Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 09, 2021 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0000834365 | |
Entity Registrant Name | BIOLIFE SOLUTIONS INC | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-36362 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-3076866 | |
Entity Address, Address Line One | 3303 MONTE VILLA PARKWAY, SUITE 310 | |
Entity Address, City or Town | BOTHELL | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98021 | |
City Area Code | 425 | |
Local Phone Number | 402-1400 | |
Title of 12(b) Security | BioLife Solutions, Inc. Common Shares | |
Trading Symbol | BLFS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 41,646,916 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 75,098 | $ 90,403 |
Restricted cash | 53 | 53 |
Accounts receivable, trade, net of allowance for doubtful accounts of $287 and $85 as of September 30, 2021 and December 31, 2020, respectively | 20,232 | 8,006 |
Inventories, net | 29,696 | 11,602 |
Prepaid expenses and other current assets | 5,426 | 4,648 |
Total current assets | 130,505 | 114,712 |
Assets held for rent, net | 10,086 | 4,705 |
Property and equipment, net | 17,462 | 10,120 |
Operating lease right-of-use assets, net | 17,157 | 9,675 |
Financing lease right-of-use assets, net | 476 | 17 |
Long-term deposits and other assets | 386 | 230 |
Investments | 4,372 | 5,872 |
Total intangible assets, net | 155,011 | 31,049 |
Goodwill | 223,936 | 58,449 |
Total assets | 559,391 | 234,829 |
Current liabilities: | ||
Accounts payable | 14,296 | 3,672 |
Line of credit | 2,161 | 0 |
Accrued expenses and other current liabilities | 12,057 | 4,755 |
Lease liabilities, operating, current portion | 2,648 | 1,107 |
Lease liabilities, financing, current portion | 146 | 8 |
Debt, current portion | 1,771 | 614 |
Warrant liability, current portion | 0 | 2,780 |
Contingent consideration, current portion | 2,714 | 2,637 |
Total current liabilities | 35,793 | 15,573 |
Contingent consideration, long-term | 5,524 | 4,515 |
Lease liabilities, operating, long-term | 15,047 | 8,757 |
Lease liabilities, financing, long-term | 329 | 12 |
Debt, long-term | 6,122 | 655 |
Deferred tax liabilities | 7,269 | 0 |
Other long-term liabilities | 48 | 71 |
Total liabilities | 70,132 | 29,583 |
Commitments and Contingencies (Note 12) | ||
Shareholders’ equity: | ||
Preferred stock, $0.001 par value; 1,000,000 shares authorized, Series A, 4,250 shares designated, and 0 shares issued and outstanding as of September 30, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.001 par value; 150,000,000 shares authorized, 41,444,191 and 33,039,146 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively | 41 | 33 |
Additional paid-in capital | 579,929 | 302,598 |
Accumulated other comprehensive loss | (163) | 0 |
Accumulated deficit | (90,548) | (97,385) |
Total shareholders’ equity | 489,259 | 205,246 |
Total liabilities and shareholders’ equity | $ 559,391 | $ 234,829 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accounts receivable, allowance for doubtful accounts | $ 287 | $ 85 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, issued (in shares) | 41,444,191 | 33,039,146 |
Common stock, outstanding (in shares) | 41,444,191 | 33,039,146 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares designated (in shares) | 4,250 | 4,250 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |||||
Revenue | $ 33,800,000 | [1] | $ 11,279,000 | [2] | $ 81,851,000 | [2] | $ 33,361,000 | [2] |
Costs and operating expenses: | ||||||||
Research and development | 3,219,000 | 1,725,000 | 8,250,000 | 4,865,000 | ||||
Sales and marketing | 4,065,000 | 1,588,000 | 9,228,000 | 4,530,000 | ||||
General and administrative | 10,081,000 | 3,503,000 | 22,058,000 | 9,916,000 | ||||
Intangible asset amortization | 2,525,000 | 706,000 | 5,340,000 | 2,100,000 | ||||
Acquisition costs | 345,000 | 179,000 | 1,616,000 | 417,000 | ||||
Change in fair value of contingent consideration | (140,000) | (2,000) | 1,086,000 | (1,528,000) | ||||
Total operating expenses | 44,959,000 | 12,525,000 | 98,546,000 | 34,193,000 | ||||
Operating loss | (11,159,000) | (1,246,000) | (16,695,000) | (832,000) | ||||
Other income (expense): | ||||||||
Change in fair value of warrant liability | 0 | (1,005,000) | (121,000) | 4,467,000 | ||||
Change in fair value of investments | 0 | 1,110,000 | 0 | 1,110,000 | ||||
Interest (expense) income, net | (194,000) | 13,000 | (331,000) | 59,000 | ||||
Other expense | (7,000) | (5,000) | (7,000) | (9,000) | ||||
Gain on acquisition of Sexton Biotechnologies, Inc. | 6,451,000 | 0 | 6,451,000 | 0 | ||||
Total other income, net | 6,250,000 | 113,000 | 5,992,000 | 5,627,000 | ||||
(Loss) income before income tax benefit | (4,909,000) | (1,133,000) | (10,703,000) | 4,795,000 | ||||
Income tax benefit | 4,988,000 | 0 | 17,540,000 | 0 | ||||
Net income (loss) | 79,000 | (1,133,000) | 6,837,000 | 4,795,000 | ||||
Net income (loss) attributable to common shareholders: | ||||||||
Basic | 77,000 | (1,133,000) | 6,621,000 | 4,322,000 | ||||
Diluted | $ 77,000 | $ (1,133,000) | $ 6,628,000 | $ 279,000 | ||||
Basic (in dollars per share) | $ 0 | $ (0.04) | $ 0.18 | $ 0.17 | ||||
Diluted (in dollars per share) | $ 0 | $ (0.04) | $ 0.17 | $ 0.01 | ||||
Weighted average shares used to compute earnings (loss) per share attributable to common shareholders: | ||||||||
Basic (in shares) | 40,911,801 | 31,639,420 | 37,435,224 | 25,418,375 | ||||
Diluted (in shares) | 43,296,470 | 31,639,420 | 39,984,923 | 29,412,538 | ||||
Product [Member] | ||||||||
Revenue | $ 29,201,000 | $ 10,804,000 | $ 70,445,000 | $ 32,020,000 | ||||
Costs and operating expenses: | ||||||||
Cost of goods and services | 21,672,000 | 4,402,000 | 43,280,000 | 12,938,000 | ||||
Service Revenue [Member] | ||||||||
Revenue | 2,250,000 | 0 | 6,417,000 | 0 | ||||
Costs and operating expenses: | ||||||||
Cost of goods and services | 1,768,000 | 0 | 4,548,000 | 0 | ||||
Rental Revenue [Member] | ||||||||
Revenue | 2,349,000 | 475,000 | 4,989,000 | 1,341,000 | ||||
Costs and operating expenses: | ||||||||
Cost of goods and services | $ 1,424,000 | $ 424,000 | $ 3,140,000 | $ 955,000 | ||||
[1] | 2020 revenue includes service revenue related to SciSafe from October 1, 2020 through December 31, 2020. | |||||||
[2] | 2019 revenue includes automated thawing revenue related to Astero from April 1, 2019 through December 31, 2019; evo shipper rental revenue related to SAVSU from August 8, 2019 through December 31, 2019; and freezer and accessory revenue related to CBS from November 12, 2019 through December 31, 2019. |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net income | $ 79 | $ (1,133) | $ 6,837 | $ 4,795 |
Other comprehensive loss | (166) | 0 | (163) | 0 |
Comprehensive (loss) income | $ (87) | $ (1,133) | $ 6,674 | $ 4,795 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | GCI Acquisition [Member]Common Stock [Member] | GCI Acquisition [Member]Additional Paid-in Capital [Member] | GCI Acquisition [Member] | Sexton Acquisition [Member]Common Stock [Member] | Sexton Acquisition [Member]Additional Paid-in Capital [Member] | Sexton Acquisition [Member] | Preferred Stock [Member]Series A Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2019 | 0 | 20,825,452 | ||||||||||
Balance at Dec. 31, 2019 | $ 0 | $ 21 | $ 143,485 | $ (100,052) | $ 43,454 | |||||||
Stock based compensation | 3,818 | 3,818 | ||||||||||
Stock option exercises (in shares) | 528,793 | |||||||||||
Stock option exercises | 1,028 | 1,028 | ||||||||||
Cashless exercises of warrants (in shares) | 2,747,970 | |||||||||||
Cashless exercises of warrants | $ 3 | 33,108 | 33,111 | |||||||||
Stock issued – on vested RSAs (in shares) | 0 | 161,263 | ||||||||||
Net income (loss) | 4,795 | 4,795 | ||||||||||
Stock issued as 2019 bonus payout | 314 | 314 | ||||||||||
Sale of common stock, net of fees (in shares) | 7,856,012 | |||||||||||
Sale of common stock, net of fees | $ 8 | 100,113 | 100,121 | |||||||||
Common stock issued for services (in shares) | 3,175 | |||||||||||
Common stock issued for services | 60 | 60 | ||||||||||
Warrant exercises (in shares) | 8,500 | |||||||||||
Warrant exercises | 150 | 150 | ||||||||||
Balance (in shares) at Sep. 30, 2020 | 32,131,165 | |||||||||||
Balance at Sep. 30, 2020 | $ 32 | 282,076 | $ 0 | (95,257) | 186,851 | |||||||
Balance (in shares) at Jun. 30, 2020 | 25,982,367 | |||||||||||
Balance at Jun. 30, 2020 | $ 26 | 199,941 | (94,124) | 105,843 | ||||||||
Stock based compensation | 1,560 | 1,560 | ||||||||||
Stock option exercises (in shares) | 118,000 | |||||||||||
Stock option exercises | 244 | 244 | ||||||||||
Stock issued – on vested RSAs (in shares) | 0 | 72,873 | ||||||||||
Net income (loss) | (1,133) | (1,133) | ||||||||||
Sale of common stock, net of fees (in shares) | 5,951,250 | |||||||||||
Sale of common stock, net of fees | $ 6 | 80,201 | 80,207 | |||||||||
Common stock issued for services (in shares) | 3,175 | |||||||||||
Common stock issued for services | 60 | 60 | ||||||||||
Warrant exercises (in shares) | 3,500 | |||||||||||
Warrant exercises | 70 | 70 | ||||||||||
Balance (in shares) at Sep. 30, 2020 | 32,131,165 | |||||||||||
Balance at Sep. 30, 2020 | $ 32 | 282,076 | 0 | (95,257) | 186,851 | |||||||
Balance (in shares) at Dec. 31, 2020 | 33,039,146 | |||||||||||
Balance at Dec. 31, 2020 | $ 33 | 302,598 | 0 | (97,385) | 205,246 | |||||||
Stock issued as consideration in GCI acquisition (in shares) | 6,636,470 | 530,502 | ||||||||||
Stock issued as consideration in GCI acquisition | $ 7 | $ 232,734 | $ 232,741 | $ 31,977 | $ 31,977 | |||||||
Fees incurred for registration filings | (188) | (188) | ||||||||||
Stock based compensation | 8,891 | 8,891 | ||||||||||
Stock option exercises (in shares) | 632,665 | |||||||||||
Stock option exercises | $ 1 | 1,016 | 1,017 | |||||||||
Cashless exercises of warrants (in shares) | 70,030 | |||||||||||
Cashless exercises of warrants | 2,901 | 2,901 | ||||||||||
Stock issued – on vested RSAs (in shares) | 0 | 535,378 | ||||||||||
Foreign currency translation | (163) | (163) | ||||||||||
Net income (loss) | 6,837 | 6,837 | ||||||||||
Balance (in shares) at Sep. 30, 2021 | 41,444,191 | |||||||||||
Balance at Sep. 30, 2021 | $ 41 | 579,929 | (163) | (90,548) | 489,259 | |||||||
Balance (in shares) at Jun. 30, 2021 | 40,560,720 | |||||||||||
Balance at Jun. 30, 2021 | $ 41 | 542,864 | 3 | (90,627) | 452,281 | |||||||
Stock issued as consideration in GCI acquisition (in shares) | 530,502 | |||||||||||
Stock issued as consideration in GCI acquisition | $ 31,977 | $ 31,977 | ||||||||||
Fees incurred for registration filings | (188) | (188) | ||||||||||
Stock based compensation | 4,868 | 4,868 | ||||||||||
Stock option exercises (in shares) | 244,906 | |||||||||||
Stock option exercises | 408 | 408 | ||||||||||
Stock issued – on vested RSAs (in shares) | 0 | 108,063 | ||||||||||
Foreign currency translation | (166) | (166) | ||||||||||
Net income (loss) | $ 0 | $ 0 | 0 | 0 | 79 | 79 | ||||||
Balance (in shares) at Sep. 30, 2021 | 41,444,191 | |||||||||||
Balance at Sep. 30, 2021 | $ 41 | $ 579,929 | $ (163) | $ (90,548) | $ 489,259 |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Shareholders' Equity (Parentheticals) - shares | May 14, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
WAVI Holding AG and Taurus4757 GmbH Warrants [Member] | |||
Cashless warrant exercises (in shares) | 3,871,405 | 79,100 | 3,871,405 |
Cashless warrant exercises (in shares) | 79,100 |
Unaudited Condensed Consolida_7
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | ||
Net income | $ 6,837,000 | $ 4,795,000 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities | ||
Depreciation | 3,035,000 | 1,454,000 |
Amortization of intangible assets | 5,340,000 | 2,100,000 |
Stock-based compensation | 8,891,000 | 3,818,000 |
Non-cash lease expense | 1,795,000 | 455,000 |
Deferred income tax benefit | (17,540,000) | 0 |
Change in fair value of contingent consideration | 1,086,000 | (1,528,000) |
Change in fair value of warrant liability | 121,000 | (4,467,000) |
Change in fair value of investments | 0 | (1,110,000) |
Gain on acquisition of Sexton Biotechnologies, Inc. | (6,451,000) | 0 |
Stock issued for services | 0 | 30,000 |
Loss on disposal of assets held for rent, net | 333,000 | 0 |
Other | 504,000 | 9,000 |
Change in operating assets and liabilities, net of effects of acquisitions | ||
Accounts receivable, trade, net | (7,140,000) | (820,000) |
Inventories | (1,237,000) | (65,000) |
Prepaid expenses and other current assets | 1,769,000 | 68,000 |
Accounts payable | 1,368,000 | (604,000) |
Accrued expenses and other current liabilities | (2,530,000) | 689,000 |
Other | 0 | (436,000) |
Net cash (used in) provided by operating activities | (3,819,000) | 4,388,000 |
Cash flows from investing activities | ||
Cash acquired in acquisition of Global Cooling, Inc. and Sexton Biotechnologies, Inc. | 1,559,000 | |
Payments related to the acquisition of SciSafe, net of cash acquired | (500,000) | |
Purchases of property and equipment | (6,819,000) | (370,000) |
Purchases of assets held for lease | (5,412,000) | (1,791,000) |
Proceeds from sale of equipment | 22,000 | 3,000 |
Net cash used in investing activities | (10,650,000) | (2,658,000) |
Cash flows from financing activities | ||
Payments of contingent consideration | 0 | (483,000) |
Proceeds from sale of common stock, net of $6.2 million of costs in 2020 | 0 | 100,251,000 |
Fees paid related to issuance of common stock | (145,000) | (6,200,000) |
Proceeds from line of credit | 26,450,000 | 0 |
Payments on line of credit | (28,657,000) | 0 |
Proceeds from exercise of common stock options | 1,017,000 | 1,028,000 |
Proceeds from exercise of warrants | 0 | 40,000 |
Other | (280,000) | (30,000) |
Net cash (used in) provided by financing activities | (673,000) | 100,806,000 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (15,142,000) | 102,536,000 |
Cash, cash equivalents, and restricted cash – beginning of period | 90,456,000 | 6,448,000 |
Effects of currency translation on cash, cash equivalents, and restricted cash | (163,000) | 0 |
Cash, cash equivalents, and restricted cash – end of period | 75,151,000 | 108,984,000 |
Non-cash investing and financing activities | ||
Cashless exercise of warrants reclassified from warrant liability to common stock | 2,901,000 | 33,111,000 |
Value of issued shares | 264,718,000 | 0 |
Equipment acquired under operating leases | 6,971,000 | 0 |
Equipment acquired under finance leases | 440,000 | 0 |
Purchase of property and equipment not yet paid | 305,000 | 29,000 |
Reclassification of warrant liabilities to equity upon exercise | 0 | 110,000 |
Financing costs paid in a prior period | 0 | 130,000 |
Stock issued as a prepayment of services | 0 | 30,000 |
Purchase of equipment with debt | 0 | 270,000 |
Bonus Consideration [Member] | ||
Non-cash investing and financing activities | ||
Stock issued as a prepayment of services | 0 | 314,000 |
Paycheck Protection Program CARES Act [Member] | ||
Cash flows from financing activities | ||
Proceeds from Loan | 0 | 2,175,000 |
Payoff of PPP Loan | 0 | (2,175,000) |
Equipment Loans [Member] | ||
Cash flows from financing activities | ||
Proceeds from Loan | 1,640,000 | 0 |
Financed Insurance Premium [Member] | ||
Cash flows from financing activities | ||
Payments on financed insurance premium | $ (698,000) | $ 0 |
Unaudited Condensed Consolida_8
Unaudited Condensed Consolidated Statements of Cash Flows (Parentheticals) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Stock issuance costs | $ 145 | $ 6,200 |
Note 1 - Organization and Signi
Note 1 - Organization and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Basis of Presentation and Significant Accounting Policies [Text Block] | 1. Business BioLife Solutions, Inc. (“BioLife”, “us”, “we”, “our”, or the “Company”) is a developer, manufacturer, and supplier of a portfolio of bioproduction tools and services including proprietary biopreservation media, automated thawing devices, cloud-connected shipping containers, ultra-low temperature mechanical freezers, cryogenic and controlled rate freezers and biological and pharmaceutical materials storage. Our CryoStor® freeze media and HypoThermosol® hypothermic storage media are optimized to preserve cells in the regenerative medicine market. These novel biopreservation media products are serum-free and protein-free, fully defined, and are formulated to reduce preservation-induced cell damage and death. Our Sexton cell processing product line includes human platelet lysates (“hPL”) for cell expansion reducing risk and improving downstream performance over fetal bovine serum, human serum, and other chemically defined media, CellSeal® cryogenic vials that are purpose-built rigid containers used in cell and gene therapy (“CGT”) that can be filled manually or with high throughput systems, and automated cell processing machines that bring multiple processes traditionally performed by manual techniques under a higher level of control to protect therapies from loss or contamination. Our ThawSTAR® product line is comprised of a family of automated thawing devices for frozen cell and gene therapies packaged in cryovials and cryobags. These products administer temperature-sensitive biologic therapies to patients by standardizing the thawing process and reducing the risks of contamination and overheating, which are inherent with the use of traditional water baths. Our cryogenic freezer technology provides for controlled rate freezing and storage of biologic materials. Our ultra-low temperature mechanical freezers allow biological materials and vaccines to be stored at temperatures which range from negative 20℃ 80℃. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates and assumptions by management affect the Company’s allowance for doubtful accounts, the net realizable value of inventory, fair value of warrant liability, valuation of market based awards, valuations and purchase price allocations related to investments and business combinations, expected future cash flows including growth rates, discount rates, terminal values and other assumptions and estimates used to evaluate the recoverability of long-lived assets, estimated fair values of intangible assets and goodwill, amortization methods and periods, certain accrued expenses, share-based compensation, contingent consideration from business combinations, tax reserves, and the recoverability of the Company’s net deferred tax assets and the related valuation allowance. The Company regularly assesses these estimates; however, actual results could differ materially from these estimates. Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions that it believes to be reasonable under the circumstances. Basis of presentation The Unaudited Condensed Consolidated Financial Statements included herein have been prepared by BioLife in accordance with U.S. GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), for Quarterly Reports on Form 10 10 X not 10 December 31, 2020. The Unaudited Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, Astero Bio Corporation (“Astero,” and the Astero product line, “ThawStar” acquired on April 1, 2019), August 8, 2019), November 12, 2019), October 1, 2020), May 3, 2021), September 1, 2021). In the opinion of management, the accompanying Unaudited Condensed Consolidated Financial Statements include all adjustments, consisting of only normal, recurring adjustments necessary for a fair presentation of the financial position, results of operations, and cash flows. The results of operations for the interim periods presented are not Financial Statement Reclassification Certain classifications on the Unaudited Condensed Consolidated Balance Sheets related to accrued expenses and other current liabilities, debt, current portion, and debt, long-term as of December 31, 2020 no Segment reporting The Company operates and manages its business as one Significant accounting policies There have been no nine September 30, 2021, 10 Liquidity and capital resources On September 30, 2021 December 31, 2020, may may not Risks and uncertainties On March 10, 2020, 2, 2019 19” 19 19, 19. not 19, The Company may 19 third Any disruption and volatility in the global capital markets as a result of the pandemic may 19 not The ultimate extent to which the COVID- 19 19 On March 27, 2020, As of March 30, 2020, September 30, 2021, 2021 2022. On March 11, 2021, 2021” In the SciSafe acquisition, the Company assumed a $295,300 loan from the PPP. The loan incurs interest at 1% and is unsecured. Should any portion of the principal of the note not October 2022. no Concentrations of credit risk and business risk We derived approximately 19% and 14% of revenue from one three nine September 30, 2021, one three nine September 30, 2020, No 10% three nine September 30, 2021 2020. The following table represents the Company’s total revenue by geographic area (based on the location of the customer): Three Months Ended Nine Months Ended September 30, September 30, Revenue by customers geographic locations 2021 2020 2021 2020 North America 88 % 84 % 87 % 86 % Europe, Middle East, Africa (EMEA) 9 % 13 % 10 % 12 % Other 3 % 3 % 3 % 2 % Total revenue 100 % 100 % 100 % 100 % We derived approximately 30% and 33% of our revenue from CryoStor products in the three nine September 30, 2021, three nine September 30, 2020. 780XLE three nine September 30, 2021, 780XLE not 10% three nine September 30, 2020. As of September 30, 2021 December 31, 2020, two one No 10% September 30, 2021 December 31, 2020. As of September 30, 2021 December 31, 2020, one No 10% September 30, 2021 December 31, 2020. Recent accounting pronouncements In October 2021, 2021 08, 805 Accounting for Contract Assets and Contract Liabilities from Contracts with Customers 606 606 2021 08 December 15, 2022, In July 2021, 2021 05, 842 Lessors - Certain Leases with Variable Lease Payments 2021 05" 2021 05 840. not 1 842 10 25 2 25 3; 2 one 2021 05 December 15, 2021, 2021 05 In May 2021, No. 2021 04, Issuer s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options 2021 04 2021 04 December 15, 2021, 2021 04 not not In August 2020, No. 2020 06, Debt - Debt with Conversion and Other Options (Subtopic 470 20 s Own Equity (Subtopic 815 40 2020 06 2020 06 2020 06 December 15, 2021, no December 15, 2020. not In March 2020, No. 2020 04, Reference Rate Reform (Topic 848 January 2021, 2021 01, no December 1, 2022, not In June 2016, No. 2016 13, Financial Instruments Credit Losses (Topic 326 2016 13 2016 13 December 15, 2023, |
Note 2 - Fair Value Measurement
Note 2 - Fair Value Measurement | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 2. Fair value measurement In accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures 820” 820 820 three Level 1 Level 2 1 not Level 3 The fair value of the Astero Contingent Consideration liability was initially valued based on unobservable inputs using a Black-Scholes valuation model. These inputs included the estimated amount and timing of projected future revenue, a discount rate of 17.5%, risk-free rates between 2.29% and 2.41% and revenue volatility of 56%. Significant increases (decreases) in any of those inputs in isolation would result in a significantly higher (lower) fair value measurement. Generally, changes used in the assumptions for projected future revenue and revenue volatility would be accompanied by a directionally similar change in the fair value measurement. Conversely, changes in the discount rate would be accompanied by a directionally opposite change in the related fair value measurement. However, due to the Contingent Consideration having a maximum payout amount, changes in these assumptions would not September 30, 2021, three nine September 30, 2021, December 31, 2020 $81,000. may The fair value of the CBS Contingent Consideration liability was initially valued based on unobservable inputs using a Monte Carlo simulation. These inputs included the estimated amount and timing of projected future revenue, a discount rate of 26.0%, a risk-free rate of approximately 1.74% and revenue volatility of 70%. Significant increases (decreases) in any of those inputs in isolation would result in a significantly higher (lower) fair value measurement. Generally, changes used in the assumptions for projected future revenue and revenue volatility would be accompanied by a directionally similar change in the fair value measurement. Conversely, changes in the discount rate would be accompanied by a directionally opposite change in the related fair value measurement. However, due to the Contingent Consideration having a maximum payout amount, changes in these assumptions would not September 30, 2021, September 30, 2021 December 31, 2020 may The fair value of the SciSafe Contingent Consideration liability was initially valued based on unobservable inputs using a Monte Carlo simulation. These inputs included the estimated amount and timing of projected future revenue, a discount rate of 4.5%, a risk-free rate of approximately 0.20%, asset volatility of 60%, and revenue volatility of 15%. Significant increases (decreases) in any of those inputs in isolation would result in a significantly higher (lower) fair value measurement. Generally, changes used in the assumptions for projected future revenue and revenue volatility would be accompanied by a directionally similar change in the fair value measurement. Conversely, changes in the discount rate would be accompanied by a directionally opposite change in the related fair value measurement. However, due to the Contingent Consideration having a maximum payout amount, changes in these assumptions would not September 30, 2021, September 30, 2021 December 31, 2020 three nine September 30, 2021, may For the warrant liability, the significant Level 3 March 25, 2021. December 31, 2020, not March 25, 2021, There were no nine September 30, 2021 not The following tables set forth the Company’s financial assets measured at fair value on a recurring basis as of September 30, 2021 December 31, 2020, three (In thousands) As of September 30, 2021 Level 1 Level 2 Level 3 Total Assets: Money market accounts $ 70,152 $ - $ - $ 70,152 Total 70,152 - - 70,152 Liabilities: Contingent consideration - business combinations - - 8,238 8,238 Total $ - $ - $ 8,238 $ 8,238 As of December 31, 2020 Level 1 Level 2 Level 3 Total Assets: Money market accounts $ 90,403 $ - $ - $ 90,403 Total 90,403 - - 90,403 Liabilities: Contingent consideration - business combinations - - 7,152 7,152 Warrant liability - - 2,780 2,780 Total $ - $ - $ 9,932 $ 9,932 The fair values of money market funds classified as Level 1 3 no The following table presents the changes in fair value of contingent consideration liabilities which are measured using Level 3 Nine Months Ended September 30, (In thousands) 2021 2020 Beginning balance $ 7,152 $ 1,914 Change in fair value recognized in net income (loss) 1,086 (1,528 ) Ending balance $ 8,238 $ 386 The following table presents the changes in fair value of warrant liabilities which are measured using Level 3 Nine Months Ended September 30, (In thousands) 2021 2020 Beginning balance $ 2,780 $ 39,602 Exercised warrants (2,901 ) (33,221 ) Change in fair value recognized in net income (loss) 121 (4,467 ) Ending balance $ - $ 1,914 |
Note 3 - Acquisitions
Note 3 - Acquisitions | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 3. Sexton acquisition General terms and effects On August 9, 2021, On September 1, 2021, three nine September 30, 2021. Total consideration transferred (in thousands, except number of shares and stock price): Merger consideration shares 530,502 BioLife stock price (as of September 1, 2021) $ 60.50 Value of issued shares $ 32,095 plus: Fair value of BioLife’s existing investment in Sexton $ 7,951 less: Net working capital adjustment $ (118 ) Merger Consideration $ 39,928 Transaction costs related to the acquisition are expensed as incurred and are not Fair value of net assets acquired As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may not 12 September 30, 2021 Under the acquisition method of accounting, the assets acquired and liabilities assumed from Sexton were estimated as of the merger date, at their respective fair values, and consolidated with those of BioLife. The estimated fair value of the net tangible assets acquired is approximately $4.1 million, the estimated fair value of the deferred tax liability acquired is approximately $1.3 million, the estimated fair value of the intangible assets acquired is approximately $8.8 million, and the estimated residual goodwill is approximately $28.3 million. The gross contractual accounts receivable acquired in the acquisition was $509,000. Of the acquired accounts receivable, $17,000 is estimated to be uncollectable. The fair value calculations required critical estimates, including, but not The table below represents the estimated fair value of the net assets acquired and liabilities assumed, which were recorded as of the merger date (amounts in thousands). Cash $ 1,516 Accounts receivable, net 492 Inventory 1,310 Prepaid expenses and other current assets 670 Property, plant and equipment, net 737 Operating lease right-of-use assets, net 470 Developed technology 4,132 Customer relationships 2,276 Tradenames 2,324 Non-compete agreements 90 Goodwill 28,273 Accounts payable (291 ) Lease liabilities, operating (470 ) Deferred tax liability (1,284 ) Other liabilities (317 ) Fair value of net assets acquired $ 39,928 The fair value of Sexton’s identifiable intangible assets and useful lives are as follows (amounts in thousands, except years): Fair Value Useful Life (Years) Developed technology $ 4,132 5 - 9 Customer relationships 2,276 2 Tradenames 2,324 11 Non-compete agreements 90 1 Total identifiable intangible assets $ 8,822 Fair value measurement methodologies used to calculate the value of any asset can be broadly classified into one three three not Some of the more significant assumptions inherent in the development of intangible asset fair values, from the perspective of a market participant, include, but are not Acquired goodwill The goodwill of $28.3 not Global Cooling acquisition General terms and effects On March 19, 2021, On May 3, 2021, Merger consideration The aggregate merger consideration paid pursuant to the GCI Merger Agreement to the GCI Stockholders was 6,646,870 newly issued shares of common stock, provided, however, that the GCI Merger Consideration otherwise payable to GCI Stockholders is subject to the withholding of the GCI Escrow Shares (as defined below) and is subject to reduction for indemnification obligations. The GCI Merger Consideration allocable to one 805, not Total consideration transferred (in thousands, except number of shares, stock price, and consideration percentage): BioLife shares outstanding (as of March 19, 2021) 33,401,359 Merger consideration percentage 19.9 % Merger consideration shares 6,646,870 less: Merger consideration shares withheld to satisfy outstanding GCI stockholder obligations to GCI 10,400 Subtotal 6,636,470 BioLife stock price (as of May 3, 2021) $ 35.07 Value of issued shares $ 232,741 plus: Settlement of BioLife prepaid deposits $ 2,152 plus: Net settlement of BioLife accounts receivable $ 16 Merger Consideration $ 234,909 Transaction costs related to the acquisition are expensed as incurred and are not Escrow shares At the GCI Closing, approximately nine The GCI Escrow Property will be held for a period of up to twenty-four Fair value of net assets acquired As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may not 12 September 30, 2021 may Under the acquisition method of accounting, the assets acquired and liabilities assumed from Global Cooling were estimated as of the merger date, at their respective fair values, and consolidated with those of BioLife. The estimated fair value of the net tangible assets acquired is approximately $740,000, the estimated fair value of the deferred tax liability acquired is approximately $23.5 million, the estimated fair value of the intangible assets acquired is approximately $120.5 million, and the estimated residual goodwill is approximately $137.2 million. The gross contractual accounts receivable acquired in the acquisition was $7.1 million. Of the acquired accounts receivable, $53,000 was estimated to be uncollectable. The fair value calculations required critical estimates, including, but not The table below represents the estimated fair value of the net assets acquired and liabilities assumed, which were recorded as of the merger date (amounts in thousands). Cash $ 43 Accounts receivable, net 7,076 Inventory 15,547 Prepaid expenses and other current assets 639 Property, plant and equipment, net 3,512 Operating lease right-of-use assets, net 1,741 Financing lease right-of-use assets, net 114 Long-term deposits and other assets 4 Developed technology 18,140 Customer relationships 7,020 Tradenames 26,640 Non-compete agreements 1,240 In-process research and development 67,440 Goodwill 137,215 Accounts payable (9,837 ) Line of credit (4,231 ) Lease liabilities, operating (1,880 ) Lease liabilities, financing (114 ) Long-term debt (4,410 ) Deferred tax liability (23,526 ) Other liabilities (7,464 ) Fair value of net assets acquired $ 234,909 The fair value of Global Cooling’s identifiable intangible assets and useful lives are as follows (amounts in thousands, except years): Fair Value Useful Life (Years) Developed technology $ 18,140 6 Customer relationships 7,020 12 Tradenames 26,640 15 Non-compete agreements 1,240 4 In-process research and development 67,440 N/A Total identifiable intangible assets $ 120,480 Fair value measurement methodologies used to calculate the value of any asset can be broadly classified into one three three not Some of the more significant assumptions inherent in the development of intangible asset fair values, from the perspective of a market participant, include, but are not Acquired goodwill The goodwill of $137.2 million represents future economic benefits expected to arise from synergies from combining operations and commercial organizations to increase market presence and the extension of existing customer relationships. The goodwill recorded is not The Company recorded revenue from Sexton of $425,000 and a net loss of $227,000 from September 1, 2021, September 30, 2021. May 3, 2021, September 30, 2021. The following unaudited pro forma financial information presents the combined results of operations of Sexton as if the acquisition had occurred on January 1, 2020 Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 (unaudited) 2020 (unaudited) 2021 (unaudited) 2020 (unaudited) Total revenue $ 34,524 $ 11,697 $ 85,189 $ 34,707 Net (loss) income $ (685 ) $ (1,850 ) $ 4,612 $ 2,056 The following unaudited pro forma financial information presents the combined results of operations of Global Cooling as if the acquisition had occurred on January 1, 2020 Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 (unaudited) 2020 (unaudited) 2021 (unaudited) 2020 (unaudited) Total revenue $ 33,800 $ 21,204 $ 106,427 $ 58,056 Net income (loss) $ 79 $ (3,393 ) $ (1,939 ) $ 4,912 |
Note 4 - Inventory
Note 4 - Inventory | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 4. Inventory consists of the following as of September 30, 2021 December 31, 2020: (In thousands) 2021 2020 Raw materials $ 16,445 $ 2,855 Work in progress 4,597 2,006 Finished goods 8,654 6,741 Total $ 29,696 $ 11,602 |
Note 5 - Assets Held for Rent
Note 5 - Assets Held for Rent | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Assets Held For Rent [Text Block] | 5. Assets held for rent Assets held for rent consist of the following as of September 30, 2021 December 31, 2020: (In thousands) 2021 2020 Shippers placed in service $ 5,433 $ 3,171 Fixed assets held for rent 3,603 - Accumulated depreciation (1,284 ) (411 ) Net 7,752 2,760 Shippers and related components in production 2,334 1,945 Total $ 10,086 $ 4,705 Shippers and related components in production include shippers complete and ready to be deployed and placed in service upon a customer order, shippers in the process of being assembled, and components available to build shippers. We recognized $410,000 and $873,000 in depreciation expense related to assets held for rent during the three nine September 30, 2021, three nine September 30, 2020, |
Note 6 - Goodwill and Intangibl
Note 6 - Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | 6. Goodwill Goodwill represents the difference between the purchase price and the estimated fair value of identifiable assets acquired and liabilities assumed. Goodwill acquired in a business combination is determined to have an indefinite useful life and is not 350. not nine September 30, 2021. Intangible assets Intangible assets, net consisted of the following as of September 30, 2021: (In thousands, except weighted average useful life) September 30, 2021 Finite-lived intangible assets: Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Usefu l Life (in years) Customer Relationships $ 17,516 $ (1,177 ) $ 16,339 10.8 Tradenames 35,574 (1,672 ) 33,902 14.4 Technology - acquired 41,942 (6,300 ) 35,642 6.1 Non-compete agreements 1,990 (302 ) 1,688 3.3 In-process research and development⁽¹⁾ 67,440 - 67,440 N/A Total intangible assets $ 164,462 $ (9,451 ) $ 155,011 10.1 ( 1 not Intangible assets, net consisted of the following as of December 31, 2020: December 31, 2020 Finite-lived intangible assets: Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Useful Life (in years) Customer Relationships $ 8,220 $ (330 ) $ 7,890 12.8 Tradenames 6,610 (508 ) 6,102 14.0 Technology - acquired 19,670 (3,232 ) 16,438 7.1 Non-compete agreements 660 (41 ) 619 3.8 Total intangible assets $ 35,160 $ (4,111 ) $ 31,049 9.7 Amortization expense for finite-lived intangible assets was $2.5 million and $5.3 million for the three nine September 30, 2021, three nine September 30, 2020, September 30, 2021, (In thousands) For the Years Ending December 31, Estimated Amortization Expense 2021 (3 months remaining) $ 2,858 2022 11,403 2023 10,934 2024 10,109 2025 9,730 Thereafter 42,537 Total $ 87,571 |
Note 7 - Line of Credit and Lon
Note 7 - Line of Credit and Long-term Debt | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Long-term Debt [Text Block] | 7. At September 30, 2021 June 2023. 3 October 14, 2021, Long-term debt consisted of the following as of September 30, 2021 December 31, 2020: September 30, December 31, (In thousands) Maturity Date Interest Rate 2021 2020 2019 term loan Sep-23 10.5 % $ 1,750 $ - 2018 term loan Sep-23 10.5 % 2,813 - Insurance premium financing Apr-22 4.0 % 726 - Paycheck Protection Program loan May-22 1.0 % 295 295 Freezer equipment loan Dec-25 5.7 % 652 365 Manufacturing equipment loans Oct-25 5.7 % 376 439 Freezer installation loan Various 6.3 % 1,395 156 Other loans Various Various 10 14 Total debt 8,017 1,269 Less: Unamortized debt issuance costs (124 ) - Total debt, net of unamortized debt issuance costs $ 7,893 $ 1,269 The 2019 2018 As of September 30, 2021, five (In thousands) Amount 2021 (3 months remaining) $ 950 2022 1,208 2023 2,038 2024 1,944 2025 543 Thereafter 1,334 Total $ 8,017 Debt covenants and default provisions The line of credit, 2019 2018 September 30, 2021, not October 14, 2021. 2019 2018 On October 1, 2021, two one December 7, 2018 October 1, 2019, December 18, 2027 September 7, 2024, one |
Note 8 - Share-based Compensati
Note 8 - Share-based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Share-based Payment Arrangement [Text Block] | 8. Share-based compensation Service vesting-based stock options The following is a summary of service vesting based stock option activity for the nine September 30, 2021, September 30, 2021: Nine Months Ended September 30, 2021 Shares Wtd. Avg. Exercise Price Outstanding as of beginning of year 844,455 $ 2.00 Exercised (131,590 ) 1.48 Forfeited (1,146 ) 5.69 Expired (35,714 ) 1.73 Outstanding as of September 30, 2021 676,005 $ 2.12 Stock options exercisable as of September 30, 2021 671,964 $ 2.11 We recognized $6,000 and $21,000 in stock compensation expense related to service vesting-based options during the three nine September 30, 2021, three nine September 30, 2020, September 30, 2021, September 30, 2021. three nine September 30, 2021, three nine September 30, 2020, September 30, 2021 September 30, 2021, Performance-based stock options The following is a summary of performance-based stock option activity under our stock option plan for the nine September 30, 2021, September 30, 2021: Nine Months Ended September 30, 2021 Shares Wtd. Avg. Exercise Price Outstanding as of beginning of year 686,001 $ 1.64 Exercised (501,075 ) 1.64 Outstanding as of September 30, 2021 184,926 $ 1.64 Stock options exercisable as of September 30, 2021 184,926 $ 1.64 No stock compensation expense was recognized during the three nine September 30, 2021 2020 September 30, 2021, September 30, 2021. three nine September 30, 2021, three nine September 30, 2020, September 30, 2021 September 30, 2021 There were no stock options granted to employees and non-employee directors in the three nine September 30, 2021 2020. Restricted stock Service vesting-based restricted stock The following is a summary of service vesting-based restricted stock activity for the nine September 30, 2021, September 30, 2021: Nine Months Ended September 30, 2021 Shares Wtd. Avg. Grant Date Fair Value Outstanding as of beginning of year 930,854 $ 19.31 Granted 751,363 47.50 Vested (241,590 ) 15.97 Forfeited (79,079 ) 34.86 Non-vested as of September 30, 2021 1,361,548 $ 34.56 The aggregate fair value of the service vesting-based awards granted was $31.1 million and $35.7 million during the three nine September 30, 2021, three nine September 30, 2020 three nine September 30, 2021, three nine September 30, 2020, We recognized $4.4 million and $8.0 million in stock compensation expense related to service vesting-based restricted stock awards during the three nine September 30, 2021, three nine September 30, 2020, September 30, 2021, Performance-based restricted stock We recognized stock compensation benefit of $0 and $186,000 for the three nine September 30, 2021 not three nine September 30, 2020, September 30, 2021, Market-based restricted stock The following is a summary of market-based restricted stock option activity under our stock option plan for the nine September 30, 2021 September 30, 2021: Nine Months Ended September 30, 2021 Shares Wtd. Avg. Grant Date Fair Value Outstanding as of beginning of year 224,774 $ 19.20 Granted 152,665 30.85 Vested (231,268 ) 26.98 Non-vested as of September 30, 2021 146,171 $ 20.78 On February 25, 2019, April 1, 2019 February 8, 2021, January 1, 2019 December 31, 2020 20 2 0% December 31, 2020. On March 25, 2020, January 1, 2020 December 31, 2021 20 2 0% 2 December 31, 2021. On February 8, 2021, January 1, 2021 December 31, 2022 20 0% December 31, 2022. On May 3, 2021, one January 1, 2021 December 31, 2022 20 0% December 31, 2022. We recognized $413,000 and $1.1 million in stock compensation expense related to market-based restricted stock awards during the three nine September 30, 2021, three nine September 30, 2020, September 30, 2021, We recorded total stock compensation expense for the three nine September 30, 2021 2020, Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Research and development costs $ 551 $ 291 $ 1,171 $ 687 Sales and marketing costs 560 256 1,012 581 General and administrative costs 3,015 868 5,662 2,144 Cost of revenue 742 145 1,047 406 Total $ 4,868 $ 1,560 $ 8,892 $ 3,818 |
Note 9 - Warrants
Note 9 - Warrants | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Warrants [Text Block] | 9. In March 2014, March 2021. In May 2016, May 2021. On May 14, 2020, Taurus4757 On March 25, 2021, The following table summarizes warrant activity for the nine September 30, 2021: Shares Wtd. Avg. Exercise Price Outstanding as of December 31, 2020 79,100 $ 4.75 Exercised (79,100 ) 4.75 Outstanding and exercisable as of September 30, 2021 - $ - |
Note 10 - Income Taxes
Note 10 - Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 10. The Company accounts for income taxes under ASC Topic 740 The Company’s tax provision for interim periods is determined using an estimate of the annual effective income tax rate, adjusted for discrete items, if any, that occur in the relevant period. The income tax benefit of $17.5 million for the nine September 30, 2021 $17.5 May 3, 2021 The income tax benefit of $5.0 million for the three September 30, 2021 The Company’s US projected effective income tax rate without discrete items was 18%, which is lower than the US federal statutory rate of 21% primarily due to the impact of a projected partial valuation allowance on net operating loss carryforwards, non-deductible transaction costs and executive compensation offset by state tax benefits and research tax credits. Realization of deferred tax assets is dependent upon the generation of future taxable income, the timing and amount of which are uncertain. In determining the need for a valuation allowance, the Company’s management evaluates both positive and negative evidence when concluding whether it is more likely than not In connection with the Global Cooling acquisition on May 3, 2021, August 9, 2021, Future utilization of the net operating loss and tax credit carryforwards may 382 1986, 382, 382 may |
Note 11 - Net (Loss) Income Per
Note 11 - Net (Loss) Income Per Common Share | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 11. The Company considers its unexercised warrants and unvested restricted shares, which contain non-forfeitable rights to dividends, participating securities, and includes such participating securities in its computation of earnings per share pursuant to the two two two The following table presents computations of basic and diluted earnings per share under the two Three Months Ended Nine Months Ended September 30, September 30, (In thousands, except share and earnings per share data) 2021 2020 2021 2020 Basic earnings (loss) per common share Numerator: Net income (loss) $ 79 $ (1,133 ) $ 6,837 $ 4,795 Amount attributable to unvested restricted shares (2 ) - (212 ) (138 ) Amount attributable to warrants outstanding - - (4 ) (335 ) Net income (loss) allocated to common shareholders 77 (1,133 ) 6,621 4,322 Denominator: Weighted-average common shares issued and outstanding 40,911,801 31,639,420 37,435,224 25,418,375 Basic earnings (loss) per common share $ 0.00 $ (0.04 ) $ 0.18 $ 0.17 Diluted earnings (loss) per common share Numerator: Net income (loss) $ 79 $ (1,133 ) $ 6,837 $ 4,795 Amount attributable to unvested restricted shares (2 ) - (205 ) - Amount attributable to warrants - - (4 ) (49 ) Less: gain related to change in fair value of warrants - - - (4,467 ) Diluted earnings (loss) per common share 77 (1,133 ) 6,628 279 Denominator: Weighted-average common shares issued and outstanding 40,911,801 31,639,420 37,435,224 25,418,375 Dilutive potential common shares from: Stock options 1,069,207 - 1,330,207 1,754,051 Restricted shares 1,315,462 - 1,195,154 285,975 Warrants - - 24,338 1,954,137 Diluted weighted average shares issued and outstanding 43,296,470 31,639,420 39,984,923 29,412,538 Diluted earnings (loss) per common share $ 0.00 $ (0.04 ) $ 0.17 $ 0.01 The following table sets forth the number of weighted-average common shares excluded from the computation of diluted loss per share, as their inclusion would have been anti-dilutive: Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Stock options and restricted stock awards - 2,183,537 - - Warrants - 62,769 - - Total - 2,246,306 - - |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 12. Employment agreements We have employment agreements with certain key employees. None may Litigation From time to time, the Company is subject to various legal proceedings that arise in the ordinary course of business, none may not Indemnification As permitted under Delaware law and in accordance with the Company’s bylaws, the Company is required to indemnify its officers and directors for certain errors and occurrences while the officer or director is or was serving in such capacity. The Company is also party to indemnification agreements with its directors. The Company believes the fair value of the indemnification rights and agreements is minimal. Accordingly, the Company has not September 30, 2021. |
Note 13 - Revenue
Note 13 - Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 13. To determine revenue recognition for contractual arrangements that we determine are within the scope of Financial Accounting Standards Board (“FASB”) Topic 606, Revenue from Contracts with Customers five five The Company also generates revenue from the leasing of our property, plant, and equipment, operating right-of-use assets, and evo cold chain systems to customers pursuant to service contracts or rental arrangements entered into with the customer. Revenue from these arrangements is not 606 842, Leases Total bioproduction tools and services revenue for three nine September 30, 2021 2020 Three Months Ended Nine Months Ended September 30, September 30, (In thousands, except percentages) 2021 2020 2021 2020 Product revenue Freezer and thaw $ 17,610 $ 3,371 $ 40,021 $ 9,237 Cell processing 11,505 7,414 30,131 22,753 Storage and cold chain services 86 19 293 30 Service revenue Storage and cold chain services 2,250 - 6,417 - Rental revenue Storage and cold chain services 2,349 475 4,989 1,341 Total revenue $ 33,800 $ 11,279 $ 81,851 $ 33,361 The following table includes estimated rental revenue expected to be recognized in the future related to embedded leases as well as estimated service revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting periods. The Company is electing not one 2014 09, Revenue from Contracts with Customers not one September 30, 2021. The balances in the table below are partially based on judgments involved in estimating future orders from customers subject to the exercise of material rights pursuant to respective contracts: Year Ending December 31, (In thousands) 2021 2022 2023 2024 Total Rental revenue $ 2,983 $ 7,733 $ 422 $ - $ 11,138 Service revenue $ 40 $ 31 $ 31 $ 10 $ 112 |
Note 14 - Leases
Note 14 - Leases | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Lessee, Leases [Text Block] | 14. Lessee arrangements We lease approximately 32,106 square feet in our Bothell, Washington headquarters. In November 2020, July 31, 2031. 2021 2023. two five first August 1, 2031, second first September 30, 2021, August. We lease approximately 3,460 square feet in our Menlo Park, California location. The term of our lease continues until December 31, 2021. September 30, 2021. We lease approximately 9,932 square feet in our Albuquerque, New Mexico location. The term of our lease continues until December 31, 2021 two three first December 1, 2021, second December 1, 2024. September 30, 2021, We lease approximately 106,998 square feet in our Detroit, Michigan location under a month-to-month arrangement. The monthly base rent is approximately $35,000 as of September 30, 2021. We lease approximately 16,800 square feet in the United States. The term of the lease continues until February 28, 2026 no September 30, 2021, March. We lease approximately 20,000 square feet in the United States. The term of the lease continues until March 31, 2024 no September 30, 2021, April. We lease approximately 12,500 square feet in the United States. The term of the lease continues until January 31, 2023 no September 30, 2021. We lease approximately 16,153 square feet in the United States. The term of the lease continues until June 30, 2024 no September 30, 2021, July. We lease approximately 26,800 square feet in the United States. The term of the lease continues until November 1, 2031 two five first November 1, 2031, second November 1, 2036. September 30, 2021, June, first first first We lease approximately 47,533 square feet in the Netherlands. The term of our lease began on April 1, 2021 March 31, 2026, five €29,000 September 30, 2021) January We lease approximately 50,000 square feet in our Athens, Ohio location. The term of our lease continues until March 31, 2028 September 30, 2021, April. We lease approximately 1,807 square feet in Columbus, Ohio under a month-to-month arrangement. The monthly base rent is approximately $4,000 as of September 30, 2021. We lease approximately 22,764 square feet in Nelsonville, Ohio. The term of the lease continues until May 31, 2022, September 30, 2021. We lease approximately 11,415 square feet in Indianapolis, Indiana. The term of our lease continues until September 30, 2024 one September 30, 2021. Operating leases recorded on our Unaudited Condensed Consolidated Balance Sheets are primarily related to our Bothell, Washington headquarters space lease and our SciSafe space leases in the United States. We have not not not one Our financing leases relate to research equipment, machinery, and other equipment. The table below presents certain information related to the weighted average discount rate and weighted average remaining lease term for the Company’s leases: September 30, December 31, (In thousands) 2021 2020 Weighted average discount rate - operating leases 3.6 % 3.3 % Weighted average discount rate - finance leases 6.1 % 5.7 % Weighted average remaining lease term in years - operating leases 7.9 1.5 Weighted average remaining lease term in years - finance leases 3.2 0.9 Operating cash paid for amounts included in the measurement of operating lease liabilities in the three nine September 30, 2021 three nine September 30, 2020 The components of operating lease expense for the three nine September 30, 2021 Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Operating lease costs $ 805 $ 170 $ 1,998 $ 509 Short-term lease costs 498 59 1,158 176 Total operating lease costs 1,303 229 3,156 685 Variable lease costs 193 - 477 - Total lease expense $ 1,496 $ 229 $ 3,633 $ 685 Maturities of our operating lease liabilities as of September 30, 2021 (In thousands) Operating Leases Financing Leases 2021 (3 months remaining) $ 890 $ 43 2022 3,108 171 2023 2,760 171 2024 2,523 101 2025 2,245 37 Thereafter 8,780 1 Total lease payments 20,306 524 Less: interest (2,611 ) (49 ) Total present value of lease liabilities $ 17,695 $ 475 Lessor arrangements Rental arrangements The Company generates revenue from the leasing of our evo cold chain systems, which are typically cloud-connected shippers with enabling cold chain cloud applications, to customers pursuant to rental arrangements entered into with the customer. Revenue from the rental of cold chain systems is within the scope of FASB ASC Topic 842, Leases Embedded leases BioLife enters into various customer service agreements (collectively, “Service Contracts”) with customers to provide biological and pharmaceutical storage services. In certain of these Service Contracts, the property, plant, and equipment or operating right-of-use assets used to store the customer product are used only for the benefit of one BioLife has assessed its Service Contracts and concluded that certain of the contracts for the storage of customer products met the criteria to be considered a leasing arrangement (“Embedded Leases”), with BioLife as the lessor. The specific Service Contracts that met the criteria were those that provided a single customer with the ability to substantially direct the use of BioLife property, plant, and equipment or operating right-of-use assets. Under ASC 842, None None |
Note 15 - Unaudited Condensed C
Note 15 - Unaudited Condensed Consolidated Balance Sheet Detail | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Supplemental Balance Sheet Disclosures [Text Block] | 15. Property and equipment September 30, December 31, (In thousands) 2021 2020 Property and equipment Leasehold improvements $ 3,301 $ 2,393 Furniture and computer equipment 1,793 902 Manufacturing and other equipment 13,798 10,076 Construction in-progress 4,747 591 Subtotal 23,639 13,962 Less: Accumulated depreciation (6,177 ) (3,842 ) Net property and equipment $ 17,462 $ 10,120 Depreciation expense for property and equipment was $691,000 and $2.1 million for the three nine September 30, 2021, three nine September 30, 2020, Accrued expenses and other current liabilities Accrued expenses and other current liabilities consist of the following: September 30, December 31, (In thousands) 2021 2020 Accrued expenses $ 1,435 $ 472 Accrued taxes 62 112 Accrued compensation 4,167 2,898 Warranty reserve liability 5,552 212 Deferred revenue, current 710 931 Other 131 130 Total accrued expenses and other current liabilities $ 12,057 $ 4,755 Warranty reserve liability We reserve estimated exposures on known claims, as well as on a portion of anticipated claims, for product warranty and rework cost, based on historical product liability claims. Claim costs are deducted from the accrual when paid. Factors that could have an impact on the warranty accrual in any given period include the following: changes in manufacturing quality, changes in product costs, changes in product mix and any significant changes in sales volume. A rollforward of our warranty liability is as follows: Nine Months Ended September 30, (In thousands) 2021 2020 Beginning balance $ 212 $ 191 Warranty reserve acquired in the acquisition of Global Cooling 3,353 - Provision for warranties 4,446 109 Settlements of warranty claims (2,459 ) (92 ) Ending Balance $ 5,552 $ 208 |
Note 16 - Employee Benefit Plan
Note 16 - Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Defined Contribution Plan [Text Block] | 16. The Company sponsors a 401 may three nine September 30, 2021, three nine September 30, 2020, |
Note 17 - Subsequent Events
Note 17 - Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 17. On October 8, 2021, October 1, 2022 six July 31, 2031. On October 31, 2021, December 31, 2022. January 1, 2022 two one first January 1, 2023, second January 1, 2024. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates and assumptions by management affect the Company’s allowance for doubtful accounts, the net realizable value of inventory, fair value of warrant liability, valuation of market based awards, valuations and purchase price allocations related to investments and business combinations, expected future cash flows including growth rates, discount rates, terminal values and other assumptions and estimates used to evaluate the recoverability of long-lived assets, estimated fair values of intangible assets and goodwill, amortization methods and periods, certain accrued expenses, share-based compensation, contingent consideration from business combinations, tax reserves, and the recoverability of the Company’s net deferred tax assets and the related valuation allowance. The Company regularly assesses these estimates; however, actual results could differ materially from these estimates. Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions that it believes to be reasonable under the circumstances. |
Basis of Accounting, Policy [Policy Text Block] | Basis of presentation The Unaudited Condensed Consolidated Financial Statements included herein have been prepared by BioLife in accordance with U.S. GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), for Quarterly Reports on Form 10 10 X not 10 December 31, 2020. The Unaudited Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, Astero Bio Corporation (“Astero,” and the Astero product line, “ThawStar” acquired on April 1, 2019), August 8, 2019), November 12, 2019), October 1, 2020), May 3, 2021), September 1, 2021). In the opinion of management, the accompanying Unaudited Condensed Consolidated Financial Statements include all adjustments, consisting of only normal, recurring adjustments necessary for a fair presentation of the financial position, results of operations, and cash flows. The results of operations for the interim periods presented are not Financial Statement Reclassification Certain classifications on the Unaudited Condensed Consolidated Balance Sheets related to accrued expenses and other current liabilities, debt, current portion, and debt, long-term as of December 31, 2020 no |
Segment Reporting, Policy [Policy Text Block] | Segment reporting The Company operates and manages its business as one |
Liquidity and Capital Resources, Policy [Policy Text Block] | Liquidity and capital resources On September 30, 2021 December 31, 2020, may may not |
Risk and Uncertainties, Policy [Policy Text Block] | Risks and uncertainties On March 10, 2020, 2, 2019 19” 19 19, 19. not 19, The Company may 19 third Any disruption and volatility in the global capital markets as a result of the pandemic may 19 not The ultimate extent to which the COVID- 19 19 On March 27, 2020, As of March 30, 2020, September 30, 2021, 2021 2022. On March 11, 2021, 2021” In the SciSafe acquisition, the Company assumed a $295,300 loan from the PPP. The loan incurs interest at 1% and is unsecured. Should any portion of the principal of the note not October 2022. no |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of credit risk and business risk We derived approximately 19% and 14% of revenue from one three nine September 30, 2021, one three nine September 30, 2020, No 10% three nine September 30, 2021 2020. The following table represents the Company’s total revenue by geographic area (based on the location of the customer): Three Months Ended Nine Months Ended September 30, September 30, Revenue by customers geographic locations 2021 2020 2021 2020 North America 88 % 84 % 87 % 86 % Europe, Middle East, Africa (EMEA) 9 % 13 % 10 % 12 % Other 3 % 3 % 3 % 2 % Total revenue 100 % 100 % 100 % 100 % We derived approximately 30% and 33% of our revenue from CryoStor products in the three nine September 30, 2021, three nine September 30, 2020. 780XLE three nine September 30, 2021, 780XLE not 10% three nine September 30, 2020. As of September 30, 2021 December 31, 2020, two one No 10% September 30, 2021 December 31, 2020. As of September 30, 2021 December 31, 2020, one No 10% September 30, 2021 December 31, 2020. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent accounting pronouncements In October 2021, 2021 08, 805 Accounting for Contract Assets and Contract Liabilities from Contracts with Customers 606 606 2021 08 December 15, 2022, In July 2021, 2021 05, 842 Lessors - Certain Leases with Variable Lease Payments 2021 05" 2021 05 840. not 1 842 10 25 2 25 3; 2 one 2021 05 December 15, 2021, 2021 05 In May 2021, No. 2021 04, Issuer s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options 2021 04 2021 04 December 15, 2021, 2021 04 not not In August 2020, No. 2020 06, Debt - Debt with Conversion and Other Options (Subtopic 470 20 s Own Equity (Subtopic 815 40 2020 06 2020 06 2020 06 December 15, 2021, no December 15, 2020. not In March 2020, No. 2020 04, Reference Rate Reform (Topic 848 January 2021, 2021 01, no December 1, 2022, not In June 2016, No. 2016 13, Financial Instruments Credit Losses (Topic 326 2016 13 2016 13 December 15, 2023, |
Note 1 - Organization and Sig_2
Note 1 - Organization and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Revenue from External Customers by Products and Services [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, Revenue by customers geographic locations 2021 2020 2021 2020 North America 88 % 84 % 87 % 86 % Europe, Middle East, Africa (EMEA) 9 % 13 % 10 % 12 % Other 3 % 3 % 3 % 2 % Total revenue 100 % 100 % 100 % 100 % |
Note 2 - Fair Value Measureme_2
Note 2 - Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | As of September 30, 2021 Level 1 Level 2 Level 3 Total Assets: Money market accounts $ 70,152 $ - $ - $ 70,152 Total 70,152 - - 70,152 Liabilities: Contingent consideration - business combinations - - 8,238 8,238 Total $ - $ - $ 8,238 $ 8,238 As of December 31, 2020 Level 1 Level 2 Level 3 Total Assets: Money market accounts $ 90,403 $ - $ - $ 90,403 Total 90,403 - - 90,403 Liabilities: Contingent consideration - business combinations - - 7,152 7,152 Warrant liability - - 2,780 2,780 Total $ - $ - $ 9,932 $ 9,932 |
Warrant Liabilities [Member] | |
Notes Tables | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Nine Months Ended September 30, (In thousands) 2021 2020 Beginning balance $ 2,780 $ 39,602 Exercised warrants (2,901 ) (33,221 ) Change in fair value recognized in net income (loss) 121 (4,467 ) Ending balance $ - $ 1,914 |
Contingent Consideration Liabilities [Member] | |
Notes Tables | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Nine Months Ended September 30, (In thousands) 2021 2020 Beginning balance $ 7,152 $ 1,914 Change in fair value recognized in net income (loss) 1,086 (1,528 ) Ending balance $ 8,238 $ 386 |
Note 3 - Acquisitions (Tables)
Note 3 - Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Merger consideration shares 530,502 BioLife stock price (as of September 1, 2021) $ 60.50 Value of issued shares $ 32,095 plus: Fair value of BioLife’s existing investment in Sexton $ 7,951 less: Net working capital adjustment $ (118 ) Merger Consideration $ 39,928 BioLife shares outstanding (as of March 19, 2021) 33,401,359 Merger consideration percentage 19.9 % Merger consideration shares 6,646,870 less: Merger consideration shares withheld to satisfy outstanding GCI stockholder obligations to GCI 10,400 Subtotal 6,636,470 BioLife stock price (as of May 3, 2021) $ 35.07 Value of issued shares $ 232,741 plus: Settlement of BioLife prepaid deposits $ 2,152 plus: Net settlement of BioLife accounts receivable $ 16 Merger Consideration $ 234,909 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cash $ 1,516 Accounts receivable, net 492 Inventory 1,310 Prepaid expenses and other current assets 670 Property, plant and equipment, net 737 Operating lease right-of-use assets, net 470 Developed technology 4,132 Customer relationships 2,276 Tradenames 2,324 Non-compete agreements 90 Goodwill 28,273 Accounts payable (291 ) Lease liabilities, operating (470 ) Deferred tax liability (1,284 ) Other liabilities (317 ) Fair value of net assets acquired $ 39,928 Cash $ 43 Accounts receivable, net 7,076 Inventory 15,547 Prepaid expenses and other current assets 639 Property, plant and equipment, net 3,512 Operating lease right-of-use assets, net 1,741 Financing lease right-of-use assets, net 114 Long-term deposits and other assets 4 Developed technology 18,140 Customer relationships 7,020 Tradenames 26,640 Non-compete agreements 1,240 In-process research and development 67,440 Goodwill 137,215 Accounts payable (9,837 ) Line of credit (4,231 ) Lease liabilities, operating (1,880 ) Lease liabilities, financing (114 ) Long-term debt (4,410 ) Deferred tax liability (23,526 ) Other liabilities (7,464 ) Fair value of net assets acquired $ 234,909 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Fair Value Useful Life (Years) Developed technology $ 4,132 5 - 9 Customer relationships 2,276 2 Tradenames 2,324 11 Non-compete agreements 90 1 Total identifiable intangible assets $ 8,822 Fair Value Useful Life (Years) Developed technology $ 18,140 6 Customer relationships 7,020 12 Tradenames 26,640 15 Non-compete agreements 1,240 4 In-process research and development 67,440 N/A Total identifiable intangible assets $ 120,480 |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 (unaudited) 2020 (unaudited) 2021 (unaudited) 2020 (unaudited) Total revenue $ 34,524 $ 11,697 $ 85,189 $ 34,707 Net (loss) income $ (685 ) $ (1,850 ) $ 4,612 $ 2,056 Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 (unaudited) 2020 (unaudited) 2021 (unaudited) 2020 (unaudited) Total revenue $ 33,800 $ 21,204 $ 106,427 $ 58,056 Net income (loss) $ 79 $ (3,393 ) $ (1,939 ) $ 4,912 |
Note 4 - Inventory (Tables)
Note 4 - Inventory (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | (In thousands) 2021 2020 Raw materials $ 16,445 $ 2,855 Work in progress 4,597 2,006 Finished goods 8,654 6,741 Total $ 29,696 $ 11,602 |
Note 5 - Assets Held for Rent (
Note 5 - Assets Held for Rent (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Scheduleof Assets Held for Rent [Table Text Block] | (In thousands) 2021 2020 Shippers placed in service $ 5,433 $ 3,171 Fixed assets held for rent 3,603 - Accumulated depreciation (1,284 ) (411 ) Net 7,752 2,760 Shippers and related components in production 2,334 1,945 Total $ 10,086 $ 4,705 |
Note 6 - Goodwill and Intangi_2
Note 6 - Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | (In thousands, except weighted average useful life) September 30, 2021 Finite-lived intangible assets: Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Usefu l Life (in years) Customer Relationships $ 17,516 $ (1,177 ) $ 16,339 10.8 Tradenames 35,574 (1,672 ) 33,902 14.4 Technology - acquired 41,942 (6,300 ) 35,642 6.1 Non-compete agreements 1,990 (302 ) 1,688 3.3 In-process research and development⁽¹⁾ 67,440 - 67,440 N/A Total intangible assets $ 164,462 $ (9,451 ) $ 155,011 10.1 December 31, 2020 Finite-lived intangible assets: Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Useful Life (in years) Customer Relationships $ 8,220 $ (330 ) $ 7,890 12.8 Tradenames 6,610 (508 ) 6,102 14.0 Technology - acquired 19,670 (3,232 ) 16,438 7.1 Non-compete agreements 660 (41 ) 619 3.8 Total intangible assets $ 35,160 $ (4,111 ) $ 31,049 9.7 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | (In thousands) For the Years Ending December 31, Estimated Amortization Expense 2021 (3 months remaining) $ 2,858 2022 11,403 2023 10,934 2024 10,109 2025 9,730 Thereafter 42,537 Total $ 87,571 |
Note 7 - Line of Credit and L_2
Note 7 - Line of Credit and Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | September 30, December 31, (In thousands) Maturity Date Interest Rate 2021 2020 2019 term loan Sep-23 10.5 % $ 1,750 $ - 2018 term loan Sep-23 10.5 % 2,813 - Insurance premium financing Apr-22 4.0 % 726 - Paycheck Protection Program loan May-22 1.0 % 295 295 Freezer equipment loan Dec-25 5.7 % 652 365 Manufacturing equipment loans Oct-25 5.7 % 376 439 Freezer installation loan Various 6.3 % 1,395 156 Other loans Various Various 10 14 Total debt 8,017 1,269 Less: Unamortized debt issuance costs (124 ) - Total debt, net of unamortized debt issuance costs $ 7,893 $ 1,269 |
Schedule of Maturities of Long-term Debt [Table Text Block] | (In thousands) Amount 2021 (3 months remaining) $ 950 2022 1,208 2023 2,038 2024 1,944 2025 543 Thereafter 1,334 Total $ 8,017 |
Note 8 - Share-based Compensa_2
Note 8 - Share-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | Nine Months Ended September 30, 2021 Shares Wtd. Avg. Exercise Price Outstanding as of beginning of year 844,455 $ 2.00 Exercised (131,590 ) 1.48 Forfeited (1,146 ) 5.69 Expired (35,714 ) 1.73 Outstanding as of September 30, 2021 676,005 $ 2.12 Stock options exercisable as of September 30, 2021 671,964 $ 2.11 Nine Months Ended September 30, 2021 Shares Wtd. Avg. Exercise Price Outstanding as of beginning of year 686,001 $ 1.64 Exercised (501,075 ) 1.64 Outstanding as of September 30, 2021 184,926 $ 1.64 Stock options exercisable as of September 30, 2021 184,926 $ 1.64 |
Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] | Nine Months Ended September 30, 2021 Shares Wtd. Avg. Grant Date Fair Value Outstanding as of beginning of year 930,854 $ 19.31 Granted 751,363 47.50 Vested (241,590 ) 15.97 Forfeited (79,079 ) 34.86 Non-vested as of September 30, 2021 1,361,548 $ 34.56 Nine Months Ended September 30, 2021 Shares Wtd. Avg. Grant Date Fair Value Outstanding as of beginning of year 224,774 $ 19.20 Granted 152,665 30.85 Vested (231,268 ) 26.98 Non-vested as of September 30, 2021 146,171 $ 20.78 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Research and development costs $ 551 $ 291 $ 1,171 $ 687 Sales and marketing costs 560 256 1,012 581 General and administrative costs 3,015 868 5,662 2,144 Cost of revenue 742 145 1,047 406 Total $ 4,868 $ 1,560 $ 8,892 $ 3,818 |
Note 9 - Warrants (Tables)
Note 9 - Warrants (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Shares Wtd. Avg. Exercise Price Outstanding as of December 31, 2020 79,100 $ 4.75 Exercised (79,100 ) 4.75 Outstanding and exercisable as of September 30, 2021 - $ - |
Note 11 - Net (Loss) Income P_2
Note 11 - Net (Loss) Income Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, (In thousands, except share and earnings per share data) 2021 2020 2021 2020 Basic earnings (loss) per common share Numerator: Net income (loss) $ 79 $ (1,133 ) $ 6,837 $ 4,795 Amount attributable to unvested restricted shares (2 ) - (212 ) (138 ) Amount attributable to warrants outstanding - - (4 ) (335 ) Net income (loss) allocated to common shareholders 77 (1,133 ) 6,621 4,322 Denominator: Weighted-average common shares issued and outstanding 40,911,801 31,639,420 37,435,224 25,418,375 Basic earnings (loss) per common share $ 0.00 $ (0.04 ) $ 0.18 $ 0.17 Diluted earnings (loss) per common share Numerator: Net income (loss) $ 79 $ (1,133 ) $ 6,837 $ 4,795 Amount attributable to unvested restricted shares (2 ) - (205 ) - Amount attributable to warrants - - (4 ) (49 ) Less: gain related to change in fair value of warrants - - - (4,467 ) Diluted earnings (loss) per common share 77 (1,133 ) 6,628 279 Denominator: Weighted-average common shares issued and outstanding 40,911,801 31,639,420 37,435,224 25,418,375 Dilutive potential common shares from: Stock options 1,069,207 - 1,330,207 1,754,051 Restricted shares 1,315,462 - 1,195,154 285,975 Warrants - - 24,338 1,954,137 Diluted weighted average shares issued and outstanding 43,296,470 31,639,420 39,984,923 29,412,538 Diluted earnings (loss) per common share $ 0.00 $ (0.04 ) $ 0.17 $ 0.01 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Stock options and restricted stock awards - 2,183,537 - - Warrants - 62,769 - - Total - 2,246,306 - - |
Note 13 - Revenue (Tables)
Note 13 - Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Revenues By Product Line [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, (In thousands, except percentages) 2021 2020 2021 2020 Product revenue Freezer and thaw $ 17,610 $ 3,371 $ 40,021 $ 9,237 Cell processing 11,505 7,414 30,131 22,753 Storage and cold chain services 86 19 293 30 Service revenue Storage and cold chain services 2,250 - 6,417 - Rental revenue Storage and cold chain services 2,349 475 4,989 1,341 Total revenue $ 33,800 $ 11,279 $ 81,851 $ 33,361 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block] | Year Ending December 31, (In thousands) 2021 2022 2023 2024 Total Rental revenue $ 2,983 $ 7,733 $ 422 $ - $ 11,138 Service revenue $ 40 $ 31 $ 31 $ 10 $ 112 |
Note 14 - Leases (Tables)
Note 14 - Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Lessee, Operating and Finance Lease Term And Discount Rate [Table Text Block] | September 30, December 31, (In thousands) 2021 2020 Weighted average discount rate - operating leases 3.6 % 3.3 % Weighted average discount rate - finance leases 6.1 % 5.7 % Weighted average remaining lease term in years - operating leases 7.9 1.5 Weighted average remaining lease term in years - finance leases 3.2 0.9 |
Lease, Cost [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, (In thousands) 2021 2020 2021 2020 Operating lease costs $ 805 $ 170 $ 1,998 $ 509 Short-term lease costs 498 59 1,158 176 Total operating lease costs 1,303 229 3,156 685 Variable lease costs 193 - 477 - Total lease expense $ 1,496 $ 229 $ 3,633 $ 685 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | (In thousands) Operating Leases Financing Leases 2021 (3 months remaining) $ 890 $ 43 2022 3,108 171 2023 2,760 171 2024 2,523 101 2025 2,245 37 Thereafter 8,780 1 Total lease payments 20,306 524 Less: interest (2,611 ) (49 ) Total present value of lease liabilities $ 17,695 $ 475 |
Note 15 - Unaudited Condensed_2
Note 15 - Unaudited Condensed Consolidated Balance Sheet Detail (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, December 31, (In thousands) 2021 2020 Property and equipment Leasehold improvements $ 3,301 $ 2,393 Furniture and computer equipment 1,793 902 Manufacturing and other equipment 13,798 10,076 Construction in-progress 4,747 591 Subtotal 23,639 13,962 Less: Accumulated depreciation (6,177 ) (3,842 ) Net property and equipment $ 17,462 $ 10,120 |
Schedule of Accrued Liabilities [Table Text Block] | September 30, December 31, (In thousands) 2021 2020 Accrued expenses $ 1,435 $ 472 Accrued taxes 62 112 Accrued compensation 4,167 2,898 Warranty reserve liability 5,552 212 Deferred revenue, current 710 931 Other 131 130 Total accrued expenses and other current liabilities $ 12,057 $ 4,755 |
Schedule of Product Warranty Liability [Table Text Block] | Nine Months Ended September 30, (In thousands) 2021 2020 Beginning balance $ 212 $ 191 Warranty reserve acquired in the acquisition of Global Cooling 3,353 - Provision for warranties 4,446 109 Settlements of warranty claims (2,459 ) (92 ) Ending Balance $ 5,552 $ 208 |
Note 1 - Organization and Sig_3
Note 1 - Organization and Significant Accounting Policies (Details Textual) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021USD ($) | Sep. 30, 2020 | Sep. 30, 2021USD ($) | Sep. 30, 2020 | Dec. 31, 2020USD ($) | Oct. 01, 2020USD ($) | |
Number of Reportable Segments | 1 | |||||
Number of Operating Segments | 1 | |||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Ending Balance | $ 75,100,000 | $ 75,100,000 | $ 90,400,000 | |||
Deferred Tax Payments, Social Security | $ 432,000 | $ 432,000 | ||||
Deferred Social Security Tax Payments Payback, Percentage Tranche One | 50.00% | 50.00% | ||||
Deferred Social Security Tax Payments Payback, Percentage Tranche Two | 50.00% | 50.00% | ||||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | ||||||
Number of Major Customers | 1 | 1 | 1 | 1 | ||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | CryoStor Products [Member] | ||||||
Concentration Risk, Percentage | 30.00% | 62.00% | 33.00% | 64.00% | ||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | 780XLE Freezer Line [Member] | ||||||
Concentration Risk, Percentage | 29.00% | 21.00% | ||||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | One Customer [Member] | ||||||
Concentration Risk, Percentage | 19.00% | 11.00% | 14.00% | 12.00% | ||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||||||
Number of Major Customers | 2 | 1 | ||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | ||||||
Concentration Risk, Percentage | 17.00% | |||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Two Customers [Member] | ||||||
Concentration Risk, Percentage | 29.00% | |||||
Supplier Concentration Risk [Member] | Accounts Payable [Member] | ||||||
Number of Suppliers | 1 | 1 | ||||
Supplier Concentration Risk [Member] | Accounts Payable [Member] | One Supplier [Member] | ||||||
Concentration Risk, Percentage | 11.00% | 21.00% | ||||
Paycheck Protection Program CARES Act [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | 1.00% | ||||
Paycheck Protection Program CARES Act [Member] | SciSafe Holdings, Inc [Member] | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | $ 295,300 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% |
Note 1 - Organization and Sig_4
Note 1 - Organization and Significant Accounting Policies - Concentrations Risk by Geographic Locations (Details) - Revenue Benchmark [Member] - Geographic Concentration Risk [Member] | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue by customers’ geographic locations, percentage | 100.00% | 100.00% | 100.00% | 100.00% |
North America [Member] | ||||
Revenue by customers’ geographic locations, percentage | 88.00% | 84.00% | 87.00% | 86.00% |
EMEA [Member] | ||||
Revenue by customers’ geographic locations, percentage | 9.00% | 13.00% | 10.00% | 12.00% |
Geographic, Other [Member] | ||||
Revenue by customers’ geographic locations, percentage | 3.00% | 3.00% | 3.00% | 2.00% |
Note 2 - Fair Value Measureme_3
Note 2 - Fair Value Measurement (Details Textual) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Oct. 01, 2020USD ($) | Nov. 10, 2019 | Apr. 01, 2019 | |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (140,000) | $ (2,000) | $ 1,086,000 | $ (1,528,000) | ||||
Measurement Input, Price Volatility [Member] | Minimum [Member] | ||||||||
Warrants and Rights Outstanding, Measurement Input | 0.568 | |||||||
Measurement Input, Price Volatility [Member] | Maximum [Member] | ||||||||
Warrants and Rights Outstanding, Measurement Input | 0.846 | |||||||
Astero [Member] | ||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 0 | (81,000) | ||||||
Business Combination, Contingent Consideration, Liability, Total | $ 81,000 | |||||||
Astero [Member] | Measurement Input, Discount Rate [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.175 | |||||||
Astero [Member] | Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.0229 | |||||||
Astero [Member] | Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.0241 | |||||||
Astero [Member] | Measurement Input, Price Volatility [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.56 | |||||||
CBS Acquisition [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Total | $ 140,000 | $ 140,000 | 140,000 | |||||
CBS Acquisition [Member] | Measurement Input, Discount Rate [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.210 | 0.210 | 0.260 | |||||
CBS Acquisition [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.0023 | 0.0023 | 0.0174 | |||||
CBS Acquisition [Member] | Measurement Input, Price Volatility [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.63 | 0.63 | 0.70 | |||||
SciSafe Holdings, Inc [Member] | ||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (141,000) | $ 1,200,000 | ||||||
Business Combination, Contingent Consideration, Liability, Total | $ 8,100,000 | $ 8,100,000 | $ 6,900,000 | $ 3,700,000 | ||||
SciSafe Holdings, Inc [Member] | Measurement Input, Discount Rate [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.068 | 0.068 | 0.045 | |||||
SciSafe Holdings, Inc [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.0047 | 0.0047 | 0.0020 | |||||
SciSafe Holdings, Inc [Member] | Measurement Input, Asset Price Volatility [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.61 | 0.61 | 0.60 | |||||
SciSafe Holdings, Inc [Member] | Measurement Input, Revenue Volatility [Member] | ||||||||
Business Combination, Contingent Consideration, Liability, Measurement Input | 0.22 | 0.22 | 0.15 |
Note 2 - Fair Value Measureme_4
Note 2 - Fair Value Measurement - Financial Assets and Liabilities on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | $ 70,152 | $ 90,403 |
Liabilities | 8,238 | 9,932 |
Contingent Consideration Liabilities [Member] | ||
Liabilities | 8,238 | |
Warrant Liabilities [Member] | ||
Liabilities | 2,780 | |
Money Market Funds [Member] | ||
Assets | 70,152 | 90,403 |
Contingent Consideration Liabilities [Member] | ||
Liabilities | 7,152 | |
Fair Value, Inputs, Level 1 [Member] | ||
Assets | 70,152 | 90,403 |
Liabilities | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Contingent Consideration Liabilities [Member] | ||
Liabilities | 0 | |
Fair Value, Inputs, Level 1 [Member] | Warrant Liabilities [Member] | ||
Liabilities | 0 | |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Assets | 70,152 | 90,403 |
Fair Value, Inputs, Level 1 [Member] | Contingent Consideration Liabilities [Member] | ||
Liabilities | 0 | |
Fair Value, Inputs, Level 2 [Member] | ||
Assets | 0 | 0 |
Liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Contingent Consideration Liabilities [Member] | ||
Liabilities | 0 | |
Fair Value, Inputs, Level 2 [Member] | Warrant Liabilities [Member] | ||
Liabilities | 0 | |
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | ||
Assets | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Contingent Consideration Liabilities [Member] | ||
Liabilities | 0 | |
Fair Value, Inputs, Level 3 [Member] | ||
Assets | 0 | 0 |
Liabilities | 8,238 | 9,932 |
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration Liabilities [Member] | ||
Liabilities | 8,238 | |
Fair Value, Inputs, Level 3 [Member] | Warrant Liabilities [Member] | ||
Liabilities | 2,780 | |
Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | ||
Assets | $ 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration Liabilities [Member] | ||
Liabilities | $ 7,152 |
Note 2 - Fair Value Measureme_5
Note 2 - Fair Value Measurement - Fair Value of Contingent Consideration Using Level 3 Inputs (Details) - Contingent Consideration Liabilities [Member] - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Beginning balance | $ 7,152 | $ 1,914 |
Change in fair value recognized in net income (loss) | (1,086) | 1,528 |
Ending balance | $ 8,238 | $ 386 |
Note 2 - Fair Value Measureme_6
Note 2 - Fair Value Measurement - Fair Value of Warrant Liabilities Using Level 3 Inputs (Details) - Warrant Liabilities [Member] - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Beginning balance | $ 2,780 | $ 39,602 |
Exercised warrants | (2,901) | (33,221) |
Change in fair value recognized in net income (loss) | (121) | 4,467 |
Ending balance | $ 0 | $ 1,914 |
Note 3 - Acquisitions (Details
Note 3 - Acquisitions (Details Textual) - USD ($) | Sep. 01, 2021 | May 03, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Aug. 09, 2021 | Dec. 31, 2020 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | $ 8,822,000 | $ 8,822,000 | ||||
Goodwill, Ending Balance | 223,936,000 | 223,936,000 | $ 58,449,000 | |||
Sexton Acquisition [Member] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 530,502 | |||||
Business Acquisition, Percentage of Equity Issuable Shares Held in Escrow Accounts for Post Closing Claims | 10.00% | |||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain (Loss), Net, Total | $ 6,500,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Tangible Assets | 4,100,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 1,284,000 | $ 1,300,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 8,800,000 | |||||
Goodwill, Ending Balance | 28,273,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Gross Receivables | 509,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Uncollectable Receivables | $ 17,000 | |||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 425,000 | |||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 227,000 | |||||
Sexton Acquisition [Member] | Common Stock Issued to Acquire Participating Holders [Member] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 477,452 | |||||
Sexton Acquisition [Member] | Common Stock Deposited Into Escrow [Member] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 53,050 | |||||
GCI Acquisition [Member] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 6,636,470 | |||||
Business Acquisition, Percentage of Equity Issuable Shares Held in Escrow Accounts for Post Closing Claims | 9.00% | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Tangible Assets | $ 740,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 23,526,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 120,480,000 | |||||
Goodwill, Ending Balance | 137,215,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Gross Receivables | 7,100,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Uncollectable Receivables | $ 53,000 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares, Before Adjustments (in shares) | 6,646,870 | |||||
Business Combination, Stock Reduced During Period, Satisfy Note Receivable (in shares) | 10,400 | |||||
Business Combination, Escrow Shares, Period (Month) | 24 months | |||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 28,500,000 | |||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 7,600,000 | |||||
GCI Acquisition [Member] | One GCI Stockholder [Member] | ||||||
Business Combination, Stock Reduced During Period, Satisfy Note Receivable (in shares) | 10,400 | |||||
Financing Receivable, after Allowance for Credit Loss, Total | $ 374,000 |
Note 3 - Acquisitions - Conside
Note 3 - Acquisitions - Consideration (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 01, 2021 | May 03, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
BioLife stock price (in dollars per share) | $ 60.50 | $ 35.07 | ||
Value of issued shares | $ 264,718 | $ 0 | ||
BioLife shares outstanding (as of March 19, 2021) (in shares) | 33,401,359 | |||
Value of issued shares | $ 264,718 | $ 0 | ||
Sexton Acquisition [Member] | ||||
Merger consideration shares (in shares) | 530,502 | |||
Value of issued shares | $ 32,095 | |||
plus: Fair value of BioLife’s existing investment in Sexton | 7,951 | |||
less: Net working capital adjustment | (118) | |||
Merger Consideration | $ 39,928 | |||
Stock consideration (in shares) | 530,502 | |||
Value of issued shares | $ 32,095 | |||
GCI Acquisition [Member] | ||||
Merger consideration shares (in shares) | 6,636,470 | |||
Value of issued shares | $ 232,741 | |||
Merger Consideration | $ 234,909 | |||
Merger consideration percentage | 19.90% | |||
Merger consideration shares (in shares) | 6,646,870 | |||
less: Merger consideration shares withheld to satisfy outstanding GCI stockholder obligations to GCI (in shares) | 10,400 | |||
Stock consideration (in shares) | 6,636,470 | |||
Value of issued shares | $ 232,741 | |||
plus: Settlement of BioLife prepaid deposits | 2,152 | |||
plus: Net settlement of BioLife accounts receivable | $ 16 |
Note 3 - Acquisitions - Fair Va
Note 3 - Acquisitions - Fair Value of Net Assets Acquired (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 01, 2021 | Aug. 09, 2021 | May 03, 2021 | Dec. 31, 2020 |
Goodwill | $ 223,936 | $ 58,449 | |||
Goodwill | 223,936 | $ 58,449 | |||
Sexton Acquisition [Member] | |||||
Cash | $ 1,516 | ||||
Accounts receivable, net | 492 | ||||
Inventory | 1,310 | ||||
Prepaid expenses and other current assets | 670 | ||||
Property, plant and equipment, net | 737 | ||||
Operating lease right-of-use assets, net | 470 | ||||
Goodwill | 28,273 | ||||
Accounts payable | (291) | ||||
Lease liabilities, operating | (470) | ||||
Deferred tax liability | (1,284) | $ (1,300) | |||
Other liabilities | (317) | ||||
Fair value of net assets acquired | 39,928 | ||||
Goodwill | 28,273 | ||||
Accounts payable | (291) | ||||
Lease liabilities, operating | (470) | ||||
Deferred tax liability | (1,284) | $ (1,300) | |||
Other liabilities | (317) | ||||
Sexton Acquisition [Member] | Developed Technology Rights [Member] | |||||
Developed technology | 4,132 | 4,132 | |||
Sexton Acquisition [Member] | Customer Relationships [Member] | |||||
Developed technology | 2,276 | 2,276 | |||
Sexton Acquisition [Member] | Trade Names [Member] | |||||
Developed technology | 2,324 | 2,324 | |||
Sexton Acquisition [Member] | Noncompete Agreements [Member] | |||||
Developed technology | $ 90 | $ 90 | |||
GCI Acquisition [Member] | |||||
Cash | $ 43 | ||||
Accounts receivable, net | 7,076 | ||||
Inventory | 15,547 | ||||
Prepaid expenses and other current assets | 639 | ||||
Property, plant and equipment, net | 3,512 | ||||
Operating lease right-of-use assets, net | 1,741 | ||||
Goodwill | 137,215 | ||||
Accounts payable | (9,837) | ||||
Lease liabilities, operating | (1,880) | ||||
Deferred tax liability | (23,526) | ||||
Other liabilities | (7,464) | ||||
Fair value of net assets acquired | 234,909 | ||||
Financing lease right-of-use assets, net | 114 | ||||
Long-term deposits and other assets | 4 | ||||
Goodwill | 137,215 | ||||
Accounts payable | (9,837) | ||||
Line of credit | (4,231) | ||||
Lease liabilities, operating | (1,880) | ||||
Lease liabilities, financing | (114) | ||||
Long-term debt | (4,410) | ||||
Deferred tax liability | (23,526) | ||||
Other liabilities | (7,464) | ||||
GCI Acquisition [Member] | In Process Research and Development [Member] | |||||
In-process research and development | 67,440 | ||||
GCI Acquisition [Member] | Developed Technology Rights [Member] | |||||
Developed technology | 18,140 | ||||
GCI Acquisition [Member] | Customer Relationships [Member] | |||||
Developed technology | 7,020 | ||||
GCI Acquisition [Member] | Trade Names [Member] | |||||
Developed technology | 26,640 | ||||
GCI Acquisition [Member] | Noncompete Agreements [Member] | |||||
Developed technology | $ 1,240 |
Note 3 - Acquisitions - Acquire
Note 3 - Acquisitions - Acquired Intangible Assets (Details) - USD ($) $ in Thousands | May 03, 2021 | Sep. 30, 2021 | Sep. 01, 2021 |
Total identifiable intangible assets | $ 8,822 | ||
Sexton Acquisition [Member] | |||
Total identifiable intangible assets | $ 8,800 | ||
Sexton Acquisition [Member] | Developed Technology Rights [Member] | |||
Developed technology | $ 4,132 | 4,132 | |
Sexton Acquisition [Member] | Developed Technology Rights [Member] | Minimum [Member] | |||
Intangible assets, estimated useful life (Year) | 5 years | ||
Sexton Acquisition [Member] | Developed Technology Rights [Member] | Maximum [Member] | |||
Intangible assets, estimated useful life (Year) | 9 years | ||
Sexton Acquisition [Member] | Customer Relationships [Member] | |||
Developed technology | $ 2,276 | 2,276 | |
Intangible assets, estimated useful life (Year) | 2 years | ||
Sexton Acquisition [Member] | Trade Names [Member] | |||
Developed technology | $ 2,324 | 2,324 | |
Intangible assets, estimated useful life (Year) | 11 years | ||
Sexton Acquisition [Member] | Noncompete Agreements [Member] | |||
Developed technology | $ 90 | $ 90 | |
Intangible assets, estimated useful life (Year) | 1 year | ||
GCI Acquisition [Member] | |||
Total identifiable intangible assets | $ 120,480 | ||
GCI Acquisition [Member] | Developed Technology Rights [Member] | |||
Developed technology | $ 18,140 | ||
Intangible assets, estimated useful life (Year) | 6 years | ||
GCI Acquisition [Member] | Customer Relationships [Member] | |||
Developed technology | $ 7,020 | ||
Intangible assets, estimated useful life (Year) | 12 years | ||
GCI Acquisition [Member] | Trade Names [Member] | |||
Developed technology | $ 26,640 | ||
Intangible assets, estimated useful life (Year) | 15 years | ||
GCI Acquisition [Member] | Noncompete Agreements [Member] | |||
Developed technology | $ 1,240 | ||
Intangible assets, estimated useful life (Year) | 4 years | ||
GCI Acquisition [Member] | In Process Research and Development [Member] | |||
In-process research and development | $ 67,440 |
Note 3 - Acquisitions - Pro For
Note 3 - Acquisitions - Pro Forma Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Sexton Acquisition [Member] | ||||
Total revenue | $ 34,524 | $ 11,697 | $ 85,189 | $ 34,707 |
Net income (loss) | (685) | (1,850) | 4,612 | 2,056 |
GCI Acquisition [Member] | ||||
Total revenue | 33,800 | 21,204 | 106,427 | 58,056 |
Net income (loss) | $ 79 | $ (3,393) | $ (1,939) | $ 4,912 |
Note 4 - Inventory - Summary of
Note 4 - Inventory - Summary of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Raw materials | $ 16,445 | $ 2,855 |
Work in progress | 4,597 | 2,006 |
Finished goods | 8,654 | 6,741 |
Total | $ 29,696 | $ 11,602 |
Note 5 - Assets Held for Rent_2
Note 5 - Assets Held for Rent (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Assets Held for Rent, Depreciation | $ 410,000 | $ 186,000 | $ 873,000 | $ 581,000 |
Note 5 - Assets Held for Rent -
Note 5 - Assets Held for Rent - Assets Held for Rent (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Shippers placed in service | $ 5,433 | $ 3,171 |
Fixed assets held for rent | 3,603 | 0 |
Accumulated depreciation | (1,284) | (411) |
Net | 7,752 | 2,760 |
Shippers and related components in production | 2,334 | 1,945 |
Total | $ 10,086 | $ 4,705 |
Note 6 - Goodwill and Intangi_3
Note 6 - Goodwill and Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Amortization of Intangible Assets, Total | $ 2,525,000 | $ 706,000 | $ 5,340,000 | $ 2,100,000 |
Note 6 - Goodwill and Intangi_4
Note 6 - Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | ||
Gross Carrying Value | $ 35,160 | ||
Accumulated Amortization | $ (9,451) | (4,111) | |
Net Carrying Value | 87,571 | 31,049 | |
Total intangible assets, gross | 164,462 | ||
Total intangible assets, net | 155,011 | $ 31,049 | |
In Process Research and Development [Member] | |||
In-process research and development | [1] | $ 67,440 | |
Weighted Average [Member] | |||
Weighted Average Useful Life (Year) | 10 years 1 month 6 days | 9 years 8 months 12 days | |
Customer Relationships [Member] | |||
Gross Carrying Value | $ 17,516 | $ 8,220 | |
Accumulated Amortization | (1,177) | (330) | |
Net Carrying Value | $ 16,339 | $ 7,890 | |
Customer Relationships [Member] | Weighted Average [Member] | |||
Weighted Average Useful Life (Year) | 10 years 9 months 18 days | 12 years 9 months 18 days | |
Trade Names [Member] | |||
Gross Carrying Value | $ 35,574 | $ 6,610 | |
Accumulated Amortization | (1,672) | (508) | |
Net Carrying Value | $ 33,902 | $ 6,102 | |
Trade Names [Member] | Weighted Average [Member] | |||
Weighted Average Useful Life (Year) | 14 years 4 months 24 days | 14 years | |
Technology-Based Intangible Assets [Member] | |||
Gross Carrying Value | $ 41,942 | $ 19,670 | |
Accumulated Amortization | (6,300) | (3,232) | |
Net Carrying Value | $ 35,642 | $ 16,438 | |
Technology-Based Intangible Assets [Member] | Weighted Average [Member] | |||
Weighted Average Useful Life (Year) | 6 years 1 month 6 days | 7 years 1 month 6 days | |
Noncompete Agreements [Member] | |||
Gross Carrying Value | $ 1,990 | $ 660 | |
Accumulated Amortization | (302) | (41) | |
Net Carrying Value | $ 1,688 | $ 619 | |
Noncompete Agreements [Member] | Weighted Average [Member] | |||
Weighted Average Useful Life (Year) | 3 years 3 months 18 days | 3 years 9 months 18 days | |
[1] | In-process R&D represents the fair value of incomplete research and development that has not yet reached technological feasibility. We will amortize the asset upon technological feasibility. |
Note 6 - Goodwill and Intangi_5
Note 6 - Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
2021 (3 months remaining) | $ 2,858 | |
2022 | 11,403 | |
2023 | 10,934 | |
2024 | 10,109 | |
2025 | 9,730 | |
Thereafter | 42,537 | |
Total | $ 87,571 | $ 31,049 |
Note 7 - Line of Credit and L_3
Note 7 - Line of Credit and Long-term Debt (Details Textual) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Oct. 01, 2021 | |
Line of Credit [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | |
Line of Credit [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | |
Notes Payable [Member] | Advantage Term Note 1 [Member] | Subsequent Event [Member] | ||
Debt Instrument, Face Amount | $ 1,400,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | |
Notes Payable [Member] | Advantage Term Note 2 [Member] | Subsequent Event [Member] | ||
Debt Instrument, Face Amount | $ 1,400,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | |
Notes Payable [Member] | Enhanced Term Note [Member] | Subsequent Event [Member] | ||
Debt Instrument, Face Amount | $ 1,800,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 4.00% |
Note 7 - Line of Credit and L_4
Note 7 - Line of Credit and Long-term Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Total debt | $ 8,017 | $ 1,269 |
Less: Unamortized debt issuance costs | (124) | 0 |
Total debt, net of unamortized debt issuance costs | $ 7,893 | 1,269 |
The 2019 Term Loan [Member] | ||
Interest rate | 10.50% | |
Total debt | $ 1,750 | 0 |
The 2018 Term Loan [Member] | ||
Interest rate | 10.50% | |
Total debt | $ 2,813 | 0 |
Financed Insurance Premium [Member] | ||
Interest rate | 4.00% | |
Total debt | $ 726 | 0 |
Paycheck Protection Program CARES Act [Member] | ||
Interest rate | 1.00% | |
Total debt | $ 295 | 295 |
Freezer Equipment Loan [Member] | ||
Interest rate | 5.70% | |
Total debt | $ 652 | 365 |
Manufacturing Equipment Loans [Member] | ||
Interest rate | 5.70% | |
Total debt | $ 376 | 439 |
Freezer Installation Loan [Member] | ||
Interest rate | 6.30% | |
Total debt | $ 1,395 | 156 |
Other Loans [Member] | ||
Total debt | $ 10 | $ 14 |
Note 7 - Line of Credit and L_5
Note 7 - Line of Credit and Long-term Debt - Maturities of Loans Payable (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
2021 (3 months remaining) | $ 950 | |
2022 | 1,208 | |
2023 | 2,038 | |
2024 | 1,944 | |
2025 | 543 | |
Thereafter | 1,334 | |
Total | $ 8,017 | $ 1,269 |
Note 8 - Share-based Compensa_3
Note 8 - Share-based Compensation (Details Textual) - USD ($) | May 03, 2021 | Feb. 08, 2021 | Mar. 25, 2020 | Apr. 01, 2019 | Feb. 25, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Share-based Payment Arrangement, Expense | $ 4,868,000 | $ 1,560,000 | $ 8,892,000 | $ 3,818,000 | ||||||
Share-based Payment Arrangement, Option [Member] | ||||||||||
Share-based Payment Arrangement, Expense | 6,000 | 15,000 | 21,000 | 104,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 27,200,000 | 27,200,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 27,000,000 | 27,000,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | 1,400,000 | 2,200,000 | $ 5,200,000 | 6,800,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 3 years 3 months 18 days | |||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | 4,000 | $ 4,000 | ||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 months 12 days | |||||||||
Performance Shares [Member] | Management Performance Bonus Plan 2017 [Member] | ||||||||||
Share-based Payment Arrangement, Expense | 0 | 0 | $ 0 | 0 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 7,500,000 | 7,500,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 7,500,000 | 7,500,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 9,700,000 | $ 0 | $ 19,500,000 | $ 239,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 2 months 12 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 0 | 0 | 0 | ||||||
Restricted Stock [Member] | ||||||||||
Share-based Payment Arrangement, Expense | $ 4,400,000 | $ 754,000 | $ 8,000,000 | $ 1,600,000 | ||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | 41,700,000 | $ 41,700,000 | ||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 3 years 3 months 18 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Fair Value | 31,100,000 | 4,200,000 | $ 35,700,000 | 7,400,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | 5,100,000 | 1,600,000 | $ 10,300,000 | 2,900,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 751,363 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 241,590 | |||||||||
Performance-based Restricted Stock [Member] | ||||||||||
Share-based Payment Arrangement, Expense | 0 | 191,000 | $ 186,000 | $ 569,000 | ||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | 0 | 0 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 20,285 | |||||||||
Market-based Restricted Stock [Member] | ||||||||||
Share-based Payment Arrangement, Expense | 413,000 | $ 600,000 | 1,100,000 | $ 1,500,000 | ||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 1,400,000 | $ 1,400,000 | ||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 1 month 6 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 6,415 | 30,616 | 109,140 | 29,604 | 94,247 | 152,665 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 231,268 | 231,268 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance | 68.00% | 68.00% | 78.00% | 69.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% | 0.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0.20% | 0.10% | 0.30% | 2.50% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 2 years | 2 years | 2 years | |||||||
Market-based Restricted Stock [Member] | Maximum [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Awards | 200.00% | 200.00% | 200.00% | 200.00% | ||||||
Market-based Restricted Stock [Member] | Minimum [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Awards | 0.00% | 0.00% | 0.00% | |||||||
Market-based Restricted Stock First Issuance [Member] | ||||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 3,100,000 |
Note 8 - Share-based Compensa_4
Note 8 - Share-based Compensation - Stock Option Activity (Details) - $ / shares | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement, Option [Member] | |
Outstanding (in shares) | 844,455 |
Outstanding, weighted average exercise price (in dollars per share) | $ 2 |
Exercised (in shares) | (131,590) |
Exercised, weighted average exercise price (in dollars per share) | $ 1.48 |
Forfeited (in shares) | (1,146) |
Forfeited, weighted average exercise price (in dollars per share) | $ 5.69 |
Expired (in shares) | (35,714) |
Expired, weighted average exercise price (in dollars per share) | $ 1.73 |
Outstanding (in shares) | 676,005 |
Outstanding as of September 30, 2021 (in dollars per share) | $ 2.12 |
Options exercisable (in shares) | 671,964 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 2.11 |
Performance Shares [Member] | |
Outstanding (in shares) | 686,001 |
Outstanding, weighted average exercise price (in dollars per share) | $ 1.64 |
Exercised (in shares) | (501,075) |
Exercised, weighted average exercise price (in dollars per share) | $ 1.64 |
Outstanding (in shares) | 184,926 |
Outstanding as of September 30, 2021 (in dollars per share) | $ 1.64 |
Options exercisable (in shares) | 184,926 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 1.64 |
Note 8 - Share-based Compensa_5
Note 8 - Share-based Compensation - Restricted Stock Activity (Details) - $ / shares | May 03, 2021 | Feb. 08, 2021 | Mar. 25, 2020 | Apr. 01, 2019 | Feb. 25, 2019 | Sep. 30, 2021 |
Restricted Stock [Member] | ||||||
Outstanding as of beginning of year (in shares) | 930,854 | |||||
Outstanding at beginning of year, grant date fair value (in dollars per share) | $ 19.31 | |||||
Granted (in shares) | 751,363 | |||||
Granted, grant date fair value (in dollars per share) | $ 47.50 | |||||
Vested (in shares) | (241,590) | |||||
Vested, grant date fair value (in dollars per share) | $ 15.97 | |||||
Forfeited (in shares) | (79,079) | |||||
Forfeited, grant date fair value (in dollars per share) | $ 34.86 | |||||
Outstanding at end of year (in shares) | 1,361,548 | |||||
Outstanding at end of year, grant date fair value (in dollars per share) | $ 34.56 | |||||
Market-based Restricted Stock [Member] | ||||||
Outstanding as of beginning of year (in shares) | 224,774 | |||||
Outstanding at beginning of year, grant date fair value (in dollars per share) | $ 19.20 | |||||
Granted (in shares) | 6,415 | 30,616 | 109,140 | 29,604 | 94,247 | 152,665 |
Granted, grant date fair value (in dollars per share) | $ 30.85 | |||||
Vested (in shares) | (231,268) | (231,268) | ||||
Vested, grant date fair value (in dollars per share) | $ 26.98 | |||||
Outstanding at end of year (in shares) | 146,171 | |||||
Outstanding at end of year, grant date fair value (in dollars per share) | $ 20.78 |
Note 8 - Share-based Compensa_6
Note 8 - Share-based Compensation - Stock Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Stock compensation expense | $ 4,868 | $ 1,560 | $ 8,892 | $ 3,818 |
Research and Development Expense [Member] | ||||
Stock compensation expense | 551 | 291 | 1,171 | 687 |
Selling and Marketing Expense [Member] | ||||
Stock compensation expense | 560 | 256 | 1,012 | 581 |
General and Administrative Expense [Member] | ||||
Stock compensation expense | 3,015 | 868 | 5,662 | 2,144 |
Cost of Sales [Member] | ||||
Stock compensation expense | $ 742 | $ 145 | $ 1,047 | $ 406 |
Note 9 - Warrants (Details Text
Note 9 - Warrants (Details Textual) - $ / shares | Mar. 25, 2021 | May 14, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | May 31, 2016 | Mar. 31, 2014 |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0 | $ 4.75 | |||||
Class of Warrant or Right, Exercised During Period (in shares) | 79,100 | ||||||
Warrants to Purchase Common Stock [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,910,283 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4.75 | ||||||
Warrants in Connection with WAVI Credit Facility [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 550,000 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.75 | ||||||
WAVI Holding AG and Taurus4757 GmbH Warrants [Member] | |||||||
Stock Issued During Period, Shares, Cashless Warrant Exercises (in shares) | 2,747,970 | ||||||
Class of Warrant or Right, Exercised During Period (in shares) | 3,871,405 | 79,100 | 3,871,405 | ||||
Warrants Exercised [Member] | |||||||
Stock Issued During Period, Shares, Cashless Warrant Exercises (in shares) | 70,030 | ||||||
Class of Warrant or Right, Exercised During Period (in shares) | 79,100 |
Note 9 - Warrants - Summary of
Note 9 - Warrants - Summary of Warrant Activity (Details) | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Outstanding, number of shares (in shares) | shares | 79,100 |
Outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 4.75 |
Exercised, number of shares (in shares) | shares | (79,100) |
Exercised, weighted average exercise price (in dollars per share) | $ / shares | $ 4.75 |
Outstanding, number of shares (in shares) | shares | 0 |
Outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 0 |
Note 10 - Income Taxes (Details
Note 10 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2021 | Sep. 01, 2021 | Aug. 09, 2021 | May 03, 2021 | |
Income Tax Expense (Benefit), Total | $ (4,988) | $ 0 | $ (17,540) | $ 0 | ||||
Effective Income Tax Rate Reconciliation, Percent, Total | 98.00% | 161.00% | ||||||
Discrete Tax Benefit | $ 8,500 | |||||||
Stock Compensation Windfall Tax Benefits | $ 3,100 | $ 6,300 | ||||||
Effective Income Tax Rate Reconciliation, Before Discrete Items, Percent | 18.00% | |||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |||||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ (8,500) | |||||||
GCI Acquisition [Member] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | $ 23,526 | |||||||
Sexton Acquisition [Member] | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | $ 1,284 | $ 1,300 | ||||||
Forecast [Member] | ||||||||
Deferred Tax Assets, Valuation Allowance, Total | $ 1,200 |
Note 11 - Net (Loss) Income P_3
Note 11 - Net (Loss) Income Per Common Share - Calculation of Diluted Shares (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net income (loss) | $ 79 | $ (1,133) | $ 6,837 | $ 4,795 |
Amount attributable to unvested restricted shares | (2) | 0 | (212) | (138) |
Amount attributable to warrants outstanding | 0 | 0 | (4) | (335) |
Net income (loss) allocated to common shareholders | $ 77 | $ (1,133) | $ 6,621 | $ 4,322 |
Weighted-average common shares issued and outstanding (in shares) | 40,911,801 | 31,639,420 | 37,435,224 | 25,418,375 |
Basic earnings (loss) per common share (in dollars per share) | $ 0 | $ (0.04) | $ 0.18 | $ 0.17 |
Amount attributable to unvested restricted shares | $ 2 | $ 0 | $ 205 | $ 0 |
Amount attributable to warrants | 0 | 0 | 4 | 49 |
Less: gain related to change in fair value of warrants | 0 | 0 | 0 | 4,467 |
Diluted earnings (loss) per common share | $ 77 | $ (1,133) | $ 6,628 | $ 279 |
Stock options (in shares) | 1,069,207 | 0 | 1,330,207 | 1,754,051 |
Restricted shares (in shares) | 1,315,462 | 0 | 1,195,154 | 285,975 |
Warrants (in shares) | 0 | 0 | 24,338 | 1,954,137 |
Diluted weighted average shares issued and outstanding (in shares) | 43,296,470 | 31,639,420 | 39,984,923 | 29,412,538 |
Diluted earnings (loss) per common share (in dollars per share) | $ 0 | $ (0.04) | $ 0.17 | $ 0.01 |
Note 11 - Net (Loss) Income Com
Note 11 - Net (Loss) Income Common Share - Anti-dilutive Securities Excluded From Computation (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Anti-dilutive securities (in shares) | 0 | 2,246,306 | 0 | 0 |
Share-based Payment Arrangement, Option and Restricted Stock Awards [Member] | ||||
Anti-dilutive securities (in shares) | 0 | 2,183,537 | 0 | 0 |
Warrant [Member] | ||||
Anti-dilutive securities (in shares) | 0 | 62,769 | 0 | 0 |
Note 13 - Revenue - Revenues by
Note 13 - Revenue - Revenues by Product Line (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |||||
Total revenue | $ 33,800 | [1] | $ 11,279 | [2] | $ 81,851 | [2] | $ 33,361 | [2] |
Product, Freezer and Thaw [Member] | ||||||||
Total revenue | 17,610 | 3,371 | 40,021 | 9,237 | ||||
Product, Cell Processing [Member] | ||||||||
Total revenue | 11,505 | 7,414 | 30,131 | 22,753 | ||||
Product, Storage and Cold Chain Services [Member] | ||||||||
Total revenue | 86 | 19 | 293 | 30 | ||||
Service, Storage and Cold Chain Services [Member] | ||||||||
Total revenue | 2,250 | 0 | 6,417 | 0 | ||||
Rental, Storage and Cold Chain Services [Member] | ||||||||
Total revenue | $ 2,349 | $ 475 | $ 4,989 | $ 1,341 | ||||
[1] | 2020 revenue includes service revenue related to SciSafe from October 1, 2020 through December 31, 2020. | |||||||
[2] | 2019 revenue includes automated thawing revenue related to Astero from April 1, 2019 through December 31, 2019; evo shipper rental revenue related to SAVSU from August 8, 2019 through December 31, 2019; and freezer and accessory revenue related to CBS from November 12, 2019 through December 31, 2019. |
Note 13 - Revenue - Summary of
Note 13 - Revenue - Summary of Remaining Performance Obligations (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Rental Revenue [Member] | |
Service revenue, expected to be recognized in the future | $ 11,138 |
Service Revenue [Member] | |
Service revenue, expected to be recognized in the future | $ 112 |
Note 13 - Revenue - Summary o_2
Note 13 - Revenue - Summary of Remaining Performance Obligations 2 (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Rental Revenue [Member] | |
Service revenue, expected to be recognized in the future | $ 11,138 |
Rental Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | |
Service revenue, expected to be recognized in the future | $ 2,983 |
Service revenue, expected to be recognized in the future, period (Year) | 3 months |
Rental Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Service revenue, expected to be recognized in the future | $ 7,733 |
Service revenue, expected to be recognized in the future, period (Year) | 1 year |
Rental Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Service revenue, expected to be recognized in the future | $ 422 |
Service revenue, expected to be recognized in the future, period (Year) | 1 year |
Rental Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Service revenue, expected to be recognized in the future | $ 0 |
Service revenue, expected to be recognized in the future, period (Year) | 1 year |
Service Revenue [Member] | |
Service revenue, expected to be recognized in the future | $ 112 |
Service Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | |
Service revenue, expected to be recognized in the future | $ 40 |
Service revenue, expected to be recognized in the future, period (Year) | 3 months |
Service Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Service revenue, expected to be recognized in the future | $ 31 |
Service revenue, expected to be recognized in the future, period (Year) | 1 year |
Service Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Service revenue, expected to be recognized in the future | $ 31 |
Service revenue, expected to be recognized in the future, period (Year) | 1 year |
Service Revenue [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Service revenue, expected to be recognized in the future | $ 10 |
Service revenue, expected to be recognized in the future, period (Year) | 1 year |
Note 14 - Leases (Details Textu
Note 14 - Leases (Details Textual) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($)ft²a | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)ft²a | Sep. 30, 2021EUR (€)ft²a | Sep. 30, 2020USD ($) | |
Operating Lease, Payments | $ 702,000 | $ 219,000 | $ 2,000,000 | $ 653,000 | |
Bothell, Washington Headquarters [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 32,106 | 32,106 | 32,106 | ||
Lease Agreement, Tenant Allowance | $ 2,600,000 | ||||
Lessee, Operating Lease, Renewal Term (Year) | 5 years | 5 years | 5 years | ||
Monthly Base Rent Expense | $ 70,000 | ||||
Menlo Park, California Location [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 3,460 | 3,460 | 3,460 | ||
Monthly Base Rent Expense | $ 11,000 | ||||
Albuquerque, New Mexico Location [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 9,932 | 9,932 | 9,932 | ||
Lessee, Operating Lease, Renewal Term (Year) | 3 years | 3 years | 3 years | ||
Monthly Base Rent Expense | $ 9,000 | ||||
Detroit, Michigan Location [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 106,998 | 106,998 | 106,998 | ||
Monthly Base Rent Expense | $ 35,000 | ||||
United States, First Lease Agreement [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 16,800 | 16,800 | 16,800 | ||
Monthly Base Rent Expense | $ 14,000 | ||||
United States, Second Lease Agreement [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 20,000 | 20,000 | 20,000 | ||
Monthly Base Rent Expense | $ 14,000 | ||||
United States, Third Lease Agreement [Member] | |||||
Area of Real Estate Property (Square Foot) | a | 12,500 | 12,500 | 12,500 | ||
Monthly Base Rent Expense | $ 8,000 | ||||
The United States of America [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 16,153 | 16,153 | 16,153 | ||
Monthly Base Rent Expense | $ 13,000 | ||||
The United States of America, Second Lease [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 26,800 | 26,800 | 26,800 | ||
Lessee, Operating Lease, Renewal Term (Year) | 5 years | 5 years | 5 years | ||
Monthly Base Rent Expense | $ 27,000 | ||||
Lessee, Operating Lease, Yearly Rent Increase Percentage | 2.50% | 2.50% | |||
The Netherlands Lease Agreement [Member] | |||||
Area of Real Estate Property (Square Foot) | a | 47,533 | 47,533 | 47,533 | ||
Lessee, Operating Lease, Renewal Term (Year) | 5 years | 5 years | 5 years | ||
Monthly Base Rent Expense | $ 33,000 | € 29,000 | |||
Lease in Athens, Ohio [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 50,000 | 50,000 | 50,000 | ||
Monthly Base Rent Expense | $ 23,000 | ||||
Lease in Columbus, Ohio [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 1,807 | 1,807 | 1,807 | ||
Monthly Base Rent Expense | $ 4,000 | ||||
Lease in Nelsonville, Ohio [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 22,764 | 22,764 | 22,764 | ||
Monthly Base Rent Expense | $ 10,000 | ||||
Indianapolis Indiana [Member] | |||||
Area of Real Estate Property (Square Foot) | ft² | 11,415 | 11,415 | 11,415 | ||
Monthly Base Rent Expense | $ 13,000 |
Note 14 - Leases - Lease Term a
Note 14 - Leases - Lease Term and Discount Rate (Details) | Sep. 30, 2021 | Dec. 31, 2020 |
Weighted average discount rate - operating leases | 3.60% | 3.30% |
Weighted average discount rate - finance leases | 6.10% | 5.70% |
Weighted average remaining lease term in years - operating leases (Year) | 7 years 10 months 24 days | 1 year 6 months |
Weighted average remaining lease term in years - finance leases (Year) | 3 years 2 months 12 days | 10 months 24 days |
Note 14 - Leases - Components o
Note 14 - Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating lease costs | $ 805 | $ 170 | $ 1,998 | $ 509 |
Short-term lease costs | 498 | 59 | 1,158 | 176 |
Total operating lease costs | 1,303 | 229 | 3,156 | 685 |
Variable lease costs | 193 | 0 | 477 | 0 |
Total lease expense | $ 1,496 | $ 229 | $ 3,633 | $ 685 |
Note 14 - Leases - Maturities o
Note 14 - Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2021USD ($) |
2021 (3 months remaining), operating leases | $ 890 |
2021 (3 months remaining), finance leases | 43 |
2022, operating leases | 3,108 |
2022, finance leases | 171 |
2023, operating leases | 2,760 |
2023. finance leases | 171 |
2024, operating leases | 2,523 |
2024, finance leases | 101 |
2025, operating leases | 2,245 |
2025, finance leases | 37 |
Thereafter, operating leases | 8,780 |
Thereafter, finance leases | 1 |
Total operating lease payments | 20,306 |
Total financing lease payments | 524 |
Less: operating lease interest | (2,611) |
Less: financing lease interest | (49) |
Total present value of operating lease liabilities | 17,695 |
Total present value of financing lease liabilities | $ 475 |
Note 15 - Unaudited Condensed_3
Note 15 - Unaudited Condensed Consolidated Balance Sheet Detail (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Depreciation, Total | $ 691,000 | $ 296,000 | $ 2,100,000 | $ 873,000 |
Note 15 - Unaudited Condensed_4
Note 15 - Unaudited Condensed Consolidated Balance Sheet Detail - Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property and equipment | $ 23,639 | $ 13,962 |
Less: Accumulated depreciation | (6,177) | (3,842) |
Net property and equipment | 17,462 | 10,120 |
Leasehold Improvements [Member] | ||
Property and equipment | 3,301 | 2,393 |
Furniture and Computer Equipment [Member] | ||
Property and equipment | 1,793 | 902 |
Manufacturing Facility [Member] | ||
Property and equipment | 13,798 | 10,076 |
Construction in Progress [Member] | ||
Property and equipment | $ 4,747 | $ 591 |
Note 15 - Unaudited Condensed_5
Note 15 - Unaudited Condensed Consolidated Balance Sheet Detail - Accrued Liabilities and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accrued expenses | $ 1,435 | $ 472 |
Accrued taxes | 62 | 112 |
Accrued compensation | 4,167 | 2,898 |
Warranty reserve liability | 5,552 | 212 |
Deferred revenue, current | 710 | 931 |
Other | 131 | 130 |
Total accrued expenses and other current liabilities | $ 12,057 | $ 4,755 |
Note 15 - Unaudited Condensed_6
Note 15 - Unaudited Condensed Consolidated Balance Sheet Detail - Warranty Reserve Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Beginning balance | $ 212 | $ 191 |
Warranty reserve acquired in the acquisition of Global Cooling | 3,353 | 0 |
Provision for warranties | 4,446 | 109 |
Settlements of warranty claims | (2,459) | (92) |
Ending Balance | $ 5,552 | $ 208 |
Note 16 - Employee Benefit Pl_2
Note 16 - Employee Benefit Plan (Details Textual) - Defined Contribution Plan, 401 K [Member] - Pension Plan [Member] - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 100.00% | |||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 237,000 | $ 89,000 | $ 587,000 | $ 268,000 |
Note 17 - Subsequent Events (De
Note 17 - Subsequent Events (Details Textual) | Oct. 31, 2021USD ($) | Oct. 08, 2021USD ($)ft² | Sep. 30, 2021USD ($) |
Albuquerque, New Mexico Location [Member] | |||
Monthly Base Rent Expense | $ 9,000 | ||
Subsequent Event [Member] | Bothell Washington Headquarters 2 [Member] | |||
Area of Leased Real Estate Property Increase (Decrease) (Square Foot) | ft² | 8,342 | ||
Lease Agreement, Tenant Allowance | $ 417,000 | ||
Monthly Base Rent Increase (Decrease) | $ 19,000 | ||
Lease Obligation Incurred, Percentage, Annual Increase | 3.00% | ||
Subsequent Event [Member] | Albuquerque, New Mexico Location [Member] | |||
Monthly Base Rent Expense | $ 10,000 |