Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 07, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Title of 12(b) Security | Common stock, $0.001 par value | ||
Entity Incorporation, State or Country Code | DE | ||
Document Transition Report | false | ||
Document Quarterly Report | true | ||
Entity Registrant Name | QUIDEL CORP /DE/ | ||
Entity Central Index Key | 0000353569 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | QDEL | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 41,879,985 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Public Float | $ 2,164,240,608 | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Tax Identification Number | 94-2573850 | ||
Entity Address, Postal Zip Code | 92121 | ||
Security Exchange Name | NASDAQ | ||
Entity File Number | 0-10961 | ||
Documents Incorporated by Reference | (To the Extent Indicated Herein) | ||
City Area Code | 858 | ||
Local Phone Number | 552-1100 | ||
Entity Address, Address Line One | 9975 Summers Ridge Road | ||
Entity Address, City or Town | San Diego | ||
Entity Address, State or Province | CA |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 52,775 | $ 43,695 |
Accounts receivable, net | 94,496 | 58,677 |
Inventories | 58,086 | 67,379 |
Prepaid expenses and other current assets | 16,870 | 23,646 |
Total current assets | 222,227 | 193,397 |
Property, plant and equipment, net | 79,762 | 73,901 |
Operating Lease, Right-of-Use Asset | 92,119 | 0 |
Goodwill | 337,018 | 337,021 |
Intangible assets, net | 148,112 | 175,029 |
Deferred tax asset | 24,502 | 22,192 |
Other non-current assets | 7,127 | 4,831 |
Total assets | 910,867 | 806,371 |
Current liabilities: | ||
Accounts payable | 26,701 | 25,171 |
Accrued payroll and related expenses | 17,286 | 19,210 |
Operating Lease, Liability, Current | 6,412 | 0 |
Contingent consideration | 5,969 | 3,983 |
Deferred consideration | 42,000 | 44,000 |
Convertible Senior Notes | 12,661 | 54,379 |
Other current liabilities | 14,862 | 12,992 |
Total current liabilities | 125,891 | 159,735 |
Operating Lease, Liability, Noncurrent | 93,227 | 0 |
Revolving Credit Facility - non-current | 0 | 53,188 |
Deferred consideration - non-current | 109,382 | 143,158 |
Contingent consideration - non-current | 10,566 | 15,129 |
Other non-current liabilities | 11,981 | 9,577 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $.001 par value per share; 5,000 shares authorized; none issued or outstanding at December 31, 2019 and 2018 | 0 | 0 |
Common stock, $.001 par value per share; 97,500 shares authorized; 41,868 and 39,386 shares issued and outstanding at December 31, 2019 and 2018, respectively | 42 | 39 |
Additional paid-in capital | 425,557 | 363,921 |
Accumulated other comprehensive loss | (463) | (139) |
Retained earnings | 134,684 | 61,763 |
Total stockholders’ equity | 559,820 | 425,584 |
Total liabilities and stockholders’ equity | $ 910,867 | $ 806,371 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 97,500,000 | 97,500,000 |
Common stock, shares issued | 39,386,000 | 34,540,000 |
Common stock, shares outstanding | 39,386,000 | 34,540,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 534,890 | $ 522,285 | $ 277,743 |
Cost of Goods and Services Sold | 214,085 | 206,572 | 121,601 |
Gross profit | 320,805 | 315,713 | 156,142 |
Research and development | 52,553 | 51,649 | 33,644 |
Sales and marketing | 111,114 | 108,987 | 67,248 |
General and administrative | 52,755 | 44,951 | 29,192 |
Acquisition and integration costs | 11,667 | 14,197 | 16,506 |
Total operating expenses | 228,089 | 219,784 | 146,590 |
Operating income | 92,716 | 95,929 | 9,552 |
Other expense, net | (14,790) | (24,283) | (17,588) |
Loss on extinguishment of debt | (748) | (8,262) | 0 |
Total other expense, net | (15,538) | (32,545) | (17,588) |
Income (loss) before income taxes | 77,178 | 63,384 | (8,036) |
Provision (benefit) for income taxes | 4,257 | (10,799) | 129 |
Net income (loss) | $ 72,921 | $ 74,183 | $ (8,165) |
Basic earnings (loss) per share | $ 1.78 | $ 1.95 | $ (0.24) |
Diluted earnings (loss) per share | $ 1.73 | $ 1.86 | $ (0.24) |
Shares used in basic per share calculation | 40,860 | 37,995 | 33,734 |
Shares used in diluted per share calculation | 43,111 | 42,554 | 33,734 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 72,921 | $ 74,183 | $ (8,165) |
Other comprehensive income (loss) | |||
Changes in cumulative translation adjustment, net of tax | (322) | (139) | 53 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 716 | ||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | (718) | ||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | (2) | ||
Comprehensive income (loss) | $ 72,597 | $ 74,044 | $ (8,112) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional paid-in capital [Member] | Accumulated other comprehensive income (loss) [Member] | Retained earnings [Member] | Convertible Debt [Member] |
Beginning Balance at Dec. 31, 2016 | $ 200,630 | $ 33 | $ 204,905 | $ (53) | $ (4,255) | |
Beginning Balance, shares at Dec. 31, 2016 | 32,897 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock under equity compensation plans | 26,079 | $ 2 | 26,077 | |||
Issuance of common stock under equity compensation plans, shares | 1,669 | |||||
Stock-based compensation expense | 9,048 | 9,048 | ||||
Repurchases of common stock | (541) | (541) | ||||
Repurchase of common stock, shares | (26) | |||||
Changes in cumulative translation adjustment, net of tax | 53 | 53 | ||||
Net income (loss) | (8,165) | (8,165) | ||||
Ending Balance at Dec. 31, 2017 | 227,104 | $ 35 | 239,489 | 0 | (12,420) | |
Ending Balance, shares at Dec. 31, 2017 | 34,540 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock under equity compensation plans | 17,047 | $ 0 | 17,047 | |||
Issuance of common stock under equity compensation plans, shares | 1,237 | |||||
Stock-based compensation expense | 10,078 | 10,078 | ||||
Repurchases of common stock | (4,344) | $ 0 | (4,344) | |||
Repurchase of common stock, shares | (90) | |||||
Changes in cumulative translation adjustment, net of tax | (139) | (139) | ||||
Issuance of shares in exchange for Convertible Senior Notes | 200,219 | $ 4 | 200,215 | |||
Number of shares of common stock issued | 3,699 | |||||
Tax impact from the conversion of Convertible Senior Notes | 2,162 | 2,162 | ||||
Reduction for equity component of Convertible Senior Notes exchanged | (100,726) | (100,726) | ||||
Net income (loss) | 74,183 | 74,183 | ||||
Ending Balance at Dec. 31, 2018 | 425,584 | $ 39 | 363,921 | (139) | 61,763 | |
Ending Balance, shares at Dec. 31, 2018 | 39,386 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock under equity compensation plans | 16,799 | $ 2 | 16,797 | |||
Issuance of common stock under equity compensation plans, shares | 1,152 | |||||
Stock-based compensation expense | 12,088 | 12,088 | ||||
Repurchases of common stock | (10,728) | $ 0 | (10,728) | |||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | (324) | 0 | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | (2) | |||||
Repurchase of common stock, shares | (167) | |||||
Changes in cumulative translation adjustment, net of tax | (322) | |||||
Issuance of shares in exchange for Convertible Senior Notes | 86,428 | $ 1 | 86,427 | |||
Number of shares of common stock issued | 1,497 | |||||
Tax impact from the conversion of Convertible Senior Notes | 568 | 568 | ||||
Reduction for equity component of Convertible Senior Notes exchanged | (43,516) | (43,516) | ||||
Net income (loss) | 72,921 | |||||
Ending Balance at Dec. 31, 2019 | $ 559,820 | $ 42 | $ 425,557 | $ (463) | $ 134,684 | |
Ending Balance, shares at Dec. 31, 2019 | 41,868 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Statement of Cash Flows [Abstract] | |||
Interest Paid, Excluding Capitalized Interest, Operating Activities | $ 2,295 | $ 7,929 | $ 9,137 |
OPERATING ACTIVITIES | |||
Net income (loss) | 72,921 | 74,183 | (8,165) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation, amortization and other | 51,791 | 46,266 | 30,762 |
Stock-based compensation expense | 13,252 | 11,709 | 9,061 |
Asset Impairment Charges | 1,481 | 0 | 0 |
Amortization of debt discount and deferred issuance costs | 1,582 | 3,952 | 6,022 |
Change in fair value of acquisition contingencies | 1,467 | 1,114 | (81) |
Accretion of interest on deferred consideration | 8,224 | 10,000 | 2,608 |
Amortization of inventory step-up to fair value | 0 | 3,650 | 10,950 |
Change in deferred tax assets and liabilities | (1,742) | (20,458) | 365 |
Loss on extinguishment of debt | 748 | 8,262 | 0 |
Increase (Decrease) in Operating Capital | |||
Accounts receivable | (36,059) | 8,236 | (42,052) |
Inventories | 9,143 | (3,974) | 362 |
Prepaid expenses and other current and non-current assets | 4,314 | (12,681) | (9,113) |
Accounts payable | 2,434 | (331) | 12,956 |
Accrued payroll and related expenses | (1,037) | 1,674 | 7,130 |
Other current and non-current liabilities | 5,966 | 4,743 | 6,904 |
Net cash provided by operating activities | 134,485 | 136,345 | 27,709 |
INVESTING ACTIVITIES | |||
Acquisitions of property, equipment | (27,229) | (31,689) | (17,510) |
Acquisition of other businesses, net of cash acquired | 0 | 0 | (14,451) |
Acquisition of Triage and BNP Businesses | 0 | 0 | (399,798) |
Proceeds from sale of Summers Ridge Property | 0 | 146,644 | |
Net cash (used for) provided by investing activities | (27,229) | 114,955 | (431,759) |
FINANCING ACTIVITIES | |||
Proceeds from issuance of Term Loan | 0 | 0 | 245,000 |
Proceeds from issuance of Revolving Credit Facility | 0 | 0 | 10,000 |
Proceeds from issuance of common stock | 14,782 | 17,047 | 25,426 |
Payments of debt issuance costs | 0 | (513) | (8,682) |
Payments on finance lease obligation | (371) | (130) | (98) |
Payments on Revolving Credit Facility | (53,188) | (40,000) | |
Repurchases of common stock | (10,728) | (4,344) | (541) |
Payment for Contingent Consideration Liability, Financing Activities | (4,044) | (6,303) | (497) |
Payments on acquisition contingent consideration | (44,000) | (46,000) | |
Payments of Term Loan | 0 | (161,813) | |
Transaction costs related to debt exchange | (733) | (2,002) | |
Net cash (used for) provided by financing activities | (98,282) | (244,058) | 270,608 |
Effect of exchange rate changes on cash | 106 | 367 | 20 |
Net increase (decrease) in cash and cash equivalents | 9,080 | 7,609 | (133,422) |
Cash and cash equivalents, beginning of period | 43,695 | 36,086 | 169,508 |
Cash and cash equivalents, at end of period | 52,775 | 43,695 | 36,086 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | |||
Cash paid during the period for income taxes | 2,189 | 6,923 | 1,274 |
NON-CASH INVESTING ACTIVITIES | |||
Purchase of property, equipment and intangibles by incurring current liabilities | 1,040 | 1,785 | 1,446 |
NON-CASH FINANCING ACTIVITIES | |||
Reduction of other current liabilities upon issuance of restricted share units | 2,018 | 0 | 903 |
Deferred consideration for acquisition of BNP Business | 0 | $ 220,550 | |
Extinguishment of Convertible Senior Notes through issuance of stock | 86,428 | 200,219 | |
Revolving Credit Facility - non-current | $ 0 | 53,188 | |
Principle Amount Of Term Loan Exchanged | $ 83,187 |
Company Operations and Summary
Company Operations and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Company Operations and Summary of Significant Accounting Policies | Company Operations and Summary of Significant Accounting Policies Quidel Corporation (the “Company”) commenced operations in 1979. The Company operates in one business segment, which develops, manufactures and markets rapid diagnostic testing solutions. These diagnostic tests can be categorized in the following product categories: Rapid Immunoassay, Cardiac Immunoassay, Specialized Diagnostic Solutions and Molecular Diagnostic Solutions. The Company sells its products directly to end users and distributors, in each case, for professional use in physician offices, hospitals, clinical laboratories, reference laboratories, leading universities, retail clinics and wellness screening centers. The Company markets its products through a network of distributors and a direct sales force. The accompanying consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with generally accepted accounting principles in the U.S. Consolidation— The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Cash and Cash Equivalents— The Company considers cash equivalents to be highly liquid investments with a maturity at the date of purchase of three months or less. The Company invests its cash equivalents primarily in money market funds with high quality institutions. Accounts Receivable— The Company sells its products directly to hospitals and reference laboratories as well as to distributors in the U.S. and sells directly to hospitals and labs and through distribution internationally (see Note 9). The Company periodically assesses the financial strength of these customers and establishes reserves for anticipated losses when necessary, which historically have not been material. The balance of accounts receivable is net of reserves of $16.0 million and $12.0 million at December 31, 2019 and 2018 , respectively, of which the reserve related to contract rebates was $15.7 million and $11.5 million , respectively. Concentration of Credit Risk— Financial instruments that potentially subject the Company to significant concentrations of credit risk consists principally of trade accounts receivable. The Company performs credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary, but generally requires no collateral. Credit quality is monitored regularly by reviewing credit history. The Company believes that the concentration of credit risk in its trade accounts receivables is moderated by its credit evaluation process, relatively short collection terms, the high level of credit worthiness of its customers, and letters of credit issued on the Company’s behalf. Potential credit losses are limited to the gross value of accounts receivable. Inventories— Inventories are stated at the lower of cost (first-in, first-out) or net realizable value. The Company reviews the components of its inventory periodically for excess, obsolete and impaired inventory and records a reduction to the carrying value when identified. Property, Plant and Equipment— Property, plant and equipment is recorded at cost and depreciated over the estimated useful lives of the assets ( three to fifteen years ) using the straight-line method. Amortization of leasehold improvements is computed on the straight-line method over the shorter of the lease term or the estimated useful lives of the related assets. Goodwill and Intangible Assets— Intangible assets are recorded at cost and amortized on a straight-line basis over their estimated useful lives, except for indefinite-lived intangibles such as goodwill. Software development costs associated with software to be leased or otherwise marketed are expensed as incurred until technological feasibility has been established. After technological feasibility is established, software development costs are capitalized. The capitalized cost is amortized on a straight-line basis over the estimated product life or on the ratio of current revenues to total projected product revenues, whichever is greater. Convertible Debt— The Company accounts for convertible debt instruments that may be settled in cash upon conversion (including combination settlement of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock and/or cash) by separating the liability and equity components of the instruments in a manner that reflects our nonconvertible debt borrowing rate. The Company determines the carrying amount of the liability component by measuring the fair value of similar debt instruments that do not have the conversion feature. If no similar debt instrument exists, the Company estimates fair value by using assumptions that market participants would use in pricing a debt instrument, including market interest rates, credit standing, yield curves and volatilities. Determining the fair value of the debt component requires the use of accounting estimates and assumptions. These estimates and assumptions are judgmental in nature and could have a significant impact on the determination of the debt component, and the associated non-cash interest expense. See Note 3 for additional discussion of the Convertible Senior Notes issued in December 2014. Revenue Recognition— The Company records revenues primarily from product sales. These revenues are recorded net of rebates and other discounts. These rebates and discounts are estimated at the time of sale, and are largely driven by various customer program offerings, including special pricing agreements, promotions and other volume-based incentives. Rebates and discounts are calculated based upon historical experience, estimated discounting levels and estimated distributor inventory balances and recorded as a reduction of sales with offsets to accounts receivable and other current liabilities, respectively. Revenue is recognized when control of the products is transferred to the customers in an amount that reflects the consideration the Company expects to receive from the customers in exchange for those products and services. This process involves identifying the contract with a customer, determining the performance obligations in the contract and the contract price, allocating the contract price to the distinct performance obligations in the contract and recognizing revenue when the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. A performance obligation is considered to be satisfied once the control of a product is transferred to the customer or the service is provided to the customer, meaning the customer has the ability to use and obtain the benefit of the goods or service. A portion of product sales includes revenues for diagnostic kits, which are utilized on leased instrument systems under the Company’s “reagent rental” program. The reagent rental program provides customers the right to use the instruments at no separate cost to the customer in consideration for a multi-year agreement to purchase annual minimum amounts of consumables (“reagents” or “diagnostic kits”). When an instrument is placed with a customer under a reagent rental agreement, the Company retains title to the equipment and it remains capitalized on the Company’s Consolidated Balance Sheets as property, plant and equipment, net. The instrument is depreciated on a straight-line basis over the lesser of the lease term or life of the instrument. Depreciation expense is recorded in cost of sales included in the Consolidated Statements of Operations. Instrument and consumables under the reagent rental agreements are deemed two distinct performance obligations. Though the instrument and consumables do not have any use to customers without one another, they are not highly interdependent because they do not significantly affect each other. The Company would be able to fulfill its promise to transfer the instrument even if its customers did not purchase any consumables and the Company would be able to fulfill its promise to provide the consumables even if customers acquired instruments separately . The contract price is allocated between these two performance obligations based on the relative standalone selling prices. The instrument is considered an operating lease and revenue allocated to the instrument will be separately disclosed, if material. Research and Development Costs— Research and development costs are charged to operations as incurred. In conjunction with certain third-party service agreements, the Company is required to make periodic payments based on achievement of certain milestones. The costs related to these research and development services are also charged to operations as incurred. Product Shipment Costs— Product shipment costs are included in sales and marketing expense in the accompanying Consolidated Statements of Operations. Shipping and handling costs were $9.5 million , $8.3 million and $3.7 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Advertising Costs— Advertising costs are expensed as incurred. Advertising costs were $1.3 million , $0.9 million and $0.5 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Income Taxes— Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company’s policy is to recognize the interest expense and penalties related to income tax matters as a component of the income tax provision. Fair Value of Financial Instruments — The Company uses the fair value hierarchy established in Accounting Standards Codification (“ASC”) Topic 820 , Fair Value Measurements and Disclosures, which requires that the valuation of assets and liabilities subject to fair value measurements be classified and disclosed by the Company in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivables, accounts payable and accrued liabilities approximate their fair values due to their short-term nature. Stock-Based Compensation —Compensation expense related to stock options granted is recognized ratably over the service vesting period for the entire option. For stock options with graded vesting, the Company ensures that the cumulative amount of compensation expense recognized at the end of any reporting period at least equals the portion of the stock option that has vested at that date. The total number of stock options expected to vest is adjusted by estimated forfeiture rates. The Company determined the estimated fair value of each stock option on the date of grant using the Black-Scholes option valuation model. The fair value of restricted stock units is determined based on the closing market price of the Company’s common stock on the grant date. Compensation expense for time-based restricted stock units (“RSUs”) is measured at the grant date and recognized ratably over the vesting period. A portion of the restricted stock granted are performance-based and vesting is tied to achievement of specific Company goals over a three-year time period, subject to early vesting upon achievement of the performance goals. For purposes of measuring compensation expense for performance-based restricted stock units (“PSUs”), the number of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria. The grant date of the PSUs takes place when the grant is authorized and the specific achievement goals are communicated. Comprehensive Income (loss) —Comprehensive income (loss) includes unrealized gains and losses which are related to the cumulative translation adjustments and derivative instruments excluded from the Company’s Consolidated Statements of Operations. Use of Estimates —The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Accounting Periods —Each of the Company’s fiscal quarters end on the Sunday closest to the end of the calendar quarter. The Company’s fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017 were all 52 weeks. For ease of reference, the calendar year end dates are used herein. Leases— Lease liabilities represent the obligation to make lease payments and right-of-use (“ROU”) assets represent the right to use the underlying asset during the lease term. Lease liabilities and ROU assets are recognized at the commencement date of the lease based on the present value of lease payments over the lease term at the commencement date. When the implicit rate is unknown, an incremental borrowing rate based on the information available at the commencement date is used in determining the present value of the lease payments. Options to extend or terminate the lease are included in the determination of the lease term when it is reasonably certain that the Company will exercise such options. For certain classes of assets, the Company accounts for lease and non-lease components as a single lease component. Variable lease payments, including those related to changes in the consumer price index, are recognized in the period in which the obligation for those payments are incurred and are not included in the measurement of the ROU assets or lease liabilities. Short-term leases are excluded from the calculation of the ROU assets and lease liabilities. Operating leases are included in right-of-use assets, current portion of operating lease liabilities and operating lease liabilities in the Consolidated Balance Sheet. Finance leases are included in property and equipment, other current liabilities and other non-current liabilities. Recent Accounting Pronouncements —Accounting Standards Update (“ASU”) 2016-02 and ASU 2018-11 (collectively, “ASC 842”) requires a lessee to recognize a lease liability for the obligation to make lease payments and a ROU asset representing the right to use the underlying asset for the lease term on the balance sheet. Deferred rent, recorded in other current liabilities and other non-current liabilities, is derecognized. The Company adopted ASC 842 as of January 1, 2019 using the alternative transition method to apply the guidance. The Company elected the package of practical expedients which, among other things, allows the Company to carry forward its historical lease classifications. The following table presents the effect of the change in accounting principle on the Company’s Consolidated Balance Sheets as of January 1, 2019: Consolidated Balance Sheets (in thousands) January 1, Effect of Change in Accounting Principle After change in Accounting Principle ASSETS Right-of-use assets $ — $ 87,086 $ 87,086 Total assets $ 806,371 $ 87,086 $ 893,457 LIABILITIES AND STOCKHOLDERS’ EQUITY Operating lease liabilities $ — $ 5,290 $ 5,290 Other current liabilities 12,992 (448 ) 12,544 Total current liabilities 159,735 4,842 164,577 Operating lease liability — 84,866 84,866 Other non-current liabilities 9,577 (2,622 ) 6,955 Total liabilities and stockholders’ equity $ 806,371 $ 87,086 $ 893,457 In January 2017, the Financial Accounting Standards Board (“FASB”) issued guidance codified in ASU 2017-04, Intangibles-Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). Under this new guidance, an entity will no longer determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Instead, an entity will compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for fiscal years beginning after December 15, 2019 including interim periods therein, with early adoption permitted. The Company adopted the guidance during fiscal year 2019 with no impact to the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments , which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables. The standard is effective for the Company beginning in the first quarter of 2020, with early adoption permitted. The Company adopted the guidance during the fourth quarter of fiscal year 2019 with no impact to the Company’s consolidated financial statements. |
Balance Sheet Account Details (
Balance Sheet Account Details (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplemental Balance Sheet Disclosures [Text Block] | Balance Sheet Account Details Prepaid expenses and other current assets The following is a summary of prepaid expenses and other current assets (in thousands): December 31, 2019 2018 Other receivables $ 7,857 $ 15,507 Prepaid expenses 4,568 4,508 Income taxes receivable 2,560 2,703 Other 1,885 928 Total prepaid expenses and other current assets $ 16,870 $ 23,646 Inventories Inventories are stated at the lower of cost (first-in, first-out) or net realizable value. The following is a summary of inventories (in thousands): December 31, 2019 2018 Raw materials $ 23,294 $ 24,292 Work-in-process (materials, labor and overhead) 20,514 21,280 Finished goods (materials, labor and overhead) 14,278 21,807 Total inventories $ 58,086 $ 67,379 Property, Plant and Equipment The following is a summary of property, plant and equipment (in thousands): December 31, 2019 2018 Equipment, furniture and fixtures $ 96,347 $ 89,285 Building and improvements 46,878 37,335 Leased instruments 47,656 42,647 Land 1,080 1,080 Total property, plant and equipment, gross 191,961 170,347 Less: accumulated depreciation and amortization (112,199 ) (96,446 ) Total property, plant and equipment, net $ 79,762 $ 73,901 The equipment, furniture and fixtures category above includes construction in progress and instruments that have not been placed at a customer under a lease agreement. These items will be reclassified when the assets are placed in service. The total expense for depreciation of fixed assets and amortization of leasehold improvements was $19.4 million , $17.7 million and $14.6 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Maintenance and minor repairs are charged to operations as incurred. Goodwill and Intangible Assets The Company had goodwill of $337.0 million as of December 31, 2019 , which remains consistent with December 31, 2018 . Finite-lived intangible assets consisted of the following (dollar amounts in thousands): December 31, 2019 December 31, 2018 Description Weighted-average useful life (years) Gross assets Accumulated amortization Net Gross assets Accumulated amortization Net Purchased technology 9.1 $ 112,100 $ (64,632 ) $ 47,468 $ 112,100 $ (57,495 ) $ 54,605 Customer relationships 7.0 122,178 (44,045 ) 78,133 122,389 (27,561 ) 94,828 License agreements 9.9 6,509 (4,931 ) 1,578 6,511 (4,530 ) 1,981 Patent and trademark costs 10.8 28,740 (10,331 ) 18,409 28,740 (7,624 ) 21,116 Software development costs 5.0 7,432 (4,908 ) 2,524 6,629 (4,130 ) 2,499 Total finite-lived intangible assets $ 276,959 $ (128,847 ) $ 148,112 $ 276,369 $ (101,340 ) $ 175,029 Amortization expense related to the capitalized software costs was $0.8 million , $1.0 million and $0.8 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Amortization expense (including capitalized software costs) was $27.5 million , $28.8 million and $16.1 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. The expected future annual amortization expense of the Company’s intangible assets is as follows (in thousands): For the years ending December 31, Amortization expense 2020 $ 27,258 2021 27,124 2022 26,593 2023 25,882 2024 21,322 Thereafter 19,933 Total $ 148,112 Other current liabilities The following is a summary of other current liabilities (in thousands): December 31, 2019 2018 Customer incentives $ 7,369 $ 7,516 Income and other taxes payable 1,214 1,962 Customer deposits 1,500 — Other 4,779 3,514 Total other current liabilities $ 14,862 $ 12,992 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt Convertible Senior Notes In December 2014, the Company issued $172.5 million aggregate principal amount of 3.25% Convertible Senior Notes due 2020. Debt issuance costs of approximately $5.1 million were primarily comprised of underwriters fees, legal, accounting, and other professional fees of which $4.2 million were capitalized and are recorded as a reduction to long-term debt and are being amortized using the effective interest method to interest expense over the six -year term of the Convertible Senior Notes. The remaining $0.9 million of debt issuance costs were allocated as a component of equity in additional paid-in capital. Deferred issuance costs related to the Convertible Senior Notes were $0.1 million and $0.5 million as of December 31, 2019 and 2018 , respectively. The holders of the Convertible Senior Notes may surrender their notes for conversion, subject to specified circumstances, into cash, shares of common stock, or a combination of cash and shares of common stock, at the election of the Company, based on an initial conversion rate, subject to adjustment, of 31.1891 shares per $1,000 principal amount of the Convertible Senior Notes (which represents an initial conversion price of approximately 32.06 per share) up until the business day immediately preceding September 15, 2020. This conversion may, in the discretion of the holder, occur in the following circumstances and to the following extent: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2015, if the last reported sales price of the Company’s common stock, for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the calendar quarter immediately preceding the calendar quarter in which the conversion occurs, is more than 130% of the conversion price of the notes in effect on each applicable trading day; (2) during the 5 consecutive business day period following any 5 consecutive trading day period in which the trading price per $1,000 principal amount of the Convertible Senior Note for each such trading day was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such day; or (3) upon the occurrence of specified events described in the indenture for the Convertible Senior Notes. On or after September 15, 2020 until the close of business on the second scheduled trading day immediately preceding the stated maturity date, holders may surrender their notes for conversion at any time, regardless of the foregoing circumstances. In general, for each $1,000 in principal, the “principal portion” of cash upon settlement is defined as the lesser of $1,000, or the conversion value during the 25 -day observation period as described in the indenture for the Convertible Senior Notes. The conversion value is the sum of the daily conversion value, which is the product of the effective conversion rate divided by 25 days and the daily volume weighted-average price (“VWAP”) of the Company’s common stock. The “share amount” is the cumulative “daily share amount” during the observation period, which is calculated by dividing the daily VWAP into the difference between the daily conversion value (i.e., conversion rate x daily VWAP) and $1,000. The Company pays 3.25% interest per annum on the principal amount of the Convertible Senior Notes semi-annually in arrears in cash on June 15 and December 15 of each year. The effective interest rate during fiscal year 2019 was 6.7% . The Convertible Senior Notes mature on December 15, 2020. During the year ended December 31, 2019 , the Company recorded total interest expense of $2.2 million related to the Convertible Senior Notes of which $1.1 million related to the amortization of the debt discount and issuance costs and $1.1 million related to the coupon due semi-annually. During the year ended December 31, 2018 , the Company recorded total interest expense of $6.1 million related to the Convertible Senior Notes of which $3.1 million related to the amortization of the debt discount and issuance costs and $3.0 million related to the coupon due semi-annually. During the year ended December 31, 2017 , the Company recorded total interest expense of $10.9 million related to the Convertible Senior Notes of which $5.5 million related to the amortization of the debt discount and issuance costs and $5.4 million related to the coupon due semi-annually. If a fundamental change, as defined in the indenture for the Convertible Senior Notes, such as certain acquisitions, mergers, or a liquidation of the Company, occurs prior to the maturity date, subject to certain limitations, holders of the Convertible Senior Notes may require the Company to repurchase all or a portion of their Convertible Senior Notes for cash at a repurchase price equal to 100% of the principal amount of the Convertible Senior Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the repurchase date. The Company accounts separately for the liability and equity components of the Convertible Senior Notes in accordance with authoritative guidance for convertible debt instruments that may be settled in cash upon conversion. The guidance requires the carrying amount of the liability component to be estimated by measuring the fair value of a similar liability that does not have an associated conversion feature. Because the Company had no outstanding non-convertible public debt, the Company determined that senior, unsecured corporate bonds traded on the market represent a similar liability to the Convertible Senior Notes without the conversion option. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry with similar credit ratings and with similar maturity, the Company estimated the implied interest rate of its Convertible Senior Notes to be 6.9% , assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the liability component, which were defined as Level 2 observable inputs. The estimated implied interest rate was applied to the Convertible Senior Notes, which resulted in a fair value of the liability component of $141.9 million upon issuance, calculated as the present value of implied future payments based on the $172.5 million aggregate principal amount. The $30.7 million difference between the cash proceeds of $172.5 million and the estimated fair value of the liability component was recorded in additional paid-in capital, net of tax and issuance costs, as the Convertible Senior Notes were not considered redeemable. During the fourth quarter of 2019 , the last reported sales price of the Company’s common stock was greater than 130% of the Convertible Senior Notes conversion price for 20 or more of the 30 consecutive trading days preceding the quarter-end. Consequently, the Convertible Senior Notes were convertible as of December 31, 2019 . If the Convertible Senior Notes were converted as of December 31, 2019 , the if-converted amount would exceed the principal by $0.4 million . The Convertible Senior Notes may be settled at the Company’s option in cash or a combination of cash and shares of common stock. During the year ended December 31, 2019 , the Company entered into separate, privately negotiated exchange agreements with certain holders of the notes. To measure the resulting loss as of the settlement dates, the applicable interest rates were estimated using Level 2 observable inputs and applied to the converted notes using the same methodology as in the issuance date valuation. The following table summarizes information about the settlement of the Convertible Senior Notes (in thousands): Year ended December 31, 2019 Principal amount settled $ 45,372 Number of shares of common stock issued 1,497 Loss on extinguishment of debt $ 748 The following table summarizes information about the equity and liability components of the Convertible Senior Notes (dollars in thousands). The fair values of the respective notes outstanding were measured based on quoted market prices: December 31, 2019 2018 Principal amount of Convertible Senior Notes outstanding $ 13,131 $ 58,503 Unamortized discount of liability component (415 ) (3,637 ) Unamortized deferred issuance costs (55 ) (487 ) Net carrying amount of liability component 12,661 54,379 Carrying value of equity component, net of issuance costs $ 2,265 $ 10,092 Fair value of outstanding Convertible Senior Notes $ 30,991 $ 85,999 Remaining amortization period of discount on the liability component 1 year 2 years Credit Agreement On August 31, 2018, the Company entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) which provides the Company with a $175.0 million Revolving Credit Facility. The Company repaid $53.2 million in principal during the year ended December 31, 2019 and no balance remained outstanding as of December 31, 2019 . The Credit Agreement has a term of five years and matures on August 31, 2023. Loans will bear interest at a rate equal to (i) the London Interbank Offered Rate (“LIBOR”) plus the “applicable rate” or (ii) the “base rate” (defined as the highest of (a) the Bank of America prime rate, (b) the Federal Funds rate plus one-half of one percent and (c) LIBOR plus one percent) plus the “applicable rate.” The applicable rate is determined in accordance with a pricing grid based on the Company’s Consolidated Leverage Ratio (as defined in the Credit Agreement) ranging from 1.75% to 2.50% per annum for LIBOR rate loans and from 0.75% to 1.50% per annum for base rate loans. In addition, the Company pays a commitment fee on the unused portion of the Credit Agreement based on the Company’s Consolidated Leverage Ratio ranging from 0.15% to 0.30% per annum. The Credit Agreement is guaranteed by certain material domestic subsidiaries of the Company (the “Guarantors”) and is secured by liens on substantially all of the assets of the Company and the Guarantors, excluding real property and certain other types of excluded assets, and contains affirmative and negative covenants that are customary for credit agreements of this nature. The negative covenants include, among other things, limitations on asset sales, mergers, indebtedness, liens, dividends and other distributions, investments and transactions with affiliates. The Credit Agreement contains two financial covenants: (i) maximum Consolidated Leverage Ratio (as defined in the Credit Agreement) as of the last day of each fiscal quarter of 3.50 to 1.00, which ratio may be increased to 4.50 to 1.00 in case of certain qualifying acquisitions; and (ii) a minimum Consolidated Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of 1.25 to 1.00 as of the end of any fiscal quarter for the most recently completed four fiscal quarters. The Company was in compliance with all financial covenants as of December 31, 2019 . Interest expense recognized on the Credit Agreement including amortization of deferred issuance cost was $1.7 million and $6.5 million , respectively, for the years ended December 31, 2019 and 2018 . |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Significant components of the provision (benefit) for income taxes are as follows (in thousands): December 31, 2019 2018 2017 Current: Federal $ 1,559 $ — $ (615 ) State 746 755 314 Foreign 2,007 6,575 57 Total current provision (benefit) 4,312 7,330 (244 ) Deferred: Federal 1,234 (9,970 ) 131 State (1,186 ) (7,944 ) 238 Foreign (103 ) (215 ) 4 Total deferred (benefit) provision (55 ) (18,129 ) 373 Provision (benefit) for income taxes $ 4,257 $ (10,799 ) $ 129 The Company’s income (loss) before income taxes was subject to taxes in the following jurisdictions for the following periods (in thousands): December 31, 2019 2018 2017 United States $ 70,606 $ 46,592 $ (8,198 ) Foreign 6,572 16,792 162 Income (loss) before income taxes $ 77,178 $ 63,384 $ (8,036 ) Significant components of the Company’s deferred tax assets and deferred tax liabilities as of December 31, 2019 and 2018 are shown below (in thousands): December 31, 2019 2018 Deferred tax assets: Lease liability $ 22,009 $ — Net operating loss carryforwards 591 711 Intangible assets 3,951 3,502 Sale-leaseback, net 593 617 Allowance for returns and discounts 5,266 4,541 Stock-based compensation 5,197 5,333 Tax credit carryforwards 13,846 12,246 Other, net 5,426 6,883 Total deferred tax assets 56,879 33,833 Valuation allowance for deferred tax assets (2,353 ) (1,830 ) Total deferred tax assets, net of valuation allowance 54,526 32,003 Deferred tax liabilities: Convertible Senior Notes — (636 ) Right-of-use assets (20,334 ) — Intangible assets (1,633 ) (2,165 ) Property, plant and equipment (8,057 ) (7,010 ) Total deferred tax liabilities (30,024 ) (9,811 ) Net deferred tax assets $ 24,502 $ 22,192 Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. For the three years ended December 31, 2019, the Company has demonstrated positive cumulative pre-tax book income. Such objective positive evidence allowed the Company to consider other subjective evidence, such as the Company’s projections for future profitability, to determine the realizability of its deferred tax assets. On the basis of this evaluation, during the quarter ended December 31, 2019, the Company increased the valuation allowance by $0.5 million related to the U.S. Foreign Tax Credit, which is shown as a deferred detriment during the period. The valuation allowance of $2.4 million as of December 31, 2019 represents the portion of the deferred tax asset that management could not conclude was more likely than not to be realized. The amount of the deferred tax assets considered realizable could be adjusted in the future based on changes in available positive and negative evidence. As of December 31, 2019 , the Company had no federal net operating loss (“NOL”) carryforwards. The Company had state NOLs of approximately $31.3 million which will begin to expire in 2029 unless previously utilized. The Company has federal research credits of $3.8 million which will begin to expire on December 31, 2032 unless previously utilized. The Company has federal foreign tax credits of $2.4 million which will begin to expire on December 31, 2028 unless previously utilized. The Company has state research credits of $14.7 million , of which $14.2 million do not expire. The remaining $0.5 million will begin to expire in 2028 unless previously utilized. Pursuant to Internal Revenue Code Sections 382 and 383, the Company’s use of its NOL and tax credit carryforwards may be limited as a result of cumulative changes in ownership of more than 50% over a three -year period. As of December 31, 2019 , the Company does not believe any historical ownership change has limited the use of its NOLs or tax credit carryforwards. The reconciliation of income tax computed at the federal statutory rate to the provision (benefit) for income taxes from continuing operations is as follows (in thousands): Year ended December 31, 2019 2018 2017 Tax expense (benefit) at statutory tax rate $ 16,207 $ 13,311 $ (2,812 ) State tax (benefits), net of federal tax 1,061 1,526 (239 ) Permanent differences 611 635 327 Federal and state research credits—current year (4,269 ) (3,628 ) (484 ) Accrual of uncertain tax positions — — 142 Stock-based compensation (10,408 ) (9,286 ) (5,851 ) Impact of change in federal and state tax rate on revaluing deferred tax assets — — 3,357 Change in valuation allowance 523 (13,374 ) 5,799 Foreign Derived Intangible Income Deduction (FDII) (159 ) (786 ) — Other 691 803 (110 ) Provision (benefit) for income taxes $ 4,257 $ (10,799 ) $ 129 On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into legislation, which includes a broad range of provisions affecting businesses. The Tax Act significantly revises how companies compute their U.S corporate tax liability by, among other provisions, reducing the corporate tax rate from 35% to 21% for tax years beginning after December 31, 2017, implementing a territorial tax system, and requiring a mandatory one-time tax on U.S. owned undistributed foreign earnings and profits known as the transition tax. Pursuant to the SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), a company may select between one of three scenarios to determine a reasonable estimate arising from the Tax Act. Those scenarios are (i) a final estimate which effectively closes the measurement window; (ii) a reasonable estimate leaving the measurement window open for future revisions; and (iii) no estimate as the law is still being analyzed. The Company was able to provide a reasonable estimate for the provisional revaluation of deferred taxes and the effects of the transition tax on undistributed foreign earnings and profits for the period ended December 31, 2017. During the quarter ended December 31, 2018, the Company completed its accounting for the impacts of the Tax Act. Additionally, the Company has elected to treat global intangible low taxed income (GILTI) as a period cost and will expense GILTI in the period it is incurred. Because of the Company’s current operational structure, there is minimal expected GILTI impacts for the year ended December 31, 2019 and future years. The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes that it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcome of examinations by tax authorities in determining the adequacy of its provision for income taxes. The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): Year ended December 31, 2019 2018 2017 Beginning balance $ 15,245 $ 9,565 $ 8,604 Increases (decreases) related to prior year tax positions 287 (558 ) 10 Increases related to current year tax positions 2,209 6,238 951 Expiration of the statute of limitations for the assessment of taxes (505 ) — — Ending balance $ 17,236 $ 15,245 $ 9,565 As of December 31, 2019 , 2018 and 2017 , the Company had unrecognized tax benefits of $17.2 million , $15.2 million , and $9.6 million respectively, of which $11.1 million and $9.3 million and $8.1 million , respectively, would reduce the Company’s annual effective tax rate. The Company does not anticipate any significant decreases in its unrecognized tax benefits over the next 12 months. The Company’s policy is to recognize the interest expense and penalties related to income tax matters as a component of the income tax expense. The Company has accrued approximately $0.4 million of interest and penalties associated with uncertain tax positions as of December 31, 2019 and $0.3 million for both of the years ended December 31, 2018 and 2017 . Interest expense, net of accrued interest (reversed), was approximately $0.1 million for the years ended December 31, 2019 , 2018 and 2017 . The Company is subject to periodic audits by domestic and foreign tax authorities. The Company is currently under audit with the State of Texas. Due to the carryforward of unutilized net operating loss and credit carryovers, the Company’s federal tax years from 2012 and forward and state tax years 2001 and forward are subject to examination by tax authorities. The Company believes that it has appropriate support for the income tax positions taken on its tax returns and that its accruals for tax liabilities are adequate for all open years based on an assessment of many factors, including past experience and interpretations of tax law applied to the facts of each matter. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Preferred Stock. The Company’s certificate of incorporation, as amended, authorizes the issuance of up to 5 million preferred shares. The Board of Directors is authorized to fix the number of shares of any series of preferred stock and to determine the designation of such shares. However, the amended certificate of incorporation specifies the initial series and the rights of that series. No shares of preferred stock were outstanding as of December 31, 2019 , 2018 or 2017 . Equity Incentive Plan. The Company grants stock options, RSUs and PSUs to employees and non-employee directors under its 2018 Equity Incentive Plan (the “2018 Plan”). The Company previously granted stock options under its 2016 Equity Incentive Plan (the “2016 Plan”), Amended and Restated 2010 Equity Incentive Plan (the “2010 Plan”) and the Amended and Restated 2001 Equity Incentive Plan (the “2001 Plan”). The 2016 Plan, 2010 Plan and 2001 Plan were terminated at the time of adoption of the 2018 Plan, but the terminated Plans continue to govern outstanding options granted thereunder. The Company has stock options, RSUs and PSUs outstanding, which were issued under each of these equity incentive plans to certain employees and directors. Stock options granted under these plans have terms ranging up to ten years , have exercise prices ranging from $13.25 to $60.75 per share, and generally vest over four years . As of December 31, 2019 , approximately 2.6 million shares remained available for grant and 4.3 million shares of common stock were reserved for future issuance under the 2018 Plan. Restricted Stock Units. The Company grants both RSUs and PSUs to certain officers, directors and management. Until the restrictions lapse, ownership of the affected restricted stock units granted to the Company’s officers, directors and management is conditional upon continuous employment with the Company. For the years ended December 31, 2019 , 2018 and 2017 , the Company granted approximately 0.3 million , 0.2 million and 0.3 million shares, respectively, of RSUs to Board of Directors, officers and management, which either have a time-based four-year vesting provision or performance-based vesting provisions. During the years ended December 31, 2019 and 2018 , RSUs were granted to certain members of the Board of Directors in lieu of cash compensation as a part of the Company’s non-employee director’s deferred compensation program. During the year ended December 31, 2017 , common stock was issued to certain members of the Board of Directors in lieu of cash compensation for these members that elected to participate and agree to hold the stock for the elected deferral period. The compensation expense associated with these RSU grants were $0.5 million , $0.4 million and $0.1 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Employee Deferred Bonus Compensation Program. For the years ended December 31, 2019 and 2018, certain employees of the Company were eligible to participate in the Company’s deferred bonus compensation program with respect to any payments received under the Company’s cash incentive plan. Participating employees could elect to receive 50% or 100% of the cash value of their cash bonus in the form of fully vested RSUs plus an additional premium as additional RSUs, issued under the 2018 Plan. The premium RSUs are subject to a one -year vesting requirement from the date of issuance. The additional premium will be determined based on the length of time of the deferral period selected by the participating employee as follows: (i) if one year from the date of grant, a premium of 10% on the amount deferred, (ii) if two years from the date of grant, a premium of 20% on the amount deferred, or (iii) if four years from the date of grant, a premium of 30% on the amount deferred. Employee Stock Purchase Plan. Under the Company’s Amended and Restated 1983 Employee Stock Purchase Plan (the “ESPP”), full-time employees are allowed to purchase common stock through payroll deductions (which cannot exceed 10% of the employee’s compensation) at the lower of 85% of fair market value at the beginning or end of each six -month purchase period. As of December 31, 2019 , 136,543 shares remained available for future issuance. Share Repurchase Program. On December 12, 2018, the Board of Directors authorized a stock repurchase program pursuant to which up to $50.0 million of the Company’s shares of common stock may be purchased through December 12, 2020. There were no repurchases during 2018 and 2019 and at December 31, 2019, $50.0 million remained available under the new repurchase program. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense was as follows (in thousands): Year ended December 31, 2019 2018 2017 Cost of sales $ 1,162 $ 763 $ 579 Research and development 2,332 2,266 1,886 Sales and marketing 3,497 2,843 2,129 General and administrative 6,261 5,837 4,467 Total stock-based compensation expense $ 13,252 $ 11,709 $ 9,061 For the years ended December 31, 2019 , 2018 and 2017 , the Company recorded $1.4 million , $1.6 million and $0.1 million in stock-based compensation expense, respectively, associated with the deferred bonus compensation program, described in Note 5. During the years ended December 31, 2019 and 2018, $0.8 million and $1.6 million , respectively, was initially recorded as a component of accrued payroll and related expenses. Stock-based compensation expense capitalized to inventory and compensation expense related to the Company’s ESPP were not material for the years ended December 31, 2019 , 2018 and 2017 . Stock Options Compensation expense related to stock options granted is recognized ratably over the service vesting period for the entire option award. The estimated fair value of each stock option was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions: Year ended December 31, 2019 2018 2017 Risk-free interest rate 2.51 % 2.49 % 2.30 % Expected option life (in years) 5.68 6.29 6.63 Volatility rate 39 % 36 % 36 % Dividend rate 0 % 0 % 0 % The computation of the expected option life is based on a weighted-average calculation combining the average life of options that have already been exercised and post-vest cancellations with the estimated life of the remaining vested and unexercised options. The expected volatility is based on the historical volatility of the Company’s stock. The risk-free interest rate is based on the U.S. Treasury yield curve over the expected term of the option. The Company has never paid any cash dividends on its common stock, and does not anticipate paying any cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield of zero in the Black-Scholes option valuation model. The Company’s estimated forfeiture rate is based on its historical experience and future expectations. The Company’s determination of fair value is affected by the Company’s stock price as well as a number of assumptions that require judgment. The weighted-average fair value per share was $23.67 , $18.76 and $8.99 for options granted during the years ended December 31, 2019 , 2018 and 2017 , respectively. The total intrinsic value was $49.8 million , $38.2 million and $26.8 million for options exercised during the years ended December 31, 2019 , 2018 and 2017 , respectively. As of December 31, 2019 , total unrecognized compensation expense related to stock options was approximately $5.2 million and the related weighted-average period over which it is expected to be recognized is approximately 1.7 years. The maximum contractual term of the Company’s stock options is ten years . A summary of the status of stock option activity for the years ended December 31, 2017 , 2018 and 2019 is as follows (in thousands, except price data and years): Number of Shares Weighted- average exercise price per share Weighted- average remaining contractual term (in years) Aggregate intrinsic value Outstanding at January 1, 2017 3,941 $ 17.49 Granted 263 22.21 Exercised (1,527 ) 16.38 Forfeited (18 ) 24.91 Outstanding at December 31, 2017 2,659 18.54 Granted 159 46.50 Exercised (891 ) 17.07 Forfeited (50 ) 21.19 Outstanding at December 31, 2018 1,877 21.53 Granted 169 59.18 Exercised (1,091 ) 19.22 Forfeited (11 ) 49.71 Outstanding at December 31, 2019 944 $ 30.63 6.77 $ 41,185 Vested and expected to vest at December 31, 2019 919 $ 30.12 6.73 $ 40,560 Exercisable at December 31, 2019 388 $ 20.12 5.41 $ 21,030 Restricted Stock Units A summary of the status of restricted stock unit activity for the years ended December 31, 2017 , 2018 and 2019 is as follows (in thousands, except price data): Shares Weighted-average grant date fair value Non-vested at January 1, 2017 501 $ 20.37 Granted 349 22.34 Vested (100 ) 23.49 Forfeited (4 ) 18.69 Non-vested at December 31, 2017 746 20.88 Granted 242 49.97 Vested (296 ) 21.70 Forfeited (16 ) 28.40 Non-vested at December 31, 2018 676 30.75 Granted 279 59.75 Vested (148 ) 24.26 Forfeited (21 ) 43.90 Non-vested at December 31, 2019 786 $ 41.88 The total amount of unrecognized compensation expense related to non-vested restricted stock units as of December 31, 2019 was approximately $17.5 million , which is expected to be recognized over a weighted-average period of approximately 1.8 years. |
Earnings (Loss) Per Share (Note
Earnings (Loss) Per Share (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Earnings Per Share [Text Block] | Earnings (Loss) Per Share Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) by the weighted-average number of common shares outstanding. Diluted EPS is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares consist of shares issuable from stock options, unvested RSUs and the 3.25% Convertible Senior Notes. Potentially dilutive common shares from outstanding stock options and unvested RSUs are determined using the average share price for each period under the treasury stock method. Potentially dilutive shares from the Convertible Senior Notes are determined using the if-converted method. Under the provisions of the if-converted method, the Convertible Senior Notes are assumed to be converted and the resulting commons shares are included in the denominator of the EPS calculation and the interest expense, net of tax, recorded in connection with the Convertible Senior Notes is added back to net income. The Convertible Senior Notes have a dilutive impact when the average market price of the Company’s common stock exceeds the applicable conversion price of the notes. The Convertible Senior Notes became convertible on March 31, 2018 and remained convertible through December 31, 2019 . The following table reconciles net income (loss) and the weighted-average shares used in computing basic and diluted earnings per share in the respective periods (in thousands): Year ended December 31, 2019 2018 2017 Numerator: Net income (loss) used for basic earnings per share $ 72,921 $ 74,183 $ (8,165 ) Interest expense on Convertible Senior Notes, net of tax 1,848 4,927 — Net income (loss) used for diluted earnings per share, if-converted method $ 74,769 $ 79,110 $ (8,165 ) Basic weighted-average common shares outstanding 40,860 37,995 33,734 Potentially dilutive shares issuable from Convertible Senior Notes 1,062 2,850 — Potentially dilutive shares issuable from stock options and unvested RSUs 1,189 1,709 — Diluted weighted-average common shares outstanding, if-converted 43,111 42,554 33,734 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 199 161 37 Potentially dilutive shares excluded from the calculation above represent stock options when the combined exercise price and unrecognized stock-based compensation are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. The number of potentially dilutive shares issuable under the Convertible Senior Notes that would have been included in the diluted EPS calculation if the Company had earnings amounted to 1.4 million for the year ended December 31, 2017 . Stock options and RSUs that would have been included in the diluted EPS calculation if the Company had earnings amounted to 1.4 million for the year ended December 31, 2017 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases We lease administrative, research and development, sales and marketing and manufacturing facilities and certain equipment under various non-cancelable lease agreements. Facility leases generally provide for periodic rent increases, and may contain clauses for rent escalation, renewal options or early termination. The components of lease expense and supplemental cash flow information related to leases were as follows (in thousands): Year ended December 31, 2019 Finance lease ROU asset amortization $ 314 Finance lease interest expense 835 Total finance lease costs 1,149 Operating lease costs 10,130 Total lease costs $ 11,279 Cash paid for amounts included in the measurement of operating lease liabilities Operating cash flows from operating leases $ 9,385 Operating cash flows from finance leases $ 835 ROU assets obtained in exchange for new lease liabilities Operating leases $ 12,231 Finance leases $ 1,369 The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2019 are as follows (dollars in thousands): Years ending December 31, Operating Finance 2020 $ 10,603 $ 1,264 2021 10,812 1,272 2022 9,836 1,282 2023 9,458 1,293 2024 9,446 1,106 Thereafter 80,300 2,097 Total lease payments 130,455 8,314 Less: imputed interest (30,816 ) (3,465 ) Total 99,639 4,849 Less: current portion (6,412 ) (474 ) Non-current portion $ 93,227 $ 4,375 Weighted average remaining lease term 12.2 years 5.6 years Weighted average discount rate 4 % 18 % Summers Ridge Lease — The Company leased two of the four buildings that are located on the Summers Ridge Property in San Diego, California with an initial term of 15 years beginning as of January 2018 with options to extend the lease for two additional five -year terms upon satisfaction of certain conditions, which have not been included in the determination of the lease term. The lease is subject to must-take provisions related to two additional buildings, which will have the same lease term as the buildings originally leased. The lease for one building commenced during the year ended December 31, 2019, at which time the Company relocated its headquarters into the facility. The remaining building is subject to the expiration of the lease with its current tenant for which the expiration date is not yet known. As a result of the relocation of its headquarters, the Company recorded an impairment charge of $1.5 million during the year ended December 31, 2019 related to the ROU asset and leasehold improvements for the existing headquarters facility. Such impairment loss was measured using discounted cash flows and available market data and recorded within acquisition and integration costs in the accompanying Consolidated Statements of Operations. The company entered into an agreement to sublease its former headquarters building in January 2020, with minimum rent of $2.5 million under the sublease agreement. McKellar Lease — During 1999, the Company completed a sale and leaseback transaction of its San Diego facility at McKellar Court to a partnership for which the Company is a 25% limited partner. The partnership is deemed to be a variable interest entity (VIE). The Company is not, however, the primary beneficiary of the VIE as it does not have the power to direct the activities of the partnership and does not have the obligation to absorb losses or receive benefits of the partnership that could potentially be significant to the partnership. The McKellar Court lease ends in December 2020 and contains options to extend the lease for three additional five-year periods, of which one five-year period is included in the determination of the term. The Company made lease payments to the partnership of approximately $1.0 million for the year ended December 31, 2019 and $0.9 million for each of the years ended December 31, 2018 and 2017 , respectively. Purchase Commitments The Company has $ 15.1 million in firm inventory purchase commitments as of December 31, 2019 , the majority of which will be purchased within the next twelve months. Litigation and Other Legal Proceedings In Beckman Coulter Inc. v. Quidel Corporation, which was filed in the Superior Court for the County of San Diego, California, on November 27, 2017, Beckman Coulter (“Beckman”) alleges that a provision of an agreement between Quidel and Beckman violates state antitrust laws. Our acquisition of the B-type Naturietic Peptide assay business (“BNP Business”) consisted of assets and liabilities relating to a contractual arrangement with Beckman (the “Beckman Agreement”) for the supply of antibodies and other inputs related to, and distribution of, the Triage® BNP Test for the Beckman Coulter Access Family of Immunoassay Systems. The Beckman Agreement further provides that Beckman, for a specified period, cannot research, develop, manufacture or sell an assay for use in the diagnosis of cardiac diseases that measures or detects the presence or absence of BNP or NT-pro-BNP (a related biomarker) (the “Exclusivity Provision”). In the lawsuit, Beckman asserts that this provision violates certain state antitrust laws and is unenforceable. Beckman contends that it has suffered damages due to this provision and seeks a declaration that this provision is void. On December 7, 2018, the trial court granted a motion by Beckman for summary adjudication, holding that the Exclusivity Provision is void under California law (the “December 7 Order”). On December 18, 2018, the trial court stayed the effect of the December 7 Order pending a decision on a writ petition Quidel intended to file with the Court of Appeal. Quidel filed its writ petition on January 18, 2019, asking the Court of Appeal to review and reverse the December 7 Order. On February 7, 2019, the trial court stayed all the remaining litigation pending the outcome of the writ petition and vacated all deadlines in the case. On March 14, 2019, the Court of Appeal issued an order to show cause why the relief sought in Quidel’s petition should not be granted. The Court also stayed the December 7 Order pending a further order from the Court of Appeal. On August 29, 2019, the Court of Appeal issued a written decision ruling in Quidel’s favor and overturning the December 7 Order. Beckman challenged the Court of Appeal’s ruling with a petition for rehearing on September 10, 2019, which was denied on September 13, 2019. On October 1, 2019, Beckman filed a petition for review of the Court of Appeal’s ruling with the Supreme Court of California (the “Supreme Court”). We subsequently filed an answer to Beckman’s petition, Beckman filed a response to our reply and on November 13, 2019, the Supreme Court granted review of the Court of Appeal ruling, with further action in this matter being deferred pending consideration and disposition of a related issue in Ixchel Pharma v. Biogen , or pending further order of the Supreme Court. On November 22, 2019, the trial court continued the stay at the trial court level and scheduled a status conference for December 11, 2020. Quidel denies that the Exclusivity Provision is unlawful, denies any liability with respect to this matter, and intends to vigorously defend itself. There are multiple factors that prevent us from being able to estimate the amount of loss, if any, that may result from this matter including: (1) we are vigorously defending ourselves and believe that we have a number of meritorious legal defenses; (2) there are unresolved questions of law and fact that could be important to the ultimate resolution of this matter, some of which are subject to review by the Supreme Court; and (3) discovery is ongoing. Accordingly, at this time, we are not able to estimate a possible loss or range of loss that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity. From time to time, the Company is involved in other litigation and proceedings, including matters related to product liability claims, commercial disputes and intellectual property claims, as well as regulatory, employment, and other claims related to our business. The Company accrues for legal claims when, and to the extent that, amounts associated with the claims become probable and are reasonably estimable. The actual costs of resolving legal claims may be substantially higher or lower than the amounts accrued for those claims. For those matters as to which we are not able to estimate a possible loss or range of loss, we are not able to determine whether the loss will have a material adverse effect on our business, financial condition or results of operations or liquidity. No accrual has been recorded as of December 31, 2019 and December 31, 2018 related to such matters as they are not probable and/or reasonably estimable. Management believes that all such current legal actions, in the aggregate, will not have a material adverse effect on the Company. However, the resolution of, or increase in any accruals for, one or more matters may have a material adverse effect on the Company’s results of operations and cash flows. The Company also maintains insurance, including coverage for product liability claims, in amounts that management believes are appropriate given the nature of its business. Licensing Arrangements The Company has entered into various licensing and royalty agreements, which largely require payments by the Company based on specified product sales as well as the achievement of specified milestones. The Company had royalty and license expenses relating to those agreements of approximately $1.1 million , $0.4 million and $0.6 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Industry and Geographic Informa
Industry and Geographic Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Industry and Geographic Information | The Company operates in one reportable segment. Sales to customers outside the U.S. represented 33% , 32% and 18% of total revenue for the years ended December 31, 2019 , 2018 and 2017 , respectively, of which sales to customers in China comprised 13% , 10% and 1% , respectively. As of December 31, 2019 and 2018 , balances due from foreign customers were $23.0 million and $23.4 million , respectively. For the years ended December 31, 2019 , 2018 and 2017 , sales of our influenza products accounted for 26% , 24% , and 39% respectively, of total revenue. The Company had sales to individual customers in excess of 10% of total revenue, as follows: Year ended December 31, 2019 2018 2017 Customer: A 18 % 19 % 20 % B 15 % 13 % 13 % C 13 % 12 % 21 % 46 % 44 % 54 % As of December 31, 2019 and 2018 , accounts receivable from individual customers with balances due in excess of 10% of total accounts receivable totaled $67.4 million and $33.3 million , respectively. The following presents long-lived assets (excluding intangible assets) and total net revenue by geographic territory (in thousands): Long-lived assets as of December 31, Total revenue for the years ended December 31, 2019 2018 2019 2018 2017 Domestic $ 78,254 $ 72,569 $ 358,381 $ 354,895 $ 227,611 Foreign 1,508 1,332 176,509 167,390 50,132 Total $ 79,762 $ 73,901 $ 534,890 $ 522,285 $ 277,743 Consolidated net revenues by product category are as follows (in thousands): Year ended December 31, 2019 2018 2017 Rapid Immunoassay $ 191,736 $ 183,160 $ 165,099 Cardiac Immunoassay 266,505 266,524 47,030 Specialized Diagnostic Solutions 54,933 53,243 51,978 Molecular Diagnostic Solutions 21,716 19,358 13,636 Total revenues $ 534,890 $ 522,285 $ 277,743 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following table presents the Company’s hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the following periods (in thousands): December 31, 2019 December 31, 2018 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Derivative assets $ — $ 321 $ — $ 321 $ — $ — $ — $ — Total assets measured at fair value $ — $ 321 $ — $ 321 $ — $ — $ — $ — Liabilities: Derivative liabilities $ — $ 433 $ — $ 433 $ — $ — $ — $ — Contingent consideration — — 16,535 16,535 — — 19,112 19,112 Deferred consideration — 151,382 — 151,382 — 187,158 — 187,158 Total liabilities measured at fair value $ — $ 151,815 $ 16,535 $ 168,350 $ — $ 187,158 $ 19,112 $ 206,270 There were no transfers of assets or liabilities between Level 1, Level 2 and Level 3 categories of the fair value hierarchy during the years ended December 31, 2019 and 2018 . Derivative financial instruments are based on observable inputs that are corroborated by market data. Observable inputs include broker quotes and daily market foreign currency rates and forward pricing curves. In connection with the acquisition of the BNP Business, the Company pays annual installments of $40.0 million each in deferred consideration through April 2023 and up to $8.0 million each in contingent consideration through April 2022. The fair value of the deferred consideration is calculated based on the net present value of cash payments using an estimated borrowing rate based on a quoted price for a similar liability. The fair value of contingent consideration is calculated using a discounted probability weighted valuation model. Significant assumptions used in the measurement include revenue projections and discount rates that are not observed in the market and thus represent Level 3 measurements. The Company assesses the fair value of contingent consideration to be settled in cash related to these prior acquisitions using a discounted revenue model. Significant assumptions used in the measurement include revenue projections and discount rates. This fair value measurement of contingent consideration is based on significant inputs not observed in the market and thus represent Level 3 measurements. The changes in fair value of the contingent considerations during the years ended 2019 , 2018 and 2017 were due to changes in the estimated payments and discounting periods. Changes in estimated fair value of contingent consideration liabilities from December 31, 2016 through December 31, 2019 are as follows (in thousands): Contingent consideration liability (Level 3 measurement) Balance at December 31, 2016 $ 5,175 Cash payments (498 ) Change in estimated fair value, recorded in cost of sales (81 ) Additional liability recorded for the BNP Business 19,700 Unrealized loss on foreign currency translation 5 Balance at December 31, 2017 24,301 Cash payments (6,303 ) Change in estimated fair value, recorded in general and administrative expenses 1,114 Balance at December 31, 2018 19,112 Cash payments (4,044 ) Change in estimated fair value recorded in general and administrative expenses 1,467 Balance at December 31, 2019 $ 16,535 |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Note 11. Employee Benefit Plan The Company has a defined contribution 401(k) plan (the “401(k) Plan”) covering all employees who are eligible to join the 401(k) Plan upon employment. Employee contributions are subject to a maximum limit by federal law. This Plan includes an employer match of 50% on the first 6% of pay contributed by the employee. The Company contributed approximately $2.5 million , $2.6 million and $1.5 million to the 401(k) Plan during the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Derivatives and Hedging (Notes)
Derivatives and Hedging (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Derivatives and Hedging In the normal course of business, the Company is exposed to gains and losses resulting from fluctuations in foreign currency exchange rates. As part of its strategy to manage the level of exposure to the risk of fluctuations in foreign currency exchange rates, the Company uses designated cash flow hedges in the form of foreign currency forward contracts to mitigate the impact of foreign currency translation on transactions that are denominated primarily in the Euro and the Chinese Yuan. All hedging relationships for all derivative hedges and the underlying hedged items, as well as the risk management objectives and strategies for undertaking the hedge transactions are formally documented. The Company does not use any derivative financial instruments for trading or other speculative purposes. Such forward foreign currency contracts are carried at fair value in prepaid expenses and other current assets or other current liabilities depending on the unrealized gain or loss position of the hedged contract as of the balance sheet date. Changes in the value of the derivatives are recorded to other comprehensive income (loss) until the underlying hedged item is recognized in earnings, or the derivative no longer qualifies as a highly effective hedge. The cash flows from derivatives treated as hedges are classified in the Consolidated Statements of Cash Flows in the same category as the item being hedged. The notional principal amounts for outstanding derivative instruments provide one measure of the transaction volume outstanding and do not represent the amount of our exposure to credit or market loss. Credit risk represents our gross exposure to potential accounting loss on derivative instruments that are outstanding or unsettled if all counterparties failed to perform according to the terms of the contract, based on then-current currency exchange rates at each respective date. We generally enter into master netting arrangements, which reduces credit risk by permitting net settlement of transactions with the same counterparty. We present our derivative assets and derivative liabilities at their net fair values. We did not have any derivative instruments with credit-risk related contingent features that would require us to post collateral. The following table summarizes the fair value and notional amounts of the foreign currency forward contracts as of December 31, 2019 (in thousands): December 31, 2019 Notional Amount Fair Value, Net Prepaid expenses and other current assets $ 27,944 $ 321 Other current liabilities $ 6,219 $ 433 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (unaudited) | Selected Quarterly Financial Data (unaudited) First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share data) 2019 Total revenues $ 147,968 $ 108,252 $ 126,492 $ 152,178 Gross profit $ 90,927 $ 59,179 $ 75,859 $ 94,840 Operating income $ 31,153 $ 5,818 $ 20,682 $ 35,063 Net income $ 24,844 $ 1,270 $ 16,181 $ 30,626 Basic income per share $ 0.63 $ 0.03 $ 0.39 $ 0.73 Diluted income per share $ 0.60 $ 0.03 $ 0.38 $ 0.71 2018 Total revenues $ 169,143 $ 103,155 $ 117,399 $ 132,588 Gross profit $ 106,271 $ 57,668 $ 69,642 $ 82,132 Operating income $ 51,093 $ 404 $ 16,894 $ 27,538 Net income (loss) $ 33,958 $ (3,076 ) $ 10,822 $ 32,479 Basic income (loss) per share $ 0.96 $ (0.08 ) $ 0.28 $ 0.82 Diluted income (loss) per share $ 0.86 $ (0.08 ) $ 0.27 $ 0.78 |
Consolidated Valuation and Qual
Consolidated Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2019 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Consolidated Valuation and Qualifying Accounts | SCHEDULE II QUIDEL CORPORATION CONSOLIDATED VALUATION AND QUALIFYING ACCOUNTS Description Balance at beginning of period Additions charged to expense or as reductions to revenue (1) Deductions (2) Balance at end of period (in thousands) Year ended December 31, 2019: Accounts receivable allowance $ 11,979 $ 65,649 $ (61,668 ) $ 15,960 Year ended December 31, 2018: Accounts receivable allowance $ 12,309 $ 65,142 $ (65,472 ) $ 11,979 Year ended December 31, 2017: Accounts receivable allowance $ 7,165 $ 36,449 $ (31,305 ) $ 12,309 (1) Represents charges associated primarily to allowances for contracts rebates recorded as reductions to revenue. Additions to allowance for doubtful accounts are recorded to sales and marketing expense. (2) The deductions represent actual charges against the accrual described above. |
Company Operations and Summar_2
Company Operations and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation— The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. |
Cash and Cash Equivalents | Cash and Cash Equivalents— The Company considers cash equivalents to be highly liquid investments with a maturity at the date of purchase of three months or less. The Company invests its cash equivalents primarily in money market funds with high quality institutions. |
Accounts Receivable | Accounts Receivable— The Company sells its products directly to hospitals and reference laboratories as well as to distributors in the U.S. and sells directly to hospitals and labs and through distribution internationally (see Note 9). The Company periodically assesses the financial strength of these customers and establishes reserves for anticipated losses when necessary, which historically have not been material. The balance of accounts receivable is net of reserves of $16.0 million and $12.0 million at December 31, 2019 and 2018 , respectively, of which the reserve related to contract rebates was $15.7 million and $11.5 million , respectively. |
Concentration of Credit Risk | Concentration of Credit Risk— Financial instruments that potentially subject the Company to significant concentrations of credit risk consists principally of trade accounts receivable. The Company performs credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary, but generally requires no collateral. Credit quality is monitored regularly by reviewing credit history. The Company believes that the concentration of credit risk in its trade accounts receivables is moderated by its credit evaluation process, relatively short collection terms, the high level of credit worthiness of its customers, and letters of credit issued on the Company’s behalf. Potential credit losses are limited to the gross value of accounts receivable. |
Inventories | Inventories— |
Property, Plant and Equipment | Property, Plant and Equipment— Property, plant and equipment is recorded at cost and depreciated over the estimated useful lives of the assets ( three to fifteen years ) using the straight-line method. Amortization of leasehold improvements is computed on the straight-line method over the shorter of the lease term or the estimated useful lives of the related assets. |
Intangible Assets | Goodwill and Intangible Assets— |
Convertible Debt | Convertible Debt— The Company accounts for convertible debt instruments that may be settled in cash upon conversion (including combination settlement of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock and/or cash) by separating the liability and equity components of the instruments in a manner that reflects our nonconvertible debt borrowing rate. The Company determines the carrying amount of the liability component by measuring the fair value of similar debt instruments that do not have the conversion feature. If no similar debt instrument exists, the Company estimates fair value by using assumptions that market participants would use in pricing a debt instrument, including market interest rates, credit standing, yield curves and volatilities. Determining the fair value of the debt component requires the use of accounting estimates and assumptions. These estimates and assumptions are judgmental in nature and could have a significant impact on the determination of the debt component, and the associated non-cash interest expense. See Note 3 for additional discussion of the Convertible Senior Notes issued in December 2014. |
Revenue Recognition | Revenue Recognition— The Company records revenues primarily from product sales. These revenues are recorded net of rebates and other discounts. These rebates and discounts are estimated at the time of sale, and are largely driven by various customer program offerings, including special pricing agreements, promotions and other volume-based incentives. Rebates and discounts are calculated based upon historical experience, estimated discounting levels and estimated distributor inventory balances and recorded as a reduction of sales with offsets to accounts receivable and other current liabilities, respectively. Revenue is recognized when control of the products is transferred to the customers in an amount that reflects the consideration the Company expects to receive from the customers in exchange for those products and services. This process involves identifying the contract with a customer, determining the performance obligations in the contract and the contract price, allocating the contract price to the distinct performance obligations in the contract and recognizing revenue when the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. A performance obligation is considered to be satisfied once the control of a product is transferred to the customer or the service is provided to the customer, meaning the customer has the ability to use and obtain the benefit of the goods or service. A portion of product sales includes revenues for diagnostic kits, which are utilized on leased instrument systems under the Company’s “reagent rental” program. The reagent rental program provides customers the right to use the instruments at no separate cost to the customer in consideration for a multi-year agreement to purchase annual minimum amounts of consumables (“reagents” or “diagnostic kits”). When an instrument is placed with a customer under a reagent rental agreement, the Company retains title to the equipment and it remains capitalized on the Company’s Consolidated Balance Sheets as property, plant and equipment, net. The instrument is depreciated on a straight-line basis over the lesser of the lease term or life of the instrument. Depreciation expense is recorded in cost of sales included in the Consolidated Statements of Operations. Instrument and consumables under the reagent rental agreements are deemed two distinct performance obligations. Though the instrument and consumables do not have any use to customers without one another, they are not highly interdependent because they do not significantly affect each other. The Company would be able to fulfill its promise to transfer the instrument even if its customers did not purchase any consumables and the Company would be able to fulfill its promise to provide the consumables even if customers acquired instruments separately . The contract price is allocated between these two performance obligations based on the relative standalone selling prices. The instrument is considered an operating lease and revenue allocated to the instrument will be separately disclosed, if material. |
Research and Development Costs | Research and Development Costs— Research and development costs are charged to operations as incurred. In conjunction with certain third-party service agreements, the Company is required to make periodic payments based on achievement of certain milestones. The costs related to these research and development services are also charged to operations as incurred. |
Shipping and Handling Cost, Policy | Product Shipment Costs— Product shipment costs are included in sales and marketing expense in the accompanying Consolidated Statements of Operations. Shipping and handling costs were $9.5 million , $8.3 million and $3.7 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Advertising Costs | Advertising Costs— |
Income Taxes | Income Taxes— Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company’s policy is to recognize the interest expense and penalties related to income tax matters as a component of the income tax provision. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments — The Company uses the fair value hierarchy established in Accounting Standards Codification (“ASC”) Topic 820 , Fair Value Measurements and Disclosures, which requires that the valuation of assets and liabilities subject to fair value measurements be classified and disclosed by the Company in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivables, accounts payable and accrued liabilities approximate their fair values due to their short-term nature. |
Stock-Based Compensation | Stock-Based Compensation —Compensation expense related to stock options granted is recognized ratably over the service vesting period for the entire option. For stock options with graded vesting, the Company ensures that the cumulative amount of compensation expense recognized at the end of any reporting period at least equals the portion of the stock option that has vested at that date. The total number of stock options expected to vest is adjusted by estimated forfeiture rates. The Company determined the estimated fair value of each stock option on the date of grant using the Black-Scholes option valuation model. The fair value of restricted stock units is determined based on the closing market price of the Company’s common stock on the grant date. Compensation expense for time-based restricted stock units (“RSUs”) is measured at the grant date and recognized ratably over the vesting period. A portion of the restricted stock granted are performance-based and vesting is tied to achievement of specific Company goals over a three-year time period, subject to early vesting upon achievement of the performance goals. For purposes of measuring compensation expense for performance-based restricted stock units (“PSUs”), the number of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria. The grant date of the PSUs takes place when the grant is authorized and the specific achievement goals are communicated. |
Comprehensive (Loss) Income | Comprehensive Income (loss) —Comprehensive income (loss) includes unrealized gains and losses which are related to the cumulative translation adjustments and derivative instruments excluded from the Company’s Consolidated Statements of Operations. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Accounting Periods | Accounting Periods —Each of the Company’s fiscal quarters end on the Sunday closest to the end of the calendar quarter. The Company’s fiscal years ended December 29, 2019 , December 30, 2018 and December 31, 2017 were all 52 weeks. For ease of reference, the calendar year end dates are used herein. |
Lessee, Operating Leases | Leases— Lease liabilities represent the obligation to make lease payments and right-of-use (“ROU”) assets represent the right to use the underlying asset during the lease term. Lease liabilities and ROU assets are recognized at the commencement date of the lease based on the present value of lease payments over the lease term at the commencement date. When the implicit rate is unknown, an incremental borrowing rate based on the information available at the commencement date is used in determining the present value of the lease payments. Options to extend or terminate the lease are included in the determination of the lease term when it is reasonably certain that the Company will exercise such options. For certain classes of assets, the Company accounts for lease and non-lease components as a single lease component. Variable lease payments, including those related to changes in the consumer price index, are recognized in the period in which the obligation for those payments are incurred and are not included in the measurement of the ROU assets or lease liabilities. Short-term leases are excluded from the calculation of the ROU assets and lease liabilities. Operating leases are included in right-of-use assets, current portion of operating lease liabilities and operating lease liabilities in the Consolidated Balance Sheet. Finance leases are included in property and equipment, other current liabilities and other non-current liabilities. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements —Accounting Standards Update (“ASU”) 2016-02 and ASU 2018-11 (collectively, “ASC 842”) requires a lessee to recognize a lease liability for the obligation to make lease payments and a ROU asset representing the right to use the underlying asset for the lease term on the balance sheet. Deferred rent, recorded in other current liabilities and other non-current liabilities, is derecognized. The Company adopted ASC 842 as of January 1, 2019 using the alternative transition method to apply the guidance. The Company elected the package of practical expedients which, among other things, allows the Company to carry forward its historical lease classifications. The following table presents the effect of the change in accounting principle on the Company’s Consolidated Balance Sheets as of January 1, 2019: Consolidated Balance Sheets (in thousands) January 1, Effect of Change in Accounting Principle After change in Accounting Principle ASSETS Right-of-use assets $ — $ 87,086 $ 87,086 Total assets $ 806,371 $ 87,086 $ 893,457 LIABILITIES AND STOCKHOLDERS’ EQUITY Operating lease liabilities $ — $ 5,290 $ 5,290 Other current liabilities 12,992 (448 ) 12,544 Total current liabilities 159,735 4,842 164,577 Operating lease liability — 84,866 84,866 Other non-current liabilities 9,577 (2,622 ) 6,955 Total liabilities and stockholders’ equity $ 806,371 $ 87,086 $ 893,457 In January 2017, the Financial Accounting Standards Board (“FASB”) issued guidance codified in ASU 2017-04, Intangibles-Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). Under this new guidance, an entity will no longer determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Instead, an entity will compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for fiscal years beginning after December 15, 2019 including interim periods therein, with early adoption permitted. The Company adopted the guidance during fiscal year 2019 with no impact to the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments , which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables. The standard is effective for the Company beginning in the first quarter of 2020, with early adoption permitted. The Company adopted the guidance during the fourth quarter of fiscal year 2019 with no impact to the Company’s consolidated financial statements. |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | The following table presents the effect of the change in accounting principle on the Company’s Consolidated Balance Sheets as of January 1, 2019: Consolidated Balance Sheets (in thousands) January 1, Effect of Change in Accounting Principle After change in Accounting Principle ASSETS Right-of-use assets $ — $ 87,086 $ 87,086 Total assets $ 806,371 $ 87,086 $ 893,457 LIABILITIES AND STOCKHOLDERS’ EQUITY Operating lease liabilities $ — $ 5,290 $ 5,290 Other current liabilities 12,992 (448 ) 12,544 Total current liabilities 159,735 4,842 164,577 Operating lease liability — 84,866 84,866 Other non-current liabilities 9,577 (2,622 ) 6,955 Total liabilities and stockholders’ equity $ 806,371 $ 87,086 $ 893,457 |
Earnings (Loss) Per Share Earni
Earnings (Loss) Per Share Earnings per share (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Policy [Policy Text Block] | Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) by the weighted-average number of common shares outstanding. Diluted EPS is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares consist of shares issuable from stock options, unvested RSUs and the 3.25% Convertible Senior Notes. Potentially dilutive common shares from outstanding stock options and unvested RSUs are determined using the average share price for each period under the treasury stock method. Potentially dilutive shares from the Convertible Senior Notes are determined using the if-converted method. Under the provisions of the if-converted method, the Convertible Senior Notes are assumed to be converted and the resulting commons shares are included in the denominator of the EPS calculation and the interest expense, net of tax, recorded in connection with the Convertible Senior Notes is added back to net income. The Convertible Senior Notes have a dilutive impact when the average market price of the Company’s common stock exceeds the applicable conversion price of the notes. The Convertible Senior Notes became convertible on March 31, 2018 and remained convertible through December 31, 2019 . |
Balance Sheet Account Details_2
Balance Sheet Account Details (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Other Current Assets | The following is a summary of prepaid expenses and other current assets (in thousands): December 31, 2019 2018 Other receivables $ 7,857 $ 15,507 Prepaid expenses 4,568 4,508 Income taxes receivable 2,560 2,703 Other 1,885 928 Total prepaid expenses and other current assets $ 16,870 $ 23,646 |
Summary of Inventories | The following is a summary of inventories (in thousands): December 31, 2019 2018 Raw materials $ 23,294 $ 24,292 Work-in-process (materials, labor and overhead) 20,514 21,280 Finished goods (materials, labor and overhead) 14,278 21,807 Total inventories $ 58,086 $ 67,379 |
Property, Plant and Equipment | The following is a summary of property, plant and equipment (in thousands): December 31, 2019 2018 Equipment, furniture and fixtures $ 96,347 $ 89,285 Building and improvements 46,878 37,335 Leased instruments 47,656 42,647 Land 1,080 1,080 Total property, plant and equipment, gross 191,961 170,347 Less: accumulated depreciation and amortization (112,199 ) (96,446 ) Total property, plant and equipment, net $ 79,762 $ 73,901 |
Summary of Intangible Assets | Finite-lived intangible assets consisted of the following (dollar amounts in thousands): December 31, 2019 December 31, 2018 Description Weighted-average useful life (years) Gross assets Accumulated amortization Net Gross assets Accumulated amortization Net Purchased technology 9.1 $ 112,100 $ (64,632 ) $ 47,468 $ 112,100 $ (57,495 ) $ 54,605 Customer relationships 7.0 122,178 (44,045 ) 78,133 122,389 (27,561 ) 94,828 License agreements 9.9 6,509 (4,931 ) 1,578 6,511 (4,530 ) 1,981 Patent and trademark costs 10.8 28,740 (10,331 ) 18,409 28,740 (7,624 ) 21,116 Software development costs 5.0 7,432 (4,908 ) 2,524 6,629 (4,130 ) 2,499 Total finite-lived intangible assets $ 276,959 $ (128,847 ) $ 148,112 $ 276,369 $ (101,340 ) $ 175,029 |
Summary of Expected Future Annual Amortization Expense | The expected future annual amortization expense of the Company’s intangible assets is as follows (in thousands): For the years ending December 31, Amortization expense 2020 $ 27,258 2021 27,124 2022 26,593 2023 25,882 2024 21,322 Thereafter 19,933 Total $ 148,112 |
Schedule of Other Current Liabilities | The following is a summary of other current liabilities (in thousands): December 31, 2019 2018 Customer incentives $ 7,369 $ 7,516 Income and other taxes payable 1,214 1,962 Customer deposits 1,500 — Other 4,779 3,514 Total other current liabilities $ 14,862 $ 12,992 |
Debt Tables (Tables)
Debt Tables (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Extinguishment of Debt [Table Text Block] | The following table summarizes information about the settlement of the Convertible Senior Notes (in thousands): Year ended December 31, 2019 Principal amount settled $ 45,372 Number of shares of common stock issued 1,497 Loss on extinguishment of debt $ 748 |
Schedule of Long-term Debt Instruments | The following table summarizes information about the equity and liability components of the Convertible Senior Notes (dollars in thousands). The fair values of the respective notes outstanding were measured based on quoted market prices: December 31, 2019 2018 Principal amount of Convertible Senior Notes outstanding $ 13,131 $ 58,503 Unamortized discount of liability component (415 ) (3,637 ) Unamortized deferred issuance costs (55 ) (487 ) Net carrying amount of liability component 12,661 54,379 Carrying value of equity component, net of issuance costs $ 2,265 $ 10,092 Fair value of outstanding Convertible Senior Notes $ 30,991 $ 85,999 Remaining amortization period of discount on the liability component 1 year 2 years |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of (Benefit) Provision for Income Taxes | Significant components of the provision (benefit) for income taxes are as follows (in thousands): December 31, 2019 2018 2017 Current: Federal $ 1,559 $ — $ (615 ) State 746 755 314 Foreign 2,007 6,575 57 Total current provision (benefit) 4,312 7,330 (244 ) Deferred: Federal 1,234 (9,970 ) 131 State (1,186 ) (7,944 ) 238 Foreign (103 ) (215 ) 4 Total deferred (benefit) provision (55 ) (18,129 ) 373 Provision (benefit) for income taxes $ 4,257 $ (10,799 ) $ 129 |
Schedule of Income before (Benefit) Provision for Income Taxes | The Company’s income (loss) before income taxes was subject to taxes in the following jurisdictions for the following periods (in thousands): December 31, 2019 2018 2017 United States $ 70,606 $ 46,592 $ (8,198 ) Foreign 6,572 16,792 162 Income (loss) before income taxes $ 77,178 $ 63,384 $ (8,036 ) |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and deferred tax liabilities as of December 31, 2019 and 2018 are shown below (in thousands): December 31, 2019 2018 Deferred tax assets: Lease liability $ 22,009 $ — Net operating loss carryforwards 591 711 Intangible assets 3,951 3,502 Sale-leaseback, net 593 617 Allowance for returns and discounts 5,266 4,541 Stock-based compensation 5,197 5,333 Tax credit carryforwards 13,846 12,246 Other, net 5,426 6,883 Total deferred tax assets 56,879 33,833 Valuation allowance for deferred tax assets (2,353 ) (1,830 ) Total deferred tax assets, net of valuation allowance 54,526 32,003 Deferred tax liabilities: Convertible Senior Notes — (636 ) Right-of-use assets (20,334 ) — Intangible assets (1,633 ) (2,165 ) Property, plant and equipment (8,057 ) (7,010 ) Total deferred tax liabilities (30,024 ) (9,811 ) Net deferred tax assets $ 24,502 $ 22,192 |
Reconciliation of Income Tax Computed at Federal Statutory Rate | The reconciliation of income tax computed at the federal statutory rate to the provision (benefit) for income taxes from continuing operations is as follows (in thousands): Year ended December 31, 2019 2018 2017 Tax expense (benefit) at statutory tax rate $ 16,207 $ 13,311 $ (2,812 ) State tax (benefits), net of federal tax 1,061 1,526 (239 ) Permanent differences 611 635 327 Federal and state research credits—current year (4,269 ) (3,628 ) (484 ) Accrual of uncertain tax positions — — 142 Stock-based compensation (10,408 ) (9,286 ) (5,851 ) Impact of change in federal and state tax rate on revaluing deferred tax assets — — 3,357 Change in valuation allowance 523 (13,374 ) 5,799 Foreign Derived Intangible Income Deduction (FDII) (159 ) (786 ) — Other 691 803 (110 ) Provision (benefit) for income taxes $ 4,257 $ (10,799 ) $ 129 |
Summary of Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): Year ended December 31, 2019 2018 2017 Beginning balance $ 15,245 $ 9,565 $ 8,604 Increases (decreases) related to prior year tax positions 287 (558 ) 10 Increases related to current year tax positions 2,209 6,238 951 Expiration of the statute of limitations for the assessment of taxes (505 ) — — Ending balance $ 17,236 $ 15,245 $ 9,565 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Compensation Expense Related to Stock-Based Compensation Plans | Stock-based compensation expense was as follows (in thousands): Year ended December 31, 2019 2018 2017 Cost of sales $ 1,162 $ 763 $ 579 Research and development 2,332 2,266 1,886 Sales and marketing 3,497 2,843 2,129 General and administrative 6,261 5,837 4,467 Total stock-based compensation expense $ 13,252 $ 11,709 $ 9,061 |
Estimated Fair Value of Each Stock Option Award | The estimated fair value of each stock option was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions: Year ended December 31, 2019 2018 2017 Risk-free interest rate 2.51 % 2.49 % 2.30 % Expected option life (in years) 5.68 6.29 6.63 Volatility rate 39 % 36 % 36 % Dividend rate 0 % 0 % 0 % |
Summary of Status of Stock Option Activity | A summary of the status of stock option activity for the years ended December 31, 2017 , 2018 and 2019 is as follows (in thousands, except price data and years): Number of Shares Weighted- average exercise price per share Weighted- average remaining contractual term (in years) Aggregate intrinsic value Outstanding at January 1, 2017 3,941 $ 17.49 Granted 263 22.21 Exercised (1,527 ) 16.38 Forfeited (18 ) 24.91 Outstanding at December 31, 2017 2,659 18.54 Granted 159 46.50 Exercised (891 ) 17.07 Forfeited (50 ) 21.19 Outstanding at December 31, 2018 1,877 21.53 Granted 169 59.18 Exercised (1,091 ) 19.22 Forfeited (11 ) 49.71 Outstanding at December 31, 2019 944 $ 30.63 6.77 $ 41,185 Vested and expected to vest at December 31, 2019 919 $ 30.12 6.73 $ 40,560 Exercisable at December 31, 2019 388 $ 20.12 5.41 $ 21,030 |
Summary of Status of Stock Awards Activity | A summary of the status of restricted stock unit activity for the years ended December 31, 2017 , 2018 and 2019 is as follows (in thousands, except price data): Shares Weighted-average grant date fair value Non-vested at January 1, 2017 501 $ 20.37 Granted 349 22.34 Vested (100 ) 23.49 Forfeited (4 ) 18.69 Non-vested at December 31, 2017 746 20.88 Granted 242 49.97 Vested (296 ) 21.70 Forfeited (16 ) 28.40 Non-vested at December 31, 2018 676 30.75 Granted 279 59.75 Vested (148 ) 24.26 Forfeited (21 ) 43.90 Non-vested at December 31, 2019 786 $ 41.88 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The following table reconciles net income (loss) and the weighted-average shares used in computing basic and diluted earnings per share in the respective periods (in thousands): Year ended December 31, 2019 2018 2017 Numerator: Net income (loss) used for basic earnings per share $ 72,921 $ 74,183 $ (8,165 ) Interest expense on Convertible Senior Notes, net of tax 1,848 4,927 — Net income (loss) used for diluted earnings per share, if-converted method $ 74,769 $ 79,110 $ (8,165 ) Basic weighted-average common shares outstanding 40,860 37,995 33,734 Potentially dilutive shares issuable from Convertible Senior Notes 1,062 2,850 — Potentially dilutive shares issuable from stock options and unvested RSUs 1,189 1,709 — Diluted weighted-average common shares outstanding, if-converted 43,111 42,554 33,734 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 199 161 37 |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table reconciles net income (loss) and the weighted-average shares used in computing basic and diluted earnings per share in the respective periods (in thousands): Year ended December 31, 2019 2018 2017 Numerator: Net income (loss) used for basic earnings per share $ 72,921 $ 74,183 $ (8,165 ) Interest expense on Convertible Senior Notes, net of tax 1,848 4,927 — Net income (loss) used for diluted earnings per share, if-converted method $ 74,769 $ 79,110 $ (8,165 ) Basic weighted-average common shares outstanding 40,860 37,995 33,734 Potentially dilutive shares issuable from Convertible Senior Notes 1,062 2,850 — Potentially dilutive shares issuable from stock options and unvested RSUs 1,189 1,709 — Diluted weighted-average common shares outstanding, if-converted 43,111 42,554 33,734 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 199 161 37 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lease, Cost [Table Text Block] | The components of lease expense and supplemental cash flow information related to leases were as follows (in thousands): Year ended December 31, 2019 Finance lease ROU asset amortization $ 314 Finance lease interest expense 835 Total finance lease costs 1,149 Operating lease costs 10,130 Total lease costs $ 11,279 Cash paid for amounts included in the measurement of operating lease liabilities Operating cash flows from operating leases $ 9,385 Operating cash flows from finance leases $ 835 ROU assets obtained in exchange for new lease liabilities Operating leases $ 12,231 Finance leases $ 1,369 |
Commitments for Minimum Rentals under Non-cancelable Leases | The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2019 are as follows (dollars in thousands): Years ending December 31, Operating Finance 2020 $ 10,603 $ 1,264 2021 10,812 1,272 2022 9,836 1,282 2023 9,458 1,293 2024 9,446 1,106 Thereafter 80,300 2,097 Total lease payments 130,455 8,314 Less: imputed interest (30,816 ) (3,465 ) Total 99,639 4,849 Less: current portion (6,412 ) (474 ) Non-current portion $ 93,227 $ 4,375 Weighted average remaining lease term 12.2 years 5.6 years Weighted average discount rate 4 % 18 % |
Industry and Geographic Infor_2
Industry and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Sales to Individual Customers in Excess of 10% of Total Revenue | The Company had sales to individual customers in excess of 10% of total revenue, as follows: Year ended December 31, 2019 2018 2017 Customer: A 18 % 19 % 20 % B 15 % 13 % 13 % C 13 % 12 % 21 % 46 % 44 % 54 % |
Long-Lived Assets (Excluding Intangible Assets) and Total Net Revenue | The following presents long-lived assets (excluding intangible assets) and total net revenue by geographic territory (in thousands): Long-lived assets as of December 31, Total revenue for the years ended December 31, 2019 2018 2019 2018 2017 Domestic $ 78,254 $ 72,569 $ 358,381 $ 354,895 $ 227,611 Foreign 1,508 1,332 176,509 167,390 50,132 Total $ 79,762 $ 73,901 $ 534,890 $ 522,285 $ 277,743 |
Consolidated Net Product Revenues by Disease State | Consolidated net revenues by product category are as follows (in thousands): Year ended December 31, 2019 2018 2017 Rapid Immunoassay $ 191,736 $ 183,160 $ 165,099 Cardiac Immunoassay 266,505 266,524 47,030 Specialized Diagnostic Solutions 54,933 53,243 51,978 Molecular Diagnostic Solutions 21,716 19,358 13,636 Total revenues $ 534,890 $ 522,285 $ 277,743 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company’s hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the following periods (in thousands): December 31, 2019 December 31, 2018 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Derivative assets $ — $ 321 $ — $ 321 $ — $ — $ — $ — Total assets measured at fair value $ — $ 321 $ — $ 321 $ — $ — $ — $ — Liabilities: Derivative liabilities $ — $ 433 $ — $ 433 $ — $ — $ — $ — Contingent consideration — — 16,535 16,535 — — 19,112 19,112 Deferred consideration — 151,382 — 151,382 — 187,158 — 187,158 Total liabilities measured at fair value $ — $ 151,815 $ 16,535 $ 168,350 $ — $ 187,158 $ 19,112 $ 206,270 |
Changes in Estimated Fair Value of Contingent Consideration Liabilities | Changes in estimated fair value of contingent consideration liabilities from December 31, 2016 through December 31, 2019 are as follows (in thousands): Contingent consideration liability (Level 3 measurement) Balance at December 31, 2016 $ 5,175 Cash payments (498 ) Change in estimated fair value, recorded in cost of sales (81 ) Additional liability recorded for the BNP Business 19,700 Unrealized loss on foreign currency translation 5 Balance at December 31, 2017 24,301 Cash payments (6,303 ) Change in estimated fair value, recorded in general and administrative expenses 1,114 Balance at December 31, 2018 19,112 Cash payments (4,044 ) Change in estimated fair value recorded in general and administrative expenses 1,467 Balance at December 31, 2019 $ 16,535 |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets at Fair Value [Table Text Block] | The following table summarizes the fair value and notional amounts of the foreign currency forward contracts as of December 31, 2019 (in thousands): December 31, 2019 Notional Amount Fair Value, Net Prepaid expenses and other current assets $ 27,944 $ 321 Other current liabilities $ 6,219 $ 433 |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share data) 2019 Total revenues $ 147,968 $ 108,252 $ 126,492 $ 152,178 Gross profit $ 90,927 $ 59,179 $ 75,859 $ 94,840 Operating income $ 31,153 $ 5,818 $ 20,682 $ 35,063 Net income $ 24,844 $ 1,270 $ 16,181 $ 30,626 Basic income per share $ 0.63 $ 0.03 $ 0.39 $ 0.73 Diluted income per share $ 0.60 $ 0.03 $ 0.38 $ 0.71 2018 Total revenues $ 169,143 $ 103,155 $ 117,399 $ 132,588 Gross profit $ 106,271 $ 57,668 $ 69,642 $ 82,132 Operating income $ 51,093 $ 404 $ 16,894 $ 27,538 Net income (loss) $ 33,958 $ (3,076 ) $ 10,822 $ 32,479 Basic income (loss) per share $ 0.96 $ (0.08 ) $ 0.28 $ 0.82 Diluted income (loss) per share $ 0.86 $ (0.08 ) $ 0.27 $ 0.78 |
Company Operations and Summar_3
Company Operations and Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jan. 01, 2019USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Number of reportable segments | segment | 1 | |||
Cash and cash equivalents maximum maturity period | 3 months | |||
Allowance receivables | $ 16,000 | $ 12,000 | ||
Allowance receivables, contract rebates | 15,700 | 11,500 | ||
Revenues | 534,890 | 522,285 | $ 277,743 | |
Costs and Expenses | 228,089 | 219,784 | 146,590 | |
Advertising cost expensed | 1,300 | 900 | 500 | |
Operating Lease, Right-of-Use Asset | 92,119 | 0 | $ 0 | |
Assets | 910,867 | 806,371 | 806,371 | |
Operating Lease, Liability, Current | 6,412 | 0 | 0 | |
Operating Lease, Liability, Noncurrent | 93,227 | 0 | 0 | |
Other current liabilities | 14,862 | 12,992 | 12,992 | |
Liabilities, Current | 125,891 | 159,735 | 159,735 | |
Other Liabilities, Noncurrent | 11,981 | 9,577 | 9,577 | |
Liabilities and Equity | $ 910,867 | 806,371 | 806,371 | |
Minimum [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Estimated useful lives of the assets | 3 years | |||
Maximum [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Estimated useful lives of the assets | 15 years | |||
Shipping and Handling [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Costs and Expenses | $ 9,500 | $ 8,300 | $ 3,700 | |
Accounting Standards Update 2016-02 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating Lease, Right-of-Use Asset | 87,086 | |||
Assets | 893,457 | |||
Operating Lease, Liability, Current | 5,290 | |||
Operating Lease, Liability, Noncurrent | 84,866 | |||
Other current liabilities | 12,544 | |||
Liabilities, Current | 164,577 | |||
Other Liabilities, Noncurrent | 6,955 | |||
Liabilities and Equity | 893,457 | |||
Accounting Standards Update 2016-02 [Member] | Effect of Change in Accounting Principle [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating Lease, Right-of-Use Asset | 87,086 | |||
Assets | 87,086 | |||
Operating Lease, Liability, Current | 5,290 | |||
Operating Lease, Liability, Noncurrent | 84,866 | |||
Other current liabilities | (448) | |||
Liabilities, Current | 4,842 | |||
Other Liabilities, Noncurrent | (2,622) | |||
Liabilities and Equity | $ 87,086 |
Balance Sheet Account Details
Balance Sheet Account Details - Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Offsetting [Abstract] | ||
Receivables under transition service agreements | $ 7,857 | $ 15,507 |
Income taxes receivable | 4,568 | 4,508 |
Prepaid expenses | 2,560 | 2,703 |
Other | 1,885 | 928 |
Prepaid expenses and other current assets | $ 16,870 | $ 23,646 |
Balance Sheet Account Details_3
Balance Sheet Account Details - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 23,294 | $ 24,292 |
Work-in-process (materials, labor and overhead) | 20,514 | 21,280 |
Finished goods (materials, labor and overhead) | 14,278 | 21,807 |
Total inventories | $ 58,086 | $ 67,379 |
Balance Sheet Account Details_4
Balance Sheet Account Details - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | $ 191,961 | $ 170,347 | |
Less: accumulated depreciation and amortization | (112,199) | (96,446) | |
Property, Plant and Equipment, Net | 79,762 | 73,901 | |
Depreciation and amortization | 19,400 | 17,700 | $ 14,600 |
Equipment, furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 96,347 | 89,285 | |
Building and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 46,878 | 37,335 | |
Leased instruments | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 47,656 | 42,647 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | $ 1,080 | $ 1,080 |
Balance Sheet Account Details_5
Balance Sheet Account Details - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||
Depreciation and amortization | $ 19,400 | $ 17,700 | $ 14,600 |
Amortization of Intangible Assets | 27,500 | 28,800 | 16,100 |
Goodwill | 337,018 | 337,021 | |
Capitalized Software Cost [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 800 | $ 1,000 | $ 800 |
Balance Sheet Account Details -
Balance Sheet Account Details - Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 27,500 | $ 28,800 | $ 16,100 |
Goodwill | 337,018 | 337,021 | |
Gross assets | 276,959 | 276,369 | |
Accumulated amortization | (128,847) | (101,340) | |
Total | 148,112 | 175,029 | |
Capitalized Software Cost [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 800 | 1,000 | $ 800 |
Purchased technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted-average useful life (years) | 9 years 1 month 6 days | ||
Gross assets | $ 112,100 | 112,100 | |
Accumulated amortization | (64,632) | (57,495) | |
Total | $ 47,468 | 54,605 | |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted-average useful life (years) | 7 years | ||
Gross assets | $ 122,178 | 122,389 | |
Accumulated amortization | (44,045) | (27,561) | |
Total | $ 78,133 | 94,828 | |
License agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted-average useful life (years) | 9 years 10 months 24 days | ||
Gross assets | $ 6,509 | 6,511 | |
Accumulated amortization | (4,931) | (4,530) | |
Total | $ 1,578 | 1,981 | |
Patent and trademark costs | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted-average useful life (years) | 10 years 9 months 18 days | ||
Gross assets | $ 28,740 | 28,740 | |
Accumulated amortization | (10,331) | (7,624) | |
Total | $ 18,409 | 21,116 | |
Software development costs | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted-average useful life (years) | 5 years | ||
Gross assets | $ 7,432 | 6,629 | |
Accumulated amortization | (4,908) | (4,130) | |
Total | $ 2,524 | $ 2,499 |
Balance Sheet Account Details_6
Balance Sheet Account Details - Future annual amortization expense (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
2018 | $ 27,258 | |
2019 | 27,124 | |
2020 | 26,593 | |
2021 | 25,882 | |
2022 | 21,322 | |
Thereafter | 19,933 | |
Total | $ 148,112 | $ 175,029 |
Balance Sheet Account Details_7
Balance Sheet Account Details - Other current liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Offsetting [Abstract] | |||
Customer incentives | $ 7,369 | $ 7,516 | |
Taxes Payable, Current | 1,214 | 1,962 | |
Customer Deposits, Current | 1,500 | 0 | |
Other | 4,779 | 3,514 | |
Total other current liabilities | $ 14,862 | $ 12,992 | $ 12,992 |
Debt Convertible Senior Notes (
Debt Convertible Senior Notes (Details) | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2019USD ($)d$ / shares | Dec. 31, 2019USD ($)d$ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Amortization of Debt Issuance Costs | $ (100,000) | $ (500,000) | ||||
Interest Expense, Debt | 2,200,000 | 6,100,000 | $ 10,900,000 | |||
Debt Instrument, Convertible, If-converted Value in Excess of Principal | $ 400,000 | |||||
Convertible Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Convertible Senior Notes, face amount | $ 172,500,000 | |||||
Convertible Debt [Member] | Convertible Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Deferred financing costs | 55,000 | $ 55,000 | 55,000 | 487,000 | ||
Convertible Senior Notes, fair value disclosures | 30,991,000 | 30,991,000 | 30,991,000 | 85,999,000 | ||
Carrying value of equity component, net of issuance costs | $ 2,265,000 | $ 2,265,000 | $ 2,265,000 | 10,092,000 | ||
3.25% Convertible Senior Notes due 2020 [Member] | Convertible Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Term | 6 years | |||||
Debt issuance cost | $ 5,100,000 | |||||
Deferred financing costs | 4,200,000 | |||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ 900,000 | |||||
Convertible Senior Notes, conversion ratio | 31.1891 | |||||
Convertible Senior Notes, conversion price (in dollars per share) | $ / shares | $ 32.06 | $ 32.06 | $ 32.06 | |||
Convertible Senior Notes, threshold trading days | d | 20 | |||||
Convertible Senior Notes, threshold consecutive trading days | d | 30 | |||||
Convertible Senior Notes, threshold percentage of stock price trigger | 130.00% | |||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days, Following Consecutive Business Days | d | 5 | |||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger, Following Consecutive Business Days | 98.00% | |||||
Convertible Senior Notes, observation period | d | 25 | |||||
Amortization of Debt Discount (Premium) | $ 1,100,000 | 3,100,000 | 5,500,000 | |||
Interest Expense, Debt, Excluding Amortization | $ 1,100,000 | $ 3,000,000 | $ 5,400,000 | |||
Debt Instrument, Interest Rate, Effective Percentage | 6.90% | |||||
Debt Conversion, Converted Instrument, Rate | 100.00% | |||||
Convertible Senior Notes, fair value disclosures | $ 141,900,000 | |||||
Carrying value of equity component, net of issuance costs | $ 30,700,000 | |||||
Convertible Debt [Member] | 3.25% Convertible Senior Notes due 2020 [Member] | Convertible Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Senior Credit Facility, applicable margin | 3.25% | 3.25% | 3.25% |
Debt Debt schedule (Details)
Debt Debt schedule (Details) - Convertible Debt [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2014 | |
3.25% Convertible Senior Notes due 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Unamortized deferred issuance costs | $ (4,200) | ||
Carrying value of equity component, net of issuance costs | 30,700 | ||
Fair value of outstanding Convertible Senior Notes | $ 141,900 | ||
Convertible Debt [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount of Convertible Senior Notes outstanding | $ 13,131 | $ 58,503 | |
Unamortized deferred issuance costs | (415) | (3,637) | |
Unamortized deferred issuance costs | (55) | (487) | |
Net carrying amount of liability component | 12,661 | 54,379 | |
Carrying value of equity component, net of issuance costs | 2,265 | 10,092 | |
Fair value of outstanding Convertible Senior Notes | $ 30,991 | $ 85,999 | |
Remaining amortization period of discount on the liability component | 1 year | 2 years |
Extinguishemnt of Debt (Detail)
Extinguishemnt of Debt (Detail) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Extinguishment of Debt [Line Items] | |||
Loss on extinguishment of debt | $ 748 | $ 8,262 | $ 0 |
Convertible Debt [Member] | |||
Extinguishment of Debt [Line Items] | |||
Number of shares of common stock issued | 1,497 | 3,699 | |
Loss on extinguishment of debt | $ 748 | ||
Convertible Debt [Member] | Convertible Debt [Member] | |||
Extinguishment of Debt [Line Items] | |||
Principal amount settled | $ 45,372 |
Debt Credit Agreement (Details)
Debt Credit Agreement (Details) - USD ($) | Aug. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175,000,000 | |||
Revolving Credit Facility - non-current | $ 0 | $ 53,188,000 | ||
Repayments of Lines of Credit | 53,188,000 | 40,000,000 | ||
Proceeds from issuance of Revolving Credit Facility | 0 | 0 | $ 10,000,000 | |
Loss on extinguishment of debt | (748,000) | (8,262,000) | 0 | |
Line of Credit Facility, Commitment Fee Percentage | 0.15% | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | |||
Number Of Financial Covenants | 2 | |||
Consolidated Leverage Ratio | 3.50 | |||
Consolidated Fixed Charge Coverage Ratio | 1.25 | |||
Repayments of Debt | 0 | 161,813,000 | ||
Interest Expense, Debt | $ 2,200,000 | 6,100,000 | $ 10,900,000 | |
Fed Funds Effective Rate Overnight Index Swap Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.005% | |||
Minimum [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 0.75% | |||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 1.75% | |||
Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Consolidated Leverage Ratio | 4.50 | |||
Maximum [Member] | Base Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 1.50% | |||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 2.50% | |||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Term | 5 years | |||
Interest Expense, Debt | $ 1,700,000 | $ 6,500,000 |
Income Taxes - Components of (B
Income Taxes - Components of (Benefit) Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
Federal | $ 1,559 | $ 0 | $ (615) |
State | 746 | 755 | 314 |
Foreign | 2,007 | 6,575 | 57 |
Total current provision (benefit) | 4,312 | 7,330 | (244) |
Deferred: | |||
Federal | 1,234 | (9,970) | 131 |
State | (1,186) | (7,944) | 238 |
Foreign | (103) | (215) | 4 |
Total deferred (benefit) provision | (55) | (18,129) | 373 |
Provision (benefit) for income taxes | $ 4,257 | $ (10,799) | $ 129 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income before (Benefit) Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 70,606 | $ 46,592 | $ (8,198) |
Foreign | 6,572 | 16,792 | 162 |
Income (loss) before income taxes | $ 77,178 | $ 63,384 | $ (8,036) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Lease liability | $ 22,009 | $ 0 |
Net operating loss carryforwards | 591 | 711 |
Intangible assets | 3,951 | 3,502 |
Sale-leaseback, net | 593 | 617 |
Allowance for returns and discounts | 5,266 | 4,541 |
Stock-based compensation | 5,197 | 5,333 |
Tax credit carryforwards | 13,846 | 12,246 |
Other, net | 5,426 | 6,883 |
Total deferred tax assets | 56,879 | 33,833 |
Valuation allowance for deferred tax assets | (2,353) | (1,830) |
Total deferred tax assets | 54,526 | 32,003 |
Deferred tax liabilities: | ||
Convertible Senior Notes | 0 | (636) |
Right-of-use assets | (20,334) | 0 |
Intangible assets | (1,633) | (2,165) |
Property, plant and equipment | (8,057) | (7,010) |
Deferred Tax Liabilities, Gross | (30,024) | (9,811) |
Net deferred tax assets | $ 24,502 | $ 22,192 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes Disclosure [Line Items] | ||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ (500,000) | |||
Deferred Tax Assets, Valuation Allowance | 2,353,000 | $ 1,830,000 | ||
Unrecognized Tax Benefits | 17,236,000 | 15,245,000 | $ 9,565,000 | $ 8,604,000 |
Federal Net Operating Loss carryforwards | 0 | |||
State Net Operating Loss carryforwards | 31,300,000 | |||
Federal foreign tax credits | 2,400,000 | |||
Gross research credits | $ 4,269,000 | 3,628,000 | 484,000 | |
Cumulative changes in ownership percentage | 50.00% | |||
Cumulative Change In Ownership Period | 3 years | |||
Realized upon settlement | 50.00% | |||
Unrecognized tax benefits that would impact effective tax rate | $ 11,100,000 | 9,300,000 | 8,100,000 | |
Accrued interest and penalties associated with uncertain tax positions | 400,000 | 300,000 | 300,000 | |
Interest expense, net of accrued interest reversed | 100,000 | $ 100,000 | $ 100,000 | |
Federal research credits [Member] | ||||
Income Taxes Disclosure [Line Items] | ||||
Federal research credits | 3,800,000 | |||
Gross State Research Credits [Member] | ||||
Income Taxes Disclosure [Line Items] | ||||
Gross research credits | 14,700,000 | |||
State research credit - no expiry | 14,200,000 | |||
State research credit - with expiry | $ 500,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Computed at Federal Statutory Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Tax expense (benefit) at statutory tax rate | $ 16,207 | $ 13,311 | $ (2,812) |
State tax (benefits), net of federal tax | 1,061 | 1,526 | (239) |
Permanent differences | 611 | 635 | 327 |
Federal and state research credits—current year | (4,269) | (3,628) | (484) |
Accrual of uncertain tax positions | 0 | 0 | 142 |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Amount | (10,408) | (9,286) | (5,851) |
Impact of change in federal and state tax rate on revaluing deferred tax assets | 0 | 0 | 3,357 |
Change in valuation allowance | 523 | (13,374) | 5,799 |
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount | (159) | (786) | 0 |
Other | 691 | 803 | (110) |
Provision (benefit) for income taxes | $ 4,257 | $ (10,799) | $ 129 |
Income Taxes - Summary of Unrec
Income Taxes - Summary of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 15,245 | $ 9,565 | $ 8,604 |
Increases (decreases) related to prior year tax positions | 287 | 10 | |
Increases (decreases) related to prior year tax positions | (558) | ||
Increases related to current year tax positions | 2,209 | 6,238 | 951 |
Expiration of the statute of limitations for the assessment of taxes | (505) | 0 | 0 |
Ending balance | $ 17,236 | $ 15,245 | $ 9,565 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 12, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Weighted- average remaining contractual term, exercisable (in years) | 5 years 4 months 28 days | |||
Available for future grant, (in shares) | 2,600,000 | |||
Common Stock, Capital Shares Reserved for Future Issuance | 4,300,000 | |||
Restricted stock granted (in shares) | 279,000 | 242,000 | 349,000 | |
Share-based compensation expense recognized | $ 13,252 | $ 11,709 | $ 9,061 | |
Deferred period of grants (Condition 1) | 1 year | |||
Percentage of premium on amount deferred (Condition 1) | 10.00% | |||
Deferred period of grants (Condition 2) | 2 years | |||
Percentage of premium on amount deferred (Condition 2) | 20.00% | |||
Length Of Time Of Deferral Period Under Condition Three | 4 years | |||
Percentage of premium on amount deferred (Condition 3) | 30.00% | |||
Minimum percentage of common stock under payroll deductions | 10.00% | |||
Fair value of payroll deductions | 85.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Period | 6 years | |||
Capital shares reserved for future issuance (In shares) | 136,543 | |||
Payments for repurchase of common stock | $ 10,728 | 4,344 | 541 | |
Stock-based compensation expense | 10,728 | $ 4,344 | $ 541 | |
Authorized stock repurchase program amount | $ 50,000 | |||
Stock repurchase program remaining amount | $ 50,000 | |||
Restricted stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted- average remaining contractual term, exercisable (in years) | 10 years | |||
Performance-based vesting period | 4 years | |||
Restricted stock granted (in shares) | 300,000 | 200,000 | 300,000 | |
Employee Deferred Bonus Compensation Program [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense recognized | $ 1,400 | $ 1,600 | $ 100 | |
Non-employee director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense recognized | $ 500 | $ 400 | $ 100 | |
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise Price (in usd per share) | $ 13.25 | |||
Percentage of deferred cash bonus | 50.00% | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise Price (in usd per share) | $ 60.75 | |||
Percentage of deferred cash bonus | 100.00% |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | $ 13,252 | $ 11,709 | $ 9,061 |
Weighted-average grant date fair value of stock options granted (in dollars per share) | $ 23.67 | $ 18.76 | $ 8.99 |
Total intrinsic value for options exercised | $ 49,800 | $ 38,200 | $ 26,800 |
Total unrecognized compensation expense related to non-vested stock options | $ 5,200 | ||
Expected weighted-average period of recognition for unrecognized compensation expense | 1 year 8 months 12 days | ||
Maximum contractual term | 10 years | ||
Deferred bonus compensation program [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | $ 1,400 | 1,600 | $ 100 |
Recorded as a component of accrued payroll and related expenses | $ 800 | $ 1,600 | |
Stock options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected weighted-average period of recognition for unrecognized compensation expense | 1 year 9 months 18 days | ||
Restricted stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total unrecognized compensation expense related to non-vested stock awards | $ 17,500 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Compensation Expense Related to Stock-Based Compensation Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 13,252 | $ 11,709 | $ 9,061 |
Cost of sales [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 1,162 | 763 | 579 |
Research and development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 2,332 | 2,266 | 1,886 |
Sales and marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 3,497 | 2,843 | 2,129 |
General and administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 6,261 | $ 5,837 | $ 4,467 |
Stock-Based Compensation - Esti
Stock-Based Compensation - Estimated Fair Value of Each Stock Option Award (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | |||
Risk-free interest rate | 2.51% | 2.49% | 2.30% |
Expected option life (in years) | 5 years 8 months 4 days | 6 years 3 months 14 days | 6 years 7 months 17 days |
Volatility rate | 39.00% | 36.00% | 36.00% |
Dividend rate | 0.00% | 0.00% | 0.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Status of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Beginning balance, (in shares) | 1,877 | 2,659 | 3,941 |
Granted, number of shares (in shares) | 169 | 159 | 263 |
Exercised (in shares) | (1,091) | (891) | (1,527) |
Cancelled (in shares) | (11) | (50) | (18) |
Ending balance, (in shares) | 944 | 1,877 | 2,659 |
Exercisable, (in shares) | 388 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Rollforward] | |||
Beginning balance, weighted average exercise price per share (in dollars per share) | $ 21.53 | $ 18.54 | $ 17.49 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 59.18 | 46.50 | 22.21 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | 19.22 | 17.07 | 16.38 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price | $ 49.71 | 21.19 | 24.91 |
Vested and expected to vest, (in shares) | 919 | ||
Vested and expected to vest (in dollars per share) | $ 30.12 | ||
Exercisable (in usd per share) | 20.12 | ||
Ending balance, weighted average exercise price per share (in dollars per share) | $ 30.63 | $ 21.53 | $ 18.54 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted- average remaining contractual term, outstanding (in years) | 6 years 9 months 7 days | ||
Weighted- average remaining contractual term, vested and expected to vest (in years) | 6 years 8 months 23 days | ||
Weighted- average remaining contractual term, exercisable (in years) | 5 years 4 months 28 days | ||
Aggregate intrinsic value, outstanding | $ 41,185 | ||
Aggregate intrinsic value, vested and expected to vest | 40,560 | ||
Aggregate intrinsic value, available for future grant | $ 21,030 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Status of Stock Awards Activity (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Payment Arrangement [Abstract] | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 59.18 | $ 46.50 | $ 22.21 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning Balance (in shares) | 676 | 746 | 501 |
Granted (in shares) | 279 | 242 | 349 |
Vested (in shares) | (148) | (296) | (100) |
Forfeited (in shares) | (21) | (16) | (4) |
Ending Balance (in shares) | 786 | 676 | 746 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Rollforward] | |||
Beginning Balance, Weighted Average Grant Date Fair Value (in dollars per share) | $ 30.75 | $ 20.88 | $ 20.37 |
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | 59.75 | 49.97 | 22.34 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | 19.22 | 17.07 | 16.38 |
Vested, Weighted Average Grant Date Fair Value (in dollars per share) | 24.26 | 21.70 | 23.49 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price | 49.71 | 21.19 | 24.91 |
Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | 43.90 | 28.40 | 18.69 |
Ending Balance, Weighted Average Grant Date Fair Value (in dollars per share) | $ 41.88 | $ 30.75 | $ 20.88 |
Earnings (Loss) Per Share Compu
Earnings (Loss) Per Share Computation of earnings per share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Net Income (Loss) Attributable to Parent | $ 30,626 | $ 16,181 | $ 1,270 | $ 24,844 | $ 32,479 | $ 10,822 | $ (3,076) | $ 33,958 | $ 72,921 | $ 74,183 | $ (8,165) |
Dilutive Securities, Effect on Basic Earnings Per Share, Dilutive Convertible Securities | 1,848 | 4,927 | 0 | ||||||||
Net Income (Loss) Available to Common Stockholders, Diluted | $ 74,769 | $ 79,110 | $ (8,165) | ||||||||
Basic weighted-average common shares outstanding | 40,860 | 37,995 | 33,734 | ||||||||
Potentially dilutive shares issuable from Convertible Senior Notes | 1,062 | 2,850 | 0 | ||||||||
Potentially dilutive shares issuable from stock options and unvested RSUs | 1,189 | 1,709 | 0 | ||||||||
Shares used in diluted per share calculation | 43,111 | 42,554 | 33,734 | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 199 | 161 | 37 | ||||||||
Convertible Debt [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,400 | ||||||||||
Retained earnings [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Net Income (Loss) Attributable to Parent | $ 74,183 | $ (8,165) | |||||||||
3.25% Convertible Senior Notes due 2020 [Member] | Convertible Debt [Member] | Convertible Debt [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Senior Credit Facility, applicable margin | 3.25% | 3.25% |
Earnings (Loss) Per Share Weigh
Earnings (Loss) Per Share Weighted-average shares outstanding (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | |||
Basic weighted-average common shares outstanding | 40,860 | 37,995 | 33,734 |
Potentially dilutive shares issuable from Convertible Senior Notes | 1,062 | 2,850 | 0 |
Potentially dilutive shares issuable from stock options and unvested RSUs | 1,189 | 1,709 | 0 |
Diluted weighted-average common shares outstanding, if-converted | 43,111 | 42,554 | 33,734 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 199 | 161 | 37 |
Convertible Debt [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,400 | ||
Stock options and RSUs [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,400 |
Commitments and Contingencies -
Commitments and Contingencies - Commitments for Minimum Rentals under Non-cancelable Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating Leases, 2020 | $ 10,603 | ||
Operating Leases, 2021 | 10,812 | ||
Operating Leases, 2022 | 9,836 | ||
Operating Leases, 2023 | 9,458 | ||
Operating Leases, 2024 | 9,446 | ||
Operating Leases, Thereafter | 80,300 | ||
Operating Leases, Minimum Payments, Total | 130,455 | ||
Lease Obligation, 2020 | 1,264 | ||
Lease Obligation, 2021 | 1,272 | ||
Lease Obligation, 2022 | 1,282 | ||
Lease Obligation, 2023 | 1,293 | ||
Lease Obligation, 2024 | 1,106 | ||
Lease Obligation, Thereafter | 2,097 | ||
Lease Obligation, Minimum Payments, Total | 8,314 | ||
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | 30,816 | ||
Finance Lease, Liability, Undiscounted Excess Amount | 3,465 | ||
Operating Lease, Liability | 99,639 | ||
Finance Lease, Liability | 4,849 | ||
Operating Lease, Liability, Current | (6,412) | $ 0 | $ 0 |
Finance Lease, Liability, Current | (474) | ||
Operating Lease, Liability, Noncurrent | 93,227 | $ 0 | $ 0 |
Finance Lease, Liability, Noncurrent | $ 4,375 | ||
Operating Lease, Weighted Average Remaining Lease Term | 12 years 2 months 12 days | ||
Finance Lease, Weighted Average Remaining Lease Term | 5 years 7 months 6 days | ||
Operating Lease, Weighted Average Discount Rate, Percent | 4.00% | ||
Finance Lease, Weighted Average Discount Rate, Percent | 18.00% |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Jan. 05, 2018optionbuilding | Dec. 31, 2019USD ($)option | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Sale Leaseback Transaction [Line Items] | ||||
Lessee, Sale Leaseback, Renewal Term | 5 years | |||
Asset Impairment Charges | $ 1,481 | $ 0 | $ 0 | |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | 2,500 | |||
Sale Leaseback Transaction, Gross Proceeds, Investing Activities | $ 0 | 146,644 | ||
Number Of Buildings | building | 4 | |||
Sale Leaseback Transaction, Number Of Buildings | building | 2 | |||
Lessee, Operating Lease, Term of Contract | 15 years | |||
Lessee, Sale Leaseback, Option To Extend, Number | option | 2 | |||
Partnership that acquired the facility | 25.00% | |||
Number Of Extension | option | 3 | |||
Lease payments | $ 1,000 | 900 | ||
Purchase commitment | 15,100 | |||
Royalty And License Expense | $ 1,100 | $ 400 | $ 600 |
Commitments and Contingencies C
Commitments and Contingencies Contingent Consideration (Acquisitions) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition, Contingent Consideration [Line Items] | |||
Current portion of contingent consideration | $ 5,969 | $ 3,983 | |
Contingent consideration non-current portion | 10,566 | 15,129 | |
Fair Value, Inputs, Level 3 [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | $ 1,467 | $ 1,114 | $ (81) |
Commitments and Contingencies L
Commitments and Contingencies Lease expense (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Finance Lease, Right-of-Use Asset, Amortization | $ 314 |
Finance Lease, Interest Expense | 835 |
Finance Lease, Cost | 1,149 |
Operating Lease, Cost | 10,130 |
Lease, Cost | 11,279 |
Operating Lease, Payments | 9,385 |
Finance Lease, Interest Payment on Liability | 835 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 12,231 |
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability | $ 1,369 |
Industry and Geographic Infor_3
Industry and Geographic Information - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017 | |
Revenue, Major Customer [Line Items] | |||
Number of reportable segments | segment | 1 | ||
Customer Concentration Risk [Member] | Sales [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 46.00% | 44.00% | 54.00% |
Customer Concentration Risk [Member] | Sales [Member] | Non-US [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 33.00% | 32.00% | 18.00% |
Geographic Concentration Risk [Member] | Non-US [Member] | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | $ 23 | $ 23.4 | |
Product Concentration Risk [Member] | Sales [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 26.00% | 24.00% | 39.00% |
Credit Concentration Risk [Member] | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | $ 67.4 | $ 33.3 | |
Credit Concentration Risk [Member] | Accounts Receivable [Member] | Minimum [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 10.00% | 10.00% |
Industry and Geographic Infor_4
Industry and Geographic Information - Sales to Individual Customers in Excess of 10% of Total Revenue (Detail) - Sales [Member] - Customer Concentration Risk [Member] | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue, Major Customer [Line Items] | |||
Sales percentage | 46.00% | 44.00% | 54.00% |
Customer A [Member] | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 18.00% | 19.00% | 20.00% |
Customer B [Member] | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 15.00% | 13.00% | 13.00% |
Customer C [Member] | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 13.00% | 12.00% | 21.00% |
Industry and Geographic Infor_5
Industry and Geographic Information - Long-lived Assets (Excluding Intangible Assets) and Total Net Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Long-lived assets, Total | $ 79,762 | $ 73,901 | $ 79,762 | $ 73,901 | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 152,178 | $ 126,492 | $ 108,252 | $ 147,968 | 132,588 | $ 117,399 | $ 103,155 | $ 169,143 | 534,890 | 522,285 | $ 277,743 |
Federal [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Long-lived assets, Total | 78,254 | 72,569 | 78,254 | 72,569 | |||||||
Revenue from Contract with Customer, Including Assessed Tax | 358,381 | 354,895 | 227,611 | ||||||||
Foreign [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Long-lived assets, Total | $ 1,508 | $ 1,332 | 1,508 | 1,332 | |||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 176,509 | $ 167,390 | $ 50,132 |
Industry and Geographic Infor_6
Industry and Geographic Information - Consolidated Net Product Revenues by Disease State (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 534,890 | $ 522,285 | $ 277,743 |
Infectious Disease [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 191,736 | 183,160 | 165,099 |
Cardiac Immunoassay [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 266,505 | 266,524 | 47,030 |
Specialized Diagnostic Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 54,933 | 53,243 | 51,978 |
Molecular Diagnostic Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 21,716 | $ 19,358 | $ 13,636 |
Fair Value Measurement - Assets
Fair Value Measurement - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $ 168,350 | $ 206,270 |
Assets, Fair Value Disclosure | 321 | |
Derivative [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 321 | |
Derivative Liability | 433 | |
Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 16,535 | 19,112 |
Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 151,382 | 187,158 |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Assets, Fair Value Disclosure | 0 | |
Level 1 [Member] | Derivative [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 0 | |
Derivative Liability | 0 | |
Level 1 [Member] | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 1 [Member] | Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 151,815 | 187,158 |
Assets, Fair Value Disclosure | 321 | |
Level 2 [Member] | Derivative [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 321 | |
Derivative Liability | 433 | |
Level 2 [Member] | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 2 [Member] | Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 151,382 | 187,158 |
Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 16,535 | 19,112 |
Assets, Fair Value Disclosure | 0 | |
Level 3 [Member] | Derivative [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 0 | |
Derivative Liability | 0 | |
Level 3 [Member] | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 16,535 | 19,112 |
Level 3 [Member] | Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $ 0 | $ 0 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt Issuance Costs Incurred During Noncash or Partial Noncash Transaction | $ 0 | $ 220,550 | |
Accretion of interest on deferred consideration | $ 8,224 | 10,000 | 2,608 |
Level 3 [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | 1,467 | $ 1,114 | $ (81) |
Triage Business | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt Issuance Costs Incurred During Noncash or Partial Noncash Transaction | 0 | ||
Consideration B [Member] | BNP Business [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Business Combination, Contingent Consideration Arrangements, Amount Of Installment Payment | 40,000 | ||
Consideration A [Member] | BNP Business [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Business Combination, Contingent Consideration Arrangements, Amount Of Installment Payment | $ 8,000 |
Fair Value Measurement - Change
Fair Value Measurement - Changes in Estimated Fair Value of Contingent Consideration Liabilities (Detail) - Level 3 [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Balance | $ 19,112 | $ 24,301 | $ 5,175 |
Cash payments | (4,044) | (6,303) | (498) |
Change in estimated fair value recorded in general and administrative expenses | (1,467) | (1,114) | 81 |
Change in estimated fair value, recorded in cost of sales | 19,700 | ||
Unrealized loss on foreign currency translation | 5 | ||
Balance | $ 16,535 | $ 19,112 | $ 24,301 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Compensation Related Costs [Abstract] | |||
Pay contributed by employer | 50.00% | ||
Pay contributed by employee | 6.00% | ||
Contribution to 401 (K) Plan | $ 2.5 | $ 2.6 | $ 1.5 |
Derivatives and Hedging (Detail
Derivatives and Hedging (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Prepaid Expenses and Other Current Assets [Member] | |
Derivative [Line Items] | |
Derivative Asset, Notional Amount | $ 27,944 |
Derivative, Fair Value, Net | 321 |
Other Current Liabilities [Member] | |
Derivative [Line Items] | |
Derivative Asset, Notional Amount | 6,219 |
Derivative, Fair Value, Net | $ 433 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (unaudited) - Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||||||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 152,178 | $ 126,492 | $ 108,252 | $ 147,968 | $ 132,588 | $ 117,399 | $ 103,155 | $ 169,143 | $ 534,890 | $ 522,285 | $ 277,743 |
Cost of Goods and Services Sold | 214,085 | 206,572 | 121,601 | ||||||||
Gross profit | 94,840 | 75,859 | 59,179 | 90,927 | 82,132 | 69,642 | 57,668 | 106,271 | 320,805 | 315,713 | 156,142 |
Operating income | 35,063 | 20,682 | 5,818 | 31,153 | 27,538 | 16,894 | 404 | 51,093 | 92,716 | 95,929 | 9,552 |
Net income (loss) | $ 30,626 | $ 16,181 | $ 1,270 | $ 24,844 | $ 32,479 | $ 10,822 | $ (3,076) | $ 33,958 | $ 72,921 | $ 74,183 | $ (8,165) |
Basic and diluted loss per share | $ 0.73 | $ 0.39 | $ 0.03 | $ 0.63 | $ 0.82 | $ 0.28 | $ (0.08) | $ 0.96 | |||
Diluted net earnings (loss) per share | $ 0.71 | $ 0.38 | $ 0.03 | $ 0.60 | $ 0.78 | $ 0.27 | $ (0.08) | $ 0.86 | $ 1.73 | $ 1.86 | $ (0.24) |
Consolidated Valuation and Qu_2
Consolidated Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Account receivable, reserves | $ 15,960 | $ 11,979 | |
SEC Schedule, 12-09, Allowance, Credit Loss [Member] | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | 11,979 | 12,309 | $ 7,165 |
Additions charged to expense or as reductions to revenue | 65,649 | 65,142 | 36,449 |
Deductions | $ (61,668) | (65,472) | (31,305) |
Ending Balance | $ 11,979 | $ 12,309 |
Uncategorized Items - qdel-1231
Label | Element | Value |
AOCI Attributable to Parent [Member] | ||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent | $ (324,000) |