returns, Historical Return Period Used for Reserve for Sales Returns | 3 years | ||
Other-than-temporary impairments for marketable investments | $ 0 | 0 | 0 |
Inventory write-offs and write-downs | 1,700,000 | 1,037,000 | 2,667,000 |
Impairment of long-lived assets | 0 | 0 | 0 |
Advertising expense | $ 500,000 | $ 700,000 | $ 500,000 |
Minimum | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method ownership percentage | 20.00% | ||
Maximum | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method ownership percentage | 50.00% | ||
Revenue | Customer Concentration Risk | |||
Schedule of Equity Method Investments [Line Items] | |||
Concentration Risk, Percentage | 10.00% | ||
One Major Customer | Revenue | Customer Concentration Risk | |||
Schedule of Equity Method Investments [Line Items] | |||
Concentration Risk, Percentage | 10.10% | 11.50% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018USD ($)customerfinancial_instituion | Dec. 31, 2017USD ($)customer | Dec. 31, 2016customer | |
Customer Concentration Risk | Revenue | |||
Concentration Risk [Line Items] | |||
Concentration risk number of customers that accounted for greater than specified benchmark | 0 | ||
Concentration Risk, Percentage | 10.00% | ||
Customer Concentration Risk | Revenue | One Major Customer | |||
Concentration Risk [Line Items] | |||
Concentration risk number of customers that accounted for greater than specified benchmark | 1 | 1 | |
Concentration Risk, Percentage | 10.10% | 11.50% | |
Customer Concentration Risk | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk number of customers that accounted for greater than specified benchmark | 0 | 0 | |
Concentration Risk, Percentage | 10.00% | 10.00% | |
United States | |||
Concentration Risk [Line Items] | |||
Number of financial institutions holding cash in excess of federally insured limits | financial_instituion | 1 | ||
Foreign Countries | |||
Concentration Risk [Line Items] | |||
Cash that is not federally insured | $ | $ 23.4 | $ 15 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Property and Equipment, Net (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Minimum | Machinery and Equipment and Furniture and Fixtures | |
Property, Plant and Equipment [Line Items] | |
Useful life of property and equipment | 5 years |
Minimum | Computers and Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life of property and equipment | 2 years |
Maximum | Machinery and Equipment and Furniture and Fixtures | |
Property, Plant and Equipment [Line Items] | |
Useful life of property and equipment | 10 years |
Maximum | Computers and Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life of property and equipment | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies ASC 842 Implementation (Details) $ in Millions | Jan. 01, 2019USD ($) |
Minimum | |
Operating Leased Assets [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 38 |
Maximum | |
Operating Leased Assets [Line Items] | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 46 |
- Gains and Losses of Marketabl
- Gains and Losses of Marketable Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 133,540 | $ 164,288 |
Gross Unrealized Gains | 32 | 23 |
Gross Unrealized Losses | 533 | 357 |
Fair Value | 133,039 | 163,954 |
Commercial Paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 13,701 | 19,941 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 3 | 8 |
Fair Value | 13,698 | 19,933 |
U.S. treasury | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 6,400 | 6,402 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 22 | 28 |
Fair Value | 6,378 | 6,374 |
U.S. agency and government sponsored securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 7,699 | 4,787 |
Gross Unrealized Gains | 18 | 0 |
Gross Unrealized Losses | 27 | 18 |
Fair Value | 7,690 | 4,769 |
U.S. states and municipalities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 5,134 | 12,510 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 12 | 23 |
Fair Value | 5,122 | 12,487 |
Corporate bonds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 100,606 | 120,648 |
Gross Unrealized Gains | 14 | 23 |
Gross Unrealized Losses | 469 | 280 |
Fair Value | $ 100,151 | $ 120,391 |
- Marketable Securities in an U
- Marketable Securities in an Unrealized Loss Position (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | $ 74,134 | $ 132,461 |
Less than 12 months: Gross Unrealized Losses | (189) | (256) |
12 Months of more: Fair Value | 45,945 | 12,192 |
12 months or more: Gross Unrealized Losses | (344) | (101) |
Total: Fair Value | 120,079 | 144,653 |
Total: Gross Unrealized Losses | (533) | (357) |
Commercial Paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 12,208 | 19,933 |
Less than 12 months: Gross Unrealized Losses | (3) | (8) |
12 Months of more: Fair Value | 0 | 0 |
12 months or more: Gross Unrealized Losses | 0 | 0 |
Total: Fair Value | 12,208 | 19,933 |
Total: Gross Unrealized Losses | (3) | (8) |
U.S. treasury | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | 6,374 |
Less than 12 months: Gross Unrealized Losses | 0 | (28) |
12 Months of more: Fair Value | 6,378 | 0 |
12 months or more: Gross Unrealized Losses | (22) | 0 |
Total: Fair Value | 6,378 | 6,374 |
Total: Gross Unrealized Losses | (22) | (28) |
U.S. agency and government sponsored securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 1,436 | 2,778 |
Less than 12 months: Gross Unrealized Losses | (5) | (9) |
12 Months of more: Fair Value | 2,759 | 1,991 |
12 months or more: Gross Unrealized Losses | (22) | (9) |
Total: Fair Value | 4,195 | 4,769 |
Total: Gross Unrealized Losses | (27) | (18) |
U.S. states and municipalities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 1,529 | 10,092 |
Less than 12 months: Gross Unrealized Losses | (5) | (23) |
12 Months of more: Fair Value | 3,593 | 0 |
12 months or more: Gross Unrealized Losses | (7) | 0 |
Total: Fair Value | 5,122 | 10,092 |
Total: Gross Unrealized Losses | (12) | (23) |
Corporate bonds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 58,961 | 93,284 |
Less than 12 months: Gross Unrealized Losses | (176) | (188) |
12 Months of more: Fair Value | 33,215 | 10,201 |
12 months or more: Gross Unrealized Losses | (293) | (92) |
Total: Fair Value | 92,176 | 103,485 |
Total: Gross Unrealized Losses | $ (469) | $ (280) |
- Contractual Maturities of Mar
- Contractual Maturities of Marketable Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Due in less than one year | $ 83,391 | $ 104,272 |
Due in one to five years | 49,648 | 59,682 |
Fair Value | $ 133,039 | $ 163,954 |
- Non-Marketable Equity Investm
- Non-Marketable Equity Investments (Details) - USD ($) | Aug. 31, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Aug. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Revenues | $ 120,793,000 | $ 111,806,000 | $ 109,638,000 | $ 102,701,000 | $ 96,051,000 | $ 83,911,000 | $ 80,589,000 | $ 73,213,000 | $ 444,938,000 | $ 333,764,000 | $ 263,317,000 | ||
MVI Health Inc. | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Equity method ownership percentage | 50.00% | 50.00% | |||||||||||
Carrying value of investment | $ 3,900,000 | 3,900,000 | |||||||||||
Revenues | $ 0 | ||||||||||||
Equity method investment, net income (loss) | $ (6,200,000) | $ (2,900,000) | |||||||||||
MVI Health Inc. | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Asset acquisition, percentage of additional interest acquired | 40.00% | 40.00% | |||||||||||
Cash transferred | $ 20,000,000 | ||||||||||||
Asset acquisition, ownership percentage | 90.00% | 90.00% | |||||||||||
Remaining equity interest | 10.00% | 10.00% | |||||||||||
Carrying value of investment | $ 2,200,000 | $ 2,200,000 |
Investments and Fair Value of_3
Investments and Fair Value of Financial Instruments - Impact of Transfer Agreement on Non-Marketable Equity Investments (Details) - USD ($) $ in Thousands | Aug. 31, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Asset Acquisition [Line Items] | ||||||||||||
Asset Acquisition, Consideration Transfered, Remaining Noncontrolling Interest, Fair Value | $ 3,366 | |||||||||||
Acquired in-process research and development | $ 0 | $ 30,835 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 30,835 | $ 0 | $ 0 | |
MVI Health Inc. | ||||||||||||
Schedule of Asset Acquisition [Line Items] | ||||||||||||
Cash transferred | $ 20,000 | |||||||||||
Asset Acquisition, Contingent Consideration, Liability | 4,500 | |||||||||||
Equity Method Investments | 2,200 | |||||||||||
Asset Acquisition, Consideration Transfered, Remaining Noncontrolling Interest, Fair Value | 3,400 | |||||||||||
Asset Acquisition, Consideration Transfered, Total | 30,067 | |||||||||||
Loss Contingency Accrual | 4,500 | |||||||||||
Payments Made Pursuant To Anti-Dilution Provision | 500 | |||||||||||
Loss Contingency, Accrual, Current | 1,500 | 1,500 | ||||||||||
Loss Contingency, Accrual, Noncurrent | $ 2,500 | 2,500 | ||||||||||
Acquired in-process research and development | $ 30,800 | $ 30,800 | ||||||||||
MVI Health Inc. | ||||||||||||
Schedule of Asset Acquisition [Line Items] | ||||||||||||
Equity Method Investment, Summarized Financial Information, Assets | 5,200 | 7,900 | 7,900 | |||||||||
Equity Method Investments | $ 3,900 | $ 3,900 | ||||||||||
Equity Method Investment, Summarized Financial Information, Liabilities | 1,000 | |||||||||||
Equity Method Investment Summarized Financial Information, Equity | $ 4,200 |
- Financial Assets and Liabilit
- Financial Assets and Liabilities Measured at Fair Value (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | $ 2,571 | $ 4,675 |
Financial Assets | ||
Total | 156,093 | 175,403 |
U.S. agency and government sponsored securities | ||
Financial Assets | ||
Marketable investments | 7,690 | 4,769 |
Commercial Paper | ||
Financial Assets | ||
Marketable investments | 13,698 | 19,933 |
U.S. treasury | ||
Financial Assets | ||
Marketable investments | 6,378 | 6,374 |
U.S. states and municipalities | ||
Financial Assets | ||
Marketable investments | 5,122 | 12,487 |
Corporate bonds | ||
Financial Assets | ||
Marketable investments | 100,151 | 120,391 |
Commercial Paper | ||
Financial Assets | ||
Cash Equivalents | 10,967 | 9,185 |
Money Market Funds | ||
Financial Assets | ||
Cash Equivalents | 12,087 | 2,264 |
Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | 0 | 0 |
Financial Assets | ||
Total | 18,465 | 8,638 |
Fair Value, Inputs, Level 1 | U.S. agency and government sponsored securities | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 1 | Commercial Paper | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 1 | U.S. treasury | ||
Financial Assets | ||
Marketable investments | 6,378 | 6,374 |
Fair Value, Inputs, Level 1 | U.S. states and municipalities | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 1 | Corporate bonds | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 1 | Commercial Paper | ||
Financial Assets | ||
Cash Equivalents | 0 | 0 |
Fair Value, Inputs, Level 1 | Money Market Funds | ||
Financial Assets | ||
Cash Equivalents | 12,087 | 2,264 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | 0 | 0 |
Financial Assets | ||
Total | 137,628 | 166,765 |
Fair Value, Inputs, Level 2 | U.S. agency and government sponsored securities | ||
Financial Assets | ||
Marketable investments | 7,690 | 4,769 |
Fair Value, Inputs, Level 2 | Commercial Paper | ||
Financial Assets | ||
Marketable investments | 13,698 | 19,933 |
Fair Value, Inputs, Level 2 | U.S. treasury | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 2 | U.S. states and municipalities | ||
Financial Assets | ||
Marketable investments | 5,122 | 12,487 |
Fair Value, Inputs, Level 2 | Corporate bonds | ||
Financial Assets | ||
Marketable investments | 100,151 | 120,391 |
Fair Value, Inputs, Level 2 | Commercial Paper | ||
Financial Assets | ||
Cash Equivalents | 10,967 | 9,185 |
Fair Value, Inputs, Level 2 | Money Market Funds | ||
Financial Assets | ||
Cash Equivalents | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | 2,571 | 4,675 |
Financial Assets | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | U.S. agency and government sponsored securities | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Commercial Paper | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | U.S. treasury | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | U.S. states and municipalities | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Corporate bonds | ||
Financial Assets | ||
Marketable investments | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Commercial Paper | ||
Financial Assets | ||
Cash Equivalents | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Money Market Funds | ||
Financial Assets | ||
Cash Equivalents | 0 | 0 |
Contingent Consideration Liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | 2,571 | 4,675 |
Contingent Consideration Liability | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | 0 | 0 |
Contingent Consideration Liability | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | 0 | 0 |
Contingent Consideration Liability | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities Fair Value Disclosure | $ 2,571 | $ 4,675 |
Investments and Fair Value of_4
Investments and Fair Value of Financial Instruments - Quantitative Information On Unobservable Inputs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Monte Carlo Simulation | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair Value Inputs, Risk-Adjusted Discount Rate | 15.00% | |
Minimum | Monte Carlo Simulation | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Revenue volatilities for each type of revenue-based milestone (as a percent) | 5.10% | |
Maximum | Monte Carlo Simulation | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Revenue volatilities for each type of revenue-based milestone (as a percent) | 18.40% | |
Crossmed | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Payments of contingent consideration liabilities | $ 3,017 | |
Crossmed | Monte Carlo Simulation | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 1,268 | |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 2,571 | $ 4,675 |
Measurement Input, Actual Revenue Results [Member] | Crossmed | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 1,303 | |
Sales, general and administrative | Crossmed | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Changes in fair value | 950 | |
Other Expenses, net | Crossmed | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Foreign currency remeasurement | $ 37 |
Investments and Fair Value of_5
Investments and Fair Value of Financial Instruments - Contingent Consideration (Details) - Crossmed $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Payments of contingent consideration liabilities | $ 3,017 |
Fair Value, Inputs, Level 3 | Monte Carlo Simulation | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings, Description | 950,000 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
December 31, 2017 | $ 4,675 |
December 31, 2018 | 2,571 |
Sales, general and administrative | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Changes in fair value | 950 |
Other Expenses, net | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Foreign currency remeasurement | $ 37 |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance At Beginning Of Year | $ 1,290 | $ 684 | $ 589 |
Charged To Costs And Expenses | 1,563 | 606 | 216 |
Deductions1 | (71) | 0 | (121) |
Balance At End Of Year | $ 2,782 | $ 1,290 | $ 684 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 18,829 | $ 13,529 |
Work in process | 10,630 | 6,073 |
Finished goods | 86,282 | 75,299 |
Inventories | $ 115,741 | $ 94,901 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 50,823 | $ 41,450 | |
Less: Accumulated depreciation and amortization | (15,416) | (10,551) | |
Property and equipment, net | 35,407 | 30,899 | |
Depreciation and amortization expense | 6,168 | 3,781 | $ 2,297 |
Property, Plant and Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | 5,100 | 3,400 | $ 2,300 |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 15,400 | 12,456 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 7,140 | 6,458 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 17,665 | 15,926 | |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 4,095 | 3,547 | |
Computers | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 3,289 | 1,737 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 3,234 | $ 1,326 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Payroll and employee-related cost | $ 33,838 | $ 22,001 |
Other Sundry Liabilities, Current | 4,088 | 3,927 |
Sales return reserve | 2,986 | 3,035 |
Product warranty | 1,875 | 1,088 |
Acquisition related liabilities | 4,439 | 4,752 |
Other accrued liabilities | 10,660 | 10,022 |
Total accrued liabilities | $ 57,886 | $ 44,825 |
Balance Sheet Components - Prod
Balance Sheet Components - Product Warranty (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Standard and Extended Product Warranty Accrual, Increase (Decrease) for Changes in Estimate for New and Preexisting Warranties | $ 1,336 | $ 471 | |
Product Warranty, Increase (Decrease) [Roll Forward] | |||
Balance at the beginning of the year | 1,088 | 1,254 | $ 713 |
Accruals of warranties issued | 1,176 | ||
Settlements of warranty claims | (549) | (637) | (635) |
Balance at the end of the year | $ 1,875 | $ 1,088 | $ 1,254 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Non-Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Other Non-Current Liabilities Disclosure [Abstract] | ||
Deferred tax liabilities | $ 4,171 | $ 3,299 |
Licensing-related cost | 11,506 | 12,717 |
Asset Acquisition Related Costs, Noncurrent | 2,500 | 0 |
Other non-current liabilities | 766 | 2,462 |
Other non-current liabilities | $ 18,943 | $ 18,478 |
Business Combination - Narrativ
Business Combination - Narrative (Details) $ in Thousands, € in Millions | Jul. 03, 2017USD ($) | Jul. 03, 2017EUR (€) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Business Combinations [Abstract] | |||||||||||||
Number of operating segments | segment | 1 | ||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Payment of acquisition-related obligations | $ 4,481 | $ 0 | $ 0 | ||||||||||
Revenues | $ 120,793 | $ 111,806 | $ 109,638 | $ 102,701 | $ 96,051 | $ 83,911 | $ 80,589 | $ 73,213 | 444,938 | 333,764 | $ 263,317 | ||
Crossmed | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Payments to acquire business | $ 9,400 | € 8.2 | |||||||||||
Contingent consideration arrangements, maximum | no | ||||||||||||
Payment of acquisition-related obligations | 4,500 | ||||||||||||
Contingent consideration for milestone payments | 4,343 | ||||||||||||
Deferred tax liability | $ 2,472 | ||||||||||||
Revenues | 6,200 | ||||||||||||
Net income (loss) | 200 | ||||||||||||
Current Liabilities | Crossmed | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration for milestone payments | $ 2,600 | 2,900 | 2,600 | 2,900 | |||||||||
Noncurrent Liabilities | Crossmed | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration for milestone payments | $ 1,700 | $ 1,700 | |||||||||||
Milestone Achievement Payment [Member] | Crossmed | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Payment of acquisition-related obligations | $ 3,000 |
- Consideration Transferred (De
- Consideration Transferred (Details) $ in Thousands, € in Millions | Jul. 03, 2017USD ($) | Jul. 03, 2017EUR (€) | Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||||
Payment of acquisition-related obligations | $ 4,481 | $ 0 | $ 0 | |||
Crossmed | ||||||
Business Acquisition [Line Items] | ||||||
Payment of acquisition-related obligations | 4,500 | |||||
Payments to Acquire Businesses, Gross | $ 9,400 | € 8.2 | ||||
Contingent consideration arrangements, maximum | no | |||||
Cash, net of working capital and financial debt adjustments | 11,088 | |||||
Business Combination, Contingent Consideration, Liability | 4,343 | |||||
Contract purchase price | 15,431 | |||||
Consideration for settlement of pre-existing receivable due from Crossmed to Penumbra | 3,273 | |||||
Total value of consideration transferred | $ 18,704 | |||||
Current Liabilities | Crossmed | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Contingent Consideration, Liability | $ 2,600 | $ 2,600 | 2,900 | |||
Noncurrent Liabilities | Crossmed | ||||||
Business Acquisition [Line Items] | ||||||
Business Combination, Contingent Consideration, Liability | $ 1,700 |
Business Combination - Purchase
Business Combination - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jul. 03, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Estimated Useful Life of Finite-Lived Intangible Assets | 16 years | 13 years 1 month 6 days | ||
Goodwill | $ 7,813 | $ 7,813 | $ 8,178 | |
Crossmed | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 4,343 | |||
Accounts receivable, net | 4,406 | |||
Inventories | 1,343 | |||
Other current and non-current assets | 1,596 | |||
Property and equipment, net | 829 | |||
Accounts payable | (740) | |||
Accrued liabilities and obligations for short-term debt and credit facilities | (1,868) | |||
Deferred tax liability | (2,472) | |||
Other non-current liabilities | (797) | |||
Goodwill | 7,867 | |||
Total purchase price | 18,704 | |||
Purchase price adjustment, working capital and financial debt adjustment | 1,200 | |||
Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life of Finite-Lived Intangible Assets | 15 years | 15 years | ||
Customer relationships | Crossmed | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 6,790 | |||
Estimated Useful Life of Finite-Lived Intangible Assets | 15 years | |||
Other | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life of Finite-Lived Intangible Assets | 5 years | 5 years | ||
Other | Crossmed | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 1,750 | |||
Estimated Useful Life of Finite-Lived Intangible Assets | 5 years | |||
Noncurrent Liabilities | Crossmed | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 1,700 | |||
Other Current Liabilities [Member] | Crossmed | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 2,600 | $ 2,600 | $ 2,900 |
Business Combination - Pro Form
Business Combination - Pro Forma (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | |||||||||||
Revenues | $ 120,793 | $ 111,806 | $ 109,638 | $ 102,701 | $ 96,051 | $ 83,911 | $ 80,589 | $ 73,213 | $ 444,938 | $ 333,764 | $ 263,317 |
Crossmed | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Revenues | 6,200 | ||||||||||
Pro forma net revenue | 336,557 | 268,262 | |||||||||
Pro forma net income | 5,992 | $ 14,816 | |||||||||
Net Income (Loss) Available to Common Stockholders, Basic | $ 200 |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Amortization Period | 16 years | 13 years 1 month 6 days | |||
Finite-Lived Intangible Assets, Gross | $ 13,838 | $ 13,838 | $ 8,982 | ||
Accumulated amortization | (1,472) | (1,472) | (421) | ||
Total amortization | 12,366 | 12,366 | 8,561 | ||
Indefinite-lived intangible assets | 14,879 | 14,879 | 15,217 | ||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 0 | ||||
Intangible assets, gross | 28,717 | 28,717 | 24,199 | ||
Intangible assets, net | 27,245 | 27,245 | 23,778 | ||
Amortization of Intangible Assets | 1,095 | 418 | |||
Payments to acquire intangible assets | $ 2,500 | $ 0 | $ 2,500 | $ 0 | |
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Amortization Period | 15 years | 15 years | |||
Finite-Lived Intangible Assets, Gross | 6,823 | $ 6,823 | $ 7,141 | ||
Accumulated amortization | (681) | (681) | (238) | ||
Total amortization | 6,142 | $ 6,142 | $ 6,903 | ||
Trade Secrets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Amortization Period | 20 years | ||||
Finite-Lived Intangible Assets, Gross | 5,256 | $ 5,256 | |||
Accumulated amortization | (263) | (263) | |||
Total amortization | 4,993 | $ 4,993 | |||
Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-Average Amortization Period | 5 years | 5 years | |||
Finite-Lived Intangible Assets, Gross | 1,759 | $ 1,759 | $ 1,841 | ||
Accumulated amortization | (528) | (528) | (183) | ||
Total amortization | 1,231 | 1,231 | 1,658 | ||
Technology Licensing Agreement | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Loss Contingency Accrual, Period Increase (Decrease) | (300) | ||||
Loss Contingency Accrual | 12,400 | 12,400 | 12,700 | ||
Cost of Sales | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | 263 | 0 | |||
Sales, general and administrative | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | 832 | $ 418 | |||
Accrued Liabilities [Member] | Technology Licensing Agreement | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Loss Contingency, Accrual, Current | (900) | (900) | |||
Noncurrent Liabilities | Technology Licensing Agreement | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Loss Contingency, Accrual, Noncurrent | $ (11,500) | $ (11,500) |
Intangible Assets - Future Amor
Intangible Assets - Future Amortization (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,018 | $ 1,069 | |
2,019 | 1,069 | |
2,020 | 1,069 | |
2,021 | 894 | |
2,022 | 718 | |
Thereafter | 7,547 | |
Total amortization | $ 12,366 | $ 8,561 |
Goodwill (Details)
Goodwill (Details) | 12 Months Ended |
Dec. 31, 2018USD ($)segment | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Number of operating segments | segment | 1 |
Goodwill [Roll Forward] | |
Balance as of December 31, 2017 | $ 8,178,000 |
Foreign currency translation and other adjustments | (365,000) |
Balance as of December 31, 2018 | 7,813,000 |
Goodwill impairment | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Lease and Purchase Commitments (Details) | 12 Months Ended | ||
Dec. 31, 2018USD ($)ft² | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Operating Leases [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 13,838,000 | $ 8,982,000 | |
Rent expense | 5,800,000 | $ 5,800,000 | $ 5,200,000 |
Total estimated lease payments | 70,656,000 | ||
Future minimum lease payments under non-cancelable operating leases | |||
2,019 | 6,575,000 | ||
2,020 | 6,571,000 | ||
2,021 | 5,809,000 | ||
2,022 | 5,772,000 | ||
2,023 | 5,735,000 | ||
Thereafter | 40,194,000 | ||
Total future minimum lease payments | 70,656,000 | ||
Purchase obligations | $ 23,100,000 | ||
Headquarters, Additional Lease | Minimum | |||
Operating Leases [Line Items] | |||
Lessee, Operating Lease, Renewal Term | 5 years | ||
Headquarters, Additional Lease | Maximum | |||
Operating Leases [Line Items] | |||
Lessee, Operating Lease, Renewal Term | 15 years | ||
Rentable area (in sqft) | ft² | 100,000 | ||
Roseville Lease [Member] | |||
Operating Leases [Line Items] | |||
Rentable area (in sqft) | ft² | 160,000 | ||
Total estimated lease payments | $ 40,900,000 | ||
Lessee, Operating Lease, Term of Contract | 15 years | ||
Future minimum lease payments under non-cancelable operating leases | |||
Total future minimum lease payments | $ 40,900,000 | ||
Roseville Lease [Member] | Minimum | |||
Operating Leases [Line Items] | |||
Lessee, Operating Lease, Renewal Term | 5 years | ||
Roseville Lease [Member] | Maximum | |||
Operating Leases [Line Items] | |||
Lessee, Operating Lease, Renewal Term | 10 years | ||
Potential | Headquarters, Additional Lease | |||
Operating Leases [Line Items] | |||
Rent expense | $ 1,600,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Royalty Obligations (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Commitments [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 13,838,000 | $ 8,982,000 | |
Cost of Sales | |||
Other Commitments [Line Items] | |||
Royalty expense | 3,400,000 | $ 4,100,000 | $ 2,900,000 |
Royalty Agreement, March 2005 | |||
Other Commitments [Line Items] | |||
Minimum annual royalty payments | $ 100,000 | ||
Term of royalty agreement | 15 years | ||
Royalty Agreement, April 2012 | |||
Other Commitments [Line Items] | |||
Term of royalty agreement | 15 years | ||
Royalty as a percent of sales | 5.00% | ||
Royalty Agreement, November 2013, Less than $5 Million in Sales [Member] | |||
Other Commitments [Line Items] | |||
Royalty as a percent of sales | 3.00% | ||
Royalty Agreement, November 2013, Greater than $5 Million in Sales [Member] | |||
Other Commitments [Line Items] | |||
Royalty as a percent of sales | 1.00% | ||
Royalty agreement, threshold | $ 5,000,000 | ||
Royalty Agreement, April 2015 | |||
Other Commitments [Line Items] | |||
Royalty as a percent of sales | 2.00% | ||
Trade Secrets [Member] | |||
Other Commitments [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 5,256,000 |
- Preferred Stock and Common St
- Preferred Stock and Common Stock (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018USD ($)voteshares | Dec. 31, 2017USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred stock, shares authorized (in shares) | shares | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding (in shares) | shares | 0 | 0 |
Common stock, number of votes per share | vote | 1 | |
Equity Consideration For Buyout Agreement | $ | $ 13,838 | $ 8,982 |
Trade Secrets [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity Consideration For Buyout Agreement | $ | $ 5,256 |
Stockholders' Equity - Issuance
Stockholders' Equity - Issuance of Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Class of Stock [Line Items] | ||||
Net cash proceeds from shares issued and sold | $ 5,256 | $ 106,269 | ||
Public Stock Offering | ||||
Class of Stock [Line Items] | ||||
Shares issued (in shares) | 1,495,000 | |||
Shares issued, price per share (in dollars per share) | $ 76 | |||
Net cash proceeds from shares issued and sold | $ 106,300 | |||
Underwriting discounts and commissions | 6,800 | |||
Other issuance costs | $ 500 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Class of Stock [Line Items] | ||||
Stock Issued During Period, Shares, Acquisitions | 53,256 |
Stockholders' Equity - Stock Pl
Stockholders' Equity - Stock Plans (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 17, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of options outstanding ( in shares) | 1,688,881 | 2,107,104 | |||
Number of options unvested and subject to repurchase (in shares) | 0 | 409 | |||
Shares purchased by employees under the employee stock purchase plan (in shares) | 74,344 | 91,685 | 214,025 | ||
Intrinsic value of options exercised in period | $ 49,100,000 | $ 56,400,000 | $ 53,100,000 | ||
Unrecognized compensation cost related to unvested share-based compensation arrangements | $ 22,600,000 | ||||
Unrecognized compensation cost, expected recognition period | 2 years 1 month 6 days | ||||
Share-based compensation expense capitalized in inventory | $ 400,000 | 200,000 | 400,000 | ||
Issuance of common stock under employee stock purchase plan | $ 7,231,000 | $ 5,809,000 | $ 6,578,000 | ||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares of common stock reserved for future issuance (in shares) | 1,177,339 | 600,000 | |||
Number of shares available for grant (in shares) | 910,849 | ||||
Minimum percent of eligible compensation per pay period to be used to purchase shares under plan | 1.00% | ||||
Maximum percent of eligible compensation per pay period to be used to purchase shares under plan | 15.00% | ||||
Purchase price of common stock, percent of fair market value | 85.00% | ||||
Maximum number of shares that may be purchased by any one employee (in shares) | 2,000 | ||||
Maximum value of shares that may be purchased by any one employee | $ 25,000 | ||||
2005 Stock Plan | Stock Options | Vesting, First Year | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting rate | 25.00% | ||||
2005 Stock Plan | Stock Options | Vesting, After First Year, Monthly Vesting Rate | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting rate | 2.00% | ||||
2005 Stock Plan | Incentive Stock Options (ISO) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Minimum voting rights for determination of exercise price, percent | 10.00% | ||||
Shares transferred to different plan (in shares) | 564 | ||||
Minimum exercise price, percent over fair market value | 110.00% | ||||
Shares of common stock reserved for future issuance (in shares) | 267,577 | ||||
2005 Stock Plan | Incentive Stock Options (ISO) | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Term of award | 5 years | ||||
2005 Stock Plan | Other Options | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Term of award | 10 years | ||||
2011 Equity Incentive Plan | Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Term of award | 10 years | ||||
Shares transferred to different plan (in shares) | 89,559 | ||||
Award vesting period | 4 years | ||||
Shares of common stock reserved for future issuance (in shares) | 145,000 | ||||
2011 Equity Incentive Plan | Incentive Stock Options (ISO) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Minimum voting rights for determination of exercise price, percent | 10.00% | ||||
Minimum exercise price, percent over fair market value | 110.00% | ||||
2014 Equity Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares of common stock reserved for future issuance (in shares) | 8,614,792 | ||||
Number of shares available for grant (in shares) | 7,051,991 | ||||
Public Stock Offering | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Other issuance costs | $ 500,000 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | |
Number of Shares | ||
Beginning balance (in shares) | shares | 2,107,104 | |
Exercised (in shares) | shares | (416,209) | |
Cancelled/Forfeited (in shares) | shares | (2,014) | |
Ending balance (in shares) | shares | 1,688,881 | 1,688,881 |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 17.58 | |
Exercised (in dollars per share) | $ / shares | 12.16 | |
Cancelled/Forfeited (in dollars per share) | $ / shares | 22.04 | |
Ending balance (in dollars per share) | $ / shares | $ 18.91 | $ 18.91 |
Options Vested and Expected to Vest | ||
Number of Shares | shares | 1,687,771 | 1,687,771 |
Weighted Average Exercise Price | $ / shares | $ 18.91 | $ 18.91 |
Weighted Average Remaining Contractual Life (in Years) | 5 years 10 months 6 days | |
Aggregate Intrinsic Value (in thousands) | $ | $ 174,337 | $ 174,337 |
Number of Shares | shares | 1,454,103 | 1,454,103 |
Weighted Average Exercise Price | $ / shares | $ 17.99 | $ 17.99 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | 5 years 8 months 22 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ | $ 151,528 | $ 151,528 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Activity (Details) - Restricted Stock and Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares | |||
Unvested beginning balance (in shares) | 742,405 | ||
Granted (in shares) | 125,446 | ||
Vested (in shares) | (411,113) | ||
Cancelled/Forfeited (in shares) | (5,275) | ||
Unvested ending balance (in shares) | 451,463 | 742,405 | |
Weighted Average Grant Date Fair Value | |||
Unvested beginning balance (in dollars per share) | $ 38.86 | ||
Granted (in dollars per share) | 113.06 | ||
Vested (in dollars per share) | 40.69 | ||
Cancelled/Forfeited (in dollars per share) | 82.68 | ||
Unvested ending balance (in dollars per share) | $ 57.29 | $ 38.86 | |
Fair value of restricted stock vested | $ 47 | $ 29.1 | $ 9.9 |
Expected to vest (in shares) | 441,166 |
Stockholders' Equity - Employee
Stockholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Shares purchased by employees under the employee stock purchase plan (in shares) | 74,344 | 91,685 | 214,025 |
Shares purchase by employees under the employee stock purchase plan | $ 7,231 | $ 5,809 | $ 6,578 |
Stockholders' Equity - Stock _2
Stockholders' Equity - Stock Options Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 months | 6 months | 6 months |
Expected volatility | 42.00% | 34.00% | 40.00% |
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Risk-free interest rate | 2.36% | 1.26% | 0.48% |
Stockholders' Equity - Stock-ba
Stockholders' Equity - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expense | $ 18,422 | $ 17,812 | $ 14,637 |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expense | 1,004 | 1,009 | 1,132 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expense | 1,597 | 1,289 | 1,020 |
Sales, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation expense | $ 15,821 | $ 15,514 | $ 12,485 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 400,408 | ||
Amounts reclassified from accumulated other comprehensive loss to earnings: | |||
Net current-year other comprehensive (loss) income | (3,511) | $ 6,257 | $ (2,573) |
Ending balance | 422,240 | 400,408 | |
Marketable Investments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (235) | (105) | |
Other comprehensive (loss) income before reclassifications: | |||
OCI, before reclassifications, before tax, attributable to parent | (165) | (133) | |
Income tax effect — (expense) benefit | (100) | 31 | |
Net of tax | (265) | (102) | |
Amounts reclassified from accumulated other comprehensive loss to earnings: | |||
Realized loss — marketable investments | 0 | (37) | |
Income tax effect — benefit | 0 | 9 | |
Net of tax | 0 | (28) | |
Net current-year other comprehensive (loss) income | (265) | (130) | |
Ending balance | (500) | (235) | (105) |
Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 1,804 | (4,583) | |
Other comprehensive (loss) income before reclassifications: | |||
OCI, before reclassifications, before tax, attributable to parent | (3,027) | 6,387 | |
Income tax effect — (expense) benefit | (219) | 0 | |
Net of tax | (3,246) | 6,387 | |
Amounts reclassified from accumulated other comprehensive loss to earnings: | |||
Realized loss — marketable investments | 0 | 0 | |
Income tax effect — benefit | 0 | 0 | |
Net of tax | 0 | 0 | |
Net current-year other comprehensive (loss) income | (3,246) | 6,387 | |
Ending balance | (1,442) | 1,804 | (4,583) |
Accumulated Other Comprehensive Income (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 1,569 | (4,688) | |
Other comprehensive (loss) income before reclassifications: | |||
Income tax effect — (expense) benefit | (319) | 31 | |
Net of tax | (3,511) | 6,285 | |
Amounts reclassified from accumulated other comprehensive loss to earnings: | |||
Realized loss — marketable investments | 0 | (37) | |
Income tax effect — benefit | 0 | 9 | |
Net of tax | 0 | (28) | |
Net current-year other comprehensive (loss) income | (3,511) | 6,257 | (2,573) |
Ending balance | $ (1,942) | $ 1,569 | $ (4,688) |
Employee Benefit Plans Narrativ
Employee Benefit Plans Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |||
Employer contribution cost | $ 1.6 | $ 1.1 | $ 0.8 |
Income Taxes - Income (Loss) be
Income Taxes - Income (Loss) before Income Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||||||||
United States | $ (2,790,000) | $ 543,000 | $ (944,000) | ||||||||
Foreign | 4,398,000 | 1,933,000 | 75,000 | ||||||||
Income (loss) before income taxes and equity in losses of unconsolidated investee | $ 7,349,000 | $ (19,908,000) | $ 9,663,000 | $ 4,504,000 | $ 3,906,000 | $ 1,239,000 | $ (918,000) | $ (1,751,000) | $ 1,608,000 | $ 2,476,000 | $ (869,000) |
Income Taxes - Provision for (B
Income Taxes - Provision for (Benefit from) for Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||||||||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | $ 2,400 | ||||||||||
Taxes, Other | $ 1,200 | ||||||||||
Current: | |||||||||||
Federal | $ 290 | $ (13) | $ (3,872) | ||||||||
State | 183 | 259 | 304 | ||||||||
Foreign | 1,689 | 739 | 772 | ||||||||
Total current | 2,162 | 985 | (2,796) | ||||||||
Deferred: | |||||||||||
Federal | (5,436) | (2,502) | (11,909) | ||||||||
State | (770) | (1,742) | (785) | ||||||||
Foreign | (359) | (352) | (193) | ||||||||
Total deferred | (6,565) | (4,596) | (12,887) | ||||||||
Benefit from income taxes | $ 885 | $ 1,598 | $ (4,948) | $ (1,938) | $ (5,904) | $ 456 | $ 482 | $ 1,355 | $ (4,403) | $ (3,611) | $ (15,683) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Deferred Tax Assets, Net of Valuation Allowance | $ 30,721 | $ 37,178 | $ 30,721 | |
Income tax at federal statutory rate | 21.00% | 34.00% | 34.00% | |
State income taxes, net of federal benefit | (33.10%) | (94.60%) | 417.10% | |
Foreign taxes differential | 37.20% | (4.20%) | (63.00%) | |
Prepaid tax ASC 810-10 | 5.00% | (39.80%) | 59.00% | |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, In-Process Research and Development, Percent | 402.50% | 0.00% | 0.00% | |
Stock-based compensation | (809.60%) | (802.00%) | 1474.00% | |
Non-deductible meals and entertainment | 31.30% | 19.40% | (92.60%) | |
Imputed interest | 19.80% | 19.10% | (30.70%) | |
Tax credits | (0.00%) | (0.50%) | 395.50% | |
Remeasurement of deferred tax assets and liabilities | 0.00% | 622.50% | 0.00% | |
Transfer pricing tax benefit | 0.00% | (35.30%) | 0.00% | |
Global Intangible Low-Taxed Income (Percent) | 14.00% | 0.00% | 0.00% | |
ETR Reconciliation Contingent Liabilities | 12.40% | 0.00% | 0.00% | |
ETR Executive Compensation (Percent) | 6.50% | 0.00% | 0.00% | |
ETR Non-deductible expenses (Percent) | 15.30% | 0.00% | 0.00% | |
Other | 3.90% | 8.00% | (47.40%) | |
Change in valuation allowance | 0.00% | 127.60% | (340.80%) | |
Effective tax rate | 21.00% | (273.80%) | (145.80%) | 1805.10% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||||
Net operating loss carryforwards | $ 27,456,000 | $ 20,622,000 | ||
Tax credits | 11,459,000 | 7,095,000 | ||
Accruals and reserves | 6,078,000 | 5,430,000 | ||
Stock-based compensation | 3,485,000 | 3,083,000 | ||
Translation adjustment | 527,000 | 486,000 | ||
UNICAP adjustments | 4,993,000 | 3,813,000 | ||
Other | 464,000 | 487,000 | ||
Gross deferred tax assets | 54,462,000 | 41,016,000 | ||
Valuation allowance | (17,284,000) | (10,295,000) | $ (6,062,000) | $ (2,702,000) |
Total deferred tax assets | 37,178,000 | 30,721,000 | ||
Deferred tax liabilities: | ||||
Depreciation and amortization | (6,293,000) | (6,363,000) | ||
Total deferred tax liabilities | (6,293,000) | (6,363,000) | ||
Net deferred tax assets | 30,885,000 | $ 24,358,000 | ||
MVI Health Inc. | ||||
Schedule of Asset Acquisition [Line Items] | ||||
Asset Acquisition MVI DTA | $ 3,000,000 |
Income Taxes - Valuation Allowa
Income Taxes - Valuation Allowance (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of valuation allowance | |||
Beginning Balance | $ 10,295,000 | $ 6,062,000 | $ 2,702,000 |
Additions Charged To Expenses or Other Accounts | 6,989,000 | 4,400,000 | 3,360,000 |
Deductions Credited to Expenses or Other Accounts | 0 | (167,000) | 0 |
Ending Balance | $ 17,284,000 | $ 10,295,000 | $ 6,062,000 |
Income Taxes - Operating Loss C
Income Taxes - Operating Loss Carryforwards (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 100 |
Operating loss carryforwards, carryforward period | 20 years |
State | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 88.7 |
Foreign | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 0.7 |
Income Taxes - Tax Credit Carry
Income Taxes - Tax Credit Carryforwards (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Research Tax Credit | Federal | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | $ 6.4 |
Period for which credits are carried forward | 20 years |
Research Tax Credit | State | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforwards | $ 8 |
Federal | |
Tax Credit Carryforward [Line Items] | |
Operating loss carryforwards, carryforward period | 20 years |
Income Taxes - Tax Reform Act (
Income Taxes - Tax Reform Act (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2017USD ($) | |
Income Tax Disclosure [Abstract] | |
Tax Cuts And Jobs Act Of 2017, change in tax rate, deferred tax asset, provisional income tax expense | $ 15.4 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) | 12 Months Ended | |||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of the change in gross unrecognized tax benefits | ||||||
Beginning balance | $ 4,152,000 | $ 3,827,000 | $ 3,619,000 | |||
Gross increase for tax positions of current year | 1,421,000 | 871,000 | 1,213,000 | |||
Gross increase for tax positions of prior years | 238,000 | 130,000 | 250,000 | |||
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions | (616,000) | (659,000) | (648,000) | |||
Gross decrease for tax positions of prior years | 0 | 0 | (387,000) | |||
Lapse of statute of limitations | (21,000) | (17,000) | (220,000) | |||
Ending balance | 5,174,000 | 4,152,000 | 3,827,000 | |||
Accrued interest and penalties related to uncertain tax positions | $ 200,000 | $ 100,000 | $ 100,000 | |||
Unrecognized tax benefits | $ 4,152,000 | $ 3,827,000 | $ 3,619,000 | 5,174,000 | $ 4,152,000 | $ 3,827,000 |
Unrecognized tax benefits that would affect the effective tax rate if recognized | $ 1,800,000 |
Net Income Attributable to Pe_3
Net Income Attributable to Penumbra, Inc. per Share - Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||||||||||
Net income (loss) attributable to Penumbra, Inc. | $ 6,659 | $ (18,930) | $ 13,381 | $ 5,491 | $ 9,083 | $ 238 | $ (1,558) | $ (3,106) | $ 6,601 | $ 4,657 | $ 14,814 |
Denominator: | |||||||||||
Weighted average shares outstanding: Basic (in shares) | 34,378,415 | 34,248,484 | 34,072,223 | 33,846,142 | 33,606,943 | 33,446,841 | 33,219,487 | 31,611,841 | 34,138,176 | 32,978,065 | 30,464,583 |
Potential dilutive common stock securities, as calculated using treasury stock method (in shares) | 1,948,645 | 2,341,038 | 3,013,495 | ||||||||
Weighted average shares outstanding: Diluted (in shares) | 36,150,450 | 34,248,484 | 36,116,254 | 35,917,051 | 35,833,621 | 35,664,272 | 33,219,487 | 31,611,841 | 36,086,821 | 35,319,103 | 33,478,078 |
Net income (loss) attributable to Penumbra, Inc. per share: Basic (in dollars per share) | $ 0.19 | $ (0.55) | $ 0.39 | $ 0.16 | $ 0.27 | $ 0.01 | $ (0.05) | $ (0.10) | $ 0.19 | $ 0.14 | $ 0.49 |
Net income (loss) attributable to Penumbra, Inc. per share: Diluted (in dollars per share) | $ 0.18 | $ (0.55) | $ 0.37 | $ 0.15 | $ 0.25 | $ 0.01 | $ (0.05) | $ (0.10) | $ 0.18 | $ 0.13 | $ 0.44 |
Net Income Attributable to Pe_4
Net Income Attributable to Penumbra, Inc. per Share - Antidilutive Securities (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||
Antidilutive securities excluded from the computation of earnings per share (in shares) | 49 | 54 | 276 |
Revenues - Initial Application
Revenues - Initial Application Period (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 467,000 | |||||||||||
Consolidated Balance Sheet Data: | ||||||||||||
Accounts receivable, net of doubtful accounts | $ 81,896,000 | $ 81,896,000 | ||||||||||
Inventories | 115,741,000 | $ 94,901,000 | 115,741,000 | $ 94,901,000 | ||||||||
Deferred taxes | 32,940,000 | 26,690,000 | 32,940,000 | 26,690,000 | ||||||||
Deferred Tax Assets, Net of Valuation Allowance | 37,178,000 | 30,721,000 | 37,178,000 | 30,721,000 | ||||||||
Retained earnings | 9,064,000 | 1,996,000 | 9,064,000 | 1,996,000 | ||||||||
Consolidated Income Statement Data: | ||||||||||||
Revenues | 120,793,000 | $ 111,806,000 | $ 109,638,000 | $ 102,701,000 | 96,051,000 | $ 83,911,000 | $ 80,589,000 | $ 73,213,000 | 444,938,000 | 333,764,000 | $ 263,317,000 | |
Cost of revenue | 42,081,000 | 36,794,000 | 37,386,000 | 36,144,000 | 32,324,000 | 29,134,000 | 29,660,000 | 25,504,000 | 152,405,000 | 116,622,000 | 92,488,000 | |
(Loss) income from operations | (852,000) | 1,165,000 | (1,350,000) | |||||||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | 7,349,000 | (19,908,000) | 9,663,000 | 4,504,000 | 3,906,000 | 1,239,000 | (918,000) | (1,751,000) | 1,608,000 | 2,476,000 | (869,000) | |
(Benefit from) provision for income taxes | 885,000 | 1,598,000 | (4,948,000) | (1,938,000) | (5,904,000) | 456,000 | 482,000 | 1,355,000 | (4,403,000) | (3,611,000) | (15,683,000) | |
Net income (loss) attributable to Penumbra, Inc. | 6,659,000 | $ (18,930,000) | $ 13,381,000 | $ 5,491,000 | $ 9,083,000 | $ 238,000 | $ (1,558,000) | $ (3,106,000) | 6,601,000 | $ 4,657,000 | $ 14,814,000 | |
Retained Earnings (Accumulated Deficit) | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 467,000 | |||||||||||
Retained Earnings (Accumulated Deficit) | Accounting Standards Update 2014-09 | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 300,000 | |||||||||||
Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
Consolidated Balance Sheet Data: | ||||||||||||
Accounts receivable, net of doubtful accounts | (984,000) | (984,000) | ||||||||||
Inventories | 343,000 | 343,000 | ||||||||||
Deferred Tax Assets, Net of Valuation Allowance | 181,000 | 181,000 | ||||||||||
Retained earnings | (460,000) | (460,000) | ||||||||||
Consolidated Income Statement Data: | ||||||||||||
Revenues | (326,000) | |||||||||||
Cost of revenue | (126,000) | |||||||||||
(Loss) income from operations | (200,000) | |||||||||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | (200,000) | |||||||||||
(Benefit from) provision for income taxes | (37,000) | |||||||||||
Net income (loss) attributable to Penumbra, Inc. | (163,000) | |||||||||||
Before 606 Adoption | ||||||||||||
Consolidated Balance Sheet Data: | ||||||||||||
Accounts receivable, net of doubtful accounts | 80,912,000 | 80,912,000 | ||||||||||
Inventories | 116,084,000 | 116,084,000 | ||||||||||
Deferred Tax Assets, Net of Valuation Allowance | 33,121,000 | 33,121,000 | ||||||||||
Retained earnings | $ 8,604,000 | 8,604,000 | ||||||||||
Consolidated Income Statement Data: | ||||||||||||
Revenues | 444,612,000 | |||||||||||
Cost of revenue | 152,279,000 | |||||||||||
(Loss) income from operations | (1,052,000) | |||||||||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | 1,408,000 | |||||||||||
(Benefit from) provision for income taxes | (4,440,000) | |||||||||||
Net income (loss) attributable to Penumbra, Inc. | $ 6,438,000 |
Revenues - Disaggregation of R
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 120,793 | $ 111,806 | $ 109,638 | $ 102,701 | $ 96,051 | $ 83,911 | $ 80,589 | $ 73,213 | $ 444,938 | $ 333,764 | $ 263,317 |
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 290,716 | 219,173 | 176,104 | ||||||||
Japan | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 41,805 | 33,790 | 30,284 | ||||||||
Other International | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 112,417 | 80,801 | 56,929 | ||||||||
Neuro | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 294,333 | 232,446 | 185,533 | ||||||||
Vascular | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 150,605 | $ 101,318 | $ 77,784 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Unaudited) - Selected Statement of Operations (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 120,793,000 | $ 111,806,000 | $ 109,638,000 | $ 102,701,000 | $ 96,051,000 | $ 83,911,000 | $ 80,589,000 | $ 73,213,000 | $ 444,938,000 | $ 333,764,000 | $ 263,317,000 |
Cost of revenue | 42,081,000 | 36,794,000 | 37,386,000 | 36,144,000 | 32,324,000 | 29,134,000 | 29,660,000 | 25,504,000 | 152,405,000 | 116,622,000 | 92,488,000 |
Gross Profit | 78,712,000 | 75,012,000 | 72,252,000 | 66,557,000 | 63,727,000 | 54,777,000 | 50,929,000 | 47,709,000 | 292,533,000 | 217,142,000 | 170,829,000 |
Acquired in-process research and development | 0 | 30,835,000 | 0 | 0 | 0 | 0 | 0 | 0 | 30,835,000 | 0 | 0 |
Total operating expenses | 72,043,000 | 95,861,000 | 62,969,000 | 62,512,000 | 59,871,000 | 54,094,000 | 52,257,000 | 49,755,000 | 293,385,000 | 215,977,000 | 172,179,000 |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | 7,349,000 | (19,908,000) | 9,663,000 | 4,504,000 | 3,906,000 | 1,239,000 | (918,000) | (1,751,000) | 1,608,000 | 2,476,000 | (869,000) |
Benefit from income taxes | 885,000 | 1,598,000 | (4,948,000) | (1,938,000) | (5,904,000) | 456,000 | 482,000 | 1,355,000 | (4,403,000) | (3,611,000) | (15,683,000) |
Income before equity in losses of unconsolidated investee | 6,464,000 | (21,506,000) | 14,611,000 | 6,442,000 | 9,810,000 | 783,000 | (1,400,000) | (3,106,000) | 6,011,000 | 6,087,000 | 14,814,000 |
Equity in losses of unconsolidated investee | 0 | (920,000) | (1,230,000) | (951,000) | (727,000) | (545,000) | (158,000) | 0 | (3,101,000) | (1,430,000) | 0 |
Consolidated net income (loss) | 6,464,000 | (22,426,000) | 13,381,000 | 5,491,000 | 2,910,000 | 4,657,000 | 14,814,000 | ||||
Net loss attributable to non-controlling interest | (195,000) | (3,496,000) | 0 | 0 | 0 | 0 | 0 | 0 | (3,691,000) | 0 | 0 |
Net income (loss) attributable to Penumbra, Inc. | $ 6,659,000 | $ (18,930,000) | $ 13,381,000 | $ 5,491,000 | $ 9,083,000 | $ 238,000 | $ (1,558,000) | $ (3,106,000) | $ 6,601,000 | $ 4,657,000 | $ 14,814,000 |
Net income (loss) attributable to Penumbra, Inc. per share: Basic (in dollars per share) | $ 0.19 | $ (0.55) | $ 0.39 | $ 0.16 | $ 0.27 | $ 0.01 | $ (0.05) | $ (0.10) | $ 0.19 | $ 0.14 | $ 0.49 |
Net income (loss) attributable to Penumbra, Inc. per share: Diluted (in dollars per share) | $ 0.18 | $ (0.55) | $ 0.37 | $ 0.15 | $ 0.25 | $ 0.01 | $ (0.05) | $ (0.10) | $ 0.18 | $ 0.13 | $ 0.44 |
Weighted average shares outstanding: Basic (in shares) | 34,378,415 | 34,248,484 | 34,072,223 | 33,846,142 | 33,606,943 | 33,446,841 | 33,219,487 | 31,611,841 | 34,138,176 | 32,978,065 | 30,464,583 |
Weighted average shares outstanding: Diluted (in shares) | 36,150,450 | 34,248,484 | 36,116,254 | 35,917,051 | 35,833,621 | 35,664,272 | 33,219,487 | 31,611,841 | 36,086,821 | 35,319,103 | 33,478,078 |
Effective tax rate | 21.00% | (273.80%) | (145.80%) | 1805.10% | |||||||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | $ 2,400,000 | ||||||||||
Taxes, Other | $ 1,200,000 |
Selected Quarterly Financial _4
Selected Quarterly Financial Data (Unaudited) - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 467 | |||||||||||
Acquired in-process research and development | $ 0 | $ 30,835 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 30,835 | $ 0 | $ 0 | |
Taxes, Other | $ 1,200 | |||||||||||
Release of valuation allowance | 19,800 | |||||||||||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | 2,400 | |||||||||||
Tax Cuts And Jobs Act Of 2017, change in tax rate, deferred tax asset, provisional income tax expense | $ 15,400 | |||||||||||
Retained Earnings (Accumulated Deficit) | ||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 467 | |||||||||||
Accounting Standards Update 2014-09 | Retained Earnings (Accumulated Deficit) | ||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 300 | |||||||||||
MVI Health Inc. | ||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||
Acquired in-process research and development | $ 30,800 | 30,800 | ||||||||||
Parent | ||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||||
Acquired in-process research and development | $ 27,400 |
Uncategorized Items - pen-20181
Label | Element | Value |
Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 467,000 |