Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | May 03, 2022 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Entity File Number | 0-18592 | |
Entity Registrant Name | MERIT MEDICAL SYSTEMS INC | |
Entity Incorporation, State or Country Code | UT | |
Entity Central Index Key | 0000856982 | |
Entity Tax Identification Number | 87-0447695 | |
Entity Address, Address Line One | 1600 West Merit Parkway | |
Entity Address, City or Town | South Jordan | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84095 | |
City Area Code | 801 | |
Local Phone Number | 253-1600 | |
Title of 12(b) Security | Common Stock, no par | |
Trading Symbol | MMSI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 56,680,546 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 53,875 | $ 67,750 |
Trade receivables - net of allowance for credit losses - 2022 - $7,568 and 2021 - $6,767 | 155,859 | 152,301 |
Other receivables | 11,748 | 17,763 |
Inventories | 231,451 | 221,922 |
Prepaid expenses and other current assets | 19,809 | 16,149 |
Prepaid income taxes | 3,547 | 3,550 |
Income tax refund receivables | 1,803 | 2,777 |
Total current assets | 478,092 | 482,212 |
Property and equipment: | ||
Land and land improvements | 25,380 | 25,287 |
Buildings | 189,773 | 190,044 |
Manufacturing equipment | 283,802 | 277,976 |
Furniture and fixtures | 61,877 | 61,446 |
Leasehold improvements | 48,060 | 46,341 |
Construction-in-progress | 50,870 | 51,182 |
Total property and equipment | 659,762 | 652,276 |
Less accumulated depreciation | (287,853) | (280,618) |
Property and equipment - net | 371,909 | 371,658 |
Other assets: | ||
Goodwill | 361,456 | 361,741 |
Deferred income tax assets | 6,179 | 6,080 |
Right-of-use operating lease assets | 64,659 | 65,913 |
Other assets | 41,707 | 41,421 |
Total other assets | 779,739 | 794,424 |
Total assets | 1,629,740 | 1,648,294 |
Current liabilities: | ||
Trade payables | 58,099 | 55,624 |
Accrued expenses | 122,394 | 159,014 |
Current portion of long-term debt | 9,375 | 8,438 |
Short-term operating lease liabilities | 10,304 | 10,668 |
Income taxes payable | 3,659 | 2,536 |
Total current liabilities | 203,831 | 236,280 |
Long-term debt | 243,112 | 234,397 |
Deferred income tax liabilities | 31,491 | 31,503 |
Long-term income taxes payable | 347 | 347 |
Liabilities related to unrecognized tax benefits | 932 | 932 |
Deferred compensation payable | 16,804 | 18,111 |
Deferred credits | 1,788 | 1,815 |
Long-term operating lease liabilities | 60,366 | 61,526 |
Other long-term obligations | 14,550 | 23,584 |
Total liabilities | 573,221 | 608,495 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock - 5,000 shares authorized as of March 31, 2022 and December 31, 2021; no shares issued | ||
Common stock, no par value; shares authorized - 2022 and 2021 - 100,000; issued and outstanding as of March 31, 2022 - 56,655 and December 31, 2021 - 56,570 | 646,370 | 641,533 |
Retained earnings | 416,802 | 406,257 |
Accumulated other comprehensive loss | (6,653) | (7,991) |
Total stockholders' equity | 1,056,519 | 1,039,799 |
Total liabilities and stockholders' equity | 1,629,740 | 1,648,294 |
Developed technology | ||
Other assets: | ||
Intangible assets | 264,839 | 276,833 |
Other | ||
Other assets: | ||
Intangible assets | $ 40,899 | $ 42,436 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Trade receivables, allowances | $ 7,568 | $ 6,767 |
Stockholders' equity: | ||
Preferred stock shares authorized (in shares) | 5,000 | 5,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock shares authorized (in shares) | 100,000 | 100,000 |
Common stock shares issued (in shares) | 56,655 | 56,570 |
Common stock shares outstanding (in shares) | 56,655 | 56,570 |
Developed technology | ||
Other assets: | ||
Intangibles, accumulated amortization | $ 244,017 | $ 234,016 |
Other | ||
Other assets: | ||
Intangibles, accumulated amortization | $ 66,924 | $ 65,053 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Net sales | $ 275,415 | $ 248,913 |
Cost of sales | 154,508 | 137,019 |
Gross profit | 120,907 | 111,894 |
Operating expenses: | ||
Selling, general and administrative | 84,015 | 81,024 |
Research and development | 17,387 | 16,274 |
Impairment charges | 1,672 | 0 |
Contingent consideration expense | 2,600 | 402 |
Total operating expenses | 105,674 | 97,700 |
Income from operations | 15,233 | 14,194 |
Other income (expense): | ||
Interest income | 104 | 472 |
Interest expense | (1,002) | (1,537) |
Other expense - net | (164) | (435) |
Total other expense - net | (1,062) | (1,500) |
Income before income taxes | 14,171 | 12,694 |
Income tax expense | 3,626 | 1,736 |
Net income | $ 10,545 | $ 10,958 |
Earnings per common share | ||
Basic (in dollars per share) | $ 0.19 | $ 0.20 |
Diluted (in dollars per share) | $ 0.18 | $ 0.19 |
Weighted average shares outstanding | ||
Basic (in shares) | 56,593 | 55,717 |
Diluted (in shares) | 57,531 | 56,978 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 10,545 | $ 10,958 |
Other comprehensive income (loss): | ||
Cash flow hedges | 2,907 | 2,921 |
Income tax benefit (expense) | (712) | (724) |
Foreign currency translation adjustment | (793) | (4,462) |
Income tax benefit (expense) | (64) | 535 |
Total other comprehensive income (loss) | 1,338 | (1,730) |
Total comprehensive income | $ 11,883 | $ 9,228 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total |
Beginning balance at Dec. 31, 2020 | $ 606,224 | $ 357,803 | $ (5,452) | $ 958,575 |
Beginning balance (in shares) at Dec. 31, 2020 | 55,623 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income | 10,958 | 10,958 | ||
Other comprehensive income (loss) | (1,730) | (1,730) | ||
Stock-based compensation expense | $ 3,310 | 3,310 | ||
Options exercised | $ 5,897 | 5,897 | ||
Options exercised (in shares) | 291 | |||
Issuance of common stock under Employee Stock Purchase Plan | $ 263 | 263 | ||
Issuance of common stock under Employee Stock Purchase Plans (in shares) | 5 | |||
Shares issued from time-vested restricted stock units (in shares) | 25 | |||
Shares surrendered in exchange for payment of payroll tax liabilities | $ (488) | (488) | ||
Shares surrendered in exchange for payment of payroll tax liabilities (in shares) | (9) | |||
Shares surrendered in exchange for exercise of stock options | $ (93) | (93) | ||
Shares surrendered in exchange for exercise of stock options (in shares) | (2) | |||
Ending balance at Mar. 31, 2021 | $ 615,113 | 368,761 | (7,182) | 976,692 |
Ending balance (in shares) at Mar. 31, 2021 | 55,933 | |||
Beginning balance at Dec. 31, 2021 | $ 641,533 | 406,257 | (7,991) | $ 1,039,799 |
Beginning balance (in shares) at Dec. 31, 2021 | 56,570 | 56,570 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income | 10,545 | $ 10,545 | ||
Other comprehensive income (loss) | 1,338 | 1,338 | ||
Stock-based compensation expense | $ 4,212 | 4,212 | ||
Options exercised | $ 1,320 | 1,320 | ||
Options exercised (in shares) | 52 | |||
Issuance of common stock under Employee Stock Purchase Plan | $ 320 | 320 | ||
Issuance of common stock under Employee Stock Purchase Plans (in shares) | 5 | |||
Shares issued from time-vested restricted stock units (in shares) | 44 | |||
Shares surrendered in exchange for payment of payroll tax liabilities | $ (1,015) | (1,015) | ||
Shares surrendered in exchange for payment of payroll tax liabilities (in shares) | (16) | |||
Ending balance at Mar. 31, 2022 | $ 646,370 | $ 416,802 | $ (6,653) | $ 1,056,519 |
Ending balance (in shares) at Mar. 31, 2022 | 56,655 | 56,655 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 10,545 | $ 10,958 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 20,466 | 21,400 |
Loss (gain) on sales and/or abandonment of property and equipment | 94 | (28) |
Write-off of certain intangible assets and other long-term assets | 1,672 | |
Amortization of right-of-use operating lease assets | 2,584 | 3,070 |
Fair value adjustments to contingent consideration | 2,600 | 402 |
Amortization of deferred credits | (27) | (27) |
Amortization of long-term debt issuance costs | 151 | 151 |
Stock-based compensation expense | 4,642 | 3,595 |
Changes in operating assets and liabilities, net of acquisitions and divestitures: | ||
Trade receivables | (3,851) | (5,284) |
Other receivables | 5,854 | (597) |
Inventories | (9,177) | (3,396) |
Prepaid expenses and other current assets | (1,307) | (1,071) |
Income tax refund receivables | 196 | 199 |
Other assets | 833 | 80 |
Trade payables | 2,670 | 4,237 |
Accrued expenses | (23,508) | 5,393 |
Income taxes payable | 1,147 | (174) |
Deferred compensation payable | (1,307) | (581) |
Operating lease liabilities | (2,841) | (3,151) |
Other long-term obligations | 574 | 56 |
Total adjustments | 1,465 | 24,274 |
Net cash, cash equivalents, and restricted cash provided by operating activities | 12,010 | 35,232 |
Capital expenditures for: | ||
Property and equipment | (9,526) | (6,171) |
Intangible assets | (342) | (692) |
Proceeds from the sale of property and equipment | 873 | |
Cash paid in acquisitions, net of cash acquired | (358) | |
Net cash, cash equivalents, and restricted cash used in investing activities | (9,868) | (6,348) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock | 1,641 | 5,520 |
Proceeds from issuance of long-term debt | 80,524 | 9,694 |
Payments on long-term debt | (70,899) | (40,569) |
Contingent payments related to acquisitions | (24,491) | (403) |
Payment of taxes related to an exchange of common stock | (1,015) | (488) |
Net cash, cash equivalents, and restricted cash used in financing activities | (14,240) | (26,246) |
Effect of exchange rates on cash, cash equivalents, and restricted cash | 111 | (1,035) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (11,987) | 1,603 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | ||
Beginning of period | 67,750 | 56,916 |
End of period | 55,763 | 58,519 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEETS: | ||
Cash and cash equivalents | 53,875 | 58,519 |
Restricted cash reported in prepaid expenses and other current assets | $ 1,888 | |
Restricted Cash and Cash Equivalents, Current, Statement of Financial Position [Extensible Enumeration] | Prepaid Expense and Other Assets, Current | |
Total cash, cash equivalents and restricted cash | $ 55,763 | 58,519 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest (net of capitalized interest of $126 and $120, respectively) | 993 | 1,539 |
Income taxes | 2,411 | 1,660 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Property and equipment purchases in accounts payable | 2,442 | 1,688 |
Merit common stock surrendered (0 and 2 shares, respectively) in exchange for exercise of stock options | 93 | |
Right-of-use operating lease assets obtained in exchange for operating lease liabilities | $ 1,404 | $ 131 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Cash Flows [Abstract] | ||
Net capitalized interest | $ 126 | $ 120 |
Common stock surrendered in exchange for exercise of stock options (in shares) | 0 | 2 |
Basis of Presentation and Other
Basis of Presentation and Other Items | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Other Items | 1. Basis of Presentation and Other Items. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 3. Revenue from Contracts with Customers. We recognize revenue when a customer obtains control of promised goods. The amount of revenue recognized reflects the consideration we expect to receive in exchange for these goods. Our revenue recognition policies have not changed from those disclosed in Note 1 to our consolidated financial statements in Item 8 of the 2021 Annual Report on Form 10-K. Disaggregation of Revenue Our revenue is disaggregated based on reporting segment, product category and geographical region. We design, develop, manufacture and market medical products for interventional and diagnostic procedures. For financial reporting purposes, we report our operations in two operating segments: cardiovascular and endoscopy. Our cardiovascular segment consists of four product categories: peripheral intervention, cardiac intervention, custom procedural solutions, and original equipment manufacturer (“OEM”). Within these product categories, we sell a variety of products, including cardiology and radiology devices (which assist in diagnosing and treating coronary arterial disease, peripheral vascular disease and other non-vascular diseases), as well as embolotherapeutic, cardiac rhythm management, electrophysiology, critical care, breast cancer localization and guidance, biopsy, and interventional oncology and spine devices. Our endoscopy segment consists of gastroenterology and pulmonology devices which assist in the palliative treatment of expanding esophageal, tracheobronchial and biliary strictures caused by malignant tumors. The following tables present revenue from contracts with customers by reporting segment, product category and geographical region for the three-month periods ended March 31, 2022 and 2021 (in thousands): Three Months Ended Three Months Ended March 31, 2022 March 31, 2021 United States International Total United States International Total Cardiovascular Peripheral Intervention $ 62,100 $ 43,673 $ 105,773 $ 56,866 $ 36,048 $ 92,914 Cardiac Intervention 28,549 52,938 81,487 29,251 45,486 74,737 Custom Procedural Solutions 26,555 19,707 46,262 24,892 20,529 45,421 OEM 27,796 5,618 33,414 22,890 5,044 27,934 Total 145,000 121,936 266,936 133,899 107,107 241,006 Endoscopy Endoscopy devices 7,992 487 8,479 7,473 434 7,907 Total $ 152,992 $ 122,423 $ 275,415 $ 141,372 $ 107,541 $ 248,913 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. Inventories. Inventories at March 31, 2022 and December 31, 2021 consisted of the following (in thousands): March 31, 2022 December 31, 2021 Finished goods $ 130,500 $ 132,403 Work-in-process 32,512 22,160 Raw materials 68,439 67,359 Total inventories $ 231,451 $ 221,922 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets. The change in the carrying amount of goodwill for the three-month period ended March 31, 2022 is detailed as follows (in thousands): 2022 Goodwill balance at January 1 $ 361,741 Effect of foreign exchange (285) Goodwill balance at March 31 $ 361,456 Total accumulated goodwill impairment losses aggregated to $8.3 million as of March 31, 2022 and December 31, 2021. We did not have any goodwill impairments for the three-month periods ended March 31, 2022 and 2021. The total goodwill balance as of March 31, 2022 and December 31, 2021 was related to our cardiovascular segment. Other intangible assets at March 31, 2022 and December 31, 2021 consisted of the following (in thousands): March 31, 2022 Gross Carrying Accumulated Net Carrying Amount Amortization Amount Patents $ 26,691 $ (8,788) $ 17,903 Distribution agreements 3,250 (2,569) 681 License agreements 12,725 (8,098) 4,627 Trademarks 30,238 (15,920) 14,318 Customer lists 34,919 (31,549) 3,370 Total $ 107,823 $ (66,924) $ 40,899 December 31, 2021 Gross Carrying Accumulated Net Carrying Amount Amortization Amount Patents $ 26,349 $ (8,315) $ 18,034 Distribution agreements 3,250 (2,519) 731 License agreements 12,663 (7,768) 4,895 Trademarks 30,242 (15,256) 14,986 Customer lists 34,985 (31,195) 3,790 Total $ 107,489 $ (65,053) $ 42,436 Aggregate amortization expense for the three-month periods ended March 31, 2022 and 2021 was $12.2 million and $12.5 million, respectively. We evaluate long-lived assets, including amortizing intangible assets, for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. We perform the impairment analysis at the asset group for which the lowest level of identifiable cash flows is largely independent of the cash flows of other assets and liabilities. We determine the fair value of our amortizing assets based on estimated future cash flows discounted back to their present value using a discount rate that reflects the risk profiles of the underlying activities. We did no t identify indicators of impairment in any intangible assets based on our qualitative assessment for the three-month period ended March 31, 2021. Estimated amortization expense for the developed technology and other intangible assets for the next five years consisted of the following as of March 31, 2022 (in thousands): Year Ending December 31, Estimated Amortization Expense Remaining 2022 $ 35,932 2023 46,894 2024 43,959 2025 42,185 2026 31,634 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes. |
Revolving Credit Facility and L
Revolving Credit Facility and Long-Term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Revolving Credit Facility and Long-Term Debt | 7. Revolving Credit Facility and Long-Term Debt. Principal balances outstanding under our long-term debt obligations as of March 31, 2022 and December 31, 2021 consisted of the following (in thousands): March 31, 2022 December 31, 2021 Term loans $ 131,250 $ 133,125 Revolving credit loans 121,500 110,000 Less unamortized debt issuance costs (263) (290) Total long-term debt 252,487 242,835 Less current portion 9,375 8,438 Long-term portion $ 243,112 $ 234,397 Third Amended and Restated Credit Agreement On July 31, 2019, we entered into a Third Amended and Restated Credit Agreement (the "Third Amended Credit Agreement"). The Third Amended Credit Agreement is a syndicated loan agreement with Wells Fargo Bank, National Association and other parties. The Third Amended Credit Agreement amends and restates in its entirety our previously outstanding Second Amended and Restated Credit Agreement and all amendments thereto. The Third Amended Credit Agreement provides for a term loan of $150 million and a revolving credit commitment up to an aggregate amount of $600 million, inclusive of sub-facilities for multicurrency borrowings, standby letters of credit and swingline loans. On July 31, 2024, all principal, interest and other amounts outstanding under the Third Amended Credit Agreement are payable in full. At any time prior to the maturity date, we may repay any amounts owing under all term loans and revolving credit loans in whole or in part, without premium or penalty, other than breakage fees (as defined in the Third Amended Credit Agreement). Revolving credit loans denominated in dollars and term loans made under the Third Amended Credit Agreement bear interest, at our election, at either the Base Rate or the Eurocurrency Rate (as such terms are defined in the Third Amended Credit Agreement) plus the Applicable Margin (as defined in the Third Amended Credit Agreement). Revolving credit loans denominated in an Alternative Currency (as defined in the Third Amended Credit Agreement) bear interest at the Eurocurrency Rate plus the Applicable Margin. Swingline loans bear interest at the Base Rate plus the Applicable Margin (as defined in the Third Amended Credit Agreement). Interest on each Base Rate loan is due and payable on the last business day of each calendar quarter; interest on each Eurocurrency Rate loan is due and payable on the last day of each interest period applicable thereto, and if such interest period extends over three months, at the end of each three-month interval during such interest period. The Third Amended Credit Agreement is collateralized by substantially all our assets. The Third Amended Credit Agreement contains affirmative and negative covenants, representations and warranties, events of default and other terms customary for loans of this nature. In particular, the Third Amended Credit Agreement requires that we maintain certain financial covenants, as follows: Covenant Requirement Consolidated Total Leverage Ratio (1) 4.0 to 1.0 Consolidated Interest Coverage Ratio (2) 3.0 to 1.0 Facility Capital Expenditures (3) $50 million (1) Maximum Consolidated Total Net Leverage Ratio (as defined in the Third Amended Credit Agreement) as of any fiscal quarter end. (2) Minimum ratio of Consolidated EBITDA (as defined in the Third Amended Credit Agreement and adjusted for certain expenditures) to Consolidated Interest Expense (as defined in the Third Amended Credit Agreement) for any period of four consecutive fiscal quarters. (3) Maximum level of the aggregate amount of all Facility Capital Expenditures (as defined in the Third Amended Credit Agreement) in any fiscal year. We believe we were in compliance with all covenants set forth in the Third Amended Credit Agreement as of March 31, 2022. As of March 31, 2022, we had outstanding borrowings of $253 million and issued letter of credit guarantees of $3.4 million under the Third Amended Credit Agreement, with additional available borrowings of approximately $475 million, based on the maximum net leverage ratio and the aggregate revolving credit commitment pursuant to the Third Amended Credit Agreement. Our interest rate as of March 31, 2022 was a fixed rate of 2.71% on $75 million as a result of an interest rate swap (see Note 8) and a variable floating rate of 1.46% on $177.8 million. Our interest rate as of December 31, 2021 was a fixed rate of 2.71% on $75 million as a result of an interest rate swap and a variable floating rate of 1.10% on $168.1 million. The foregoing fixed rates do not reflect potential future changes in the applicable margin. Future minimum principal payments on our long-term debt, as of March 31, 2022, were as follows (in thousands): Years Ending Future Minimum December 31, Principal Payments Remaining 2022 $ 6,562 2023 11,250 2024 234,938 Total future minimum principal payments $ 252,750 |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 8. Derivatives. General. We formally document, designate and assess the effectiveness of transactions that receive hedge accounting treatment initially and on an ongoing basis. For qualifying hedges, the change in fair value is deferred in accumulated other comprehensive income, a component of stockholders’ equity in the accompanying consolidated balance sheets, and recognized in earnings at the same time the hedged item affects earnings. Changes in the fair value of derivative instruments not designated as hedging instruments are recorded in earnings throughout the term of the derivative. Interest Rate Risk. Derivative Instruments Designated as Cash Flow Hedges On December 23, 2019, we entered into a pay-fixed, receive-variable interest rate swap with a notional amount of $75 million with Wells Fargo to fix the one-month LIBOR rate at 1.71% for the period from July 6, 2021 to July 31, 2024. The variable portion of the interest rate swap is tied to the one-month LIBOR rate (the benchmark interest rate). On a monthly basis, the interest rates under both the interest rate swap and the underlying debt reset, the swap is settled with the counterparty, and interest is paid. On March 31, 2022 and December 31, 2021, our interest rate swap qualified as a cash flow hedge. The fair value of our interest rate swap on March 31, 2022 was an asset of $1.2 million, which was partially offset by $0.3 million in deferred taxes. The fair value of our interest rate swap on December 31, 2021 was a liability of ($1.4) million, partially offset by ($0.4) million in deferred taxes. Foreign Currency Risk. Derivative Instruments Designated as Cash Flow Hedges For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is temporarily reported as a component of other comprehensive income (loss) and then reclassified into earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction affects earnings. We entered into forward contracts on various foreign currencies to manage the risk associated with forecasted exchange rates which impact revenues, cost of sales, and operating expenses in various international markets. The objective of the hedges is to reduce the variability of cash flows associated with the forecasted purchase or sale of the associated foreign currencies. We enter into approximately 100 cash flow foreign currency hedges every month. As of March 31, 2022 and December 31, 2021, we had entered into foreign currency forward contracts, which qualified as cash flow hedges, with aggregate notional amounts of $141.0 million and $123.0 million, respectively. Derivative Instruments Not Designated as Cash Flow Hedges We forecast our net exposure in various receivables and payables to fluctuations in the value of various currencies, and we enter into foreign currency forward contracts to mitigate that exposure. We enter into approximately 50 foreign currency fair value hedges every month. As of March 31, 2022 and December 31, 2021, we had entered into foreign currency forward contracts related to those balance sheet accounts with aggregate notional amounts of $87.9 million and $86.0 million, respectively. Balance Sheet Presentation of Derivative Instruments. The fair value of derivative instruments on a gross basis was as follows on the dates indicated (in thousands): Fair Value of Derivative Instruments Designated as Hedging Instruments Balance Sheet Location March 31, 2022 December 31, 2021 Assets Interest rate swaps Other assets (long-term) $ 1,161 $ — Foreign currency forward contracts Prepaid expenses and other assets 1,778 1,326 Foreign currency forward contracts Other assets (long-term) 293 179 (Liabilities) Interest rate swaps Other long-term obligations — (1,447) Foreign currency forward contracts Accrued expenses (2,569) (2,288) Foreign currency forward contracts Other long-term obligations (644) (502) Fair Value of Derivative Instruments Not Designated as Hedging Instruments Balance Sheet Location March 31, 2022 December 31, 2021 Assets Foreign currency forward contracts Prepaid expenses and other assets $ 1,327 $ 736 (Liabilities) Foreign currency forward contracts Accrued expenses (1,505) (856) Income Statement Presentation of Derivative Instruments. Derivative Instruments Designated as Cash Flow Hedges Derivative instruments designated as cash flow hedges had the following effects, before income taxes, on other comprehensive income (“OCI”), accumulated other comprehensive income (“AOCI”), and net earnings in our consolidated statements of income, consolidated statements of comprehensive income and consolidated balance sheets (in thousands): Amount of Gain/(Loss) Consolidated Statements Amount of Gain/(Loss) Recognized in OCI of Income Reclassified from AOCI Three Months Ended March 31, Three Months Ended March 31, Three Months Ended March 31, Derivative instrument 2022 2021 Location in statements of income 2022 2021 2022 2021 Interest rate swaps $ 2,314 $ 721 Interest expense $ (1,002) $ (1,537) $ (294) $ (432) Foreign currency forward contracts (270) 516 Revenue 275,415 248,913 (386) (1,602) Cost of sales (154,508) (137,019) (183) 350 As of March 31, 2022, ($1.0) million, or ($0.8) million after taxes, was expected to be reclassified from accumulated other comprehensive income (loss) to earnings in revenue and cost of sales over the succeeding twelve months. As of March 31, 2022, $34,000, or $26,000 after taxes, was expected to be reclassified from accumulated other comprehensive income (loss) to earnings in interest expense over the succeeding twelve months. Derivative Instruments Not Designated as Hedging Instruments The following gains/(losses) from these derivative instruments were recognized in our consolidated statements of income (loss) for the periods presented (in thousands): Three Months Ended March 31, Derivative Instrument Location in statements of income 2022 2021 Foreign currency forward contracts Other income (expense) $ (1,112) $ 229 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies. Litigation. Securities Litigation On December 5, 2019, the Bucks County Employees Retirement Fund filed a complaint against Merit, our Chief Executive Officer and our Chief Financial Officer in the United States District Court for the Central District of California (the “California Central District Court”), individually and on behalf of all purchasers of our common stock between February 26, 2019 and October 30, 2019. On February 24, 2020, the court appointed the City of Atlanta Police Pension Fund, the Atlanta Firefighters’ Pension Fund, and the Employees’ Retirement System of the City of Baton Rouge and Parish of East Baton Rouge as Lead Plaintiffs. This action is captioned In re Merit Medical Systems, Inc. Securities Litigation (Master File No. 8:19-cv-02326-DOC-ADS). On June 30, 2020, Lead Plaintiffs filed a consolidated class action complaint for violations of federal securities laws against Merit, our Chief Executive Officer and our Chief Financial Officer in the California Central District Court, individually and on behalf of all purchasers of our common stock between February 26, 2019 and October 30, 2019. The consolidated class action complaint alleged that defendants violated Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder, and sought unspecified damages, costs and attorneys’ fees, and equitable relief. As of December 31, 2021, we had accrued approximately $10 million of net expense in connection with an agreement in principle to settle the consolidated class action complaint. The parties executed a settlement agreement, settling all claims asserted in the class action complaint, and the settlement agreement was approved by the Central California District Court on April 13, 2022. Shareholder Derivative Action On June 3, 2021, Steffen Maute filed a complaint, derivatively on behalf of Merit, against Merit (as a nominal defendant), our Chief Executive Officer, our Chief Financial Officer, our former President of Europe, Middle East and Africa (“EMEA,”) and certain of our directors in the United States District Court for the District of Utah (Case No. 2:21-cv-00346-DBP). The derivative complaint alleges that the individual defendants violated their fiduciary duties owed to Merit and were unjustly enriched at the expense of and to the detriment of Merit between February 2019 and October 2019, and seeks unspecified damages, costs, and professional fees. We intend to vigorously defend against the lawsuit. The proceeding was stayed until February 19, 2022, subject to the right of either party to seek to lift or extend the stay. The stay has expired, however the parties have been engaged in mediation in an attempt to resolve the dispute. We have not recorded an expense related to this matter because any potential loss is not reasonably estimable. Additionally, we cannot presently estimate the range of loss, if any, that may result from the matter. It is possible that the ultimate resolution of the foregoing matter, or other matters, if resolved in a manner unfavorable to us, may be materially adverse to our business, financial condition, results of operations or liquidity. Legal costs for proceedings, legal actions and claims discussed, such as outside counsel fees and expenses, are charged to expense in the period(s) incurred. |
Earnings (Loss) Per Common Shar
Earnings (Loss) Per Common Share (EPS) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Earnings (Loss) Per Common Share (EPS) | 10. Earnings Per Common Share (EPS). The computation of weighted average shares outstanding and the basic and diluted earnings per common share for the three-month periods ended March 31, 2022 and 2021 consisted of the following (in thousands, except per share amounts): Three Months Ended March 31, 2022 2021 Net income $ 10,545 $ 10,958 Average common shares outstanding 56,593 55,717 Basic EPS $ 0.19 $ 0.20 Average common shares outstanding 56,593 55,717 Effect of dilutive stock awards 938 1,261 Total potential shares outstanding 57,531 56,978 Diluted EPS $ 0.18 $ 0.19 Equity awards excluded as the impact was anti-dilutive (1) 1,553 1,042 (1) Does not reflect the impact of incremental repurchases under the treasury stock method. |
Employee Stock Purchase Plan, S
Employee Stock Purchase Plan, Stock Options and Warrants | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Employee Stock Purchase Plan, Stock Options and Warrants | 11. Stock-Based Compensation Expense. Stock-based compensation expense before income tax expense (benefit) for the three-month periods ended March 31, 2022 and 2021 consisted of the following (in thousands): Three Months Ended March 31, 2022 2021 Cost of sales Nonqualified stock options $ 588 $ 318 Research and development Nonqualified stock options 486 279 Selling, general and administrative Nonqualified stock options 1,924 1,627 Performance-based restricted stock units 815 731 Restricted stock units 399 355 Cash-settled performance-based share-based awards ("Liability Awards") 430 285 Total selling, general and administrative 3,568 2,998 Stock-based compensation expense before taxes $ 4,642 $ 3,595 We recognize stock-based compensation expense (net of a forfeiture rate), for those awards which are expected to vest, on a straight-line basis over the requisite service period. We estimate the forfeiture rate based on our historical experience and expectations about future forfeitures. Nonqualified Stock Options During the three-month periods ended March 31, 2022 and 2021, we granted stock options representing 123,606 and 125,850 shares of our common stock, respectively. We use the Black-Scholes methodology to value the stock-based compensation expense for options. In applying the Black-Scholes methodology to the option grants, the fair value of our stock-based awards granted was estimated using the following assumptions for the periods indicated below: Three Months Ended March 31, 2022 2021 Risk-free interest rate 1.4% - 1.8% 0.6% Expected option term 4 years 4 years Expected dividend yield — — Expected price volatility 46.2% - 46.6% 46.7% The average risk-free interest rate is determined using the U.S. Treasury rate in effect as of the date of grant, based on the expected term of the stock award. We determine the expected term of stock options using the historical exercise behavior of employees. The expected price volatility was determined using a weighted average of daily historical volatility of our stock price over the corresponding expected option term and implied volatility based on recent trends of the daily historical volatility. For awards with a vesting period, compensation expense is recognized on a straight-line basis over the service period, which corresponds to the vesting period. As of March 31, 2022, the total remaining unrecognized compensation cost related to non-vested stock options was $25.9 million, which was expected to be recognized over a weighted average period of 2.4 years. Stock-Settled Performance-Based Restricted Stock Units (“Performance Stock Units”) During the three-month periods ended March 31, 2022 and 2021, we granted performance stock units to certain of our executive officers which represent up to 109,178 and 128,883 shares of our common stock, respectively. Conversion of the performance stock units occurs at the end of the relevant performance periods, or one year after the agreement date, whichever is later. The conversion ratio is based upon attaining targeted levels of free cash flow (“FCF”) and relative shareholder return as compared to the Russell 2000 Index (“rTSR”), as defined in the award agreements. We use Monte-Carlo simulations to estimate the grant-date fair value of the performance stock units linked to total shareholder return. The fair value of each performance stock unit was estimated as of the grant date using the following assumptions for awards granted in the periods indicated below: Three Months Ended March 31, 2022 2021 Risk-free interest rate 1.6% 0.1% - 0.3% Performance period 2.8 years 1.8 - 2.8 years Expected dividend yield — — Expected price volatility 42.6% 43.7% - 49.3% The risk-free interest rate of return was determined using the U.S. Treasury rate at the time of grant with a term equal to the expected term of the award. The expected volatility was based on a weighted average volatility of our stock price and the average volatility of our compensation peer group's volatilities. The expected dividend yield was assumed to be zero because, at the time of the grant, we had no plans to declare a dividend. Compensation expense is recognized using the grant-date fair value for the number of shares that are probable of being awarded based on the performance conditions. Each reporting period, this probability assessment is updated, and cumulative adjustments are recorded based on the level of FCF that is expected to be achieved. At the end of the performance period, cumulative expense is calculated based on the actual level of FCF achieved. As of March 31, 2022, the total remaining unrecognized compensation cost related to stock-settled performance stock units was $9.3 million, which is expected to be recognized over a weighted average period of 2.2 years. Liability Awards During the three-month periods ended March 31, 2022 and 2021, we granted liability awards to our Chief Executive Officer with total target cash incentives, each in the amount of $1.0 million. These awards entitle him to a target cash payment based upon attaining targeted levels of FCF and rTSR, as defined in the award agreements. Settlement generally occurs based upon the same performance metrics, vesting period, and performance period as our performance stock units. The fair value of these awards is remeasured at each reporting period until the awards are settled. These awards are classified as liabilities and reported in accrued expenses and other long-term obligations within our consolidated balance sheet. As of March 31, 2022, the total remaining unrecognized compensation cost related to cash-settled performance-based share-based awards was $3.7 million, which is expected to be recognized over a weighted average period of 2.2 years. Restricted Stock Units On June 17, 2021, we granted restricted stock units to our non-employee directors representing 26,226 shares of our common stock. The expense recognized for restricted stock units is equal to the closing stock price on the date of grant, which is recognized over the vesting period. Restricted stock units granted to each director are subject to such director’s continued service through the vesting date, which is one year from the date of grant. As of March 31, 2022, the total remaining unrecognized compensation cost related to restricted stock units was $0.3 million, which will be recognized over the remaining vesting period. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 12. Segment Reporting. We report our operations in two operating segments: cardiovascular and endoscopy. Our cardiovascular segment consists of four product categories: peripheral intervention, cardiac intervention, custom procedural solutions, and OEM. Within these product categories, we sell a variety of products, including cardiology and radiology devices (which assist in diagnosing and treating coronary arterial disease, peripheral vascular disease and other non-vascular diseases), as well as embolotherapeutic, cardiac rhythm management, electrophysiology, critical care, breast cancer localization and guidance, biopsy, and interventional oncology and spine devices. Our endoscopy segment consists of gastroenterology and pulmonology devices which assist in the palliative treatment of expanding esophageal, tracheobronchial and biliary strictures caused by malignant tumors. We evaluate the performance of our operating segments based on net sales and operating income. Financial information relating to our reportable operating segments and reconciliations to the consolidated totals for the three-month periods ended March 31, 2022 and 2021, were as follows (in thousands): Three Months Ended March 31, 2022 2021 Net Sales Cardiovascular $ 266,936 $ 241,006 Endoscopy 8,479 7,907 Total net sales 275,415 248,913 Operating Income Cardiovascular 13,126 12,201 Endoscopy 2,107 1,993 Total operating income 15,233 14,194 Total other expense - net (1,062) (1,500) Income tax expense 3,626 1,736 Net income $ 10,545 $ 10,958 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 13. Fair Value Measurements. Assets (Liabilities) Measured at Fair Value on a Recurring Basis Our financial assets and (liabilities) carried at fair value and measured on a recurring basis as of March 31, 2022 and December 31, 2021 consisted of the following (in thousands): Fair Value Measurements Using Total Fair Quoted prices in Significant other Significant Value at active markets observable inputs unobservable inputs March 31, 2022 (Level 1) (Level 2) (Level 3) Interest rate contract asset, long-term (1) $ 1,161 $ — $ 1,161 $ — Foreign currency contract assets, current and long-term (2) $ 3,398 $ — $ 3,398 $ — Foreign currency contract liabilities, current and long-term (3) $ (4,718) $ — $ (4,718) $ — Contingent consideration liabilities $ (26,333) $ — $ — $ (26,333) Fair Value Measurements Using Total Fair Quoted prices in Significant other Significant Value at active markets observable inputs unobservable inputs December 31, 2021 (Level 1) (Level 2) (Level 3) Interest rate contract liability, long-term (1) $ (1,447) $ — $ (1,447) $ — Foreign currency contract assets, current and long-term (2) $ 2,241 $ — $ 2,241 $ — Foreign currency contract liabilities, current and long-term (3) $ (3,646) $ — $ (3,646) $ — Contingent consideration liabilities $ (48,234) $ — $ — $ (48,234) (1) The fair value of the interest rate contract is determined using Level 2 fair value inputs and is reported with other long-term assets or other long-term obligations in the consolidated balance sheets. (2) The fair value of the foreign currency contract assets (including those designated as hedging instruments and those not designated as hedging instruments) is determined using Level 2 fair value inputs and is recorded as prepaid expenses and other current assets or other long-term assets in the consolidated balance sheets. (3) The fair value of the foreign currency contract liabilities (including those designated as hedging instruments and those not designated as hedging instruments) is determined using Level 2 fair value inputs and is recorded as accrued expenses or other long-term obligations in the consolidated balance sheets. Certain of our business combinations involve the potential for the payment of future contingent consideration, generally based on a percentage of future product sales or upon attaining specified future revenue or other milestones. The contingent consideration liability is re-measured at the estimated fair value at the end of each reporting period with the change in fair value recognized within operating expenses in the accompanying consolidated statements of income for such period. We measure the initial liability and re-measure the liability on a recurring basis using Level 3 inputs as defined under authoritative guidance for fair value measurements. Changes in the fair value of our contingent consideration liabilities during the three-month periods ended March 31, 2022 and 2021 consisted of the following (in thousands): Three Months Ended March 31, 2022 2021 Beginning balance $ 48,234 $ 55,750 Contingent consideration expense 2,600 402 Contingent payments made (24,491) (403) Effect of foreign exchange (10) 5 Ending balance $ 26,333 $ 55,754 As of March 31, 2022, $5.8 million in contingent consideration liability was included in other long-term obligations and $20.5 million in contingent consideration liability was included in accrued expenses in our consolidated balance sheet. As of December 31, 2021, $13.5 million in contingent consideration liability was included in other long-term obligations and $34.7 million in contingent consideration liability was included in accrued expenses in our consolidated balance sheet. Cash paid to settle the contingent consideration liability recognized at fair value as of the applicable acquisition date has been reflected as a cash outflow from financing activities in the accompanying consolidated statements of cash flows. The recurring Level 3 measurement of our contingent consideration liabilities included the following significant unobservable inputs at March 31, 2022 and December 31, 2021 (amounts in thousands): Fair value at March 31, Valuation Weighted Contingent consideration liability 2022 technique Unobservable inputs Range Average (1) Revenue-based royalty payments contingent liability $ 2,405 Discounted cash flow Discount rate 13% - 16% 15.5% Projected year of payments 2022-2034 2026 Revenue milestones contingent liability $ 20,269 Monte Carlo simulation Discount rate 0% - 13% 3.8% Projected year of payments 2022-2031 2022 Regulatory approval contingent liability $ 3,659 Scenario-based method Discount rate 3.1% Probability of milestone payment 80% Projected year of payment 2024-2025 2025 Fair value at December 31, Valuation Weighted Contingent consideration liability 2021 technique Unobservable inputs Range Average (1) Revenue-based royalty payments contingent liability $ 2,870 Discounted cash flow Discount rate 13% - 16% 14.7% Projected year of payments 2022-2034 2026 Revenue milestones contingent liability $ 41,671 Monte Carlo simulation Discount rate 7.5% - 12.5% 8.2% Projected year of payments 2022-2031 2022 Regulatory approval contingent liability $ 3,693 Scenario-based method Discount rate 2.6% Probability of milestone payment 80% Projected year of payment 2024-2025 2025 (1) Unobservable inputs were weighted by the relative fair value of the instruments. No weighted average is reported for contingent consideration liabilities without a range of unobservable inputs. The contingent consideration liability is re-measured to fair value each reporting period. Significant increases or decreases in projected revenues, based on our most recent internal operational budgets and long-range strategic plans, discount rates or the time until payment is made would have resulted in a significantly lower or higher fair value measurement. Contingent Payments to Related Parties During the three-month period ended March 31, 2022, we made contingent payments of $1.6 million to a current director of Merit and former shareholder of Cianna Medical, Inc. (“Cianna Medical”), which we acquired in 2018. We made no such payments during the three-month period ended March 31, 2021. The terms of the acquisition, including contingent consideration payments, were determined prior to the appointment of the former Cianna Medical shareholder as a Merit director. As a former shareholder of Cianna Medical, the Merit director may be eligible for additional payments for the achievement of sales milestones specified in our merger agreement with Cianna Medical. Fair Value of Other Assets (Liabilities) The carrying amount of cash and cash equivalents, receivables, and trade payables approximate fair value because of the immediate, short-term maturity of these financial instruments. Our long-term debt re-prices frequently due to variable rates and entails no significant changes in credit risk and, as a result, we believe the fair value of long-term debt approximates carrying value. The fair value of assets and liabilities whose carrying value approximates fair value is determined using Level 2 inputs, with the exception of cash and cash equivalents, which use Level 1 inputs. We analyze our investments in privately-held companies to determine if they should be accounted for using the equity method based on our ability to exercise significant influence over operating and financial policies of the company in which we have invested. Investments not accounted for under the equity method of accounting are accounted for at cost minus impairment, if applicable, plus or minus changes in valuation resulting from observable transactions for identical or similar investments. Impairment Charges We recognize or disclose the fair value of certain assets, such as non-financial assets, primarily property and equipment, right-of-use operating lease assets, equity investments, intangible assets and goodwill in connection with impairment evaluations. Such assets are reported at carrying value and are not subject to recurring fair value measurements. We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Fair value is generally determined based on discounted future cash flow. All our nonrecurring valuations use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy. During the three-month period ended March 31, 2022, we recorded an impairment charge of $1.7 million related to the acquired intangible assets from our August 2019 acquisition of STD Pharmaceutical. As of March 31, 2022, the net assets associated with the STD Pharmaceutical business were not material. On April 30, 2022, we divested our ownership of the STD Pharmaceutical business. We do not anticipate the recognition of a material loss upon the divestiture of this business. During the three-month period ended March 31, 2021, we had no losses related to acquired intangible assets Notes Receivable Our outstanding long-term notes receivable, including accrued interest and our allowance for current expected credit losses, were $2.4 million and $2.3 million as of March 31, 2022 and December 31, 2021, respectively. As of March 31, 2022 and December 31, 2021, we had an allowance for current expected credit losses of $0.2 million and $0.2 million, respectively, associated with these notes receivable. We assess the allowance for current expected credit losses on an individual security basis, due to the limited number of securities, using a probability of default model, which is based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the expected collectability of securities, and other security specific factors. The table below presents a rollforward of the allowance for current expected credit losses on our notes receivable for the three-month periods ended March 31, 2022 and 2021 (in thousands): Three Months Ended March 31, 2022 2021 Beginning balance $ 199 $ 730 Provision for credit loss expense — 202 Ending balance $ 199 $ 932 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2022 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 14. Accumulated Other Comprehensive Income (Loss). Cash Flow Hedges Foreign Currency Translation Total Balance as of January 1, 2022 $ (2,464) $ (5,527) $ (7,991) Other comprehensive income (loss) 2,044 (793) 1,251 Income taxes (712) (64) (776) Reclassifications to: Revenue 386 386 Cost of sales 183 183 Interest expense 294 294 Net other comprehensive income (loss) 2,195 (857) 1,338 Balance as of March 31, 2022 $ (269) $ (6,384) $ (6,653) Cash Flow Hedges Foreign Currency Translation Total Balance as of January 1, 2021 $ (6,940) $ 1,488 $ (5,452) Other comprehensive income (loss) 1,237 (4,462) (3,225) Income taxes (724) 535 (189) Reclassifications to: Revenue 1,602 1,602 Cost of sales (350) (350) Interest expense 432 432 Net other comprehensive income (loss) 2,197 (3,927) (1,730) Balance as of March 31, 2021 $ (4,743) $ (2,439) $ (7,182) |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events. no two |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Other Items | 1. Basis of Presentation and Other Items. |
Recently Issued Financial Accounting Standards | 2. Recently Issued Financial Accounting Standards. In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides temporary optional expedients and exceptions in accounting for modifications of contracts that reference the London interbank offered rate (“LIBOR”) or another reference rate expected to be discontinued as a result of reference rate reform. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope , which amends the scope of ASU 2020-04. ASU 2020-04 and ASU 2021-01 were effective as of March 12, 2020, and he provisions of these updates may be applied prospectively to transactions through December 31, 2022, when reference rate reform activity is expected to be completed. As of March 31, 2022, we had not modified any contracts as a result of reference rate reform. W e are currently assessing the anticipated impact of these standards on our consolidated financial statements. We currently believe that all other issued and not yet effective accounting standards are not materially relevant to our financial statements. |
Revenue Recognition | Revenue from Contracts with Customers. We recognize revenue when a customer obtains control of promised goods. The amount of revenue recognized reflects the consideration we expect to receive in exchange for these goods. Our revenue recognition policies have not changed from those disclosed in Note 1 to our consolidated financial statements in Item 8 of the 2021 Annual Report on Form 10-K. |
Derivatives | Derivatives. General. We formally document, designate and assess the effectiveness of transactions that receive hedge accounting treatment initially and on an ongoing basis. For qualifying hedges, the change in fair value is deferred in accumulated other comprehensive income, a component of stockholders’ equity in the accompanying consolidated balance sheets, and recognized in earnings at the same time the hedged item affects earnings. Changes in the fair value of derivative instruments not designated as hedging instruments are recorded in earnings throughout the term of the derivative. Interest Rate Risk. Derivative Instruments Designated as Cash Flow Hedges On December 23, 2019, we entered into a pay-fixed, receive-variable interest rate swap with a notional amount of $75 million with Wells Fargo to fix the one-month LIBOR rate at 1.71% for the period from July 6, 2021 to July 31, 2024. The variable portion of the interest rate swap is tied to the one-month LIBOR rate (the benchmark interest rate). On a monthly basis, the interest rates under both the interest rate swap and the underlying debt reset, the swap is settled with the counterparty, and interest is paid. On March 31, 2022 and December 31, 2021, our interest rate swap qualified as a cash flow hedge. The fair value of our interest rate swap on March 31, 2022 was an asset of $1.2 million, which was partially offset by $0.3 million in deferred taxes. The fair value of our interest rate swap on December 31, 2021 was a liability of ($1.4) million, partially offset by ($0.4) million in deferred taxes. Foreign Currency Risk. Derivative Instruments Designated as Cash Flow Hedges For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is temporarily reported as a component of other comprehensive income (loss) and then reclassified into earnings in the same line item associated with the forecasted transaction and in the same period or periods during which the hedged transaction affects earnings. We entered into forward contracts on various foreign currencies to manage the risk associated with forecasted exchange rates which impact revenues, cost of sales, and operating expenses in various international markets. The objective of the hedges is to reduce the variability of cash flows associated with the forecasted purchase or sale of the associated foreign currencies. Derivative Instruments Not Designated as Cash Flow Hedges Balance Sheet Presentation of Derivative Instruments. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables present revenue from contracts with customers by reporting segment, product category and geographical region for the three-month periods ended March 31, 2022 and 2021 (in thousands): Three Months Ended Three Months Ended March 31, 2022 March 31, 2021 United States International Total United States International Total Cardiovascular Peripheral Intervention $ 62,100 $ 43,673 $ 105,773 $ 56,866 $ 36,048 $ 92,914 Cardiac Intervention 28,549 52,938 81,487 29,251 45,486 74,737 Custom Procedural Solutions 26,555 19,707 46,262 24,892 20,529 45,421 OEM 27,796 5,618 33,414 22,890 5,044 27,934 Total 145,000 121,936 266,936 133,899 107,107 241,006 Endoscopy Endoscopy devices 7,992 487 8,479 7,473 434 7,907 Total $ 152,992 $ 122,423 $ 275,415 $ 141,372 $ 107,541 $ 248,913 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | March 31, 2022 December 31, 2021 Finished goods $ 130,500 $ 132,403 Work-in-process 32,512 22,160 Raw materials 68,439 67,359 Total inventories $ 231,451 $ 221,922 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in carrying amount of goodwill | 2022 Goodwill balance at January 1 $ 361,741 Effect of foreign exchange (285) Goodwill balance at March 31 $ 361,456 |
Other intangible assets | Other intangible assets at March 31, 2022 and December 31, 2021 consisted of the following (in thousands): March 31, 2022 Gross Carrying Accumulated Net Carrying Amount Amortization Amount Patents $ 26,691 $ (8,788) $ 17,903 Distribution agreements 3,250 (2,569) 681 License agreements 12,725 (8,098) 4,627 Trademarks 30,238 (15,920) 14,318 Customer lists 34,919 (31,549) 3,370 Total $ 107,823 $ (66,924) $ 40,899 December 31, 2021 Gross Carrying Accumulated Net Carrying Amount Amortization Amount Patents $ 26,349 $ (8,315) $ 18,034 Distribution agreements 3,250 (2,519) 731 License agreements 12,663 (7,768) 4,895 Trademarks 30,242 (15,256) 14,986 Customer lists 34,985 (31,195) 3,790 Total $ 107,489 $ (65,053) $ 42,436 |
Estimated amortization expense | Estimated amortization expense for the developed technology and other intangible assets for the next five years consisted of the following as of March 31, 2022 (in thousands): Year Ending December 31, Estimated Amortization Expense Remaining 2022 $ 35,932 2023 46,894 2024 43,959 2025 42,185 2026 31,634 |
Revolving Credit Facility and_2
Revolving Credit Facility and Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | March 31, 2022 December 31, 2021 Term loans $ 131,250 $ 133,125 Revolving credit loans 121,500 110,000 Less unamortized debt issuance costs (263) (290) Total long-term debt 252,487 242,835 Less current portion 9,375 8,438 Long-term portion $ 243,112 $ 234,397 |
Schedule of Long-term Debt Covenants | Covenant Requirement Consolidated Total Leverage Ratio (1) 4.0 to 1.0 Consolidated Interest Coverage Ratio (2) 3.0 to 1.0 Facility Capital Expenditures (3) $50 million (1) Maximum Consolidated Total Net Leverage Ratio (as defined in the Third Amended Credit Agreement) as of any fiscal quarter end. (2) Minimum ratio of Consolidated EBITDA (as defined in the Third Amended Credit Agreement and adjusted for certain expenditures) to Consolidated Interest Expense (as defined in the Third Amended Credit Agreement) for any period of four consecutive fiscal quarters. (3) Maximum level of the aggregate amount of all Facility Capital Expenditures (as defined in the Third Amended Credit Agreement) in any fiscal year. |
Schedule of Maturities of Long-term Debt | Future minimum principal payments on our long-term debt, as of March 31, 2022, were as follows (in thousands): Years Ending Future Minimum December 31, Principal Payments Remaining 2022 $ 6,562 2023 11,250 2024 234,938 Total future minimum principal payments $ 252,750 |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair value of derivative instruments on a gross basis was as follows on the dates indicated (in thousands): Fair Value of Derivative Instruments Designated as Hedging Instruments Balance Sheet Location March 31, 2022 December 31, 2021 Assets Interest rate swaps Other assets (long-term) $ 1,161 $ — Foreign currency forward contracts Prepaid expenses and other assets 1,778 1,326 Foreign currency forward contracts Other assets (long-term) 293 179 (Liabilities) Interest rate swaps Other long-term obligations — (1,447) Foreign currency forward contracts Accrued expenses (2,569) (2,288) Foreign currency forward contracts Other long-term obligations (644) (502) Fair Value of Derivative Instruments Not Designated as Hedging Instruments Balance Sheet Location March 31, 2022 December 31, 2021 Assets Foreign currency forward contracts Prepaid expenses and other assets $ 1,327 $ 736 (Liabilities) Foreign currency forward contracts Accrued expenses (1,505) (856) |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | Derivative instruments designated as cash flow hedges had the following effects, before income taxes, on other comprehensive income (“OCI”), accumulated other comprehensive income (“AOCI”), and net earnings in our consolidated statements of income, consolidated statements of comprehensive income and consolidated balance sheets (in thousands): Amount of Gain/(Loss) Consolidated Statements Amount of Gain/(Loss) Recognized in OCI of Income Reclassified from AOCI Three Months Ended March 31, Three Months Ended March 31, Three Months Ended March 31, Derivative instrument 2022 2021 Location in statements of income 2022 2021 2022 2021 Interest rate swaps $ 2,314 $ 721 Interest expense $ (1,002) $ (1,537) $ (294) $ (432) Foreign currency forward contracts (270) 516 Revenue 275,415 248,913 (386) (1,602) Cost of sales (154,508) (137,019) (183) 350 |
Derivative Instruments, Gain (Loss) | The following gains/(losses) from these derivative instruments were recognized in our consolidated statements of income (loss) for the periods presented (in thousands): Three Months Ended March 31, Derivative Instrument Location in statements of income 2022 2021 Foreign currency forward contracts Other income (expense) $ (1,112) $ 229 |
Earnings (Loss) Per Common Sh_2
Earnings (Loss) Per Common Share (EPS) (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Schedule of Earnings (Loss) Per Share, Basic and Diluted | Three Months Ended March 31, 2022 2021 Net income $ 10,545 $ 10,958 Average common shares outstanding 56,593 55,717 Basic EPS $ 0.19 $ 0.20 Average common shares outstanding 56,593 55,717 Effect of dilutive stock awards 938 1,261 Total potential shares outstanding 57,531 56,978 Diluted EPS $ 0.18 $ 0.19 Equity awards excluded as the impact was anti-dilutive (1) 1,553 1,042 (1) Does not reflect the impact of incremental repurchases under the treasury stock method. |
Stock-Based Compensation Expens
Stock-Based Compensation Expense (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | Three Months Ended March 31, 2022 2021 Cost of sales Nonqualified stock options $ 588 $ 318 Research and development Nonqualified stock options 486 279 Selling, general and administrative Nonqualified stock options 1,924 1,627 Performance-based restricted stock units 815 731 Restricted stock units 399 355 Cash-settled performance-based share-based awards ("Liability Awards") 430 285 Total selling, general and administrative 3,568 2,998 Stock-based compensation expense before taxes $ 4,642 $ 3,595 |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Three Months Ended March 31, 2022 2021 Risk-free interest rate 1.4% - 1.8% 0.6% Expected option term 4 years 4 years Expected dividend yield — — Expected price volatility 46.2% - 46.6% 46.7% |
Stock-Settled Performance-Based Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Three Months Ended March 31, 2022 2021 Risk-free interest rate 1.6% 0.1% - 0.3% Performance period 2.8 years 1.8 - 2.8 years Expected dividend yield — — Expected price volatility 42.6% 43.7% - 49.3% |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Financial information relating to our reportable operating segments and reconciliations to the consolidated totals for the three-month periods ended March 31, 2022 and 2021, were as follows (in thousands): Three Months Ended March 31, 2022 2021 Net Sales Cardiovascular $ 266,936 $ 241,006 Endoscopy 8,479 7,907 Total net sales 275,415 248,913 Operating Income Cardiovascular 13,126 12,201 Endoscopy 2,107 1,993 Total operating income 15,233 14,194 Total other expense - net (1,062) (1,500) Income tax expense 3,626 1,736 Net income $ 10,545 $ 10,958 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Our financial assets and (liabilities) carried at fair value and measured on a recurring basis as of March 31, 2022 and December 31, 2021 consisted of the following (in thousands): Fair Value Measurements Using Total Fair Quoted prices in Significant other Significant Value at active markets observable inputs unobservable inputs March 31, 2022 (Level 1) (Level 2) (Level 3) Interest rate contract asset, long-term (1) $ 1,161 $ — $ 1,161 $ — Foreign currency contract assets, current and long-term (2) $ 3,398 $ — $ 3,398 $ — Foreign currency contract liabilities, current and long-term (3) $ (4,718) $ — $ (4,718) $ — Contingent consideration liabilities $ (26,333) $ — $ — $ (26,333) Fair Value Measurements Using Total Fair Quoted prices in Significant other Significant Value at active markets observable inputs unobservable inputs December 31, 2021 (Level 1) (Level 2) (Level 3) Interest rate contract liability, long-term (1) $ (1,447) $ — $ (1,447) $ — Foreign currency contract assets, current and long-term (2) $ 2,241 $ — $ 2,241 $ — Foreign currency contract liabilities, current and long-term (3) $ (3,646) $ — $ (3,646) $ — Contingent consideration liabilities $ (48,234) $ — $ — $ (48,234) (1) The fair value of the interest rate contract is determined using Level 2 fair value inputs and is reported with other long-term assets or other long-term obligations in the consolidated balance sheets. (2) The fair value of the foreign currency contract assets (including those designated as hedging instruments and those not designated as hedging instruments) is determined using Level 2 fair value inputs and is recorded as prepaid expenses and other current assets or other long-term assets in the consolidated balance sheets. (3) The fair value of the foreign currency contract liabilities (including those designated as hedging instruments and those not designated as hedging instruments) is determined using Level 2 fair value inputs and is recorded as accrued expenses or other long-term obligations in the consolidated balance sheets. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | Changes in the fair value of our contingent consideration liabilities during the three-month periods ended March 31, 2022 and 2021 consisted of the following (in thousands): Three Months Ended March 31, 2022 2021 Beginning balance $ 48,234 $ 55,750 Contingent consideration expense 2,600 402 Contingent payments made (24,491) (403) Effect of foreign exchange (10) 5 Ending balance $ 26,333 $ 55,754 |
Fair Value Inputs, Liabilities, Quantitative Information | The recurring Level 3 measurement of our contingent consideration liabilities included the following significant unobservable inputs at March 31, 2022 and December 31, 2021 (amounts in thousands): Fair value at March 31, Valuation Weighted Contingent consideration liability 2022 technique Unobservable inputs Range Average (1) Revenue-based royalty payments contingent liability $ 2,405 Discounted cash flow Discount rate 13% - 16% 15.5% Projected year of payments 2022-2034 2026 Revenue milestones contingent liability $ 20,269 Monte Carlo simulation Discount rate 0% - 13% 3.8% Projected year of payments 2022-2031 2022 Regulatory approval contingent liability $ 3,659 Scenario-based method Discount rate 3.1% Probability of milestone payment 80% Projected year of payment 2024-2025 2025 Fair value at December 31, Valuation Weighted Contingent consideration liability 2021 technique Unobservable inputs Range Average (1) Revenue-based royalty payments contingent liability $ 2,870 Discounted cash flow Discount rate 13% - 16% 14.7% Projected year of payments 2022-2034 2026 Revenue milestones contingent liability $ 41,671 Monte Carlo simulation Discount rate 7.5% - 12.5% 8.2% Projected year of payments 2022-2031 2022 Regulatory approval contingent liability $ 3,693 Scenario-based method Discount rate 2.6% Probability of milestone payment 80% Projected year of payment 2024-2025 2025 (1) Unobservable inputs were weighted by the relative fair value of the instruments. No weighted average is reported for contingent consideration liabilities without a range of unobservable inputs. |
Schedule of Rollforward of Allowance for Credit Losses | The table below presents a rollforward of the allowance for current expected credit losses on our notes receivable for the three-month periods ended March 31, 2022 and 2021 (in thousands): Three Months Ended March 31, 2022 2021 Beginning balance $ 199 $ 730 Provision for credit loss expense — 202 Ending balance $ 199 $ 932 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive Income (Loss) | The changes in each component of accumulated other comprehensive income (loss) for the three-month periods ended March 31, 2022 and 2021 were as follows: Cash Flow Hedges Foreign Currency Translation Total Balance as of January 1, 2022 $ (2,464) $ (5,527) $ (7,991) Other comprehensive income (loss) 2,044 (793) 1,251 Income taxes (712) (64) (776) Reclassifications to: Revenue 386 386 Cost of sales 183 183 Interest expense 294 294 Net other comprehensive income (loss) 2,195 (857) 1,338 Balance as of March 31, 2022 $ (269) $ (6,384) $ (6,653) Cash Flow Hedges Foreign Currency Translation Total Balance as of January 1, 2021 $ (6,940) $ 1,488 $ (5,452) Other comprehensive income (loss) 1,237 (4,462) (3,225) Income taxes (724) 535 (189) Reclassifications to: Revenue 1,602 1,602 Cost of sales (350) (350) Interest expense 432 432 Net other comprehensive income (loss) 2,197 (3,927) (1,730) Balance as of March 31, 2021 $ (4,743) $ (2,439) $ (7,182) |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)segmentitem | Mar. 31, 2021USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Number of operating segments | segment | 2 | |
Net sales | $ 275,415 | $ 248,913 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 152,992 | 141,372 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 122,423 | 107,541 |
Cardiovascular | ||
Disaggregation of Revenue [Line Items] | ||
Number of product categories | item | 4 | |
Net sales | $ 266,936 | 241,006 |
Cardiovascular | Peripheral Intervention | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 105,773 | 92,914 |
Cardiovascular | Cardiac Intervention | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 81,487 | 74,737 |
Cardiovascular | Custom Procedural Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 46,262 | 45,421 |
Cardiovascular | OEM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 33,414 | 27,934 |
Cardiovascular | United States | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 145,000 | 133,899 |
Cardiovascular | United States | Peripheral Intervention | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 62,100 | 56,866 |
Cardiovascular | United States | Cardiac Intervention | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 28,549 | 29,251 |
Cardiovascular | United States | Custom Procedural Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 26,555 | 24,892 |
Cardiovascular | United States | OEM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 27,796 | 22,890 |
Cardiovascular | International | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 121,936 | 107,107 |
Cardiovascular | International | Peripheral Intervention | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 43,673 | 36,048 |
Cardiovascular | International | Cardiac Intervention | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 52,938 | 45,486 |
Cardiovascular | International | Custom Procedural Solutions | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 19,707 | 20,529 |
Cardiovascular | International | OEM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 5,618 | 5,044 |
Endoscopy | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 8,479 | 7,907 |
Endoscopy | Endoscopy Devices | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 8,479 | 7,907 |
Endoscopy | United States | Endoscopy Devices | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 7,992 | 7,473 |
Endoscopy | International | Endoscopy Devices | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 487 | $ 434 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 130,500 | $ 132,403 |
Work-in-process | 32,512 | 22,160 |
Raw materials | 68,439 | 67,359 |
Total Inventories | $ 231,451 | $ 221,922 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Goodwill [Roll Forward] | |
Goodwill balance at beginning of period | $ 361,741 |
Effect of foreign exchange | 285 |
Goodwill balance at end of period | $ 361,456 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 107,823 | $ 107,489 |
Accumulated Amortization | (66,924) | (65,053) |
Net Carrying Amount | 40,899 | 42,436 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 26,691 | 26,349 |
Accumulated Amortization | (8,788) | (8,315) |
Net Carrying Amount | 17,903 | 18,034 |
Distribution agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,250 | 3,250 |
Accumulated Amortization | (2,569) | (2,519) |
Net Carrying Amount | 681 | 731 |
License agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 12,725 | 12,663 |
Accumulated Amortization | (8,098) | (7,768) |
Net Carrying Amount | 4,627 | 4,895 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 30,238 | 30,242 |
Accumulated Amortization | (15,920) | (15,256) |
Net Carrying Amount | 14,318 | 14,986 |
Customer Lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 34,919 | 34,985 |
Accumulated Amortization | (31,549) | (31,195) |
Net Carrying Amount | $ 3,370 | $ 3,790 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Accumulated goodwill impairment losses | $ 8.3 | $ 8.3 | |
Goodwill impairment loss | 0 | $ 0 | |
Aggregate amortization expense | 12.2 | 12.5 | |
Impairment of intangible assets | $ 0 | ||
STD Pharmaceutical Products Limited | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of intangible assets | $ 1.7 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remaining 2022 | $ 35,932 |
2023 | 46,894 |
2024 | 43,959 |
2025 | 42,185 |
2026 | $ 31,634 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 3,626 | $ 1,736 |
Effective tax rate | 25.60% | 13.70% |
Revolving Credit Facility and_3
Revolving Credit Facility and Long-Term Debt - Principal Balances under Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 252,750 | |
Less unamortized debt issuance costs | (263) | $ (290) |
Total long-term debt | 252,487 | 242,835 |
Less current portion | 9,375 | 8,438 |
Long-term portion | 243,112 | 234,397 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 131,250 | 133,125 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 121,500 | $ 110,000 |
Revolving Credit Facility and_4
Revolving Credit Facility and Long-Term Debt - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Jul. 31, 2019 |
Debt Instrument [Line Items] | |||
Outstanding borrowings | $ 252,750 | ||
Credit Agreement | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings | 253,000 | ||
Letter of credit guarantees | 3,400 | ||
Available borrowing capacity | $ 475,000 | ||
Fixed interest rate percent | 2.71% | 2.71% | |
Debt subject to fixed interest rate | $ 75,000 | $ 75,000 | |
Variable interest rate percent | 1.46% | 1.10% | |
Debt subject to variable interest rate | $ 177,800 | $ 168,100 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings | 131,250 | 133,125 | |
Term Loan | Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 150,000 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Outstanding borrowings | $ 121,500 | $ 110,000 | |
Revolving Credit Facility | Credit Agreement | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 600,000 |
Revolving Credit Facility and_5
Revolving Credit Facility and Long-Term Debt - Financial Covenants (Details) - Credit Agreement $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Debt Instrument [Line Items] | |
Consolidated Total Leverage Ratio | 4 |
Consolidated Interest Coverage Ratio | 3 |
Facility Capital Expenditures | $ 50 |
Revolving Credit Facility and_6
Revolving Credit Facility and Long-Term Debt - Future Minimum Payments on Long-term Debt (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
Remaining 2022 | $ 6,562 |
2023 | 11,250 |
2024 | 234,938 |
Total future minimum principal payments | $ 252,750 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Dec. 23, 2019 | |
Revenue and cost of sales | |||
Derivative [Line Items] | |||
Amount expected to be reclassified from accumulated other comprehensive income (loss) to earnings in next twelve months, gross | $ (1,000) | ||
Amount expected to be reclassified from accumulated other comprehensive income to earnings (loss) in next twelve months, net of tax | (800) | ||
Interest expense | |||
Derivative [Line Items] | |||
Amount expected to be reclassified from accumulated other comprehensive income (loss) to earnings in next twelve months, gross | 34 | ||
Amount expected to be reclassified from accumulated other comprehensive income to earnings (loss) in next twelve months, net of tax | 26 | ||
Interest rate swap | Designated as hedging instrument | |||
Derivative [Line Items] | |||
Fair value of derivative asset | 1,200 | ||
Fair value of derivative liability | $ (1,400) | ||
Deferred tax liability used to offset fair value of interest rate swap | $ 300 | ||
Deferred tax asset used to offset fair value of interest rate swap | $ (400) | ||
Interest rate swap | Wells Fargo 1.71% one-month LIBOR | Designated as hedging instrument | |||
Derivative [Line Items] | |||
Notional amount of derivative | $ 75,000 | ||
Interest rate swap | Wells Fargo 1.71% one-month LIBOR | LIBOR Swap Rate | Designated as hedging instrument | |||
Derivative [Line Items] | |||
Fixed rate | 1.71% | ||
Foreign currency forward contracts | |||
Derivative [Line Items] | |||
Maturity of derivative contract (up to) | 2 years |
Derivatives - Forward Notional
Derivatives - Forward Notional Contracts (Details) - Foreign currency forward contracts $ in Millions | Mar. 31, 2022USD ($)DerivativeInstrument | Dec. 31, 2021USD ($) |
Designated as hedging instrument | Derivatives designated as cash flow hedges | ||
Derivative [Line Items] | ||
Average number of contracts entered into per month | DerivativeInstrument | 100 | |
Aggregate notional amount of derivative | $ | $ 141 | $ 123 |
Not designated as hedging instrument | Fair Value Hedging | ||
Derivative [Line Items] | ||
Average number of contracts entered into per month | DerivativeInstrument | 50 | |
Aggregate notional amount of derivative | $ | $ 87.9 | $ 86 |
Derivatives - Fair Value of Der
Derivatives - Fair Value of Derivative Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Designated as hedging instrument | Interest rate swap | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative asset | $ 1,200 | |
Total Liability Derivatives | $ (1,400) | |
Designated as hedging instrument | Interest rate swap | Other assets (long-term) | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative asset | 1,161 | |
Designated as hedging instrument | Interest rate swap | Other long-term obligations | ||
Derivatives, Fair Value [Line Items] | ||
Total Liability Derivatives | (1,447) | |
Designated as hedging instrument | Foreign currency forward contracts | Other assets (long-term) | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative asset | 293 | 179 |
Designated as hedging instrument | Foreign currency forward contracts | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative asset | 1,778 | 1,326 |
Designated as hedging instrument | Foreign currency forward contracts | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Total Liability Derivatives | (2,569) | (2,288) |
Designated as hedging instrument | Foreign currency forward contracts | Other long-term obligations | ||
Derivatives, Fair Value [Line Items] | ||
Total Liability Derivatives | (644) | (502) |
Not designated as hedging instrument | Foreign currency forward contracts | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative asset | 1,327 | 736 |
Not designated as hedging instrument | Foreign currency forward contracts | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Total Liability Derivatives | $ (1,505) | $ (856) |
Derivatives - Amount of Gain (L
Derivatives - Amount of Gain (Loss) Recognized in OCI and Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) recognized in OCI | $ 2,907 | $ 2,921 |
Interest expense | (1,002) | (1,537) |
Net sales | 275,415 | 248,913 |
Cost of sales | (154,508) | (137,019) |
Derivatives designated as cash flow hedges | Cost of sales | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) reclassified from AOCI | (183) | 350 |
Derivatives designated as cash flow hedges | Interest rate swap | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) recognized in OCI | 2,314 | 721 |
Derivatives designated as cash flow hedges | Interest rate swap | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) reclassified from AOCI | (294) | (432) |
Derivatives designated as cash flow hedges | Foreign currency forward contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) recognized in OCI | (270) | 516 |
Derivatives designated as cash flow hedges | Foreign currency forward contracts | Revenue | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain/(Loss) reclassified from AOCI | $ (386) | $ (1,602) |
Derivatives - Gain (Loss) in th
Derivatives - Gain (Loss) in the Consolidated Statements of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Not designated as hedging instrument | Foreign currency forward contracts | Other income (expense) | ||
Derivative [Line Items] | ||
Gain (loss) on derivative | $ (1,112) | $ 229 |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) $ in Millions | Dec. 31, 2021USD ($) |
Securities Litigation | |
Other Commitments [Line Items] | |
Accrued class action complaint settlement | $ 10 |
Earnings (Loss) Per Common Sh_3
Earnings (Loss) Per Common Share (EPS) - Basic EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Net income (loss) | $ 10,545 | $ 10,958 |
Average common shares outstanding (in shares) | 56,593 | 55,717 |
Basic EPS (in dollars per share) | $ 0.19 | $ 0.20 |
Earnings (Loss) Per Common Sh_4
Earnings (Loss) Per Common Share (EPS) - Diluted EPS (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Average common shares outstanding (in shares) | 56,593 | 55,717 |
Effect of dilutive stock awards (in shares) | 938 | 1,261 |
Total potential shares outstanding (in shares) | 57,531 | 56,978 |
Diluted EPS (in dollars per share) | $ 0.18 | $ 0.19 |
Equity awards excluded as the impact was anti-dilutive (in shares) | 1,553 | 1,042 |
Stock-Based Compensation Expe_2
Stock-Based Compensation Expense - Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | $ 4,642 | $ 3,595 |
Cost of sales | Stock Options | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | 588 | 318 |
Research and development | Stock Options | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | 486 | 279 |
Selling, general and administrative | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | 3,568 | 2,998 |
Selling, general and administrative | Stock Options | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | 1,924 | 1,627 |
Selling, general and administrative | Stock-Settled Performance-Based Restricted Stock Units | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | 815 | 731 |
Selling, general and administrative | Restricted Stock Units | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | 399 | 355 |
Selling, general and administrative | Cash-Settled Performance-Based Share-Based Awards (Liability Awards) | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Allocated share-based compensation | $ 430 | $ 285 |
Stock-Based Compensation Expe_3
Stock-Based Compensation Expense - Narrative (Details) - USD ($) $ in Millions | Jun. 17, 2021 | Mar. 31, 2022 | Mar. 31, 2021 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted in period (in shares) | 123,606 | 125,850 | |
Compensation cost not yet recognized | $ 25.9 | ||
Compensation cost not yet recognized, period of recognition | 2 years 4 months 24 days | ||
Stock-Settled Performance-Based Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost not yet recognized | $ 9.3 | ||
Compensation cost not yet recognized, period of recognition | 2 years 2 months 12 days | ||
Award vesting period | 1 year | ||
Stock-Settled Performance-Based Restricted Stock Units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock units granted in period (in shares) | 109,178 | 128,883 | |
Cash-Settled Performance-Based Share-Based Awards (Liability Awards) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Target cash incentive | $ 1 | $ 1 | |
Compensation cost not yet recognized | $ 3.7 | ||
Compensation cost not yet recognized, period of recognition | 2 years 2 months 12 days | ||
Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units granted (in shares) | 26,226 | ||
Compensation cost not yet recognized | $ 0.3 | ||
Award vesting period | 1 year |
Stock-Based Compensation Expe_4
Stock-Based Compensation Expense - Option Granted Fair Value Calculation Assumptions (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected price volatility | 42.60% | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, minimum | 1.40% | |
Risk-free interest rate, maximum | 1.80% | |
Risk-free interest rate | 0.60% | |
Expected option term / Performance Period | 4 years | 4 years |
Expected price volatility, minimum | 46.20% | |
Expected price volatility, maximum | 46.60% | |
Expected price volatility | 46.70% |
Stock-Based Compensation Expe_5
Stock-Based Compensation Expense - PSUs Fair Value Calculation Assumptions (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected price volatility | 42.60% | |
Stock-Settled Performance-Based Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, minimum | 0.10% | |
Risk-free interest rate, maximum | 0.30% | |
Risk-free interest rate | 1.60% | |
Expected option term / Performance Period | 2 years 9 months 18 days | |
Expected price volatility, minimum | 43.70% | |
Expected price volatility, maximum | 49.30% | |
Stock-Settled Performance-Based Restricted Stock Units | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected option term / Performance Period | 1 year 9 months 18 days | |
Stock-Settled Performance-Based Restricted Stock Units | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected option term / Performance Period | 2 years 9 months 18 days |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) | 3 Months Ended |
Mar. 31, 2022segmentitem | |
Segment Reporting Information [Line Items] | |
Number of operating segments | segment | 2 |
Cardiovascular | |
Segment Reporting Information [Line Items] | |
Number of Product Categories | item | 4 |
Segment Reporting - Operating I
Segment Reporting - Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 275,415 | $ 248,913 |
Operating income | 15,233 | 14,194 |
Total other income (expense) - net | (1,062) | (1,500) |
Income tax expense | 3,626 | 1,736 |
Net income | 10,545 | 10,958 |
Cardiovascular | ||
Segment Reporting Information [Line Items] | ||
Net sales | 266,936 | 241,006 |
Operating income | 13,126 | 12,201 |
Endoscopy | ||
Segment Reporting Information [Line Items] | ||
Net sales | 8,479 | 7,907 |
Operating income | $ 2,107 | $ 1,993 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and (Liabilities) Carried at Fair Value (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate contract asset, long-term | $ 1,161 | |
Interest rate contract liabilities, long-term | $ (1,447) | |
Foreign currency contract assets, current and long-term | 3,398 | 2,241 |
Foreign currency contract liabilities, current and long-term | (4,718) | (3,646) |
Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liabilities | (26,333) | (48,234) |
Estimate of Fair Value, Fair Value Disclosure | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate contract asset, long-term | 1,161 | |
Interest rate contract liabilities, long-term | (1,447) | |
Foreign currency contract assets, current and long-term | 3,398 | 2,241 |
Foreign currency contract liabilities, current and long-term | (4,718) | (3,646) |
Contingent consideration liabilities | $ (26,333) | $ (48,234) |
Fair Value Measurements - Liabi
Fair Value Measurements - Liability Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - Contingent Consideration - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 48,234 | $ 55,750 |
Contingent consideration expense | $ 2,600 | $ 402 |
Fair Value, Recurring Basis, Unobservable Input Reconciliation, Liability, Gain (Loss), Statement of Income [Extensible List] | Business Combination, Contingent Consideration Arrangements, Contingent Consideration Benefit | Business Combination, Contingent Consideration Arrangements, Contingent Consideration Benefit |
Contingent payments made | $ (24,491) | $ (403) |
Effect of foreign exchange | (10) | 5 |
Ending balance | $ 26,333 | $ 55,754 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment of intangible assets | $ 0 | |||
Allowance for expected credit losses | $ 199 | 932 | $ 199 | $ 730 |
STD Pharmaceutical Products Limited | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment of intangible assets | 1,700 | |||
Selio | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Long-term notes receivable | 2,400 | 2,300 | ||
Allowance for expected credit losses | 200 | 200 | ||
Director | Cianna Medical | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent payments related to acquisition | 1,600 | $ 0 | ||
Other long-term obligations | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent consideration liability, noncurrent | 5,800 | 13,500 | ||
Accrued expenses | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent consideration liability, current | $ 20,500 | $ 34,700 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Inputs, Liabilities, Quantitative Information (Details) - Fair Value, Inputs, Level 3 $ in Thousands | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($) |
Revenue-based royalty | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liabilities | $ 2,405 | $ 2,870 |
Revenue milestones | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liabilities | 20,269 | 41,671 |
Regulatory approval | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liabilities | $ 3,659 | $ 3,693 |
Discount rate | Revenue-based royalty | Minimum | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.13 | 0.13 |
Discount rate | Revenue-based royalty | Maximum | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.16 | 0.16 |
Discount rate | Revenue-based royalty | Weighted Average | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.155 | 0.147 |
Discount rate | Revenue milestones | Minimum | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0 | 0.075 |
Discount rate | Revenue milestones | Maximum | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.13 | 0.125 |
Discount rate | Revenue milestones | Weighted Average | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.038 | 0.082 |
Discount rate | Regulatory approval | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.031 | 0.026 |
Probability of milestone payment | Regulatory approval | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable inputs, contingent liability | 0.80 | 0.80 |
Fair Value Measurements - Allow
Fair Value Measurements - Allowance for Credit Losses (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Allowance for Loan and Lease Losses [Roll Forward] | |
Beginning balance | $ 730 |
Provision for credit loss expense | 202 |
Ending balance | $ 932 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Changes in AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accumulated other comprehensive income (loss) | ||
Beginning balance | $ 1,039,799 | $ 958,575 |
Reclassifications to: | ||
Cost of sales | (154,508) | (137,019) |
Interest expense | (1,002) | (1,537) |
Ending balance | 1,056,519 | 976,692 |
Accumulated Other Comprehensive Income (Loss) | ||
Accumulated other comprehensive income (loss) | ||
Beginning balance | (7,991) | (5,452) |
Other comprehensive income (loss) | 1,251 | (3,225) |
Income taxes | (776) | (189) |
Reclassifications to: | ||
Net other comprehensive income (loss) | 1,338 | (1,730) |
Ending balance | (6,653) | (7,182) |
Accumulated Other Comprehensive Income (Loss) | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Reclassifications to: | ||
Revenue | 386 | 1,602 |
Cost of sales | 183 | (350) |
Interest expense | 294 | 432 |
Cash Flow Hedges | ||
Accumulated other comprehensive income (loss) | ||
Beginning balance | (2,464) | (6,940) |
Other comprehensive income (loss) | 2,044 | 1,237 |
Income taxes | (712) | (724) |
Reclassifications to: | ||
Net other comprehensive income (loss) | 2,195 | 2,197 |
Ending balance | (269) | (4,743) |
Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||
Reclassifications to: | ||
Revenue | 386 | 1,602 |
Cost of sales | 183 | (350) |
Interest expense | 294 | 432 |
Foreign Currency Translation | ||
Accumulated other comprehensive income (loss) | ||
Beginning balance | (5,527) | 1,488 |
Other comprehensive income (loss) | (793) | (4,462) |
Income taxes | (64) | 535 |
Reclassifications to: | ||
Net other comprehensive income (loss) | (857) | (3,927) |
Ending balance | $ (6,384) | $ (2,439) |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Restore Endosystems $ in Millions | Apr. 30, 2022USD ($) |
Subsequent Events | |
Cash paid at closing | $ 3 |
Additional payments upon the achievement of specified milestones | 4 |
First Payment | |
Subsequent Events | |
Additional payments upon the achievement of specified milestones | $ 2 |
Payment period | 2 years |
Second Payment | |
Subsequent Events | |
Additional payments upon the achievement of specified milestones | $ 2 |
Payment period | 4 years |