Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 11, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Title of 12(b) Security | Common stock, $0.001 par value | ||
Entity Incorporation, State or Country Code | DE | ||
Document Transition Report | false | ||
Document Annual Report | true | ||
Entity Registrant Name | QUIDEL CORP | ||
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, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | QDEL | ||
ICFR Auditor Attestation Flag | true | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 41,778,613 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Public Float | $ 4,581,300,641 | ||
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 | ||
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 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | San Diego, California |
Auditor Firm ID | 42 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 802,751 | $ 489,941 |
Marketable securities | 25,758 | 0 |
Accounts receivable, net | 377,969 | 497,688 |
Inventories | 198,765 | 113,798 |
Prepaid expenses and other current assets | 35,067 | 40,975 |
Total current assets | 1,440,310 | 1,142,402 |
Property, plant and equipment, net | 349,202 | 110,481 |
Marketable securities, non-current | 37,852 | 0 |
Right-of-use assets | 127,622 | 100,544 |
Goodwill | 337,021 | 337,032 |
Intangible assets, net | 98,655 | 122,431 |
Deferred tax asset | 20,089 | 44,762 |
Other non-current assets | 19,623 | 13,512 |
Total assets | 2,430,374 | 1,871,164 |
Current liabilities: | ||
Accounts payable | 101,492 | 86,316 |
Accrued payroll and related expenses | 40,385 | 34,781 |
Income taxes payable | 66,945 | 127,788 |
Operating lease liabilities | 10,039 | 7,799 |
Contingent consideration | 5,986 | 5,987 |
Deferred consideration | 41,945 | 42,000 |
Other current liabilities | 56,728 | 32,290 |
Total current liabilities | 323,520 | 336,961 |
Operating lease liabilities - non-current | 128,556 | 100,706 |
Deferred consideration - non-current | 36,491 | 73,951 |
Contingent consideration - non-current | 87 | 5,909 |
Other non-current liabilities | 12,358 | 20,934 |
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, 2021 and 2020 | 0 | 0 |
Common stock, $.001 par value per share; 97,500 shares authorized; 41,686 and 42,290 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively | 42 | 42 |
Additional paid-in capital | 279,768 | 388,121 |
Accumulated other comprehensive income (loss) | 355 | (431) |
Retained earnings | 1,649,197 | 944,971 |
Total stockholders’ equity | 1,929,362 | 1,332,703 |
Total liabilities and stockholders’ equity | $ 2,430,374 | $ 1,871,164 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
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 | 41,686,000 | 42,290,000 |
Common stock, shares outstanding | 41,686,000 | 42,290,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Total revenues | $ 1,698,551 | $ 1,661,668 | $ 534,890 |
Cost of sales | 427,656 | 312,813 | 214,085 |
Gross profit | 1,270,895 | 1,348,855 | 320,805 |
Research and development | 95,701 | 84,292 | 52,553 |
Sales and marketing | 175,325 | 133,957 | 111,114 |
General and administrative | 84,247 | 66,586 | 52,755 |
Acquisition and integration costs | 9,557 | 3,694 | 11,667 |
Total operating expenses | 364,830 | 288,529 | 228,089 |
Operating income | 906,065 | 1,060,326 | 92,716 |
Interest and other expense, net | (5,706) | (9,623) | (14,790) |
Loss on extinguishment of debt | 0 | (10,384) | (748) |
Total other expense, net | (5,706) | (20,007) | (15,538) |
Income before income taxes | 900,359 | 1,040,319 | 77,178 |
Provision for income taxes | 196,133 | 230,032 | 4,257 |
Net income | $ 704,226 | $ 810,287 | $ 72,921 |
Basic earnings per share | $ 16.74 | $ 19.24 | $ 1.78 |
Diluted earnings per share | $ 16.43 | $ 18.60 | $ 1.73 |
Shares used in basic per share calculation | 42,078 | 42,124 | 40,860 |
Shares used in diluted per share calculation | 42,874 | 43,591 | 43,111 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 704,226 | $ 810,287 | $ 72,921 |
Other comprehensive income (loss) | |||
Changes in cumulative translation adjustment, net of tax | (1,588) | 2,554 | (322) |
Changes in unrealized losses from investments, net of tax | (144) | 0 | 0 |
Net unrealized gains (losses) on derivative instruments | 98 | (2,993) | 716 |
Reclassification of net realized losses (gains) on derivative instruments included in net income | 2,420 | 471 | (718) |
Total change in unrealized gains (losses) from cash flow hedges, net of tax | 2,518 | (2,522) | (2) |
Comprehensive income | $ 705,012 | $ 810,319 | $ 72,597 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional paid-in capital | Accumulated other comprehensive (loss) income | Retained earnings | Convertible Debt | Convertible DebtCommon Stock |
Beginning Balance at Dec. 31, 2018 | $ 425,584 | $ 39 | $ 363,921 | $ (139) | $ 61,763 | ||
Beginning Balance, shares at Dec. 31, 2018 | 39,386,000 | ||||||
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 | 1,152,000 | ||||||
Stock-based compensation expense | 12,088 | 12,088 | |||||
Issuance of shares in exchange for Convertible Notes | 86,428 | $ 1 | 86,427 | ||||
Issuance of shares in exchange for Convertible Notes, shares | 1,497,000 | ||||||
Tax impact from the conversion of Convertible Notes | 568 | 568 | |||||
Reduction for equity component of Convertible Notes exchanged | (43,516) | (43,516) | |||||
Tax withholdings related to vesting of stock-based awards | (10,728) | (10,728) | |||||
Tax withholdings related to vesting of stock-based awards, shares | (167,000) | ||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | (324) | (324) | |||||
Net income | 72,921 | 72,921 | |||||
Ending Balance at Dec. 31, 2019 | 559,820 | $ 42 | 425,557 | (463) | 134,684 | ||
Ending Balance, shares at Dec. 31, 2019 | 41,868,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under equity compensation plans | 10,380 | $ 0 | 10,380 | ||||
Issuance of common stock under equity compensation plans, shares | 490,000 | ||||||
Stock-based compensation expense | 18,969 | 18,969 | |||||
Issuance of shares in exchange for Convertible Notes | 7,230 | $ 0 | 7,230 | ||||
Issuance of shares in exchange for Convertible Notes, shares | 225,955 | 226,000 | |||||
Tax impact from the conversion of Convertible Notes | 54 | 54 | |||||
Derivative liabilities - Convertible Notes elected to settle in cash | (26,180) | (26,180) | |||||
Tax withholdings related to vesting of stock-based awards | (4,198) | (4,198) | |||||
Tax withholdings related to vesting of stock-based awards, shares | (37,000) | ||||||
Repurchases of common stock | $ (43,691) | $ 0 | (43,691) | ||||
Repurchase of common stock, shares | (257,329) | (257,000) | |||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | $ 32 | 32 | |||||
Net income | 810,287 | 810,287 | |||||
Ending Balance at Dec. 31, 2020 | 1,332,703 | $ 42 | 388,121 | (431) | 944,971 | ||
Ending Balance, shares at Dec. 31, 2020 | 42,290,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under equity compensation plans | 9,552 | $ 1 | 9,551 | ||||
Issuance of common stock under equity compensation plans, shares | 534,000 | ||||||
Stock-based compensation expense | 22,679 | 22,679 | |||||
Tax withholdings related to vesting of stock-based awards | (37,146) | (37,146) | |||||
Tax withholdings related to vesting of stock-based awards, shares | (181,000) | ||||||
Repurchases of common stock | $ (103,438) | $ (1) | (103,437) | ||||
Repurchase of common stock, shares | (957,239) | (957,000) | |||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | $ 786 | 786 | |||||
Net income | 704,226 | 704,226 | |||||
Ending Balance at Dec. 31, 2021 | $ 1,929,362 | $ 42 | $ 279,768 | $ 355 | $ 1,649,197 | ||
Ending Balance, shares at Dec. 31, 2021 | 41,686,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING ACTIVITIES | |||
Net income | $ 704,226 | $ 810,287 | $ 72,921 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, amortization and other | 54,384 | 49,089 | 47,827 |
Stock-based compensation expense | 25,406 | 21,019 | 13,252 |
Impairment loss | 0 | 0 | 1,481 |
Amortization of debt discount and deferred issuance costs | 403 | 771 | 1,582 |
Change in fair value of acquisition contingencies | 217 | 1,405 | 1,467 |
Accretion of interest on deferred consideration | 4,485 | 6,569 | 8,224 |
Net change in operating lease right-of-use assets and liabilities | 3,012 | 434 | 3,964 |
Change in deferred tax assets and liabilities | 24,673 | (20,211) | (1,742) |
Change in fair value of derivative liabilities - Convertible Notes | 0 | 1,084 | 0 |
Payment of accreted interest on contingent and deferred consideration | (8,157) | 0 | 0 |
Loss on extinguishment of debt | 0 | 10,384 | 748 |
Increase (Decrease) in Operating Capital | |||
Accounts receivable | 118,852 | (402,094) | (36,059) |
Inventories | (85,039) | (54,903) | 9,143 |
Prepaid expenses and other current and non-current assets | (13,256) | (14,264) | 4,314 |
Accounts payable | 10,446 | 52,226 | 2,434 |
Accrued payroll and related expenses | 4,971 | 16,024 | (1,037) |
Income taxes payable | (66,688) | 137,708 | 4,175 |
Other current and non-current liabilities | 27,934 | 14,235 | 1,791 |
Net cash provided by operating activities | 805,869 | 629,763 | 134,485 |
INVESTING ACTIVITIES | |||
Acquisitions of property, equipment, investments and intangibles | (292,724) | (64,927) | (27,229) |
Proceeds from government assistance allocated to fixed assets | 36,881 | 1,605 | 0 |
Purchases of marketable securities | (67,448) | 0 | 0 |
Proceeds from sale of marketable securities | 3,761 | 0 | 0 |
Net cash used for investing activities | (319,530) | (63,322) | (27,229) |
FINANCING ACTIVITIES | |||
Proceeds from issuance of common stock | 7,550 | 9,613 | 14,782 |
Payments on finance lease obligation | (260) | (511) | (371) |
Payments of tax withholdings related to vesting of stock-based awards | (37,146) | (4,198) | (10,728) |
Payments on Revolving Credit Facility | 0 | 0 | (53,188) |
Repurchases of common stock | (103,438) | (43,691) | 0 |
Payments on acquisition contingent consideration | (4,740) | (6,044) | (4,044) |
Payments of deferred consideration | (35,143) | (42,000) | (44,000) |
Payment on Convertible Note and Derivative Liability | 0 | (43,446) | 0 |
Transaction costs related to debt exchange | 0 | 0 | (733) |
Net cash used for financing activities | (173,177) | (130,277) | (98,282) |
Effect of exchange rate changes on cash | (352) | 1,002 | 106 |
Net increase in cash and cash equivalents | 312,810 | 437,166 | 9,080 |
Cash and cash equivalents, beginning of period | 489,941 | 52,775 | 43,695 |
Cash and cash equivalents, at end of period | 802,751 | 489,941 | 52,775 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | |||
Cash paid during the period for interest | 0 | 480 | 2,295 |
Cash paid during the period for income taxes | 235,551 | 109,912 | 2,189 |
Purchase of property, equipment and intangibles by incurring current liabilities | 10,456 | 7,160 | 1,040 |
Accrued receivable for capital expenditures to be reimbursed under a government contract | 15,854 | ||
Reduction of other current liabilities upon issuance of restricted share units | 2,001 | 767 | 2,018 |
Extinguishment of Convertible Notes through issuance of stock | $ 0 | $ 7,230 | $ 86,428 |
Company Operations and Summary
Company Operations and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
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 that develops, manufactures and markets diagnostic testing solutions. These diagnostic tests are categorized into four product categories: rapid immunoassay, cardiometabolic immunoassay, molecular diagnostic solutions and specialized diagnostic solutions. The Company currently sells its products directly to end users and distributors, in each case, for professional use in physician offices, hospitals, clinical laboratories, reference laboratories, urgent care clinics, leading universities, retail clinics, pharmacies and wellness screening centers, as well as for individual, non-professional, OTC use. 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 GAAP. 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. Cash equivalents include money market funds and debt securities of high quality institutions. Marketable Securities— The Company invests excess cash balances in investment-grade corporate debt securities, asset-backed securities and US Treasury securities. The Company seeks to diversify investments and limits the amount of investment concentrations for individual institutions, maturities and investment types. These marketable securities are classified as available-for-sale and, accordingly, such securities are recorded at fair value. Unrealized gains and losses that are deemed temporary are included in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. If any adjustment to fair value reflects a significant decline in the value of the security, the Company evaluates the extent to which the decline is determined to be other-than-temporary and would mark the security to market through a charge to its Consolidated Statements of Income. Marketable securities are classified as non-current when maturities are one year or more. Accounts Receivable —The Company sells its products directly to hospitals, reference laboratories, retail clinics, pharmacies, as well as to distributors in the US and 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 $52.4 million and $103.4 million at December 31, 2021 and 2020, respectively, of which the reserve related to contract rebates was $40.3 million and $100.8 million, respectively. Concentration of Credit Risk— Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash equivalents, marketable securities and trade accounts receivable. Credit losses are identified when cash flows received are not expected to be sufficient to recover the amortized cost basis of a security. In the event of a credit loss, only the amount associated with the credit loss is recognized in operating results, with the amount of loss relating to other factors recorded in accumulated other comprehensive income (loss). 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 are recorded at cost and depreciated over the estimated useful lives of the assets ( three 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 and amortized on a straight-line basis over the estimated product life. 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 the Company’s 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 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. Transaction price for a contract represents the amount to which we are entitled in exchange for providing goods and services to the customer. Transaction price does not include amounts subject to uncertainties unless it is probable that there will be no significant reversal of revenue when the uncertainty is resolved. 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 identif ied 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. During 2021, the Company generated a portion of its revenue from sales of the QuickVue At-Home OTC COVID-19 tests to retail customers. The Company estimates the transaction price for revenue from sales to retail customers based on historical experience and current trends to evaluate when uncertainties related to right of return provisions are resolved. As of December 31, 2021, due to a lack of history on which to base an estimate of products to be returned from the retailers, the Company established a reserve based upon an estimate of total inventory remaining at our retailers which was subject to return. 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 Income. 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 was not material in the years ended December 31, 2021, 2020 and 2019. Government Assistance — During the year ended December 31, 2020, the Company entered into a contract with the NIH, through its newly launched Rapid Acceleration of Diagnostics - Advanced Technology Platforms initiative, to support the Company’s expansion of its manufacturing capacity for its diagnostic assays that test for the SARS-CoV-2 antigen. The contract originally provided for consideration to the Company of up to $65.0 million and had a performance period of one year, which began in July 2020. During 2021, the Company entered into several amendments to the contract, which added additional deliverables and milestones, as well as extended the performance period. The contract and amendments include key deliverables and milestones that directly support the upgrade and addition of new manufacturing lines, as well as the outfitting of the new distribution center. The Company will also provide instruments and assays to NIH. There are no refund provisions under the contract. Consideration from the contract is allocated to each deliverable identified within the contract using a relative fair value allocation method and recognized when there is reasonable assurance the Company will meet the milestones and receive the consideration. Consideration allocated to the delivery of instruments and assays is recognized in accordance with the Company’s existing revenue recognition policy described above. Consideration that relates to capital expenditures is recorded as a reduction to the carrying value of such assets and amortized over the useful life of the assets. Consideration allocated to the remainder of the contract is recorded as reductions to the related expense. Amounts billed but not collected as of December 31, 2020 were included in other receivables within prepaid expenses and other current assets. As of December 31, 2021, the Company had achieved and collected payments for all milestones under the NIH contract. 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 Income. Shipping and handling costs were $29.3 million, $14.2 million and $9.5 million for the years ended December 31, 2021, 2020 and 2019, respectively. Advertising Costs— Advertising costs are expensed as incurred. Advertising costs were $13.7 million, $1.1 million and $1.3 million for the years ended December 31, 2021, 2020 and 2019, 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 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 units 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. 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 is 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 ROU assets, operating lease liabilities and operating lease liabilities non-current in the Consolidated Balance Sheets. Finance leases are included in property, plant and equipment, net, other current liabilities and other non-current liabilities. Comprehensive Income —Comprehensive income includes unrealized gains and losses that are related to the cumulative translation adjustments, unrealized gains and losses on marketable securities, and derivative instruments excluded from the Company’s Consolidated Statements of Income. Use of Estimates —The preparation of financial statements in conformity with GAAP 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 ends on the Sunday closest to the end of the calendar quarter. The Company’s fiscal year ended January 2, 2022 was 52 weeks and the Company’s fiscal years ended January 3, 2021 and December 29, 2019 were 53 and 52 weeks, respectively. For ease of reference, the calendar year end dates are used herein. |
Balance Sheet Account Details (
Balance Sheet Account Details (Notes) | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Account Details | Balance Sheet Account Details Marketable securities The following is a summary of marketable securities (in thousands): December 31, 2021 Amortized Cost Gross Unrealized Losses Fair Value Corporate bonds $ 22,344 $ (28) $ 22,316 Asset-backed securities 3,443 (1) 3,442 Total marketable securities, current 25,787 (29) 25,758 Corporate bonds, non-current 26,761 (83) 26,678 Asset-backed securities, non-current 11,197 (23) 11,174 Total marketable securities $ 63,745 $ (135) $ 63,610 Prepaid expenses and other current assets The following is a summary of prepaid expenses and other current assets (in thousands): December 31, 2021 2020 Unbilled receivables $ — $ 16,041 Other receivables 15,879 15,442 Prepaid expenses 14,598 7,335 Other 4,590 2,157 Total prepaid expenses and other current assets $ 35,067 $ 40,975 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, 2021 2020 Raw materials $ 103,159 $ 58,264 Work-in-process (materials, labor and overhead) 36,091 31,359 Finished goods (materials, labor and overhead) 59,515 24,175 Total inventories $ 198,765 $ 113,798 Property, Plant and Equipment, net The following is a summary of property, plant and equipment (in thousands): December 31, 2021 2020 Equipment, furniture and fixtures $ 159,008 $ 91,838 Building and improvements 146,784 49,014 Leased instruments 68,062 60,722 Land 10,179 1,080 Construction in Progress 105,247 32,595 Total property, plant and equipment, gross 489,280 235,249 Less: accumulated depreciation and amortization (140,078) (124,768) Total property, plant and equipment, net $ 349,202 $ 110,481 Construction in progress reflects amounts incurred for construction or improvements of property, plant, or equipment that have not been made in service. In addition, construction in progress includes instruments that have not been placed at a customer under a lease agreement that will be reclassified to leased instruments once placed at a customer site. The total e xpense for depreciation of fixed assets and amortization of leasehold improvements was $24.3 million, $20.8 million and $19.4 million for the years ended December 31, 2021, 2020 and 2019, 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, 2021, which remains consistent with December 31, 2020. Finite-lived intangible assets consisted of the following (dollar amounts in thousands): December 31, 2021 December 31, 2020 Description Weighted-average Gross Accumulated Net Gross Accumulated Net Purchased technology 9.1 $ 112,725 $ (78,204) $ 34,521 $ 112,100 $ (71,426) $ 40,674 Customer relationships 7.0 122,690 (77,281) 45,409 122,584 (60,688) 61,896 License agreements 9.9 6,511 (5,658) 853 6,518 (5,312) 1,206 Patent and trademark costs 10.8 28,740 (15,736) 13,004 28,740 (13,038) 15,702 Software development costs 4.6 11,705 (6,837) 4,868 8,743 (5,790) 2,953 Total finite-lived intangible assets $ 282,371 $ (183,716) $ 98,655 $ 278,685 $ (156,254) $ 122,431 Amortization expense related to the capitalized software costs was $1.0 million, $0.9 million and $0.8 million for the years ended December 31, 2021, 2020 and 2019, respectively. Amortization expense (including capitalized software costs) was $27.4 million, $27.3 million and $27.5 million for the years ended December 31, 2021, 2020 and 2019, respectively. The expected future annual amortization expense of the Company’s finite-lived intangible assets held as of December 31, 2021 is as follows (in thousands): For the years ending December 31, Amortization expense 2022 $ 27,897 2023 27,186 2024 22,550 2025 8,230 2026 8,667 Thereafter 4,125 Total $ 98,655 Other current liabilities The following is a summary of other current liabilities (in thousands): December 31, 2021 2020 Customer incentives and rebates $ 15,916 $ 15,663 Accrued other taxes payable 10,218 2,157 Deferred revenue 1,922 3,733 Derivative liabilities 269 3,061 Payables under transition services agreements 10,927 — Other 17,476 7,676 Total other current liabilities $ 56,728 $ 32,290 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Convertible Notes In December 2014, the Company issued $172.5 million aggregate principal amount of Convertible Notes. During 2020, the remaining aggregate principal amount of $13.1 million was settled or matured and as of December 31, 2020 no amounts were outstanding. The following table summarizes the interest expense related to the Convertible Notes for the following periods (in thousands): Year ended December 31, 2020 2019 Amortization of debt discount and deferred issuance costs $ 368 $ 1,179 Coupon interest 195 1,103 Total Interest Expense $ 563 $ 2,282 The following table summarizes information about the settlement of the Convertible Notes during the year ended December 31, 2020 (dollars in thousands): Year ended December 31, 2020 Principal amount settled $ 13,131 Number of shares of common stock issued 225,955 Payment on Convertible Note and Derivative Liability $ 43,446 Revolving Credit Facility On August 31, 2018, the Company entered into the Credit Agreement, which provides the Company with a $175.0 million Revolving Credit Facility. No balance was outstanding as of December 31, 2021 or 2020. 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 Revolving Credit Facility 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, 2021. Interest expense recognized on the Credit Agreement, including amortization of deferred issuance cost, was $0.7 million, $0.7 million, and $1.7 million for the years ended December 31, 2021, 2020 and 2019, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Significant components of the provision for income taxes were as follows (in thousands): December 31, 2021 2020 2019 Current: Federal $ 148,827 $ 198,498 $ 1,559 State 42,377 34,608 746 Foreign 2,291 1,136 2,007 Total current provision 193,495 234,242 4,312 Deferred: Federal 7,168 (2,855) 1,234 State (2,540) (1,104) (1,186) Foreign (1,990) (251) (103) Total deferred provision (benefit) 2,638 (4,210) (55) Provision for income taxes $ 196,133 $ 230,032 $ 4,257 The Company’s income before income taxes was subject to taxes in the following jurisdictions for the following periods (in thousands): December 31, 2021 2020 2019 United States $ 891,261 $ 1,035,752 $ 70,606 Foreign 9,098 4,567 6,572 Income before income taxes $ 900,359 $ 1,040,319 $ 77,178 Significant components of the Company’s deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are shown below (in thousands): December 31, 2021 2020 Deferred tax assets: Lease liability $ 32,692 $ 24,790 Intangible assets 2,226 2,747 Allowance for returns and discounts 25,661 27,277 Stock-based compensation 9,171 8,367 Tax credit carryforwards 10,697 11,770 Other, net 15,486 10,426 Total deferred tax assets 95,933 85,377 Valuation allowance for deferred tax assets (2,327) (2,281) Total deferred tax assets, net of valuation allowance 93,606 83,096 Deferred tax liabilities: Right-of-use assets (30,114) (22,969) Intangible assets (946) (1,133) Property, plant and equipment (42,457) (14,232) Total deferred tax liabilities (73,517) (38,334) Net deferred tax assets $ 20,089 $ 44,762 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, 2021, 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 year ended December 31, 2021, the valuation allowance did not materially change from the prior year. The valuation allowance of $2.3 million a s of December 31, 2021 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, 2021, the Company had no federal net operating loss (“NOL”) carryforwards. The Company had state NOLs of approximately $5.9 million, wh ich will begin to expire in 2030 unless previously utilized. The Company has no federal research credit carryforwards. The Company has federal foreign tax credits of $2.3 million, which will begin to expire on December 31, 2028 unless previously utilized. The Company has state research credits of $11.8 million , of which none expire. 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, 2021, 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 for income taxes from continuing operations was as follows (in thousands): Year ended December 31, 2021 2020 2019 Tax expense at statutory tax rate $ 189,081 $ 218,467 $ 16,207 State tax expense, net of federal tax 30,147 30,289 1,061 Permanent differences 1,834 3,843 611 Federal and state research credits—current year (7,717) (5,037) (4,269) Stock-based compensation (9,235) (13,867) (10,408) Change in valuation allowance (103) (72) 523 Foreign Derived Intangible Income Deduction (FDII) (8,419) (8,589) (159) Other 545 4,998 691 Provision for income taxes $ 196,133 $ 230,032 $ 4,257 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, 2021 2020 2019 Beginning balance $ 22,557 $ 17,236 $ 15,245 Increases (decreases) related to prior year tax positions 478 (2,351) 287 Increases related to current year tax positions 968 7,726 2,209 Decreases from voluntary disclosure agreements (6,338) — — Expiration of statute of limitations for assessment of taxes — (54) (505) Ending balance $ 17,665 $ 22,557 $ 17,236 As of December 31, 2021, 2020 and 2019, the Company had unrecognized tax benefits of $17.7 million, $22.6 million , and $17.2 million, respectively, of wh ich $11.3 million, $15.0 million and $11.1 million, respectively, would reduce the Company’s annual effective tax rate, if recognized. It is reasonabl y possible that the amount of unrecognized tax benefits in various jurisdictions may decrease in the next 12 months due to settlements with tax authorities. However, due to the uncertainty surrounding the timing of these events, an estimate of the change within the next 12 months cannot be made at this time. 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 had accrued interest and penalties associated with uncertain tax positions of $1.2 million as of December 31, 2021, $0.5 million as of December 31, 2020 and $0.4 million as of December 31, 2019. Interest expense, net of accrued interest (reversed) for the years ended December 31, 2021, 2020 and 2019 was approximately $0.7 million , $0.1 million and $0.1 million, respectively. The Company is subject to periodic audits by domestic and foreign tax authorities. As of December 31, 2021, the Company no longer has any federal NOL or credit carryforwards. However, because of utilization of tax attributes generated in tax years 2012 and later on its tax returns still open by statute, the Company’s federal tax years from 2012 and forward are still subject to examination by tax authorities. Due to the carryforward of unutilized California NOLs and credits, the Company’s California tax returns for 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, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Note 5. Stockholders’ Equity Preferred Stock. The Company’s certificate of incorporation, as amended, authorizes the issuance of up to 5.0 million shares of preferred stock. The Board 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, 2021, 2020 or 2019. Equity Incentive Plan. The Company grants stock options, RSUs and PS Us 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 non-employee directors. Stock options granted under these plans have terms ranging up to ten years, have exercise prices ranging from $15.40 to $254.00 per share, and generally vest over four years. As of December 31, 2021, approximately 1.9 million shares of common stock remained available for grant and 3.2 million shares of common stock were reserved for future issuance under the 2018 Plan. Restricted Stock Units. The Company grants b oth RSU s and PSUs to certain officers and directors. Until the restrictions lapse, ownership of the affected RSUs granted to the Company’s officers and directors is conditional upon continuous employment with the Company. For the years ended December 31, 2021, 2020 and 2019, the Company granted approximately 0.1 million, 0.2 million and 0.3 million shares of common stock, respectively, of RSUs to certain officers and directors, which either have a time-based, four-year vesting provision or performance-based vesting provision. During the years ended December 31, 2021, 2020 and 2019, RSUs were granted to certain members of the Board in lieu of cash compensation as a part of the Company’s non-employee director’s deferred compensation program. The compensation expense associated with these RSU grants was $0.6 million, $0.5 million and $0.5 million for the years ended December 31, 2021, 2020 and 2019, respectively. Employee Deferred Bonus Compensation Program. For the years ended December 31, 2021, 2020 and 2019, 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 a 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 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 ESPP, full-time employees were allowed to purchase common stock through payroll deductions (which could not 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, 2021, 56,623 shares of common stock remained available for future issuance. Share Repurchase Program. On December 12, 2018, the Board authorized a stock repurchase program, allowing the Company to repurchase up to $50.0 million of its common stock. On August 28, 2020, the Board approved an amendment to the stock repurchase program that authorized repurchases of an additional $150.0 million of the Company’s common stock through August 28, 2022. During the years ended December 31, 2021 and 2020, 957,239 and 257,329 shares of outstanding common stock were repurchased under the Company’s stock repurchase program. As of December 31, 2021, the Company had approximately $52.9 million available under the stock repurchase program. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense was as follows (in thousands): Year ended December 31, 2021 2020 2019 Cost of sales $ 2,665 $ 2,012 $ 1,162 Research and development 4,434 3,372 2,332 Sales and marketing 6,438 6,009 3,497 General and administrative 11,869 9,626 6,261 Total stock-based compensation expense $ 25,406 $ 21,019 $ 13,252 For the years ended December 31, 2021, 2020 and 2019, the Company recorded $3.0 million, $2.2 million and $1.4 million in stock-based compensation expense, respectively, associated with the deferred bonus compensation program, described in Note 5. During the years ended December 31, 2021, 2020 and 2019, $2.8 million, $2.1 million and $0.8 million, respectively, were initially recorded as a component of accrued payroll and related expenses associated with the deferred bonus compensation program. 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, 2021 2020 2019 Risk-free interest rate 0.48 % 1.18 % 2.51 % Expected option life (in years) 4.99 5.12 5.68 Volatility rate 54 % 41 % 39 % 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 common stock. The risk-free interest rate is based on the US 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 $106.55, $36.84 and $23.67 for options granted during the years ended December 31, 2021, 2020 and 2019, respectively. The total intrinsic value was $9.9 million, $51.8 million and $49.8 million for options exercised during the years ended December 31, 2021, 2020 and 2019, respectively. As of December 31, 2021, total unrecognized compensation expense related to stock options was approximately $8.7 million and the related weighted-average period over which it is expected to be recognized is approximately 1.8 years. The maximum contractual term of the Company’s stock options is ten years. A summary of stock option activity for the years ended December 31, 2019, 2020 and 2021 is as follows (dollars in thousands, except price data): Number Weighted-average exercise price Weighted- Aggregate 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 Granted 145 96.34 Exercised (317) 21.03 Forfeited (12) 43.34 Outstanding at December 31, 2020 760 46.95 Granted 58 232.75 Exercised (90) 38.28 Forfeited (6) 94.44 Outstanding at December 31, 2021 722 $ 62.71 6.02 $ 59,339 Vested and expected to vest at December 31, 2021 709 $ 61.35 5.98 $ 58,881 Exercisable at December 31, 2021 448 $ 34.51 4.91 $ 45,376 Restricted Stock Units A summary of RSU activity for the years ended December 31, 2019, 2020 and 2021 is as follows (in thousands, except price data): Shares Weighted-average 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 Granted 235 101.20 Vested (123) 26.58 Forfeited (20) 58.32 Non-vested at December 31, 2020 878 $ 59.60 Granted 137 $ 188.06 Vested (414) $ 49.00 Forfeited (14) $ 106.11 Non-vested at December 31, 2021 587 $ 95.81 The total amount of unrecognized compensation expense related to non-vested RSUs as of December 31, 2021 was approximately $30.8 million, which is expected to be recognized over a weighted-average period of approximately 1.6 years. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income 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 Convertible 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 common shares from the Convertible Notes are determined using the if-converted method. Under the provisions of the if-converted method, the Convertible Notes are assumed to be converted and the resulting common shares are included in the denominator of the EPS calculation and the interest expense, net of tax, recorded in connection with the Convertible Notes is added back to net income. The Convertible 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 Notes became convertible on March 31, 2018 and matured on December 15, 2020. The following table reconciles net income and the weighted-average shares used in computing basic and diluted EPS in the respective periods (in thousands): Year ended December 31, 2021 2020 2019 Numerator: Net income used for basic earnings per share $ 704,226 $ 810,287 $ 72,921 Interest expense on Convertible Notes, net of tax — 445 1,848 Net income used for diluted earnings per share, if-converted method $ 704,226 $ 810,732 $ 74,769 Basic weighted-average common shares outstanding 42,078 42,124 40,860 Dilutive potential shares issuable from Convertible Notes — 295 1,062 Dilutive potential shares issuable from stock options and unvested RSUs 796 1,172 1,189 Diluted weighted-average common shares outstanding, if-converted 42,874 43,591 43,111 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 153 10 199 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases The Company leases 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 during the respective periods were as follows (in thousands): Year ended December 31, 2021 2020 Finance lease ROU asset amortization $ 282 $ 303 Finance lease interest expense 657 877 Total finance lease costs 939 1,180 Operating lease costs 15,361 11,236 Total lease costs $ 16,300 $ 12,416 Cash paid for amounts included in the measurement of operating lease liabilities Operating cash flows from operating leases $ 12,347 $ 10,801 Operating cash flows from finance leases $ 657 $ 877 ROU assets obtained in exchange for new lease liabilities Operating leases $ 37,349 $ 15,271 Finance leases $ — $ — The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2021 were as follows (dollars in thousands): Years ending December 31, Operating Finance 2022 $ 15,468 $ 272 2023 15,529 297 2024 15,639 99 2025 15,736 — 2026 16,057 — Thereafter 116,835 — Total lease payments 195,264 668 Less: imputed interest (38,366) (32) Less: tenant improvement allowance (receipt anticipated in 2022) (18,303) — Total 138,595 636 Less: current portion (10,039) (275) Non-current portion $ 128,556 $ 361 Weighted average remaining lease term 11.7 years 3.3 years Weighted average discount rate 4 % 4 % Summers Ridge Lease — The Company leases three of the four buildings that are located on the Summers Ridge property in San Diego, California with an initial term through January 2033 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 one additional building, which will have the same lease term as the three buildings originally leased. The remaining building is subject to the expiration of the lease with its current tenant in October 2022, subject to an option to renew for a two-year period. McKellar Court Lease — During 1999, the Company completed a sale and leaseback transaction of its San Diego facility at McKellar Court to 10165 McKellar Court, L.P. (“McKellar LP” or the “partnership”) for which the Company was the limited partner. McKellar LP owned the real property and improvements located at 10165 McKellar Court (the “McKellar Property”). The partnership was deemed to be a variable interest entity (“VIE”). The Company was not, however, the primary beneficiary of the VIE as it did not have the power to direct the activities of the partnership and did not have the obligation to absorb losses or receive benefits of the partnership that could potentially be significant to the partnership. The Company’s primary use of the McKellar Property is for manufacturing and administrative offices. On August 17, 2021, a wholly owned subsidiary of the Company purchased the general partner’s interest (the “GP interest”) in McKellar LP for a net purchase price of $28.9 million, which was acquired using cash on hand. As a result of the purchase of the GP interest, the partnership is now a wholly owned subsidiary of the Company. The partnership continues to be a VIE for which the Company is now the primary beneficiary. The Company accounted for the GP interest as an asset acquisition and recorded building and land with a total value of $28.9 million. Prior to the purchase date, the Company was leasing the McKellar Property through 2030, with options to extend for two additional five‑year periods. As a result of the Company’s purchase of the GP interest in McKellar LP, the Company no longer makes lease payments for the McKellar Property. Prior to the acquisition, t he Company made lease payments to the partnership of approximately $0.6 million, $1.0 million and $1.0 million for the years ended December 31, 2021, 2020 and 2019, respectively. Rutherford Lease — During January 2021, the Company entered into a lease agreement for a manufacturing facility in Carlsbad, California and recorded a ROU asset and a corresponding lease liability of approximately $39.4 million. The initial lease term is 15 years with options to extend the lease for two additional five-year periods. Purchase Commitments The Company has $3.4 million in firm inventory purchase commitments as of December 31, 2021, the majority of which is expected to be purchased in the next one to three years. 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 alleged that a provision of an agreement between the Company and Beckman violated state antitrust laws. The Company’s acquisition of the BNP Business in October 2017 consisted of assets and liabilities relating to a contractual arrangement with Beckman (the “BNP Supply 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. In the lawsuit, Beckman asserted that an exclusivity provision violated certain state antitrust laws and was unenforceable. From the inception of the lawsuit, the lawsuit was subject to numerous motions, rulings, appellate reviews and opinions. The matter was scheduled for trial starting April 15, 2022. On July 24, 2021, the Company and Beckman entered into a Master Agreement (the “Master Agreement”) pursuant to which, among other matters, the Company’s business of selling and distributing the BNP test for the BNP Business will be transitioned to Beckman. Concurrent with entering into the Master Agreement, the Company and Beckman entered into a Settlement Agreement to resolve all disputes relating to the existing BNP Supply Agreement, among other matters. On August 3, 2021, the lawsuit was dismissed with prejudice. As consideration for the arrangements during each of calendar years 2022 through and including 2029, the Company will receive a minimum payment of $70.0 million and a maximum payment of $75.0 million. Such maximum payments were pro-rated for 2021, based on the period commencing on the date of the initial commercial transition to Beckman, through December 31, 2021. In addition, the parties entered into other related agreements under the Master Agreement, including a Transition Services Agreement, pursuant to which the parties will provide various transitional services, a Supply Agreement for the supply by the Company of its antibody and other components used in the manufacture of the BNP test, and a Distribution Agreement, granting Beckman the right to sell and distribute the BNP test as described above. From time to time, the Company is involved in other litigation and legal proceedings, including matters related to product liability claims, commercial disputes and intellectual property claims, as well as regulatory, employment, and other claims related to its 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 the Company is not able to estimate a possible loss or range of loss, the Company is not able to determine whether the loss will have a material adverse effect on its business, financial condition, results of operations or liquidity. No accrual has been recorded as of December 31, 2021 and December 31, 2020 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 $2.0 million, $2.4 million and $1.1 million for the years ended December 31, 2021, 2020 and 2019, respectively. |
Segment, Revenue and Geographic
Segment, Revenue and Geographic Information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment, Revenue and Geographic Information | Segment, Revenue and Geographic Information The Company operates in one reportable segment. Sales to customers outside the US represented 17%, 13% and 33% of total revenue for the years ended December 31, 2021, 2020 and 2019, respectively, of which sales to customers in China comprised 3%, 4% and 13%, respectively. As of December 31, 2021 and 2020, net accounts receivable due from foreign customers were $53.5 million and $18.6 million, respectively. For the years ended December 31, 2021 and 2020, sales of the Company’s COVID-19 products accounted for 75% and 70%, respectively, of total revenue. For the years ended December 31, 2021, 2020 and 2019, sales of the Company’s influenza products accounted for 4%, 8% and 26%, respectively, of total revenue. The Company had sales to individual customers in excess of 10% of total revenue, as follows: Year ended December 31, 2021 2020 2019 Customer: A 24 % 29 % 13 % B 9 % 16 % 18 % C 9 % 13 % 5 % D 7 % 10 % 15 % 49 % 68 % 51 % As of December 31, 2021 and 2020, net accounts receivable from individual customers with balances due in excess of 10% of total accounts receivable totaled $267.3 million and $411.7 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 2021 2020 2021 2020 2019 Domestic $ 347,132 $ 108,375 $ 1,415,413 $ 1,452,329 $ 358,381 Foreign 2,070 2,106 283,138 209,339 176,509 Total $ 349,202 $ 110,481 $ 1,698,551 $ 1,661,668 $ 534,890 Consolidated total revenues by product category were as follows (in thousands): Year ended December 31, 2021 2020 2019 Rapid Immunoassay $ 1,197,459 $ 1,144,831 $ 191,736 Cardiometabolic Immunoassay 255,788 242,933 266,505 Molecular Diagnostic Solutions 200,487 222,964 21,716 Specialized Diagnostic Solutions 44,817 50,940 54,933 Total revenues $ 1,698,551 $ 1,661,668 $ 534,890 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 December 31, 2020 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 204,672 $ 6,649 $ — $ 211,321 $ 200,003 $ — $ — $ 200,003 Marketable securities — 63,610 — 63,610 — — — — Derivative assets — 84 — 84 — 24 — 24 Total assets measured at fair value $ 204,672 $ 70,343 $ — $ 275,015 $ 200,003 $ 24 $ — $ 200,027 Liabilities: Derivative liabilities $ — $ 269 $ — $ 269 $ — $ 3,061 $ — $ 3,061 Contingent consideration — — 6,073 6,073 — — 11,896 11,896 Deferred consideration — 78,436 — 78,436 — 115,951 — 115,951 Total liabilities measured at fair value $ — $ 78,705 $ 6,073 $ 84,778 $ — $ 119,012 $ 11,896 $ 130,908 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, 2021 and 2020. Cash equivalents consist of funds held in money market accounts that are valued using quoted prices in active markets for identical instruments and highly liquid corporate debt securities with maturities within three months from purchase. Marketable securities consist of investment-grade corporate debt securities, asset-backed securities and US Treasury securities. Derivative financial instruments are based on observable inputs that are corroborated by market data. Observable inputs include broker quotes, daily market foreign currency rates and forward pricing curves. In connection with the acquisition of the BNP Business, the Company will pay annual installments of up to $48.0 million each through April 2023. 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 the contingent consideration is calculated using a discounted probability weighted valuation model. Discount rates used in such calculation are a significant assumption that are not observed in the market and, therefore, the resulting fair value represents a Level 3 measurement. The Company assesses the fair value of contingent consideration to be settled in cash related to 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 represents a Level 3 measurement. The changes in fair value of the contingent consideration during the years ended December 31, 2021, 2020 and 2019 were due to changes in the estimated payments and discounting periods. Changes in estimated fair value of contingent consideration liabilities from December 31, 2018 through December 31, 2021 were as follows (in thousands): Contingent consideration 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 Cash payments (6,044) Change in estimated fair value, recorded in general and administrative expenses 1,405 Balance at December 31, 2020 11,896 Cash payments (6,040) Change in estimated fair value, recorded in general and administrative expenses 217 Balance at December 31, 2021 $ 6,073 |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2021 | |
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. The 401(k) Plan includes an employer match of 50% on the first 6% of pay contributed by the employee. The Company contributed approximately $3.8 million, $3.1 million and $2.5 million to the 401(k) Plan during the years ended December 31, 2021, 2020 and 2019, respectively. |
Foreign Currency Hedges
Foreign Currency Hedges | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Foreign Currency Hedges | Foreign Currency Hedges 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. The Company also uses non-designated forward contracts to hedge non-functional currency denominated balance sheet assets. 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 foreign currency forward 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 the Company’s exposure to credit or market loss. Credit risk represents the Company’s 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. The Company generally enters into master netting arrangements that reduce credit risk by permitting net settlement of transactions with the same counterparty. The Company presents its derivative assets and derivative liabilities at their net fair values. The Company does not have any derivative instruments with credit-risk related contingent features that would require it to post collateral. The following table summarizes the fair value and notional amounts of the foreign currency forward contracts as of December 31, 2021 and December 31, 2020 (in thousands): December 31, 2021 December 31, 2020 Notional Amount Fair Value, Net Notional Amount Fair Value, Net Designated cash flow hedges: Prepaid expenses and other current assets $ — $ 84 $ — $ — Other current liabilities $ 17,629 $ 139 $ 38,435 $ 2,819 Non-designated forward contracts: Prepaid expenses and other current assets $ — $ — $ 18,160 $ 24 Other current liabilities $ 15,809 $ 130 $ 23,120 $ 242 |
Pending Business Combination
Pending Business Combination | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Pending Business Combination | Pending Business Combination On December 22, 2021, the Company entered into the BCA with Ortho, Topco, US Holdco Sub, US Merger Sub and US Holdco Sub 2. Under the terms of the BCA, the Company is entering into the Combinations with Ortho under Topco, a new holding company. The Combinations are expected to be implemented by way of (i) the Ortho Scheme, pursuant to which each issued and outstanding Ortho Share will be acquired by a nominee of Topco, such that Ortho will become a wholly owned subsidiary of Topco, and (ii) the Quidel Merger immediately following consummation of the Ortho Scheme, with the Company surviving the merger as a wholly owned subsidiary of Topco. At the effective time of the Ortho Scheme, each Ortho Share will be acquired by a nominee on behalf and for the benefit of Topco in exchange for 0.1055 Topco Shares and $7.14 in cash. At the effective time of the Quidel Merger, each Quidel Share will be converted into the right to receive one Topco Share. Ortho will be acquired for total consideration of approximately $4.3 billion (which is based on the February 9, 2022 closing price of $97.64 per Quidel Share), including $1.75 billion of cash, funded through cash on the Company’s balance sheet and expected incremental borrowings. Following the closing of the Combinations, Ortho’s current net debt of $2.1 billion is expected to continue to be outstanding. |
Consolidated Valuation and Qual
Consolidated Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2021 | |
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 Additions charged to expense or as reductions to revenue (1) Deductions (2) Balance at end of (in thousands) Year ended December 31, 2021: Accounts receivable allowance $ 103,435 $ 456,237 $ (507,249) $ 52,423 Year ended December 31, 2020: Accounts receivable allowance $ 15,960 $ 276,988 $ (189,513) $ 103,435 Year ended December 31, 2019: Accounts receivable allowance $ 11,979 $ 65,649 $ (61,668) $ 15,960 (1) Primarily represents charges for contract rebate allowances 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, 2021 | |
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. Cash equivalents include money market funds and debt securities of high quality institutions. Marketable Securities— The Company invests excess cash balances in investment-grade corporate debt securities, asset-backed securities and US Treasury securities. The Company seeks to diversify investments and limits the amount of investment concentrations for individual institutions, maturities and investment types. These marketable securities are classified as available-for-sale and, accordingly, such securities are recorded at fair value. Unrealized gains and losses that are deemed temporary are included in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. If any adjustment to fair value reflects a significant decline in the value of the security, the Company evaluates the extent to which the decline is determined to be other-than-temporary and would mark the security to market through a charge to its Consolidated Statements of Income. Marketable securities are classified as non-current when maturities are one year or more. |
Accounts Receivable | Accounts Receivable —The Company sells its products directly to hospitals, reference laboratories, retail clinics, pharmacies, as well as to distributors in the US and 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 $52.4 million and $103.4 million at December 31, 2021 and 2020, respectively, of which the reserve related to contract rebates was $40.3 million and $100.8 million, respectively. |
Concentration of Credit Risk | Concentration of Credit Risk— Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash equivalents, marketable securities and trade accounts receivable. Credit losses are identified when cash flows received are not expected to be sufficient to recover the amortized cost basis of a security. In the event of a credit loss, only the amount associated with the credit loss is recognized in operating results, with the amount of loss relating to other factors recorded in accumulated other comprehensive income (loss). 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—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—Property, plant and equipment are recorded at cost and depreciated over the estimated useful lives of the assets ( three |
Intangible 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 and amortized on a straight-line basis over the estimated product life. |
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 the Company’s 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 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. Transaction price for a contract represents the amount to which we are entitled in exchange for providing goods and services to the customer. Transaction price does not include amounts subject to uncertainties unless it is probable that there will be no significant reversal of revenue when the uncertainty is resolved. 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 identif ied 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. During 2021, the Company generated a portion of its revenue from sales of the QuickVue At-Home OTC COVID-19 tests to retail customers. The Company estimates the transaction price for revenue from sales to retail customers based on historical experience and current trends to evaluate when uncertainties related to right of return provisions are resolved. As of December 31, 2021, due to a lack of history on which to base an estimate of products to be returned from the retailers, the Company established a reserve based upon an estimate of total inventory remaining at our retailers which was subject to return. 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 Income. 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 . |
Government Assistance | Government Assistance — During the year ended December 31, 2020, the Company entered into a contract with the NIH, through its newly launched Rapid Acceleration of Diagnostics - Advanced Technology Platforms initiative, to support the Company’s expansion of its manufacturing capacity for its diagnostic assays that test for the SARS-CoV-2 antigen. The contract originally provided for consideration to the Company of up to $65.0 million and had a performance period of one year, which began in July 2020. During 2021, the Company entered into several amendments to the contract, which added additional deliverables and milestones, as well as extended the performance period. The contract and amendments include key deliverables and milestones that directly support the upgrade and addition of new manufacturing lines, as well as the outfitting of the new distribution center. The Company will also provide instruments and assays to NIH. There are no refund provisions under the contract. |
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. |
Product Shipment Costs | Product Shipment Costs—Product shipment costs are included in sales and marketing expense in the accompanying Consolidated Statements of Income. |
Advertising Costs | Advertising Costs—Advertising costs are expensed as incurred. |
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 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 units 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. |
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 is 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 ROU assets, operating lease liabilities and operating lease liabilities non-current in the Consolidated Balance Sheets. Finance leases are included in property, plant and equipment, net, other current liabilities and other non-current liabilities. |
Comprehensive (Loss) Income | Comprehensive Income —Comprehensive income includes unrealized gains and losses that are related to the cumulative translation adjustments, unrealized gains and losses on marketable securities, and derivative instruments excluded from the Company’s Consolidated Statements of Income. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with GAAP 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 ends on the Sunday closest to the end of the calendar quarter. The Company’s fiscal year ended January 2, 2022 was 52 weeks and the Company’s fiscal years ended January 3, 2021 and December 29, 2019 were 53 and 52 weeks, respectively. For ease of reference, the calendar year end dates are used herein. |
Earnings Per Share (Policies)
Earnings Per Share (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Policy [Policy Text Block] | Basic earnings per share (“EPS”) is computed by dividing net income 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 Convertible 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 common shares from the Convertible Notes are determined using the if-converted method. Under the provisions of the if-converted method, the Convertible Notes are assumed to be converted and the resulting common shares are included in the denominator of the EPS calculation and the interest expense, net of tax, recorded in connection with the Convertible Notes is added back to net income. The Convertible 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 Notes became convertible on March 31, 2018 and matured on December 15, 2020. |
Balance Sheet Account Details_2
Balance Sheet Account Details (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Marketable Securities | The following is a summary of marketable securities (in thousands): December 31, 2021 Amortized Cost Gross Unrealized Losses Fair Value Corporate bonds $ 22,344 $ (28) $ 22,316 Asset-backed securities 3,443 (1) 3,442 Total marketable securities, current 25,787 (29) 25,758 Corporate bonds, non-current 26,761 (83) 26,678 Asset-backed securities, non-current 11,197 (23) 11,174 Total marketable securities $ 63,745 $ (135) $ 63,610 |
Schedule of Other Current Assets | The following is a summary of prepaid expenses and other current assets (in thousands): December 31, 2021 2020 Unbilled receivables $ — $ 16,041 Other receivables 15,879 15,442 Prepaid expenses 14,598 7,335 Other 4,590 2,157 Total prepaid expenses and other current assets $ 35,067 $ 40,975 |
Summary of Inventories | The following is a summary of inventories (in thousands): December 31, 2021 2020 Raw materials $ 103,159 $ 58,264 Work-in-process (materials, labor and overhead) 36,091 31,359 Finished goods (materials, labor and overhead) 59,515 24,175 Total inventories $ 198,765 $ 113,798 |
Property, Plant and Equipment | The following is a summary of property, plant and equipment (in thousands): December 31, 2021 2020 Equipment, furniture and fixtures $ 159,008 $ 91,838 Building and improvements 146,784 49,014 Leased instruments 68,062 60,722 Land 10,179 1,080 Construction in Progress 105,247 32,595 Total property, plant and equipment, gross 489,280 235,249 Less: accumulated depreciation and amortization (140,078) (124,768) Total property, plant and equipment, net $ 349,202 $ 110,481 |
Summary of Intangible Assets | Finite-lived intangible assets consisted of the following (dollar amounts in thousands): December 31, 2021 December 31, 2020 Description Weighted-average Gross Accumulated Net Gross Accumulated Net Purchased technology 9.1 $ 112,725 $ (78,204) $ 34,521 $ 112,100 $ (71,426) $ 40,674 Customer relationships 7.0 122,690 (77,281) 45,409 122,584 (60,688) 61,896 License agreements 9.9 6,511 (5,658) 853 6,518 (5,312) 1,206 Patent and trademark costs 10.8 28,740 (15,736) 13,004 28,740 (13,038) 15,702 Software development costs 4.6 11,705 (6,837) 4,868 8,743 (5,790) 2,953 Total finite-lived intangible assets $ 282,371 $ (183,716) $ 98,655 $ 278,685 $ (156,254) $ 122,431 |
Summary of Expected Future Annual Amortization Expense | The expected future annual amortization expense of the Company’s finite-lived intangible assets held as of December 31, 2021 is as follows (in thousands): For the years ending December 31, Amortization expense 2022 $ 27,897 2023 27,186 2024 22,550 2025 8,230 2026 8,667 Thereafter 4,125 Total $ 98,655 |
Schedule of Other Current Liabilities | The following is a summary of other current liabilities (in thousands): December 31, 2021 2020 Customer incentives and rebates $ 15,916 $ 15,663 Accrued other taxes payable 10,218 2,157 Deferred revenue 1,922 3,733 Derivative liabilities 269 3,061 Payables under transition services agreements 10,927 — Other 17,476 7,676 Total other current liabilities $ 56,728 $ 32,290 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summarized Interest Expense | The following table summarizes the interest expense related to the Convertible Notes for the following periods (in thousands): Year ended December 31, 2020 2019 Amortization of debt discount and deferred issuance costs $ 368 $ 1,179 Coupon interest 195 1,103 Total Interest Expense $ 563 $ 2,282 |
Schedule of Extinguishment of Debt | The following table summarizes information about the settlement of the Convertible Notes during the year ended December 31, 2020 (dollars in thousands): Year ended December 31, 2020 Principal amount settled $ 13,131 Number of shares of common stock issued 225,955 Payment on Convertible Note and Derivative Liability $ 43,446 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Components of (Benefit) Provision for Income Taxes | Significant components of the provision for income taxes were as follows (in thousands): December 31, 2021 2020 2019 Current: Federal $ 148,827 $ 198,498 $ 1,559 State 42,377 34,608 746 Foreign 2,291 1,136 2,007 Total current provision 193,495 234,242 4,312 Deferred: Federal 7,168 (2,855) 1,234 State (2,540) (1,104) (1,186) Foreign (1,990) (251) (103) Total deferred provision (benefit) 2,638 (4,210) (55) Provision for income taxes $ 196,133 $ 230,032 $ 4,257 |
Schedule of Income before (Benefit) Provision for Income Taxes | The Company’s income before income taxes was subject to taxes in the following jurisdictions for the following periods (in thousands): December 31, 2021 2020 2019 United States $ 891,261 $ 1,035,752 $ 70,606 Foreign 9,098 4,567 6,572 Income before income taxes $ 900,359 $ 1,040,319 $ 77,178 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and deferred tax liabilities as of December 31, 2021 and 2020 are shown below (in thousands): December 31, 2021 2020 Deferred tax assets: Lease liability $ 32,692 $ 24,790 Intangible assets 2,226 2,747 Allowance for returns and discounts 25,661 27,277 Stock-based compensation 9,171 8,367 Tax credit carryforwards 10,697 11,770 Other, net 15,486 10,426 Total deferred tax assets 95,933 85,377 Valuation allowance for deferred tax assets (2,327) (2,281) Total deferred tax assets, net of valuation allowance 93,606 83,096 Deferred tax liabilities: Right-of-use assets (30,114) (22,969) Intangible assets (946) (1,133) Property, plant and equipment (42,457) (14,232) Total deferred tax liabilities (73,517) (38,334) Net deferred tax assets $ 20,089 $ 44,762 |
Reconciliation of Income Tax Computed at Federal Statutory Rate | The reconciliation of income tax computed at the federal statutory rate to the provision for income taxes from continuing operations was as follows (in thousands): Year ended December 31, 2021 2020 2019 Tax expense at statutory tax rate $ 189,081 $ 218,467 $ 16,207 State tax expense, net of federal tax 30,147 30,289 1,061 Permanent differences 1,834 3,843 611 Federal and state research credits—current year (7,717) (5,037) (4,269) Stock-based compensation (9,235) (13,867) (10,408) Change in valuation allowance (103) (72) 523 Foreign Derived Intangible Income Deduction (FDII) (8,419) (8,589) (159) Other 545 4,998 691 Provision for income taxes $ 196,133 $ 230,032 $ 4,257 |
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, 2021 2020 2019 Beginning balance $ 22,557 $ 17,236 $ 15,245 Increases (decreases) related to prior year tax positions 478 (2,351) 287 Increases related to current year tax positions 968 7,726 2,209 Decreases from voluntary disclosure agreements (6,338) — — Expiration of statute of limitations for assessment of taxes — (54) (505) Ending balance $ 17,665 $ 22,557 $ 17,236 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 2020 2019 Cost of sales $ 2,665 $ 2,012 $ 1,162 Research and development 4,434 3,372 2,332 Sales and marketing 6,438 6,009 3,497 General and administrative 11,869 9,626 6,261 Total stock-based compensation expense $ 25,406 $ 21,019 $ 13,252 |
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, 2021 2020 2019 Risk-free interest rate 0.48 % 1.18 % 2.51 % Expected option life (in years) 4.99 5.12 5.68 Volatility rate 54 % 41 % 39 % Dividend rate 0 % 0 % 0 % |
Summary of Status of Stock Option Activity | A summary of stock option activity for the years ended December 31, 2019, 2020 and 2021 is as follows (dollars in thousands, except price data): Number Weighted-average exercise price Weighted- Aggregate 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 Granted 145 96.34 Exercised (317) 21.03 Forfeited (12) 43.34 Outstanding at December 31, 2020 760 46.95 Granted 58 232.75 Exercised (90) 38.28 Forfeited (6) 94.44 Outstanding at December 31, 2021 722 $ 62.71 6.02 $ 59,339 Vested and expected to vest at December 31, 2021 709 $ 61.35 5.98 $ 58,881 Exercisable at December 31, 2021 448 $ 34.51 4.91 $ 45,376 |
Summary of Status of Stock Awards Activity | A summary of RSU activity for the years ended December 31, 2019, 2020 and 2021 is as follows (in thousands, except price data): Shares Weighted-average 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 Granted 235 101.20 Vested (123) 26.58 Forfeited (20) 58.32 Non-vested at December 31, 2020 878 $ 59.60 Granted 137 $ 188.06 Vested (414) $ 49.00 Forfeited (14) $ 106.11 Non-vested at December 31, 2021 587 $ 95.81 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table reconciles net income and the weighted-average shares used in computing basic and diluted EPS in the respective periods (in thousands): Year ended December 31, 2021 2020 2019 Numerator: Net income used for basic earnings per share $ 704,226 $ 810,287 $ 72,921 Interest expense on Convertible Notes, net of tax — 445 1,848 Net income used for diluted earnings per share, if-converted method $ 704,226 $ 810,732 $ 74,769 Basic weighted-average common shares outstanding 42,078 42,124 40,860 Dilutive potential shares issuable from Convertible Notes — 295 1,062 Dilutive potential shares issuable from stock options and unvested RSUs 796 1,172 1,189 Diluted weighted-average common shares outstanding, if-converted 42,874 43,591 43,111 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 153 10 199 |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles net income and the weighted-average shares used in computing basic and diluted EPS in the respective periods (in thousands): Year ended December 31, 2021 2020 2019 Numerator: Net income used for basic earnings per share $ 704,226 $ 810,287 $ 72,921 Interest expense on Convertible Notes, net of tax — 445 1,848 Net income used for diluted earnings per share, if-converted method $ 704,226 $ 810,732 $ 74,769 Basic weighted-average common shares outstanding 42,078 42,124 40,860 Dilutive potential shares issuable from Convertible Notes — 295 1,062 Dilutive potential shares issuable from stock options and unvested RSUs 796 1,172 1,189 Diluted weighted-average common shares outstanding, if-converted 42,874 43,591 43,111 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 153 10 199 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Components of Lease Expense and Supplemental Cash Flow Information | The components of lease expense and supplemental cash flow information related to leases during the respective periods were as follows (in thousands): Year ended December 31, 2021 2020 Finance lease ROU asset amortization $ 282 $ 303 Finance lease interest expense 657 877 Total finance lease costs 939 1,180 Operating lease costs 15,361 11,236 Total lease costs $ 16,300 $ 12,416 Cash paid for amounts included in the measurement of operating lease liabilities Operating cash flows from operating leases $ 12,347 $ 10,801 Operating cash flows from finance leases $ 657 $ 877 ROU assets obtained in exchange for new lease liabilities Operating leases $ 37,349 $ 15,271 Finance leases $ — $ — |
Commitments for Minimum Rentals under Non-cancelable Operating Leases | The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2021 were as follows (dollars in thousands): Years ending December 31, Operating Finance 2022 $ 15,468 $ 272 2023 15,529 297 2024 15,639 99 2025 15,736 — 2026 16,057 — Thereafter 116,835 — Total lease payments 195,264 668 Less: imputed interest (38,366) (32) Less: tenant improvement allowance (receipt anticipated in 2022) (18,303) — Total 138,595 636 Less: current portion (10,039) (275) Non-current portion $ 128,556 $ 361 Weighted average remaining lease term 11.7 years 3.3 years Weighted average discount rate 4 % 4 % |
Commitments for Minimum Rentals under Non-cancelable Finance Leases | The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2021 were as follows (dollars in thousands): Years ending December 31, Operating Finance 2022 $ 15,468 $ 272 2023 15,529 297 2024 15,639 99 2025 15,736 — 2026 16,057 — Thereafter 116,835 — Total lease payments 195,264 668 Less: imputed interest (38,366) (32) Less: tenant improvement allowance (receipt anticipated in 2022) (18,303) — Total 138,595 636 Less: current portion (10,039) (275) Non-current portion $ 128,556 $ 361 Weighted average remaining lease term 11.7 years 3.3 years Weighted average discount rate 4 % 4 % |
Segment, Revenue and Geograph_2
Segment, Revenue and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 2020 2019 Customer: A 24 % 29 % 13 % B 9 % 16 % 18 % C 9 % 13 % 5 % D 7 % 10 % 15 % 49 % 68 % 51 % |
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 2021 2020 2021 2020 2019 Domestic $ 347,132 $ 108,375 $ 1,415,413 $ 1,452,329 $ 358,381 Foreign 2,070 2,106 283,138 209,339 176,509 Total $ 349,202 $ 110,481 $ 1,698,551 $ 1,661,668 $ 534,890 |
Consolidated Net Product Revenues by Disease State | Consolidated total revenues by product category were as follows (in thousands): Year ended December 31, 2021 2020 2019 Rapid Immunoassay $ 1,197,459 $ 1,144,831 $ 191,736 Cardiometabolic Immunoassay 255,788 242,933 266,505 Molecular Diagnostic Solutions 200,487 222,964 21,716 Specialized Diagnostic Solutions 44,817 50,940 54,933 Total revenues $ 1,698,551 $ 1,661,668 $ 534,890 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 December 31, 2020 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Cash equivalents $ 204,672 $ 6,649 $ — $ 211,321 $ 200,003 $ — $ — $ 200,003 Marketable securities — 63,610 — 63,610 — — — — Derivative assets — 84 — 84 — 24 — 24 Total assets measured at fair value $ 204,672 $ 70,343 $ — $ 275,015 $ 200,003 $ 24 $ — $ 200,027 Liabilities: Derivative liabilities $ — $ 269 $ — $ 269 $ — $ 3,061 $ — $ 3,061 Contingent consideration — — 6,073 6,073 — — 11,896 11,896 Deferred consideration — 78,436 — 78,436 — 115,951 — 115,951 Total liabilities measured at fair value $ — $ 78,705 $ 6,073 $ 84,778 $ — $ 119,012 $ 11,896 $ 130,908 |
Changes in Estimated Fair Value of Contingent Consideration Liabilities | Changes in estimated fair value of contingent consideration liabilities from December 31, 2018 through December 31, 2021 were as follows (in thousands): Contingent consideration 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 Cash payments (6,044) Change in estimated fair value, recorded in general and administrative expenses 1,405 Balance at December 31, 2020 11,896 Cash payments (6,040) Change in estimated fair value, recorded in general and administrative expenses 217 Balance at December 31, 2021 $ 6,073 |
Foreign Currency Hedges (Tables
Foreign Currency Hedges (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets at Fair Value | The following table summarizes the fair value and notional amounts of the foreign currency forward contracts as of December 31, 2021 and December 31, 2020 (in thousands): December 31, 2021 December 31, 2020 Notional Amount Fair Value, Net Notional Amount Fair Value, Net Designated cash flow hedges: Prepaid expenses and other current assets $ — $ 84 $ — $ — Other current liabilities $ 17,629 $ 139 $ 38,435 $ 2,819 Non-designated forward contracts: Prepaid expenses and other current assets $ — $ — $ 18,160 $ 24 Other current liabilities $ 15,809 $ 130 $ 23,120 $ 242 |
Company Operations and Summar_3
Company Operations and Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | Dec. 31, 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 | $ 52,400 | $ 103,400 | |
Allowance receivables, contract rebates | 40,300 | 100,800 | |
Costs and Expenses | 364,830 | 288,529 | $ 228,089 |
Contract Consideration | 65,000 | ||
Unbilled Contracts Receivable | $ 0 | 16,041 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year | ||
Minimum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Estimated useful lives of the assets | 3 years | ||
Maximum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Estimated useful lives of the assets | 15 years | ||
Shipping and Handling | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Costs and Expenses | $ 29,300 | 14,200 | 9,500 |
Advertising | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Costs and Expenses | $ 13,700 | $ 1,100 | $ 1,300 |
Balance Sheet Account Details -
Balance Sheet Account Details - Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Marketable Securities [Line Items] | ||
Marketable Securities, Current | $ 25,758 | $ 0 |
Marketable Securities, Noncurrent | 37,852 | 0 |
Total marketable securities | 63,610 | $ 0 |
Short-term Investments | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 25,787 | |
Gross Unrealized Losses | (29) | |
Long-Term Investments | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 63,745 | |
Gross Unrealized Losses | (135) | |
Corporate Debt Securities | ||
Marketable Securities [Line Items] | ||
Marketable Securities, Current | 22,316 | |
Marketable Securities, Noncurrent | 26,678 | |
Corporate Debt Securities | Short-term Investments | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 22,344 | |
Gross Unrealized Losses | (28) | |
Corporate Debt Securities | Long-Term Investments | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 26,761 | |
Gross Unrealized Losses | (83) | |
Asset-backed Securities | ||
Marketable Securities [Line Items] | ||
Marketable Securities, Current | 3,442 | |
Marketable Securities, Noncurrent | 11,174 | |
Asset-backed Securities | Short-term Investments | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 3,443 | |
Gross Unrealized Losses | (1) | |
Asset-backed Securities | Long-Term Investments | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 11,197 | |
Gross Unrealized Losses | $ (23) |
Balance Sheet Account Details_3
Balance Sheet Account Details - Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Offsetting [Abstract] | ||
Unbilled Contracts Receivable | $ 0 | $ 16,041 |
Receivables under transition service agreements | 15,879 | 15,442 |
Prepaid expenses | 14,598 | 7,335 |
Other | 4,590 | 2,157 |
Prepaid expenses and other current assets | $ 35,067 | $ 40,975 |
Balance Sheet Account Details_4
Balance Sheet Account Details - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 103,159 | $ 58,264 |
Work-in-process (materials, labor and overhead) | 36,091 | 31,359 |
Finished goods (materials, labor and overhead) | 59,515 | 24,175 |
Total inventories | $ 198,765 | $ 113,798 |
Balance Sheet Account Details_5
Balance Sheet Account Details - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | $ 489,280 | $ 235,249 | |
Less: accumulated depreciation and amortization | (140,078) | (124,768) | |
Property, Plant and Equipment, Net | 349,202 | 110,481 | |
Depreciation and amortization | 24,300 | 20,800 | $ 19,400 |
Equipment, furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 159,008 | 91,838 | |
Building and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 146,784 | 49,014 | |
Leased instruments | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 68,062 | 60,722 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | 10,179 | 1,080 | |
Construction in Progress | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment, gross | $ 105,247 | $ 32,595 |
Balance Sheet Account Details_6
Balance Sheet Account Details - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Depreciation and amortization | $ 24,300 | $ 20,800 | $ 19,400 |
Amortization of Intangible Assets | 27,400 | 27,300 | 27,500 |
Goodwill | 337,021 | 337,032 | |
Capitalized Software Cost | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 1,000 | $ 900 | $ 800 |
Balance Sheet Account Details_7
Balance Sheet Account Details - Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross assets | $ 282,371 | $ 278,685 |
Accumulated amortization | (183,716) | (156,254) |
Total | $ 98,655 | 122,431 |
Purchased technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average useful life (years) | 9 years 1 month 6 days | |
Gross assets | $ 112,725 | 112,100 |
Accumulated amortization | (78,204) | (71,426) |
Total | $ 34,521 | 40,674 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average useful life (years) | 7 years | |
Gross assets | $ 122,690 | 122,584 |
Accumulated amortization | (77,281) | (60,688) |
Total | $ 45,409 | 61,896 |
License agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average useful life (years) | 9 years 10 months 24 days | |
Gross assets | $ 6,511 | 6,518 |
Accumulated amortization | (5,658) | (5,312) |
Total | $ 853 | 1,206 |
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 | (15,736) | (13,038) |
Total | $ 13,004 | 15,702 |
Software development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average useful life (years) | 4 years 7 months 6 days | |
Gross assets | $ 11,705 | 8,743 |
Accumulated amortization | (6,837) | (5,790) |
Total | $ 4,868 | $ 2,953 |
Balance Sheet Account Details_8
Balance Sheet Account Details - Future annual amortization expense (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
2022 | $ 27,897 | |
2023 | 27,186 | |
2024 | 22,550 | |
2025 | 8,230 | |
2026 | 8,667 | |
Thereafter | 4,125 | |
Total | $ 98,655 | $ 122,431 |
Balance Sheet Account Details_9
Balance Sheet Account Details - Other current liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Offsetting [Abstract] | ||
Customer incentives and rebates | $ 15,916 | $ 15,663 |
Accrued other taxes payable | 10,218 | 2,157 |
Deferred revenue | 1,922 | 3,733 |
Derivative liabilities | 269 | 3,061 |
Payables under transition services agreements | 10,927 | 0 |
Other | 17,476 | 7,676 |
Total other current liabilities | $ 56,728 | $ 32,290 |
Debt - Convertible Senior Notes
Debt - Convertible Senior Notes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2016 | |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Convertible Senior Notes, face amount | $ 172,500,000 | |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Extinguishment of Debt, Amount | $ 13,131,000 |
Debt - Summarized Interest Expe
Debt - Summarized Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Total Interest Expense | $ 563 | $ 2,282 |
Convertible Debt | 3.25% Convertible Senior Notes due 2020 | ||
Debt Instrument [Line Items] | ||
Amortization of debt discount and deferred issuance costs | 368 | 1,179 |
Coupon interest | $ 195 | $ 1,103 |
Debt - Schedule of Extinguishme
Debt - Schedule of Extinguishment of Debt (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Extinguishment of Debt [Line Items] | |||
Payment on Convertible Note and Derivative Liability | $ 0 | $ 43,446 | $ 0 |
Convertible Debt | |||
Extinguishment of Debt [Line Items] | |||
Principal amount settled | $ 13,131 | ||
Number of shares of common stock issued | 225,955 | ||
Payment on Convertible Note and Derivative Liability | $ 43,446 |
Debt - Credit Agreement (Detail
Debt - Credit Agreement (Details) - USD ($) | Aug. 31, 2018 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175,000,000 | |||
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 | |||
Total Interest Expense | $ 563,000 | $ 2,282,000 | ||
Fed Funds Effective Rate Overnight Index Swap Rate | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.005% | |||
Minimum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 0.75% | |||
Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 1.75% | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Consolidated Leverage Ratio | 4.50 | |||
Maximum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 1.50% | |||
Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Senior Credit Facility, applicable margin | 2.50% | |||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Term | 5 years | |||
Total Interest Expense | $ 700,000 | $ 700,000 | $ 1,700,000 |
Income Taxes - Components of (B
Income Taxes - Components of (Benefit) Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | |||
Federal | $ 148,827 | $ 198,498 | $ 1,559 |
State | 42,377 | 34,608 | 746 |
Foreign | 2,291 | 1,136 | 2,007 |
Total current provision | 193,495 | 234,242 | 4,312 |
Deferred: | |||
Federal | 7,168 | (2,855) | 1,234 |
State | (2,540) | (1,104) | (1,186) |
Foreign | (1,990) | (251) | (103) |
Total deferred provision (benefit) | 2,638 | (4,210) | (55) |
Provision for income taxes | 196,133 | 230,032 | 4,257 |
Accrued interest and penalties associated with uncertain tax positions | $ 1,200 | $ 500 | $ 400 |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 891,261 | $ 1,035,752 | $ 70,606 |
Foreign | 9,098 | 4,567 | 6,572 |
Income before income taxes | $ 900,359 | $ 1,040,319 | $ 77,178 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Lease liability | $ 32,692 | $ 24,790 |
Intangible assets | 2,226 | 2,747 |
Allowance for returns and discounts | 25,661 | 27,277 |
Stock-based compensation | 9,171 | 8,367 |
Tax credit carryforwards | 10,697 | 11,770 |
Other, net | 15,486 | 10,426 |
Total deferred tax assets | 95,933 | 85,377 |
Valuation allowance for deferred tax assets | (2,327) | (2,281) |
Total deferred tax assets | 93,606 | 83,096 |
Deferred tax liabilities: | ||
Right-of-use assets | (30,114) | (22,969) |
Intangible assets | (946) | (1,133) |
Property, plant and equipment | (42,457) | (14,232) |
Deferred Tax Liabilities, Gross | (73,517) | (38,334) |
Net deferred tax assets | $ 20,089 | $ 44,762 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes Disclosure [Line Items] | ||||
Deferred Tax Assets, Valuation Allowance | $ 2,327,000 | $ 2,281,000 | ||
Unrecognized Tax Benefits | 17,665,000 | 22,557,000 | $ 17,236,000 | $ 15,245,000 |
Federal Net Operating Loss carryforwards | 0 | |||
State Net Operating Loss carryforwards | 5,900,000 | |||
Federal foreign tax credits | 2,300,000 | |||
Gross research credits | $ 7,717,000 | 5,037,000 | 4,269,000 | |
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 | $ 11,300,000 | 15,000,000 | 11,100,000 | |
Accrued interest and penalties associated with uncertain tax positions | 1,200,000 | 500,000 | 400,000 | |
Interest expense, net of accrued interest reversed | 700,000 | $ 100,000 | $ 100,000 | |
Federal research credits | ||||
Income Taxes Disclosure [Line Items] | ||||
Federal research credits | 0 | |||
Gross State Research Credits | ||||
Income Taxes Disclosure [Line Items] | ||||
State research credit - no expiry | $ 11,800,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Computed at Federal Statutory Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Tax expense at statutory tax rate | $ 189,081 | $ 218,467 | $ 16,207 |
State tax expense, net of federal tax | 30,147 | 30,289 | 1,061 |
Permanent differences | 1,834 | 3,843 | 611 |
Federal and state research credits—current year | (7,717) | (5,037) | (4,269) |
Stock-based compensation | (9,235) | (13,867) | (10,408) |
Change in valuation allowance | (103) | (72) | 523 |
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount | (8,419) | (8,589) | (159) |
Other | 545 | 4,998 | 691 |
Provision for income taxes | $ 196,133 | $ 230,032 | $ 4,257 |
Income Taxes - Summary of Unrec
Income Taxes - Summary of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 22,557 | $ 17,236 | $ 15,245 |
Decreases related to prior year tax positions | (2,351) | ||
Increases related to prior year tax positions | 478 | 287 | |
Increases related to current year tax positions | 968 | 7,726 | 2,209 |
Decreases from voluntary disclosure agreements | (6,338) | 0 | 0 |
Expiration of statute of limitations for assessment of taxes | 0 | (54) | (505) |
Ending balance | $ 17,665 | $ 22,557 | $ 17,236 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 28, 2020 | 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) | 4 years 10 months 28 days | ||||
Available for future grant, (in shares) | 1,900,000 | ||||
Common Stock, Capital Shares Reserved for Future Issuance | 3,200,000 | ||||
Restricted stock granted (in shares) | 137,000 | 235,000 | 279,000 | ||
Share-based compensation expense recognized | $ 25,406 | $ 21,019 | $ 13,252 | ||
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 months | ||||
Capital shares reserved for future issuance (In shares) | 56,623 | ||||
Payments for repurchase of common stock | $ 103,438 | 43,691 | $ 0 | ||
Stock-based compensation expense | $ 103,438 | $ 43,691 | |||
Authorized stock repurchase program amount | $ 150,000 | $ 50,000 | |||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 52,900,000 | ||||
Stock Repurchased During Period, Shares | 957,239 | 257,329 | |||
Restricted stock | |||||
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) | 100,000 | 200,000 | 300,000 | ||
Employee Deferred Bonus Compensation Program | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense recognized | $ 3,000 | $ 2,200 | $ 1,400 | ||
Non-employee director | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense recognized | $ 600 | $ 500 | $ 500 | ||
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise Price (in usd per share) | $ 15.40 | ||||
Percentage of deferred cash bonus | 50.00% | ||||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise Price (in usd per share) | $ 254 | ||||
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, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | $ 25,406 | $ 21,019 | $ 13,252 |
Weighted-average grant date fair value of stock options granted (in dollars per share) | $ 106.55 | $ 36.84 | $ 23.67 |
Total intrinsic value for options exercised | $ 9,900 | $ 51,800 | $ 49,800 |
Total unrecognized compensation expense related to non-vested stock options | $ 8,700 | ||
Expected weighted-average period of recognition for unrecognized compensation expense | 1 year 9 months 18 days | ||
Maximum contractual term | 10 years | ||
Deferred bonus compensation program | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | $ 3,000 | 2,200 | 1,400 |
Recorded as a component of accrued payroll and related expenses | $ 2,800 | $ 2,100 | $ 800 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected weighted-average period of recognition for unrecognized compensation expense | 1 year 7 months 6 days | ||
Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total unrecognized compensation expense related to non-vested stock awards | $ 30,800 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Compensation Expense Related to Stock-Based Compensation Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 25,406 | $ 21,019 | $ 13,252 |
Cost of sales | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 2,665 | 2,012 | 1,162 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 4,434 | 3,372 | 2,332 |
Sales and marketing | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 6,438 | 6,009 | 3,497 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 11,869 | $ 9,626 | $ 6,261 |
Stock-Based Compensation - Esti
Stock-Based Compensation - Estimated Fair Value of Each Stock Option Award (Detail) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | |||
Risk-free interest rate | 0.48% | 1.18% | 2.51% |
Expected option life (in years) | 4 years 11 months 26 days | 5 years 1 month 13 days | 5 years 8 months 4 days |
Volatility rate | 54.00% | 41.00% | 39.00% |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Number of Shares | |||
Beginning balance, (in shares) | 760 | 944 | 1,877 |
Granted, number of shares (in shares) | 58 | 145 | 169 |
Exercised (in shares) | (90) | (317) | (1,091) |
Forfeited (in shares) | (6) | (12) | (11) |
Ending balance, (in shares) | 722 | 760 | 944 |
Vested and expected to vest, (in shares) | 709 | ||
Exercisable, (in shares) | 448 | ||
Weighted-average exercise price per share | |||
Beginning balance (in dollars per share) | $ 46.95 | $ 30.63 | $ 21.53 |
Granted (in dollars per share) | 232.75 | 96.34 | 59.18 |
Exercised (in dollars per share) | 38.28 | 21.03 | 19.22 |
Forfeited (in dollars per share) | 94.44 | 43.34 | 49.71 |
Ending balance (in dollars per share) | 62.71 | $ 46.95 | $ 30.63 |
Vested and expected to vest (in dollars per share) | 61.35 | ||
Exercisable (in dollars per share) | $ 34.51 | ||
Weighted-average remaining contractual term (in years) and Aggregate intrinsic value | |||
Weighted- average remaining contractual term, outstanding (in years) | 6 years 7 days | ||
Weighted- average remaining contractual term, vested and expected to vest (in years) | 5 years 11 months 23 days | ||
Weighted- average remaining contractual term, exercisable (in years) | 4 years 10 months 28 days | ||
Aggregate intrinsic value, outstanding | $ 59,339 | ||
Aggregate intrinsic value, vested and expected to vest | 58,881 | ||
Aggregate intrinsic value, available for future grant | $ 45,376 |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |||
Granted (in dollars per share) | $ 232.75 | $ 96.34 | $ 59.18 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning Balance (in shares) | 878 | 786 | 676 |
Granted (in shares) | 137 | 235 | 279 |
Vested (in shares) | (414) | (123) | (148) |
Forfeited (in shares) | (14) | (20) | (21) |
Ending Balance (in shares) | 587 | 878 | 786 |
Weighted-average exercise price per share | |||
Beginning Balance, Weighted Average Grant Date Fair Value (in dollars per share) | $ 59.60 | $ 41.88 | $ 30.75 |
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | 188.06 | 101.20 | 59.75 |
Exercised (in dollars per share) | 38.28 | 21.03 | 19.22 |
Vested, Weighted Average Grant Date Fair Value (in dollars per share) | 49 | 26.58 | 24.26 |
Forfeited (in dollars per share) | 94.44 | 43.34 | 49.71 |
Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | 106.11 | 58.32 | 43.90 |
Ending Balance, Weighted Average Grant Date Fair Value (in dollars per share) | $ 95.81 | $ 59.60 | $ 41.88 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of earnings per share (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Parent | $ 704,226 | $ 810,287 | $ 72,921 |
Dilutive Securities, Effect on Basic Earnings Per Share, Dilutive Convertible Securities | 0 | 445 | 1,848 |
Net Income (Loss) Available to Common Stockholders, Diluted | $ 704,226 | $ 810,732 | $ 74,769 |
Basic weighted-average common shares outstanding | 42,078 | 42,124 | 40,860 |
Dilutive potential shares issuable from Convertible Notes | 0 | 295 | 1,062 |
Dilutive potential shares issuable from stock options and unvested RSUs | 796 | 1,172 | 1,189 |
Shares used in diluted per share calculation | 42,874 | 43,591 | 43,111 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 153 | 10 | 199 |
Retained earnings | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Parent | $ 704,226 | $ 810,287 | $ 72,921 |
Earnings Per Share - Weighted-a
Earnings Per Share - Weighted-average shares outstanding (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | |||
Basic weighted-average common shares outstanding | 42,078 | 42,124 | 40,860 |
Dilutive potential shares issuable from Convertible Notes | 0 | 295 | 1,062 |
Dilutive potential shares issuable from stock options and unvested RSUs | 796 | 1,172 | 1,189 |
Diluted weighted-average common shares outstanding, if-converted | 42,874 | 43,591 | 43,111 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 153 | 10 | 199 |
Commitments and Contingencies -
Commitments and Contingencies - Components of Lease Expense and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Finance Lease, Right-of-Use Asset, Amortization | $ 282 | $ 303 |
Finance Lease, Interest Expense | 657 | 877 |
Finance Lease, Cost | 939 | 1,180 |
Operating Lease, Cost | 15,361 | 11,236 |
Lease, Cost | 16,300 | 12,416 |
Operating Lease, Payments | 12,347 | 10,801 |
Finance Lease, Interest Payment on Liability | 657 | 877 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 37,349 | 15,271 |
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability | $ 0 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Commitments for Minimum Rentals under Non-cancelable Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating Leases, 2022 | $ 15,468 | |
Operating Leases, 2023 | 15,529 | |
Operating Leases, 2024 | 15,639 | |
Operating Leases, 2025 | 15,736 | |
Operating Leases, 2026 | 16,057 | |
Operating Leases, Thereafter | 116,835 | |
Operating Leases, Minimum Payments, Total | 195,264 | |
Lease Obligation, 2020 | 272 | |
Lease Obligation, 2021 | 297 | |
Lease Obligation, 2022 | 99 | |
Lease Obligation, 2023 | 0 | |
Lease Obligation, 2024 | 0 | |
Lease Obligation, Thereafter | 0 | |
Lease Obligation, Minimum Payments, Total | 668 | |
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | 38,366 | |
Finance Lease, Liability, Undiscounted Excess Amount | 32 | |
Less: tenant improvement allowance (receipt anticipated in 2022) , operating | (18,303) | |
Less: tenant improvement allowance (receipt anticipated in 2022), finance | 0 | |
Operating Lease, Liability | 138,595 | |
Finance Lease, Liability | 636 | |
Operating Lease, Liability, Current | (10,039) | $ (7,799) |
Finance Lease, Liability, Current | (275) | |
Operating lease liabilities - non-current | 128,556 | $ 100,706 |
Finance Lease, Liability, Noncurrent | $ 361 | |
Operating Lease, Weighted Average Remaining Lease Term | 11 years 8 months 12 days | |
Finance Lease, Weighted Average Remaining Lease Term | 3 years 3 months 18 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 4.00% | |
Finance Lease, Weighted Average Discount Rate, Percent | 4.00% | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Current | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities |
Commitments and Contingencies_3
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Aug. 17, 2021USD ($) | Jul. 24, 2021USD ($) | Dec. 31, 2021USD ($)buildingoption | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Other Commitments [Line Items] | |||||
Number of buildings leased | building | 3 | ||||
Number of buildings | building | 4 | ||||
Number of additional terms to extend the lease | option | 2 | ||||
Renewal term | 5 years | ||||
Purchase commitment | $ 3,400 | ||||
Royalty Expense | 2,000 | $ 2,400 | $ 1,100 | ||
Operating Lease, Liability | 138,595 | ||||
Minimum | |||||
Other Commitments [Line Items] | |||||
Master agreement, annual payment | $ 70,000 | ||||
Maximum | |||||
Other Commitments [Line Items] | |||||
Master agreement, annual payment | $ 75,000 | ||||
Partnership, McKellar San Diego Facility | |||||
Other Commitments [Line Items] | |||||
Payments to Acquire Partners Interest in Real Estate Partnership, Net of Cash Acquired | $ 28,900 | ||||
Lease payments | 600 | $ 1,000 | $ 1,000 | ||
Rutherford | |||||
Other Commitments [Line Items] | |||||
Operating Lease, Liability | $ 39,400 |
Commitments and Contingencies_4
Commitments and Contingencies - Contingent Consideration (Acquisitions) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Business Acquisition, Contingent Consideration [Line Items] | |||
Current portion of contingent consideration | $ 5,986 | $ 5,987 | |
Contingent consideration non-current portion | 87 | 5,909 | |
Fair Value, Inputs, Level 3 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | $ 217 | $ 1,405 | $ 1,467 |
Segment, Revenue and Geograph_3
Segment, Revenue and Geographic Information - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | Dec. 31, 2019 | |
Revenue, Major Customer [Line Items] | |||
Number of reportable segments | segment | 1 | ||
Customer Concentration Risk | Sales | Non-US | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 17.00% | 13.00% | 33.00% |
Customer Concentration Risk | Sales | CHINA | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 3.00% | 4.00% | 13.00% |
Geographic Concentration Risk | Non-US | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | $ 53.5 | $ 18.6 | |
Product Concentration Risk | Sales | Influenza Products | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 4.00% | 8.00% | 26.00% |
Credit Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | $ 267.3 | $ 411.7 |
Segment, Revenue and Geograph_4
Segment, Revenue and Geographic Information - Sales to Individual Customers in Excess of 10% of Total Revenue (Detail) - Sales - Customer Concentration Risk | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
A | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 24.00% | 29.00% | 13.00% |
B | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 9.00% | 16.00% | 18.00% |
C | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 9.00% | 13.00% | 5.00% |
D | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 7.00% | 10.00% | 15.00% |
Customer A, B, C, & D | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 49.00% | 68.00% | 51.00% |
Segment, Revenue and Geograph_5
Segment, Revenue and Geographic Information - Long-lived Assets (Excluding Intangible Assets) and Total Net Revenue (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets, Total | $ 349,202 | $ 110,481 | |
Revenue from Contract with Customer, Including Assessed Tax | 1,698,551 | 1,661,668 | $ 534,890 |
Federal | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets, Total | 347,132 | 108,375 | |
Revenue from Contract with Customer, Including Assessed Tax | 1,415,413 | 1,452,329 | 358,381 |
Foreign [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets, Total | 2,070 | 2,106 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 283,138 | $ 209,339 | $ 176,509 |
Segment, Revenue and Geograph_6
Segment, Revenue and Geographic Information - Consolidated Net Product Revenues by Disease State (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 1,698,551 | $ 1,661,668 | $ 534,890 |
Infectious Disease | |||
Segment Reporting Information [Line Items] | |||
Revenues | 1,197,459 | 1,144,831 | 191,736 |
Cardiac Immunoassay | |||
Segment Reporting Information [Line Items] | |||
Revenues | 255,788 | 242,933 | 266,505 |
Specialized Diagnostic Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenues | 44,817 | 50,940 | 54,933 |
Molecular Diagnostic Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 200,487 | $ 222,964 | $ 21,716 |
Fair Value Measurement - Assets
Fair Value Measurement - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $ 84,778 | $ 130,908 |
Assets, Fair Value Disclosure | 275,015 | 200,027 |
Derivative liabilities | 269 | 3,061 |
Money Market Funds, at Carrying Value | 211,321 | 200,003 |
Total marketable securities | 63,610 | 0 |
Derivative | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 84 | |
Derivative liabilities | 269 | |
Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 6,073 | 11,896 |
Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 78,436 | 115,951 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Assets, Fair Value Disclosure | 204,672 | 200,003 |
Money Market Funds, at Carrying Value | 204,672 | 200,003 |
Total marketable securities | 0 | 0 |
Level 1 | Derivative | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 1 | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 1 | Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 78,705 | 119,012 |
Assets, Fair Value Disclosure | 70,343 | 24 |
Money Market Funds, at Carrying Value | 6,649 | 0 |
Total marketable securities | 63,610 | 0 |
Level 2 | Derivative | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 84 | 24 |
Derivative liabilities | 269 | 3,061 |
Level 2 | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Level 2 | Deferred consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 78,436 | 115,951 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 6,073 | 11,896 |
Assets, Fair Value Disclosure | 0 | 0 |
Money Market Funds, at Carrying Value | 0 | 0 |
Total marketable securities | 0 | 0 |
Level 3 | Derivative | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 3 | Contingent consideration | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 6,073 | 11,896 |
Level 3 | 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, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Accretion of interest on deferred consideration | $ 4,485 | $ 6,569 | $ 8,224 |
Level 3 | |||
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 | 217 | $ 1,405 | $ 1,467 |
Consideration B | BNP Business | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Business Combination, Contingent Consideration Arrangements, Amount Of Installment Payment | $ 48,000 |
Fair Value Measurement - Change
Fair Value Measurement - Changes in Estimated Fair Value of Contingent Consideration Liabilities (Detail) - Level 3 - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | $ 11,896 | $ 16,535 | $ 19,112 |
Cash payments | (6,040) | (6,044) | (4,044) |
Change in estimated fair value, recorded in general and administrative expenses | (217) | (1,405) | (1,467) |
Ending balance | $ 6,073 | $ 11,896 | $ 16,535 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Compensation Related Costs [Abstract] | |||
Pay contributed by employer | 50.00% | ||
Pay contributed by employee | 6.00% | ||
Contribution to 401 (K) Plan | $ 3.8 | $ 3.1 | $ 2.5 |
Foreign Currency Hedges (Detail
Foreign Currency Hedges (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Cash Flow Hedging | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Liability, Notional Amount | $ 17,629 | $ 38,435 |
Derivative Liability, Fair Value, Gross Liability | 139 | 2,819 |
Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Derivative Asset, Notional Amount | 0 | |
Derivative, Fair Value, Net | 84 | |
Prepaid Expenses and Other Current Assets | Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Notional Amount | 0 | 18,160 |
Derivative Liability, Notional Amount | 15,809 | 23,120 |
Derivative Asset, Fair Value, Gross Asset | 0 | 24 |
Derivative Liability, Fair Value, Gross Liability | 130 | 242 |
Prepaid Expenses and Other Current Assets | Cash Flow Hedging | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative Asset, Notional Amount | 0 | 0 |
Derivative Asset, Fair Value, Gross Asset | 84 | $ 0 |
Other Current Liabilities | ||
Derivative [Line Items] | ||
Derivative Asset, Notional Amount | 17,629 | |
Derivative, Fair Value, Net | $ 139 |
Pending Business Combination (D
Pending Business Combination (Details) - USD ($) | Dec. 22, 2021 | Feb. 09, 2022 |
Topco | ||
Business Acquisition [Line Items] | ||
Expected ownership percentage by parent | 62.00% | |
Topco | Ortho | ||
Business Acquisition [Line Items] | ||
Expected ownership percentage by noncontrolling owners | 38.00% | |
Ortho Acquisition | ||
Business Acquisition [Line Items] | ||
Shares to be issued per acquire share | 1 | |
Consideration to be transferred | $ 4,300,000,000 | |
Expected payments to acquire businesses | 1.75 | |
Ortho | ||
Business Acquisition [Line Items] | ||
Expected long-term debt | $ 2,100,000,000 | |
Topco | Ortho Acquisition | ||
Business Acquisition [Line Items] | ||
Shares to be issued per acquire share | 0.1055 | |
Cash to be paid per acquire share | $ 7.14 | |
Subsequent Event | Ortho Acquisition | ||
Business Acquisition [Line Items] | ||
Closing price | $ 97.64 |
Consolidated Valuation and Qu_2
Consolidated Valuation and Qualifying Accounts (Detail) - SEC Schedule, 12-09, Allowance, Credit Loss - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of period | $ 103,435 | $ 15,960 | $ 11,979 | |
Additions charged to expense or as reductions to revenue | [1] | 456,237 | 276,988 | 65,649 |
Deductions | [2] | (507,249) | (189,513) | (61,668) |
Balance at end of period | $ 52,423 | $ 103,435 | $ 15,960 | |
[1] | Primarily represents charges for contract rebate allowances 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. |