Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 22, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | OFIX | ||
Entity Registrant Name | ORTHOFIX MEDICAL INC. | ||
Entity Central Index Key | 0000884624 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Interactive Data Current | Yes | ||
Entity Common Stock, Shares Outstanding | 19,852,951 | ||
Entity Public Float | $ 788.9 | ||
Entity File Number | 0-19961 | ||
Entity Tax Identification Number | 98-1340767 | ||
Entity Address, Address Line One | 3451 Plano Parkway | ||
Entity Address, City or Town | Lewisville | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75056 | ||
City Area Code | 214 | ||
Local Phone Number | 937-2000 | ||
Entity Incorporation, State or Country Code | DE | ||
Title of 12(b) Security | Common Stock, $0.10 par value | ||
Security Exchange Name | NASDAQ | ||
Document Annual Report | true | ||
ICFR Auditor Attestation Flag | true | ||
Document Transition Report | false | ||
Auditor Firm ID | 42 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | Dallas, Texas | ||
Documents Incorporated by Reference | Certain sections of the registrant’s definitive proxy statement to be filed with the Commission in connection with the Orthofix Medical Inc. 2021 Annual General Meeting of Shareholders are incorporated by reference in Part III of this Annual Report. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 87,847 | $ 96,291 |
Restricted cash | 530 | |
Accounts receivable, net of allowances of $4,944 and $4,848, respectively | 78,560 | 72,423 |
Inventories | 82,974 | 84,635 |
Prepaid expenses and other current assets | 20,141 | 16,500 |
Total current assets | 269,522 | 270,379 |
Property, plant and equipment, net | 59,252 | 63,613 |
Intangible assets, net | 52,666 | 60,517 |
Goodwill | 71,317 | 84,018 |
Deferred income taxes | 1,771 | 25,042 |
Other long-term assets | 22,095 | 22,292 |
Total assets | 476,623 | 525,861 |
Current liabilities | ||
Accounts payable | 26,459 | 23,118 |
Current portion of finance lease liability | 2,590 | 510 |
Other current liabilities | 76,781 | 80,271 |
Total current liabilities | 105,830 | 103,899 |
Long-term portion of finance lease liability | 19,890 | 22,338 |
Other long-term liabilities | 13,969 | 42,760 |
Total liabilities | 139,689 | 168,997 |
Contingencies (Note 13) | ||
Shareholders’ equity | ||
Common shares $0.10 par value; 50,000,000 shares authorized; 19,836,937 and 19,423,874 issued and outstanding as of December 31, 2021 and 2020, respectively | 1,983 | 1,942 |
Additional paid-in capital | 313,951 | 292,291 |
Retained earnings | 21,000 | 59,379 |
Accumulated other comprehensive income | 3,252 | |
Total shareholders’ equity | 336,934 | 356,864 |
Total liabilities and shareholders’ equity | $ 476,623 | $ 525,861 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 4,944 | $ 4,848 |
Common shares, par value | $ 0.10 | $ 0.10 |
Common shares, authorized | 50,000,000 | 50,000,000 |
Common shares, issued | 19,836,937 | 19,423,874 |
Common shares, outstanding | 19,836,937 | 19,423,874 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Net sales | $ 464,479 | $ 406,562 | $ 459,955 |
Cost of sales | 114,914 | 101,889 | 100,607 |
Gross profit | 349,565 | 304,673 | 359,348 |
Sales and marketing | 221,318 | 204,434 | 223,676 |
General and administrative | 69,353 | 67,948 | 85,607 |
Research and development | 49,621 | 39,056 | 34,637 |
Acquisition-related amortization and remeasurement | 17,588 | (499) | 34,212 |
Operating loss | (8,315) | (6,266) | (18,784) |
Interest expense, net | (1,837) | (2,483) | (122) |
Other income (expense), net | (3,343) | 8,381 | (8,143) |
Loss before income taxes | (13,495) | (368) | (27,049) |
Income tax benefit (expense) | (24,884) | 2,885 | (1,413) |
Net income (loss) | $ (38,379) | $ 2,517 | $ (28,462) |
Net income (loss) per common share: | |||
Basic | $ (1.95) | $ 0.13 | $ (1.51) |
Diluted | $ (1.95) | $ 0.13 | $ (1.51) |
Weighted average number of common shares: | |||
Basic | 19,690,593 | 19,267,920 | 18,903,289 |
Diluted | 19,690,593 | 19,391,718 | 18,903,289 |
Other comprehensive income (loss), before tax | |||
Unrealized gain (loss) on debt securities | $ (942) | $ 1,881 | $ (2,593) |
Reclassification adjustment for amortization of historical unrealized gains on debt security | (1,034) | ||
Reclassification adjustment for loss on debt security in net income | (5,193) | ||
Currency translation adjustment | (2,544) | 4,872 | (653) |
Other comprehensive income (loss), before tax | (3,486) | 6,753 | (9,473) |
Income tax benefit (expense) related to items of other comprehensive income (loss) | 234 | (462) | 2,201 |
Other comprehensive income (loss), net of tax | (3,252) | 6,291 | (7,272) |
Comprehensive income (loss) | $ (41,631) | $ 8,808 | $ (35,734) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Common Shares [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning Balance at Dec. 31, 2018 | $ 335,397 | $ 1,858 | $ 243,165 | $ 87,078 | $ 3,296 |
Balance, Shares at Dec. 31, 2018 | 18,579,688 | ||||
Cumulative effect adjustment from adoption | ASU 2016-02 [Member] | 70 | 70 | |||
Cumulative effect adjustment from adoption | ASU 2018-02 [Member] | 937 | (937) | 937 | ||
Net income (loss) | (28,462) | (28,462) | |||
Other comprehensive income (loss), net of tax | (7,272) | (7,272) | |||
Share-based compensation expense | 21,540 | 21,540 | |||
Common shares issued, net | 6,358 | $ 44 | 6,314 | ||
Common shares issued, net, Shares | 442,931 | ||||
Ending Balance at Dec. 31, 2019 | 327,631 | $ 1,902 | 271,019 | 57,749 | (3,039) |
Balance, Shares at Dec. 31, 2019 | 19,022,619 | ||||
Cumulative effect adjustment from adoption | ASU 2016-13 [Member] | (887) | (887) | |||
Net income (loss) | 2,517 | 2,517 | |||
Other comprehensive income (loss), net of tax | 6,291 | 6,291 | |||
Share-based compensation expense | 16,207 | 16,207 | |||
Common shares issued, net | 5,105 | $ 40 | 5,065 | ||
Common shares issued, net, Shares | 401,255 | ||||
Ending Balance at Dec. 31, 2020 | $ 356,864 | $ 1,942 | 292,291 | 59,379 | 3,252 |
Balance, Shares at Dec. 31, 2020 | 19,423,874 | 19,423,874 | |||
Net income (loss) | $ (38,379) | (38,379) | |||
Other comprehensive income (loss), net of tax | (3,252) | $ (3,252) | |||
Share-based compensation expense | 15,432 | 15,432 | |||
Common shares issued, net | 6,269 | $ 41 | 6,228 | ||
Common shares issued, net, Shares | 413,063 | ||||
Ending Balance at Dec. 31, 2021 | $ 336,934 | $ 1,983 | $ 313,951 | $ 21,000 | |
Balance, Shares at Dec. 31, 2021 | 19,836,937 | 19,836,937 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | |||
Net income (loss) | $ (38,379) | $ 2,517 | $ (28,462) |
Adjustments to reconcile net income (loss) to net cash from operating activities | |||
Depreciation and amortization | 29,599 | 30,546 | 24,699 |
Impairment of goodwill | 11,756 | ||
Amortization of operating lease assets, debt costs, and other assets | 3,496 | 3,730 | 3,778 |
Provision for expected credit losses | 444 | 199 | 1,891 |
Deferred income taxes | 24,482 | 10,787 | 1,393 |
Share-based compensation expense | 15,432 | 16,207 | 21,540 |
Interest and (gain) loss on the valuation of investment securities | (1,146) | 116 | 5,000 |
Change in fair value of contingent consideration | (3,575) | (7,300) | 29,140 |
Other | 1,064 | (2,228) | 2,433 |
Changes in operating assets and liabilities, net of effects of acquisitions | |||
Accounts receivable | (7,049) | 13,283 | (11,037) |
Inventories | 619 | (873) | (5,712) |
Prepaid expenses and other current assets | (2,834) | 4,526 | (3,698) |
Accounts payable | 4,253 | 2,532 | 2,138 |
Other current liabilities | 1,013 | 5,975 | (7,716) |
Contract liability (Note 15) | (9,060) | 13,851 | |
Payment of contingent consideration | (6,595) | (1,340) | |
Other long-term assets and liabilities | (5,045) | (19,596) | (2,014) |
Net cash from operating activities | 18,475 | 74,272 | 32,033 |
Cash flows from investing activities | |||
Acquisition of a business | (18,000) | ||
Capital expenditures for property, plant and equipment | (17,785) | (15,485) | (18,997) |
Capital expenditures for intangible assets | (1,807) | (1,609) | (1,527) |
Purchase of investment securities | (2,171) | (10,000) | |
Asset acquisitions and other investments | (1,250) | (7,240) | (2,400) |
Net cash from investing activities | (23,013) | (52,334) | (22,924) |
Cash flows from financing activities | |||
Proceeds from revolving credit facility | 100,000 | ||
Repayment of revolving credit facility | (100,000) | ||
Proceeds from issuance of common shares | 8,824 | 7,598 | 11,551 |
Payments related to withholdings for share-based compensation | (2,555) | (2,493) | (5,193) |
Payment of contingent consideration | (8,405) | (13,660) | |
Payments related to finance lease obligation | (537) | (323) | (365) |
Payment of debt issuance costs and other financing activities | (948) | (1,537) | (3,021) |
Net cash from financing activities | (3,621) | 3,245 | (10,688) |
Effect of exchange rate changes on cash and restricted cash | (815) | 1,235 | (207) |
Net change in cash, cash equivalents, and restricted cash | (8,974) | 26,418 | (1,786) |
Cash, cash equivalents, and restricted cash at the beginning of the year | 96,821 | 70,403 | 72,189 |
Cash, cash equivalents, and restricted cash at the end of the year | 87,847 | 96,821 | 70,403 |
Components of cash, cash equivalents, and restricted cash at the end of the year | |||
Cash and cash equivalents | 87,847 | 96,291 | 69,719 |
Restricted cash | 530 | 684 | |
Cash, cash equivalents, and restricted cash at the end of the year | $ 87,847 | $ 96,821 | $ 70,403 |
Business, basis of presentation
Business, basis of presentation, COVID-19 update, and CARES Act | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements And Unusual Or Infrequent Items Disclosure [Abstract] | |
Business, basis of presentation, COVID-19 update, and CARES Act | 1. Business, basis of presentation, COVID-19 update, and CARES Act Description of the Business Orthofix Medical Inc. and its subsidiaries (the “Company”) is a global medical device company with a spine and orthopedics focus. The Company’s mission is to deliver innovative, quality-driven solutions while partnering with health care professionals to improve patient mobility. Headquartered in Lewisville, Texas, the Company’s spine and orthopedic products are distributed in over 60 countries via the Company's sales representatives and distributors. Basis of Presentation The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions are eliminated in consolidation. Information on our accounting policies and methods used in the preparation of our consolidated financial statements are included, where applicable, in the respective footnotes that follow. Footnote Footnote Reference Business, basis of presentation, COVID-19 update, and CARES Act 1 Significant accounting policies 2 Recently adopted accounting standards and recently issued accounting pronouncements 3 Acquisitions 4 Inventories 5 Property, plant, and equipment 6 Intangible assets 7 Goodwill 8 Leases 9 Other current liabilities 10 Long-term debt 11 Fair value measurements and investments 12 Commitments and contingencies 13 Shareholders' equity 14 Revenue recognition and accounts receivable 15 Business segment information 16 Acquisition-related amortization and remeasurement 17 Share-based compensation 18 Defined contribution plans and deferred compensation 19 Income taxes 20 Earnings per share 21 COVID-19 and the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) The global Coronavirus Disease 2019 ("COVID-19") pandemic has significantly affected the Company’s hospitals and physician customers, patients, communities, employees, and business operations. At various points in time, the pandemic has led to the cancellation or deferral of elective surgeries and procedures within certain hospitals, ambulatory surgery centers, and other medical facilities; restrictions on travel; the implementation of physical distancing measures; and the temporary or permanent closure of certain businesses. The Company's consolidated financial statements reflect estimates and assumptions made by management as of December 31, 2021. At this time, the future trajectory and duration of the COVID-19 pandemic remains uncertain, both in the U.S. and in other markets. These matters are also described in Part I, Item 1A of this Form 10-K under the heading Risk Factors In March 2020, the CARES Act entered into federal law, which was aimed at providing emergency assistance and health care for individuals, families, and businesses affected by the COVID-19 pandemic and to provide general support to the U.S. economy. technical corrections to tax depreciation methods for qualified improvement property. The CARES Act had no impact to the Company’s income tax expense/ benefit reported within the consolidated statements of operations for each of the years ended December 31, 2021 and 2020. The CARES Act also provided financial relief to the Company through other various programs, each of which are described in further detail below. In April 2020, the Company received $13.9 million in funds from the Centers for Medicare & Medicaid Services (“CMS”) Accelerated and Advance Payment Program. For discussion of the Company’s accounting for these funds, see Note 15. In April 2020, the Company also automatically received $4.7 million in funds from the U.S. Department of Health and Human Services as part of the Provider Relief Fund. The Company recognized this in-substance grant within other income for the year ended December 31, 2020. In addition, as part of the CARES Act, the Company was permitted to defer all employer social security payroll tax payments for the remainder of the 2020 calendar year subsequent to the CARES Act being signed into federal law, such that 50% of the taxes could be deferred until December 31, 2021, with the remaining 50% deferred until December 31, 2022. As of December 31, 2020, the Company had deferred $0.6 million associated with this program, all of which was classified within other current liabilities. This deferred balance was then voluntarily repaid, in full, in the first quarter of 2021. Consolidated Appropriations Act of 2021 (the “Consolidated Appropriations Act”) On December 27, 2020, the Consolidated Appropriations Act entered into federal law. The Consolidated Appropriations Act did not have a material impact to the Company’s income tax provision for the year ended December 31, 2021. American Rescue Plan Act of 2021 (“the American Rescue Plan”) On March 11, 2021, the American Rescue Plan entered into federal law. The American Rescue Plan, among other things, included provisions related to the deduction of executive compensation beginning in 2027. The American Rescue Plan had no impact to the Company’s condensed consolidated financial statement for the year ended December 31, 2021. |
Significant accounting policies
Significant accounting policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Significant accounting policies | 2 . Significant accounting policies The preparation of financial statements in conformity with United States generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate these estimates, including those related to contractual allowances, allowances for expected credit losses, inventories, valuation of intangible assets, goodwill, fair value measurements, litigation and contingent liabilities, income taxes, and share-based compensation. We base our estimates on historical experience, future expectations, and other relevant assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates. The following is a discussion of accounting policies and methods used in our consolidated financial statements that are not presented within other footnotes. Market risk In the ordinary course of business, the Company is exposed to the impact of changes in interest rates and foreign currency fluctuations. The Company’s objective is to limit the impact of such movements on earnings and cash flows. In order to achieve this objective, the Company seeks to balance its non-U.S. Dollar denominated income and expenditures. The financial statements for operations outside the U.S. are generally maintained in their local currency. All foreign currency denominated balance sheet accounts, except shareholders’ equity, are translated to U.S. Dollars at year end exchange rates, and revenue and expense items are translated at average rates of exchange prevailing during the year. Gains and losses resulting from the translation of foreign currency are recorded in the accumulated other comprehensive income (loss) component of shareholders’ equity. Transactional foreign currency gains and losses, including those generated from intercompany operations, are included in other expense, net and were a loss of $4.0 million, a gain of $3.9 million, and a loss of $1.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. Financial instruments and concentration of credit risk Financial instruments that could subject the Company to a concentration of credit risk consist primarily of cash, cash equivalents, and accounts receivable. Generally, cash is held at large financial institutions and cash equivalents consist of highly liquid money market funds. The Company performs ongoing credit evaluations of customers, generally does not require collateral, and maintains a reserve for expected credit losses. The Company believes that a concentration of credit risk related to accounts receivable is limited because customers are geographically dispersed and end users are diversified. Cash, cash equivalents, and restricted cash The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. In September 2019, approximately $0.5 million (based upon foreign exchange rates as of December 31, 2020) of the Company’s cash in Brazil was frozen upon request to satisfy a judgment related to an ongoing legal dispute with a former Brazilian distributor. In December 2021, the dispute was settled and the cash was disbursed to the former distributor . Investing activities that did not result in cash receipts or cash payments during the years ended December 31, 2021, 2020, and 2019 consisted of the following, which were not included within cash from investing activities in the Company’s consolidated statements of cash flows: (U.S. Dollars, in thousands) 2021 2020 2019 Supplemental disclosure of cash flow information: Noncash investing activities: Intangible assets acquired in asset acquisitions $ — $ 1,575 $ 1,600 Contingent consideration recognized at acquisition date — 375 — Advertising costs Advertising costs are expensed as incurred. Advertising costs are included within sales and marketing expense and totaled $0.5 million, $0.9 million, and $0.8 million for the years ended December 31, 2021, 2020, and 2019, respectively. Research and development costs, including in-process research and development (“IPR&D”) costs Expenditures for research and development are expensed as incurred. Expenditures related to the Company’s collaborative arrangement with MTF Biologics (“MTF”) are expensed based on the terms of the related agreement. The Company recognized $0.8 million and $0.8 million in research and development expense for the years ended December 31, 2021 and 2020, respectively, under the collaborative arrangement with MTF and did not recognize any such expenditures for the year ended December 31, 2019. In October 2020, the Company and Neo Medical SA, a privately held Swiss-based company developing a new generation of products for spinal surgery (“Neo Medical”), entered into a co-development agreement covering the parties’ joint development of single use instruments for cervical spine procedures. In connection with this agreement, the Company is responsible for the payment of variable costs associated with the development of the specified products. Research and development expenses incurred under this collaborative arrangement for the year ended December 31, 2021 totaled $0.6 million and for the year ended December 31, 2020, totaled less than $0.1 million. In December 2021, the Company and nView medical, a Salt Lake City-based company developing surgical imaging and guidance systems enabled by artificial intelligence (“AI”), entered into an agreement to jointly develop and co-market the innovative nView systems with the Company’s cervical spine and pediatric limb deformity correction procedural solutions. Each party is responsible for payment of its own development and marketing costs incurred in association with the collaborative arrangement. No such costs were incurred for the year ended December 31, 2021. |
Recently adopted accounting sta
Recently adopted accounting standards and recently issued accounting pronouncements | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Changes And Error Corrections [Abstract] | |
Recently adopted accounting standards and recently issued accounting pronouncements | 3. Recently adopted accounting standards and recently issued accounting pronouncements Adoption of Accounting Standards Update (“ASU”) 2021-10—Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU 2021-10, which aims to increase the transparency of government assistance by requiring entities to provide information about the nature of the transaction, terms and conditions associated with the transaction, and financial statement line items affected by the transaction. The Company voluntarily elected to early adopt this standard for the year ended December 31, 2021, on a prospective basis. Adoption of this standard did not have a significant impact to the existing disclosures made in relation to government assistance received by the Company in 2020 as part of the CARES Act. Adoption of ASU 2019-12, Simplifying the accounting for income taxes In December 2019, the FASB issued ASU 2019-12, which reduces the complexity of accounting for income taxes by eliminating certain exceptions to the general principles in ASC 740, Income Taxes Adoption of ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and Subsequent Amendments In June 2016, the FASB issued ASU 2016-13 (which was then further clarified in subsequent ASUs), which required that credit losses for certain types of financial instruments, including accounts receivable, be estimated based on expected credit losses among other changes. The Company adopted this ASU effective as of January 1, 2020, using a modified retrospective approach. Therefore, results for reporting periods after January 1, 2020, are presented under Topic 326, while prior period amounts are not adjusted and continue to be reported in accordance with the historical accounting guidance. See Note 15 for additional discussion of the Company’s adoption of Topic 326 and its resulting accounting policies. Adoption of ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, which eliminated Step 2 of the previous goodwill impairment test, which required a hypothetical purchase price allocation to measure goodwill impairment. Under ASU 2017-04, a goodwill impairment loss is now measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the recorded amount of goodwill. The Company adopted this ASU effective January 1, 2020, on a prospective basis and followed this guidance to measure the goodwill impairment of $11.8 million recorded in the year ended December 31, 2021. Adoption of ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-13, which eliminated certain disclosures, such as the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and added new disclosure requirements for Level 3 measurements. The Company adopted this ASU effective January 1, 2020, with certain provisions of the ASU applied retrospectively and other provisions provided prospectively. Adoption of this ASU did not impact the Company’s condensed consolidated balance sheet, statements of operations, or cash flows; however, adoption of the ASU did result in modified disclosures in Note 12. Adoption of ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU 2018-15, which aligned the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The accounting for the service element of a hosting arrangement that is a service contract was not affected by the amendments in this update. The Company adopted this ASU effective January 1, 2020, on a prospective basis. Adoption of this ASU did not have a material impact to the Company’s condensed consolidated balance sheet, statements of operations, or cash flows, but is expected to impact future cloud computing arrangements. Adoption of ASU 2020-04, Reference Rate Reform (Topic 848) In March 2020, the FASB issued ASU 2020-04, which provided temporary optional guidance to ease the potential financial reporting burden of the expected market transition away from LIBOR. The new guidance provided optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedge accounting, and other transactions affected by reference rate reform if certain criteria are met through December 31, 2022. The Company adopted this ASU effective March 12, 2020, the effective date of the ASU, on a prospective basis. Adoption of this ASU did not have a material impact to the Company’s condensed consolidated balance sheet, statements of operations, or cash flows, but is expected to impact the future borrowing rate used for the Company’s secured revolving credit facility. Adoption of ASU 2016-02, Leases (Topic 842) In February 2016, the FASB issued ASU 2016-02, which changed how lessees account for leases, requiring a liability to be recorded on the balance sheet in most cases based on the present value of future lease obligations with a corresponding right-of-use asset. The Company adopted this ASU effective January 1, 2019, using a modified retrospective approach. Upon adoption, the Company elected a package of practical expedients permitted within the new standard. The elected practical expedients allowed the Company to carry forward its historical lease classification and to not separate and allocate the consideration paid between lease and non-lease components included within a contract. See Note 9 for additional discussion of the Company’s adoption of Topic 842 and its lease accounting policies. Adoption of ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In February 2018, the FASB issued ASU 2018-02, which allowed entities to reclassify stranded tax effects resulting from the Tax Cuts and Jobs Act (the "Tax Act") from accumulated other comprehensive income (loss) to retained earnings. The Company adopted this ASU effective January 1, 2019, using a modified retrospective approach, which resulted in an increase to accumulated other comprehensive income (loss) and a decrease in retained earnings of $0.9 million. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 4. Acquisitions FITBONE Asset Purchase Agreement In March 2020 Distributor Acquisition In July 2020, the Company, acquired certain assets of a medical device distributor for consideration of up to $7.6 million. Options Medical, LLC Asset Acquisition In January 2019, the Company acquired certain assets of Options Medical, LLC (“Options Medical”), a medical device distributor based in Florida for $6.4 million. Under the terms of the acquisition, the parties terminated an existing exclusive sales representative agreement, employees of Options Medical became employees of the Company, and the Company acquired all customer lists and customer information related to the sale of the Company’s products. Purchase Price Allocations for Acquisitions Completed in 2020 and 2019 (U.S. Dollars, in thousands) FITBONE Assigned Useful Life Distributor Acquisition Assigned Useful Life Options Medical Assigned Useful Life Assets acquired Inventories $ 528 $ — $ — Other long-term assets — — 175 Intangible assets Customer relationships 800 15 years 7,340 5 years 5,832 10 years Developed technology 4,500 8 years — N/A — N/A IPR&D 300 Indefinite — N/A — N/A Trade name 600 15 years — N/A — N/A Assembled workforce — N/A 235 5 years 568 5 years Total identifiable assets acquired $ 6,728 $ 7,575 $ 6,575 Liabilities assumed Other current liabilities $ — $ — $ 69 Other long-term liabilities — — 106 Total liabilities assumed — — 175 Goodwill 11,272 — — Total fair value of consideration transferred $ 18,000 $ 7,575 $ 6,400 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 5 . Inventories Inventories are valued at the lower of cost or estimated net realizable value, after provision for excess, obsolete or impaired items, which is reviewed and updated on a periodic basis by management. For inventory procured or produced, whether internally or through contract manufacturing arrangements, at our manufacturing facility in Italy, cost is determined on a weighted-average basis, which approximates the first-in, first-out (“FIFO”) method. For inventory procured or produced, whether internally or through contract manufacturing arrangements, at our manufacturing facilities in Texas and California, standard cost, which approximates actual cost on the FIFO method, is used to value inventory. Standard costs are reviewed annually by management, or more often in the event circumstances indicate a change in cost has occurred. Work-in-process, finished products, and field/consignment inventory include material, labor, and production overhead costs. Field/consignment inventory represents immediately saleable finished products inventory that is in the possession of the Company’s independent sales representatives or located at third party customers, such as distributors and hospitals. December 31, (U.S. Dollars, in thousands) 2021 2020 Raw materials $ 9,589 $ 8,442 Work-in-process 15,096 12,149 Finished products 15,149 29,142 Field/consignment 43,140 34,902 Inventories $ 82,974 $ 84,635 The Company adjusts the value of its inventory to the extent management determines that the cost cannot be recovered due to obsolescence or other factors. In order to make these determinations, management uses estimates of future demand and sales prices for each product to determine the appropriate inventory reserves and to make corresponding adjustments to the carrying value of these inventories to reflect the lower of cost or estimated net realizable value. |
Property, plant and equipment
Property, plant and equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property, plant and equipment | 6 . Property, plant, and equipment Property, plant, and equipment is stated at cost less accumulated depreciation, or when acquired as part of a business combination, at estimated fair value. Costs include all expenditures necessary to place the asset in service, generally including freight and sales and use taxes. Property, plant, and equipment includes instrumentation held by customers, which is generally used to facilitate the implantation of the Company’s products. The useful lives of these assets are generally as follows: Years Buildings 25 to 33 Plant and equipment 1 to 10 Instrumentation 3 to 4 Computer software 3 to 7 Furniture and fixtures 4 to 8 The Company evaluates the useful lives of these assets on an annual basis. Depreciation is computed on a straight-line basis over the useful lives of the assets. Depreciation of leasehold improvements is computed over the shorter of the lease term or the useful life of the asset. Total depreciation expense was $20.2 million, $19.3 million and $17.7 million for the years ended December 31, 2021, 2020, and 2019, respectively. Expenditures for maintenance and repairs and minor renewals and improvements, which do not extend the lives of the respective assets, are expensed as incurred. All other expenditures for renewals and improvements are capitalized. The assets and related accumulated depreciation are adjusted for property retirements and disposals, with the resulting gain or loss included in earnings. Fully depreciated assets remain in the accounts until retired from service. December 31, (U.S. Dollars, in thousands) 2021 2020 Cost Buildings $ 3,925 $ 4,096 Plant and equipment 50,275 50,159 Instrumentation 100,515 93,252 Computer software 53,200 52,565 Furniture and fixtures 8,307 8,024 Construction in progress 2,597 1,628 Finance lease assets 23,397 23,337 Property, plant, and equipment, gross 242,216 233,061 Accumulated depreciation (182,964 ) (169,448 ) Property, plant, and equipment, net $ 59,252 $ 63,613 The Company capitalizes system development costs related to internal-use software during the application development stage. Costs related to preliminary project activities and post-implementation activities are expensed as incurred. Internal-use software is amortized on a straight-line basis over its estimated useful life, generally three to seven years. Long-lived assets are evaluated for impairment annually or whenever events or changes in circumstances have occurred that would indicate impairment. For purposes of the evaluation, the Company groups its long-lived assets with other assets and liabilities at the lowest level of identifiable cash flows if the asset does not generate cash flows independent of other assets and liabilities. If the carrying value of the asset or asset group exceeds the undiscounted cash flows expected to result from the use and eventual disposition of the asset group, the Company will write the carrying value down to the fair value in the period identified. The Company generally determines fair value of long-lived assets as the present value of estimated future cash flows. In determining the estimated future cash flows associated with the assets, the Company uses estimates and assumptions about future revenue contributions, cost structures, and remaining useful lives of the asset group. The use of alternative assumptions, including estimated cash flows, discount rates, and alternative estimated remaining useful lives could result in different calculations of impairment. |
Intangible assets
Intangible assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible assets | 7 . Intangible assets Intangible assets are recorded at cost, or when acquired as a part of a business combination, at estimated fair value, such as for in-process research and development (“IPR&D”) assets. These assets are amortized on a straight-line basis over the useful lives of the assets, which the Company believes is materially consistent with the pattern of economic benefit provided by the assets. December 31, (U.S. Dollars, in thousands) Weighted Average Amortization Period 2021 2020 Cost Patents 10 years $ 44,561 $ 50,326 Developed technology 10 years 43,979 44,334 IPR&D Indefinite 300 300 Customer relationships 7 years 15,621 15,685 License and other 8 years 18,924 16,941 Trademarks—finite lived 10 years 1,839 1,812 9 years 125,224 129,398 Accumulated amortization Patents $ (41,408 ) $ (46,272 ) Developed technology (13,409 ) (8,925 ) Customer relationships (4,520 ) (2,095 ) License and other (12,528 ) (11,006 ) Trademarks—finite lived (693 ) (583 ) (72,558 ) (68,881 ) Intangible assets, net $ 52,666 $ 60,517 Acquired IPR&D represents the fair value assigned to acquired research and development assets that have not reached technological feasibility. In a business combination, the fair value assigned to acquired IPR&D is determined by estimating the remaining costs to develop the acquired technology into commercially viable products, estimating the resulting revenues from the projects, and discounting the net cash flows to present value. The revenue and cost projections used to value acquired IPR&D are, as applicable, reduced based on the probability of success of developing the asset. Additionally, estimated revenues consider the relevant market sizes and growth factors, expected trends in technology, and the nature and expected timing of new product introductions by the Company and its competitors. The rates utilized to discount the net cash flows to their present value are commensurate with the stage of development of the project and uncertainties in the economic estimates used in the projections. Any future costs to further develop the IPR&D subsequent to acquisition are recorded to research and development expense as incurred. IPR&D assets are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. During the period the assets are considered indefinite-lived, they are not amortized but tested for impairment. Impairment testing is performed at least annually or when a triggering event occurs that could indicate a potential impairment. If and when development is complete, which generally occurs when regulatory approval to market a product is obtained, the associated assets are deemed finite-lived and are amortized over a period that best reflects the economic benefits provided by these assets. Amortization expense for intangible assets was $9.4 million, $11.2 million and $7.0 million for the years ended December 31, 2021, December 31, 2020, and 2019, respectively. (U.S. Dollars, in thousands) Amortization 2022 $ 9,376 2023 8,692 2024 8,254 2025 7,252 2026 6,215 Thereafter 12,577 Total finite-lived intangible assets, net $ 52,366 Indefinite-lived intangible assets, net 300 Intangible assets, net $ 52,666 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 8 . Goodwill The Company tests goodwill at least annually for impairment. The Company tests more frequently if indicators are present or changes in circumstances suggest that impairment may exist. These indicators include, among others, declines in sales, earnings or cash flows, or the development of a material adverse change in the business climate. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment. As part of the change in reporting segments, which occurred during the first quarter of 2019, the Company performed a quantitative assessment of goodwill immediately prior to and subsequently following the change in reporting segments. The analysis did not result in an impairment. In addition, the net carrying value of goodwill that was previously reported under the prior reporting segments of (i) Bone Growth Therapies, (ii) Spinal Implants, and (iii) Biologics has been consolidated and is now included within the Global Spine reporting segment. In the fourth quarter of 2021, the Company performed a quantitative assessment of its goodwill. The Company estimated the fair value of each reporting unit using a weighted average of fair value derived from both an income approach and a market approach (all Level 3 fair value measurements). Upon estimating the fair value of each of its reporting units, the Company determined its Global Orthopedics reporting unit’s fair value was less than its carrying value of net assets. This resulted in recording a full impairment of the Global Orthopedics goodwill of $11.8 million, which is reflected within Acquisition-related amortization and remeasurement. This amount also represents the total of the Company’s accumulated goodwill impairment losses as of December 31, 2021. The assessment concluded there were no indicators of impairment for the Global Spine goodwill. The following table presents the net carrying value of goodwill, and a rollforward of such balances from December 31, 2020, by reportable segment: (U.S. Dollars, in thousands) December 31, 2020 Impairment Currency Translation Adjustment December 31, 2021 Global Spine $ 71,317 $ — $ — $ 71,317 Global Orthopedics 12,701 (11,756 ) (945 ) — Goodwill $ 84,018 $ (11,756 ) $ (945 ) $ 71,317 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | 9 . Leases As discussed in Note 3, the Company adopted ASU No. 2016-02— Leases The Company determines if a contractual arrangement qualifies as a lease at inception. The Company’s leases primarily relate to facilities, vehicles, and equipment, and certain contract manufacturing agreements. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company’s incremental borrowing rate is used as a discount rate, based on the information available at the commencement date, in determining the present value of lease payments. Lease assets also include the impact of any prepayments made and are reduced by impact of any lease incentives. The Company does not recognize lease liabilities or lease assets on the balance sheet for short-term (leases with a lease term of twelve months or less as of the commencement date). Rather, any short-term lease payments are recognized as an expense on a straight-line basis over the lease term. The current period short-term lease expense reasonably reflects our short-term lease commitments. For all classifications of leases, the Company combines lease and nonlease components to account for them as a single lease component. Variable lease payments are excluded from the lease liability and recognized in the period in which the obligation is incurred. Additionally, lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise the option. A summary of the Company’s lease portfolio as of December 31, 2021, and 2020, is presented in the table below: (U.S. Dollars, in thousands, except lease term and discount rate) Classification December 31, 2021 December 31, 2020 Assets Operating leases Other long-term assets $ 3,155 $ 4,840 Finance leases Property, plant and equipment, net 18,600 20,552 Total lease assets $ 21,755 $ 25,392 Liabilities Current Operating leases Other current liabilities $ 1,834 $ 2,092 Finance leases Current portion of finance lease liability 2,590 510 Long-term Operating leases Other long-term liabilities 1,443 2,946 Finance leases Long-term portion of finance lease liability 19,890 22,338 Total lease liabilities $ 25,757 $ 27,886 Weighted Average Remaining Lease Term Operating leases 3.3 years 3.6 years Finance leases 17.0 years 18.1 years Weighted Average Discount Rate Operating leases 2.6 % 2.4 % Finance leases 4.2 % 4.2 % The components of lease costs were as follows: (U.S. Dollars, in thousands) For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Finance lease costs: Amortization of right-of-use assets $ 2,049 $ 1,766 $ 972 Interest on finance lease liabilities 933 940 919 Operating lease costs 2,234 2,235 2,161 Short-term lease costs 213 230 255 Variable lease costs 815 673 749 Total lease costs $ 6,244 $ 5,844 $ 5,056 Supplemental cash flow information related to leases was as follows: (U.S. Dollars, in thousands) For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 4,627 $ 4,299 $ 4,075 Operating cash flows from finance leases 907 689 919 Financing cash flows from finance leases 537 323 365 Right-of-use assets obtained in exchange for lease obligations Operating leases 589 959 878 Finance leases 149 1,949 21,179 A summary of the Company’s remaining lease liabilities as of December 31, 2021, is included below: (U.S. Dollars, in thousands) Operating Leases Finance Leases 2022 $ 1,883 $ 3,480 2023 614 1,508 2024 211 1,538 2025 192 1,543 2026 189 1,562 Thereafter 330 22,613 Total undiscounted value of lease liabilities 3,419 32,244 Less: Interest (142 ) (9,764 ) Present value of lease liabilities $ 3,277 $ 22,480 Current portion of lease liabilities $ 1,834 $ 2,590 Long-term portion of lease liabilities 1,443 19,890 Total lease liabilities $ 3,277 $ 22,480 |
Other current liabilities
Other current liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Other current liabilities | 10 . Other current liabilities December 31, (U.S. Dollars, in thousands) 2021 2020 Accrued expenses $ 7,151 $ 6,090 Salaries, bonuses, commissions and related taxes payable 23,552 22,362 Accrued distributor commissions 10,787 9,331 Accrued legal and settlement expenses 3,794 5,422 Contingent consideration liability 17,200 14,900 Short-term operating lease liability 1,834 2,092 Non-income taxes payable 4,655 5,509 Accelerated and advance payment program 4,791 9,834 Other payables 3,017 4,731 Other current liabilities $ 76,781 $ 80,271 |
Long-term debt
Long-term debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-term debt | 1 1 . Long-term debt On October 25, 2019, the Company, and certain of its wholly-owned subsidiaries (collectively with the Company, the “Borrowers”), as borrowers, and certain material subsidiaries of the Company as guarantors, entered into a Second Amended and Restated Credit Agreement (the “Amended Credit Agreement”) with JPMorgan Chase Bank, N.A. (“JPMorgan”), as Administrative Agent, and certain lender parties thereto. In April 2020, as a precautionary measure to increase the Company’s cash position and to preserve financial flexibility during the initial uncertainty resulting from the COVID-19 pandemic, the Company completed a borrowing of $100.0 million under the Facility. The Company made payments totaling $100.0 million in the third quarter of 2020 to fully pay down the outstanding balance. The Company had no borrowings outstanding under the Facility at December 31, 2021, and 2020, respectively. Borrowings under the Amended Credit Agreement may be used for, among other things, working capital and other general corporate purposes of the Company and its subsidiaries (including permitted acquisitions and permitted payments of dividends and other distributions). The Facility is available in U.S. Dollars with up to $150 million of the Facility available to be borrowed in Euros (the “Agreed Currencies”). The Facility further permits up to $50 million of the Facility to be utilized for the issuance of letters of credit in the Agreed Currencies. The Borrowers have the ability to increase the amount of the Facility, which increases may take the form of increases to the revolving credit commitments or the issuance of new term A loans, by an aggregate amount of up to the greater of $150 million or Borrowings under the Facility bear interest at a floating rate, which is, at the Borrowers’ option, either LIBOR, Certain of the Company’s existing and future material subsidiaries (collectively, the “Guarantors”) are required to guarantee the repayment of the Borrowers’ obligations under the Amended Credit Agreement. The obligations of the Borrowers and each of the Guarantors with respect to the Amended Credit Agreement are secured by a pledge of substantially all of the personal property assets of the Borrowers and each of the Guarantors, including accounts receivables, deposit accounts, intellectual property, investment property, inventory, equipment, and equity interests in their respective subsidiaries. The Amended Credit Agreement contains customary affirmative and negative covenants, including limitations on the Company’s and its subsidiaries ability to incur additional debt, grant or permit additional liens, make investments and acquisitions, merge or consolidate with others, dispose of assets, pay dividends and distributions, pay subordinated indebtedness, and enter into affiliate transactions. In addition, the Amended Credit Agreement contains financial covenants requiring the Company on a consolidated basis to maintain, as of the last day of any fiscal quarter, a total net leverage ratio of not more than 3.5 to 1.0 (which ratio can be permitted to increase to 4.0 to 1.0 for no more than 4 fiscal quarters following a material acquisition) and an interest coverage ratio of at least 3.0 to 1.0. The Amended Credit Agreement also includes events of default customary for facilities of this type and upon the occurrence of such events of default, subject to customary cure rights, all outstanding loans under the Facility may be accelerated and/or the lenders’ commitments terminated. The Company is in compliance with all required financial covenants as of December 31, 2021. In conjunction with obtaining the Facility, the Company paid $1.5 million in debt issuance costs and has capitalized a total of $1.8 million associated with the Facility (inclusive of certain capitalized costs prior to the most recent amendment). These costs are being amortized over the life of the Facility. The debt issuance costs are included in other long-term assets, net of accumulated amortization. As of December 31, 2021, and December 31, 2020, debt issuance costs, net of accumulated amortization, were $1.0 million and $1.4 million, respectively. Debt issuance costs amortized or expensed totaled $0.4 million, $0.4 million, and $0.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. The Company has an unused available Italian line of credit of €5.5 million ($6.3 million and $6.7 million) at December 31, 2021, and 2020, respectively. This unsecured line of credit provides the Company the option to borrow amounts in Italy at interest rates determined at the time of borrowing. The Company paid cash related to interest of $1.5 million, $1.9 million, and $0.8 million for the years ended December 31, 2021, 2020, and 2019, respectively. |
Fair value measurements and inv
Fair value measurements and investments | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Measurements And Investment Disclosure [Abstract] | |
Fair value measurements and investments | 1 2 . Fair value measurements and investments Fair value is defined as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Non-financial assets and liabilities of the Company measured at fair value include any long-lived assets that are impaired in a currently reported period or equity securities measured at observable prices in orderly transactions. The authoritative guidance also describes three levels of inputs that may be used to measure fair value: Level 1: quoted prices in active markets for identical assets and liabilities Level 2: observable inputs other than quoted prices in active markets for identical assets and liabilities Level 3: unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions The Company’s financial instruments include cash equivalents, restricted cash, accounts receivable, accounts payable, long-term secured debt, available for sale debt securities, equity securities, contingent consideration, and deferred compensation plan liabilities. The carrying value of cash equivalents, restricted cash, accounts receivable, and accounts payable approximate fair value due to the short-term maturities of these instruments. The Company’s secured revolving credit facility carries a floating rate of interest, and therefore, the carrying value of long-term debt is considered to approximate the fair value. The Company’s available for sale debt securities, equity securities, contingent consideration, and deferred compensation plan liabilities are the only financial instruments recorded at fair value on a recurring basis as follows: (U.S. Dollars, in thousands) Balance December 31, 2021 Level 1 Level 2 Level 3 Assets Neo Medical convertible loan agreements $ 7,148 $ — $ — $ 7,148 Neo Medical preferred equity securities 5,413 — 5,413 — Bone Biologics equity securities 309 309 — — Other investments 1,505 — — 1,505 Total $ 14,375 $ 309 $ 5,413 $ 8,653 Liabilities Spinal Kinetics contingent consideration $ (17,200 ) $ — $ — $ (17,200 ) Other contingent consideration — — — — Deferred compensation plan (1,314 ) — (1,314 ) — Total $ (18,514 ) $ — $ (1,314 ) $ (17,200 ) (U.S. Dollars, in thousands) Balance December 31, 2020 Level 1 Level 2 Level 3 Assets Neo Medical convertible loan agreement $ 7,160 $ — $ — $ 7,160 Neo Medical preferred equity securities 5,000 — 5,000 — Bone Biologics equity securities — — — — Total $ 12,160 $ — $ 5,000 $ 7,160 Liabilities Spinal Kinetics contingent consideration $ (35,400 ) $ — $ — $ (35,400 ) Other contingent consideration (375 ) — — (375 ) Deferred compensation plan (1,441 ) — (1,441 ) — Total $ (37,216 ) $ — $ (1,441 ) $ (35,775 ) The fair value of the Company’s deferred compensation plan liabilities are determined based on inputs that are readily available in public markets or that can be derived from information available in publicly quoted markets; therefore, the Company has categorized this liability as a Level 2 financial instrument. Neo Medical Convertible Loan Agreements and Equity Investment On October 1, 2020, the Company purchased shares of Neo Medical’s preferred stock for consideration of $5.0 million and entered into a Convertible Loan Agreement pursuant to which Orthofix loaned Neo Medical CHF 4.6 million (the “Convertible Loan”). The loan bears interest at 8.0%, with interest due semi-annually. At each interest payment date, the borrower may elect to capitalize any interest due to the then outstanding principal balance of the loan. The Convertible Loan matures on October 1, 2024. If a change in control of Neo Medical occurs prior to the maturity date, the Convertible Loan shall become immediately due upon such event. The Convertible Loan may be convertible by either party into shares of Neo Medical’s preferred stock. The Company may convert the loan at its own election at any time prior to the full repayment or settlement of the Convertible Loan. Neo Medical may elect to convert the loan only in the event of a qualified financing event, as defined within the agreement. The price per share at which the loan converts is dependent upon i) the party electing conversion and ii) Neo Medical’s price per share in its most recent fundraising activities at the time of conversion, as specified within the agreement. On October 10, 2021, the Company entered into an additional Convertible Loan Agreement (the “Additional Convertible Loan”), separate and distinct from the investment made in 2020, pursuant to which the Company loaned Neo Medical an additional CHF 0.6 million ($0.7 million as of the issuance date). The Company made the election to convert the Additional Convertible Loan into shares of Neo Medical’s preferred stock in January 2022. The equity securities are recorded in other long-term assets and are considered an investment that does not have a readily determinable fair value. As such, the Company measures this investment at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. In November 2021, Neo Medical completed a qualified capital increase. As such, the Company adjusted the carrying amount of its equity investment to reflect the change in observable price and recorded a $0.4 million unrealized gain recognized in other income. The table below presents a reconciliation of the carrying value of the Company’s investment in Neo Medical preferred equity securities for the years ended December 31, 2021, and 2020: (U.S. Dollars, in thousands) 2021 2020 Fair value of Neo Medical preferred equity securities at January 1 $ 5,000 $ — Additions — 5,000 Foreign currency remeasurement recognized in other income, net 77 — Unrealized gain recognized in other income (expense), net 336 — Fair value of Neo Medical preferred equity securities at December 31 5,413 5,000 Both of the Convertible Loans are recorded in other long-term assets as available for sale debt securities as of December 31, 2021. These Convertible Loans are recorded at fair value, with applicable interest recorded in interest income. Some of the more significant unobservable inputs used in the fair value measurement of the Loans include applicable discount rates, implied volatility, the likelihood and projected timing of repayment or conversion, and projected cash flows in support of the estimated enterprise value of Neo Medical. Holding other inputs constant, changes in these assumptions could result in a significant change in the fair value of the Convertible Loans. If the amortized cost of the Convertible Loans exceeds their estimated fair value, the securities are deemed to be impaired, and must be evaluated for the recognition of credit losses. Impairment resulting from credit losses is recognized within the statement of income, while impairment resulting from other factors is recognized within other comprehensive income (loss). As of December 31, 2021, the Company has not recognized any credit losses related to the Convertible Loans. The following table provides a reconciliation of the beginning and ending balances of the Convertible Loans, measured at fair value using significant unobservable inputs (Level 3): (U.S. Dollars, in thousands) 2021 2020 Fair value of Neo Medical Convertible Loans at January 1 $ 7,160 $ — Additions 671 5,000 Interest recognized in interest income, net 421 103 Foreign currency remeasurement recognized in other income (expense), net (162 ) 176 Unrealized gain (loss) recognized in other comprehensive income (loss) (942 ) 1,881 Fair value of Neo Medical Convertible Loans at December 31 7,148 7,160 Amortized cost basis of Neo Medical Convertible Loans at December 31 6,209 5,279 The following table provides quantitative information related to certain key assumptions utilized within the valuation of the Convertible Loans as of December 31, 2021: (U.S. Dollars, in thousands) Fair Value as of December 31, 2021 Unobservable inputs Estimate Neo Medical Convertible Loans $ 7,148 Cost of equity discount rate 16.1 % Implied volatility 67.8 % Bone Biologics Equity Securities The Company holds an investment in common stock of Bone Biologics Inc. (“Bone Biologics”), a developer of orthobiologic products. Prior to 2021, the equity securities were considered an investment that did not have a readily determinable fair value as Bone Biologics was privately held. As such, the Company measured these investments at cost, less any impairments, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. In 2020, the Company recognized an impairment of $0.2 million as a result of concerns over Bone Biologics’ ability to continue as a going concern. In the fourth quarter of 2021, Bone Biologics completed a public offering of units, with each unit consisting of one share of common stock and one warrant to purchase common shares. As a result of the public offering, Bone Biologics’ common stock is now actively traded on the NASDAQ (ticker BBLG). The Company concluded the investment represented a Level 1 fair value measurement subsequent to the public offering as the common shares now have quoted prices in active markets for identical assets. As such, the Company now records the investment at fair value, with changes in fair value recorded within other income (expense), net. The following table presents the changes in fair value recognized for the equity securities for each of the years ended December 31, 2021, 2020, and 2019: (U.S. Dollars, in thousands) 2021 2020 2019 Bone Biologics equity securities at January 1 $ — $ 219 $ 219 Fair value adjustments and impairments recognized in other income (expense), net 309 (219 ) — Bone Biologics equity securities at December 31 $ 309 $ — $ 219 Other investments Other investments represent other assets and investments recorded at fair value that are not deemed to be material for disclosure on an individual basis. The fair value of these assets are based upon significant unobservable inputs, such as probability-weighted discounted cash flows models, requiring the Company to develop its own assumptions. Therefore, the Company has categorized these assets as Level 3 financial assets. As of December 31, 2021, this balance was classified within other long-term assets. Contingent Consideration The Company recognized a contingent consideration obligation in connection with the acquisition of Spinal Kinetics in 2018. The Spinal Kinetics contingent consideration consists of potential future milestone payments of up to $ 60.0 15.0 45.0 five years The estimated fair value of the remaining Spinal Kinetics contingent consideration was $ 17.2 uch as the expected timing and volume of elective procedures and the impact of these procedures on future revenues. However, the actual amount ultimately paid could be higher or lower than the fair value of the remaining contingent consideration (ultimate payment will either be $30.0 million or the liability will be reversed if the milestone is not met within the required timeline). 17.2 twelve months The following table provides a reconciliation of the beginning and ending balances for the contingent consideration measured at fair value using significant unobservable inputs (Level 3): (U.S. Dollars, in thousands) 2021 2020 Spinal Kinetics contingent consideration at January 1 $ 35,400 $ 42,700 Decrease in fair value recognized in acquisition-related amortization and remeasurement (3,200 ) (7,300 ) Payment made (15,000 ) — Spinal Kinetics contingent consideration at December 31 $ 17,200 $ 35,400 The Company estimated the fair value of the remaining potential future revenue-based milestone payment using a Monte Carlo simulation and a discounted cash flow model. This fair value measurement is based on significant inputs that are unobservable in the market and thus represents a Level 3 measurement. The key assumptions in applying the valuation model include the Company’s forecasted future revenues for Motion Preservation products, the expected timing of payment, applicable discount rates applied, and assumptions for potential volatility of the Company’s forecasted revenue. Significant changes in these assumptions could result in a significantly higher or lower fair value. The following table provides a range of key assumptions used within the valuation as of December 31, 2021: (U.S. Dollars, in thousands) Fair Value as of December 31, 2021 Valuation Technique Unobservable inputs Range Spinal Kinetics contingent consideration $ 17,200 Discounted cash flow Revenue discount rate 7.13% - 7.55% Payment discount rate 3.38% - 3.81% Projected year of achievement 2022 eNeura Debt Security Until October of 2019, the Company held a debt security of eNeura, Inc. (“eNeura”), a privately held medical technology company that was developing devices for the treatment of migraines. In October 2019, the Company and eNeura settled the debt security for a $4.0 million cash payment. As such, the Company determined the investment was impaired and adjusted the carrying value of the debt security to its settlement value by recording a net other-than-temporary impairment of $6.5 million in other expense, net, which included a reclassification of the related unrealized gains included in accumulated other comprehensive income (loss) of $5.2 million |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13 . Commitments and Contingencies Contingencies policy The Company records accruals for certain outstanding legal proceedings, investigations, or claims when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company evaluates developments in legal proceedings, investigations, and claims that could affect the amount of any accrual, as well as any developments that would make a loss contingency both probable and reasonably estimable on a quarterly basis. When a loss contingency is not both probable and reasonably estimable, the Company does not accrue the loss. However, if the loss (or an additional loss in excess of the accrual) is at least a reasonable possibility and material, then the Company discloses a reasonable estimate of the possible loss or range of loss, if such reasonable estimate can be made. If the Company cannot make a reasonable estimate of the possible loss, or range of loss, then that is disclosed. In addition, legal fees and other directly related costs are expensed as incurred. In addition to the matters described in the paragraphs below, in the normal course of its business, the Company is involved in various lawsuits from time to time and may be subject to certain other contingencies. The Company believes any losses related to these matters are individually and collectively immaterial as to a possible loss and range of loss. Italian Medical Device Payback (“IMDP”) In 2015, the Italian Parliament introduced rules for entities that supply goods and services to the Italian National Healthcare System. A key provision of the law is a ‘payback’ measure, requiring medical device companies in Italy to make payments to the Italian government if medical device expenditures exceed regional maximum ceilings. Companies are required to make payments equal to a percentage of expenditures exceeding maximum regional caps. There is considerable uncertainty about how the law will operate and what the exact timeline is for finalization. The Company’s current assessment of the IMDP involves significant judgment regarding the expected scope and actual implementation terms of the measure as the latter have not been clarified to date by Italian authorities. The Company accounts for the estimated cost of the IMDP as sales and marketing expense and periodically reassesses this liability based upon current facts and circumstances. As a result of certain temporary relief provided by the Italian National Healthcare System in response to the COVID-19 pandemic through a law enacted on December 30, 2021, the Company recorded a benefit of |
Shareholder's equity
Shareholder's equity | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Shareholders' equity | 1 4 . Shareholders’ equity Dividends The Company has not historically paid dividends to holders of its common stock. Certain subsidiaries of the Company have restrictions on their ability to pay dividends in certain circumstances pursuant to the Amended Credit Agreement. In the event that the Company decides to pay a dividend to holders of its common stock in the future with dividends received from its subsidiaries, the Company may, based on prevailing rates of taxation, be required to pay additional withholding and income tax on such amounts received from its subsidiaries. Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) is comprised of foreign currency translation adjustments and unrealized gains (losses) on available for sale debt securities. The Company’s policy is to release income tax effects related to items recognized within accumulated other comprehensive income (loss) using a portfolio approach. The components of and changes in accumulated other comprehensive income (loss) are as follows: (U.S. Dollars, in thousands) Currency Translation Adjustments eNeura Debt Security Neo Medical Convertible Loans Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2018 $ (2,386 ) $ 5,682 $ — $ 3,296 Cumulative effect adjustment from adoption of ASU 2018-02 — 937 — 937 Other comprehensive loss (653 ) (2,593 ) — (3,246 ) Income taxes — 642 — 642 Reclassification adjustment to: Interest income (expense), net — (1,034 ) — (1,034 ) Other expense, net — (5,193 ) — (5,193 ) Income taxes — 1,559 — 1,559 Balance at December 31, 2019 $ (3,039 ) $ — $ — $ (3,039 ) Other comprehensive income 4,872 — 1,881 6,753 Income taxes — — (462 ) (462 ) Balance at December 31, 2020 $ 1,833 $ — $ 1,419 $ 3,252 Other comprehensive loss (2,544 ) — (942 ) (3,486 ) Income taxes — — 234 234 Balance at December 31, 2021 $ (711 ) $ — $ 711 $ — |
Revenue recognition and account
Revenue recognition and accounts receivable | 12 Months Ended |
Dec. 31, 2021 | |
Revenue Recognition And Accounts Receivable [Abstract] | |
Revenue recognition and accounts receivable | 1 5 . Revenue recognition and accounts receivable Revenue Recognition The Company accounts for a contract when there is (i) approval and commitment from both parties, (ii) the rights of the parties are identified, (iii) payment terms are identified, (iv) the contract has commercial substance, (v) and collectability of consideration is probable. The Company’s contracts may contain one or more performance obligations. If a contract contains more than one performance obligation, the Company allocates the total transaction price to each of the performance obligations based upon the observable standalone selling price of the promised goods or services underlying each performance obligation. The Company recognizes revenue when control of the promised goods or services is transferred to the customer, which typically occurs at a point in time upon shipment, delivery, or utilization, in an amount that reflects the consideration which the Company expects to be entitled in exchange for the promised goods or services. The consideration for goods or services reflects any fixed amount stated per the contract and estimates for any variable consideration, such as discounts, to the extent that is it probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The following sections discuss the Company’s revenue recognition policies by significant product category: Bone Growth Therapies Bone Growth Therapies revenue is largely attributable to the U.S. and is comprised of third-party payor transactions and wholesale revenue. The largest portion of Bone Growth Therapies revenue is derived from third-party payors. This includes commercial insurance carriers, health maintenance organizations, preferred provider organizations, and governmental payors, such as Medicare. Revenue is recognized when the product is fitted to and accepted by the patient and all applicable documents required by the third-party payor have been obtained. Amounts paid by third-party payors are generally based on fixed or allowable reimbursement rates. These revenues are recorded at the expected or preauthorized reimbursement rates, net of any contractual allowances or adjustments. Certain billings are subject to review by the third-party payors and may be subject to adjustment. Wholesale revenue is related to the sale of the Company’s bone growth stimulators directly to durable medical equipment suppliers. Wholesale revenues are typically recognized upon shipment and receipt of a confirming purchase order, which is when the customer obtains control of the promised goods. Biologics Biologics revenue is largely attributable to the U.S. and is primarily related to a collaborative arrangement with MTF, which extends through December 31, 2032. Under this arrangement, the Company markets tissue for bone repair and reconstruction under the brand names Trinity Evolution and Trinity ELITE. Per the terms of the agreement, MTF sources the tissue, processes it to create the allografts, packages, and delivers the tissue to the customer. The Company has exclusive global marketing rights for the Trinity Evolution and Trinity ELITE tissues, exclusive rights to market fiberFUSE and AlloQuent tissues in the U.S., non-exclusive marketing rights for certain other products, and receives marketing fees from MTF based on total sales. MTF is considered the primary obligor in these arrangements; therefore, the Company recognizes marketing service fees on a net basis within net sales upon shipment of the product to the customer and receipt of a confirming purchase order. Spinal Implants and Global Orthopedics Spinal Implants and Global Orthopedics products are distributed world-wide, with U.S. sales largely comprised of commercial sales and international sales derived from both commercial sales and stocking distributor arrangements. Commercial revenue is largely related to the sale of the Company’s Spinal Implants and Global Orthopedics products to hospital customers. The customer obtains control and revenues are recognized when these products have been utilized and a confirming purchase order has been received from the hospital. Other revenues within the Spinal Implants and Global Orthopedics product categories are derived from stocking distributors, who purchase the Company’s products and then re-sell them directly to customers, such as hospitals. For stocking distributor arrangements, it is the Company’s policy to recognize revenue upon shipment and receipt of a confirming purchase order, which is when the distributor obtains control of the promised goods. The transaction price is estimated based upon the Company’s historical collection experience with the stocking distributor. To derive this estimate, the Company analyzes twelve months of historical invoices by stocking distributor and the subsequent collections on those invoices for a period of up to 24 months subsequent to the invoice date. The historical collection percentage, which is specific to each stocking distributor, is then used to calculate the transaction price. Product Sales and Marketing Service Fees The table below presents net sales, which includes product sales and marketing service fees, for each of the years ended December 31, 2021, 2020, and 2019. For the year ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Product sales $ 409,554 $ 353,087 $ 397,064 Marketing service fees 54,925 53,475 62,891 Net sales $ 464,479 $ 406,562 $ 459,955 Product sales primarily consists of the sale of Bone Growth Therapies, Spinal Implants, and Global Orthopedics products. Marketing service fees are received from MTF based on total sales of biologics tissues and relates solely to the Biologics product category within the Global Spine reporting segment. Marketing service fees received from MTF were $54.9 million, or approximately 97% of total Biologics revenues, for the year ended December 31, 2021. As MTF is the single supplier for the allografts in the Company’s Biologics portfolio, derived from deceased donors for their bone grafts and living donors for their amnion grafts, any event or circumstance that would impact MTF’s continued access to donors or the Company’s ability to market these tissues may adversely impact the Company’s financial results. Revenues exclude any value added or other local taxes, intercompany sales, and trade discounts. Shipping and handling costs for products shipped to customers are included in cost of sales, and were $3.5 million, $2.4 million, and $2.8 million for the years ended December 31, 2021, 2020, and 2019, respectively. Accounts receivable and related allowances Payment terms vary by the type and location of the Company’s customers and the products or services offered. The term between invoicing and when payment is due is not significant. As discussed in Note 3, the Company adopted ASU No. 2016-13 - Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Subsequent to the adoption of ASU 2016-13, the Company’s allowance for expected credit losses represents the portion of the receivable’s amortized cost basis that an entity does not expect to collect over the receivable’s contractual life, considering past events, current conditions, and reasonable and supportable forecasts of future economic conditions The process for estimating the ultimate collection of accounts receivable involves significant assumptions and judgments. The determination of the contractual life of accounts receivable, the aging of outstanding receivables, as well as the historical collections, write-offs, and payor reimbursement experience over the estimated contractual lives of such receivables, are integral parts of the estimation process related to reserves for expected credit losses and the establishment of contractual allowances. Accounts receivable are analyzed on a quarterly basis to assess the adequacy of both reserves for expected credit losses and contractual allowances. Revisions in allowances for expected credit loss estimates are recorded as an adjustment to bad debt expense within sales and marketing expenses. Revisions to contractual allowances are recorded as an adjustment to net sales. These estimates are periodically tested against actual collection experience. In addition, the Company analyzes its receivables by geography and by customer type, where appropriate, in developing estimates for expected credit losses. The following table provides a detail of changes in the Company’s allowance for expected credit losses for the years ended December 31, 2021, and 2020: For the year ended December 31, (U.S. Dollars, in thousands) 2021 2020 Allowance for expected credit losses beginning balance $ 4,848 $ 3,987 Impact of adoption of ASU 2016-13 — 1,120 Current period provision for expected credit losses 444 199 Writeoffs charged against the allowance and other (126 ) (714 ) Effect of changes in foreign exchange rates (222 ) 256 Allowance for expected credit losses ending balance $ 4,944 $ 4,848 The Company will generally sell receivables from certain Italian hospitals each year to accelerate cash collections. During 2021, 2020, and 2019, the Company sold €8.4 million, €8.3 million, and €9.8 million ($9.9 million, $9.6 million, and $10.9 million) of receivables, respectively. The related fees for 2021, 2020, and 2019, were $0.2 million, $0.3 million, and $0.3 million, respectively, which were recorded as interest expense. Accounts receivables sold without recourse are removed from the balance sheet at the time of sale. Puerto Rico Settlement In June 2019, the Company received a payment of $1.4 million from the Administration of Medical Services of Puerto Rico, a government-owned corporation, in settlement of approximately $2.5 million of outstanding accounts receivable. This $2.5 million of outstanding accounts receivable had previously been fully reserved between the Company’s allowances for expected credit losses and contractual allowances. As a result of this settlement, and in accordance with the Company’s policy, the Company recorded the resulting adjustment to contractual allowances of $0.4 million within net sales and the recovery of the allowance for expected credit losses as a credit to bad debt expense of $1.0 million. Contract Liabilities The Company’s contract liabilities largely relate to a prepayment of $13.9 million received in 2020 from the CMS as part of the Accelerated and Advance Payment Program of the CARES Act. On October 1, 2020, the President of the United States signed the “Continuing Appropriations Act, 2021 and Other Extensions Act,” which relaxed a number of the Medicare Accelerated and Advance Payment Program’s recoupment terms for providers and suppliers that received funds from the program. Starting in April 2021, Medicare began to recoup 25% of Medicare payments otherwise owed to the provider or supplier for submitted claims. Beginning March 2022, recoupment increases to 50% for another six months. Thus, during these time periods, rather than receiving the full amount of payment for newly submitted claims, the Company’s outstanding accelerated / advance payment balance will be reduced by the recoupment amount until the full balance has been repaid. As of December 31, 2021, the balance of the contract liability associated with the Accelerated and Advance Payment Program totaled $4.8 million. The Company has classified the entire balance of this contract liability within other current liabilities based upon the Company’s estimates of when such funds will be recouped. The following table provides a detail of changes in the Company’s contract liability associated with the Accelerated and Advanced Payment Program for the years ended December 31, 2021, and 2020: For the Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 Contract liability beginning balance $ 13,851 $ — Additions — 13,851 Recoupment recognized in net sales (9,060 ) — Contract liability ending balance $ 4,791 $ 13,851 Other Contract Assets The Company’s contract assets, excluding accounts receivable (“Other Contract Assets”), largely consist of payments made to certain distributors to obtain contracts, gain access to customers in certain territories, and to provide the benefit of the exclusive distribution of the Company’s products. Other Contract Assets are included in other long-term assets and totaled $1.4 million and $2.0 million as of December 31, 2021, and 2020, respectively. Other Contract Assets are amortized on a straight-line basis over the term of the related contract. No impairments were incurred for other contract assets in 2021 or 2020. Further, the Company applies the practical expedient to expense sales commissions when incurred, as the applicable amortization period would be for one year or less. |
Business segment information
Business segment information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Business segment information | 1 6 . Business segment information The Company has two reporting segments: Global Spine and Global Orthopedics. These reporting segments represent the operating segments for which the Chief Executive Officer, who is also Chief Operating Decision Maker (the “CODM”), reviews financial information and makes resource allocation decisions among businesses. The primary metric used by the CODM in managing the Company is . The Company neither discretely allocates assets, other than goodwill, to its operating segments nor evaluates the operating segments using discrete asset information. Accordingly, the reporting segment information has been prepared based on these two reporting segments. Global Spine The Global Spine reporting segment offers three primary product categories: Bone Growth Therapies, Spinal Implants, and Biologics. The Bone Growth Therapies product category manufactures, distributes, and provides support services of market leading bone growth stimulator devices that enhance bone fusion. These Class III medical devices are indicated as an adjunctive, noninvasive treatment to improve fusion success rates in the cervical and lumbar spine as well as a therapeutic treatment for non-spine fractures that have not healed (non-unions). This product category uses distributors and sales representatives to sell its devices to hospitals, healthcare providers, and patients, primarily in the U.S. The Spinal Implants product category designs, develops, and markets a broad portfolio of motion preservation and fixation implant products used in surgical procedures of the spine. Spinal Implants distributes its products through a global network of distributors and sales representatives to sell spine products to hospitals and healthcare providers. The Biologics product category provides a portfolio of regenerative products and tissue forms that allow physicians to successfully treat a variety of spinal and orthopedic conditions. This product category specializes in the marketing of the Company’s regeneration tissue forms and distributes its tissues to hospitals and healthcare providers, primarily in the U.S., through a network of independent distributors and sales representatives. The partnership with MTF allows the Company to exclusively market the Trinity Evolution and Trinity ELITE tissue forms for musculoskeletal defects to enhance bony fusion and also allows the Company to exclusively distribute the Alloquent and fiberFUSE allografts. Global Orthopedics The Global Orthopedics reporting segment offers products and solutions that allow physicians to successfully treat a variety of orthopedic conditions unrelated to the spine. This reporting segment specializes in the design, development, and marketing of the Company’s orthopedic products used in fracture repair, deformity correction, and bone reconstruction procedures. Global Orthopedics distributes its products through a global network of distributors and sales representatives to sell orthopedic products to hospitals, and healthcare providers. Corporate Corporate activities are comprised of the operating expenses and activities of the Company not necessarily identifiable within the two reporting segments. The table below presents net sales by major product category by reporting segment: Year Ended December 31, 2021 2020 2019 (U.S. Dollars, in thousands) Net Sales Percent of Total Net Sales Net Sales Percent of Total Net Sales Net Sales Percent of Total Net Sales Bone Growth Therapies $ 187,448 40.4 % $ 171,396 42.2 % $ 197,181 42.9 % Spinal Implants 115,094 24.8 % 94,857 23.3 % 94,544 20.6 % Biologics 56,421 12.1 % 55,482 13.6 % 65,496 14.2 % Global Spine 358,963 77.3 % 321,735 79.1 % 357,221 77.7 % Global Orthopedics 105,516 22.7 % 84,827 20.9 % 102,734 22.3 % Net sales $ 464,479 100.0 % $ 406,562 100.0 % $ 459,955 100.0 % The following table presents EBITDA, the primary metric used in managing the Company, by reporting segment: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Global Spine $ 58,014 $ 63,036 $ 39,528 Global Orthopedics 3,374 (4,993 ) 7,496 Corporate (31,691 ) (25,382 ) (49,252 ) Total EBITDA 29,697 32,661 (2,228 ) Depreciation and amortization (29,599 ) (30,546 ) (24,699 ) Goodwill impairment (11,756 ) — — Interest expense, net (1,837 ) (2,483 ) (122 ) Loss before income taxes $ (13,495 ) $ (368 ) $ (27,049 ) The following table presents depreciation and amortization by reporting segment: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Global Spine $ 17,548 $ 18,362 $ 14,329 Global Orthopedics 8,233 7,896 5,575 Corporate 3,818 4,288 4,795 Total $ 29,599 $ 30,546 $ 24,699 Geographical information The following data includes net sales by geographic destination: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 U.S. $ 361,945 $ 327,280 $ 361,939 Italy 20,187 18,733 19,560 Germany 13,716 11,940 12,688 United Kingdom 10,552 7,147 10,090 France 10,475 8,354 8,747 Brazil 5,108 2,347 7,685 Others 42,496 30,761 39,246 Net sales $ 464,479 $ 406,562 $ 459,955 The table below presents net sales by geographic destination for each reporting segment and for the consolidated Company: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Global Spine U.S. $ 337,455 $ 304,595 $ 335,410 International 21,508 17,140 21,811 Total Global Spine 358,963 321,735 357,221 Global Orthopedics U.S. $ 24,490 22,685 26,529 International 81,026 62,142 76,205 Total Global Orthopedics 105,516 84,827 102,734 Consolidated U.S. 361,945 327,280 361,939 International 102,534 79,282 98,016 Net sales $ 464,479 $ 406,562 $ 459,955 The following data includes property, plant, and equipment by geographic area: (U.S. Dollars, in thousands) 2021 2020 U.S. $ 45,090 $ 47,646 Italy 9,412 10,503 Germany 2,544 2,516 United Kingdom 1,193 1,540 Brazil 91 163 Others 922 1,245 Total $ 59,252 $ 63,613 |
Acquisition-Related Amortizatio
Acquisition-Related Amortization and Remeasurement | 12 Months Ended |
Dec. 31, 2021 | |
Acquisition Related Amortization And Remeasurement [Abstract] | |
Acquisition-Related Amortization and Remeasurement | 17 . Acquisition-related amortization and remeasurement Acquisition-related amortization and remeasurement consists of (i) amortization related to intangible assets acquired through business combinations or asset acquisitions, (ii) the remeasurement of any related contingent consideration arrangement, (iii) Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Changes in fair value of contingent consideration $ (3,575 ) $ (7,300 ) $ 29,140 Amortization of acquired intangibles 7,907 6,801 5,072 Acquired IPR&D 1,500 — — Impairment of Global Orthopedics goodwill 11,756 — — Total $ 17,588 $ (499 ) $ 34,212 Related Party Asset Acquisition On February 2, 2021, the Company entered into a technology assignment and royalty agreement with a medical device technology company partially owned and controlled by the wife of President and Chief Executive Officer, Jon Serbousek, whereby the Company acquired the intellectual property rights to certain assets for consideration of up to $10.0 million Consideration was comprised of $ 1.0 million due at signing, which was recognized immediately as acquired IPR&D expense within acquisition-related amortization and remeasurement, and $ 9.0 million in contingent consideration. The contingent consideration is dependent upon multiple milestones, such as receipt of 510(k) clearance and the attainment of certain net sales targets. The Company accounted for this transaction as an asset acquisition. As the transaction is classified as an asset acquisition, the value of the consideration associated with the contingent milestones will be recognized at the time that applicable contingencies are resolved and consideration is paid or becomes payable. In addition, the Company is obligated to pay a royalty of 2 % to 4 % on net sales, commencing upon commercialization of the assets . The transaction was approved by the Company’s Audit and Finance Committee, with the Audit and Finance Committee directly supervising the negotiations of the transaction. Mr. Serbousek was excluded from such discussions and did not participate in the negotiation or evaluation of the transaction. Mr. Serbousek also continues to be excluded from the oversight of the Company’s development and commercialization activities in relation to the acquired technology and all other matters relating to the relationship between the Company and the counterparty IGEA S.p.A Asset Acquisition On April 7, 2021, the Company entered into an Exclusive License and Distribution Agreement (the “License Agreement”) with IGEA S.p.A (“IGEA”), an Italian manufacturer and distributor of bone and cartilage stimulation systems. As consideration for the License Agreement, the Company agreed to pay up to $4.0 million, with certain payments contingent upon reaching an FDA milestone. Of this amount, $0.5 million was paid in 2021, which was recognized as acquired IPR&D costs within acquisition-related amortization and remeasurement. The License Agreement also includes certain minimum purchase requirements. |
Share-based compensation
Share-based compensation | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-based compensation | 1 8 . Share-based compensation At December 31, 2021, and 2020, the Company had stock option and award plans, and a stock purchase plan. 2012 Long Term Incentive Plan The Board of Directors adopted the Amended and Restated 2012 Long-Term Incentive Plan (the “2012 LTIP”) on April 23, 2018, which was subsequently approved by shareholder ratification. The 2012 LTIP provides for the grant of options to purchase shares of the Company’s common stock, stock awards (including restricted stock, unrestricted stock, and stock units), stock appreciation rights, performance-based awards and other equity-based awards. All of the Company’s employees and the employees of the Company’s subsidiaries and affiliates are eligible and may receive awards under the 2012 LTIP. In addition, the Company’s non-employee directors, consultants, and advisors who perform services for the Company and its subsidiaries and affiliates may receive awards under the 2012 LTIP. Awards granted under the 2012 LTIP expire no later than ten years after the date of grant. At December 31, 2021, the Company reserves a total of 7,050,000 shares of common stock for issuance pursuant to the 2012 LTIP, subject to certain adjustments set forth in the 2012 LTIP. At December 31, 2021, there were 1,150,898 options outstanding under the 2012 LTIP, of which 748,539 were exercisable. In addition, there were 13,978 shares of unvested restricted stock awards outstanding and 851,847 restricted stock units outstanding, some of which contain market-based vesting conditions, under the 2012 LTIP as of December 31, 2021. 2004 Long Term Incentive Plan The 2004 Long Term Incentive Plan (the “2004 LTIP”) reserved 3,100,000 shares for issuance, subject to certain adjustments set forth in the 2004 LTIP. At December 31, 2021, there were 12,500 options outstanding under the 2004 LTIP, all of which were exercisable. Inducement Plans The Inducement Plan for Spinal Kinetics Employees (the “Spinal Kinetics Inducement Plan”) reserved 51,705 shares for issuance to employees of Spinal Kinetics as an inducement to continue employment with the Company. At December 31, 2021, there were no remaining options outstanding under the Spinal Kinetics Inducement Plan and 1,284 shares of unvested restricted stock outstanding. In August 2019, the Company appointed a new President of Global Spine, who was then subsequently promoted to President and Chief Executive Officer. As an inducement to accept employment with the Company, the individual was awarded a grant of stock options to acquire up to 50,711 shares of common stock and an award of 14,743 restricted stock units. As of December 31, 2021, there were 50,711 options outstanding under this inducement, 25,355 of which were exercisable, and 7,372 unvested restricted stock units outstanding. In September 2020, the Company appointed a new President of Global Orthopedics . As an inducement to accept employment with the Company, the individual was awarded a grant of stock options to acquire up to 32,945 shares of common stock and an award of 10,624 restricted stock units. As of December 31, 2021 , there were 32,945 options outstanding under this inducement, of which 8,236 were exercisable, and unvested restricted stock units outstanding . Stock Purchase Plan The Second Amended and Restated Stock Purchase Plan, as Amended (the “Stock Purchase Plan”) provides for the issuance of shares of the Company’s common stock to eligible employees and directors of the Company and its subsidiaries that elect to participate in the plan and acquire shares of common stock through payroll deductions (including executive officers). During each purchase period, eligible employees may designate between 1% and 25% of their compensation to be deducted for the purchase of common stock under the plan (or such other percentage in order to comply with regulations applicable to employees domiciled in or resident of a member state of the European Union). For eligible directors, the designated percentage will be applied to an amount equal to his or her director compensation paid in cash for the current plan period. The purchase price of the shares under the plan is equal to 85% of the fair market value on the first day of the plan period or, if lower, on the last day of the plan period. Due to the compensatory nature of such plan, the Company records the related share-based compensation expense in the consolidated statement of operations. Compensation expense is estimated using the Black-Scholes valuation model, with such value recognized as expense over the plan period. As of December 31, 2021, the aggregate number of shares reserved for issuance under the Stock Purchase Plan is 2,850,000. As of December 31, 2021, a total of 2,172,134 shares had been issued pursuant to the Stock Purchase Plan. Share-Based Compensation Expense Share-based compensation expense is recorded in the same line of the consolidated statements of operations as the employee’s cash compensation. The following tables present the detail of share-based compensation expense by line item in the consolidated statements of income as well as by award type, for the years ended December 31, 2021, 2020, and 2019: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Cost of sales $ 779 $ 705 $ 715 Sales and marketing 3,385 3,620 2,512 General and administrative 10,289 10,624 16,872 Research and development 979 1,258 1,441 Total $ 15,432 $ 16,207 $ 21,540 Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Stock options $ 1,893 $ 2,571 $ 4,054 Time-based restricted stock awards and stock units 7,437 8,485 11,084 Performance-based restricted stock awards and stock units — — — Market-based restricted stock units 4,414 3,509 4,733 Stock purchase plan 1,688 1,642 1,669 Total $ 15,432 $ 16,207 $ 21,540 The income tax benefit related to this expense was $3.1 million, $3.2 million, and $3.5 Stock Options The fair value of time-based stock options is determined using the Black-Scholes valuation model, with such value recognized as expense over the service period, which is typically four years, net of actual forfeitures. A summary of the Company’s assumptions used in determining the fair value of the stock options granted during the year is shown in the following table. Year Ended December 31, 2021 2020 2019 Assumptions: Expected term (in years) 6.0 5.5 5.0 Expected volatility 34.4% – 34.8% 30.2% – 35.1% 29.7% – 31.0% Risk free interest rate 0.83% – 1.25% 0.28% – 1.65% 1.38% – 2.31% Dividend yield — — — Weighted average grant date fair value $ 12.33 $ 8.74 $ 14.64 The expected term of the options granted is estimated based on a number of factors, including the vesting and expiration terms of the award, historical employee exercise behavior for both options that are currently outstanding and options that have been exercised or are expired, and an employee’s average length of service. Expected volatility is based on the historical volatility of the Company’s common stock. The risk-free interest rate is determined based upon a constant U.S. Treasury security rate with a contractual life that approximates the expected term of the option. Summaries of the status of the Company’s stock option plans as of December 31, 2021, and 2020, and changes during the year ended December 31, 2021, are presented below: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at December 31, 2020 1,491,019 $ 39.56 Granted 72,995 $ 35.59 Exercised (89,151 ) $ 36.68 Forfeited or expired (77,809 ) $ 45.49 Outstanding at December 31, 2021 1,397,054 $ 39.20 5.04 Vested and expected to vest at December 31, 2021 1,397,054 $ 39.20 5.04 Exercisable at December 31, 2021 944,630 $ 41.10 3.51 As of December 31, 2021, the unamortized compensation expense relating to options granted and expected to be recognized was $2.0 million. This amount is expected to be recognized through December 2025 over a weighted average period of approximately 1.4 years. The total intrinsic value of options exercised was $0.6 million, $0.9 million and $1.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. For the year ended December 31, 2021, we received $3.3 million in cash from stock option exercises, with the tax benefit realized for the tax deductions from these exercises of $0.6 million. The aggregate intrinsic value of options outstanding and options exercisable as of December 31, 2021, is calculated as the difference between the exercise price of the underlying options and the market price of the Company’s common stock for options that had exercise prices lower than $31.09, the closing price of the Company’s stock on December 31, 2021. The aggregate intrinsic value of options outstanding was $1.7 million as of December 31, 2021, whereas the aggregate intrinsic value of options exercisable was $0.5 million as of that date. Time-based Restricted Stock Awards and Stock Units During the year ended December 31, 2021, the Company granted to employees and non-employee directors 295,240 shares of time- based restricted stock stock units, which vest at various dates through December 2025. The compensation expense, which represents the fair value of the stock measured at the market price at the date of grant, is recognized on a straight-line basis over the vesting period, which is typically four years, net of actual forfeitures. Since 2017, the annual grant to non-employee directors has been made in the form of one-year The aggregate fair value of time-based restricted stock awards and stock units that vested during the years ended December 31, 2021, 2020, and 2019, was $9.0 million, $6.5 million and $9.5 million, respectively. Unamortized compensation expense related to time-based restricted stock awards and stock units amounted to $15.2 million at December 31, 2021, and is expected to be recognized over a weighted average period of approximately 2.6 years. The aggregate intrinsic value of time-based restricted stock awards and stock units outstanding was $17.4 million as of December 31, 2021. Performance-based Restricted Stock Awards and Stock Units The Company’s performance-based restricted stock awards and stock units contain performance-based vesting conditions. The fair value of performance-based restricted stock awards and stock units is calculated based upon the closing stock price at the date of grant. Such value is recognized as expense over the derived requisite service period beginning in the period in which they are deemed probable to vest, net of actual forfeitures. Vesting probability is assessed based upon forecasted earnings and financial results. The Company did not grant any performance-based restricted stock awards or stock units to employees during the years ended December 31, 2021, 2020, and 2019. During the year ended December 31, 2015, the Company granted to employees 110,660 shares of performance-based restricted stock awards, which vested based upon the achievement of certain earnings or return on invested capital targets. No compensation expense was recorded for these awards in 2021, 2020, or 2019, as the performance targets were obtained in prior years. The fair value of performance-based restricted stock awards that vested and settled during the years ended December 31, 2021, 2020, and 2019, were $0.0 million, $0.0 million, and $3.2 million, respectively. No unamortized compensation expense related to performance-based restricted stock awards remains as of December 31, 2021. There was no intrinsic value of performance-based restricted stock awards outstanding as of December 31, 2021 as the awards were fully settled in 2019. During the year ended December 31, 2015, the Company also granted 55,330 shares of performance-based restricted stock units to employees, which vested based upon the achievement of certain earnings or return on invested capital targets for the year ended December 31, 2018. No compensation expense was recorded for these awards in 2021, 2020, or 2019, as the performance targets were obtained in a prior year. The fair value of performance-based restricted stock units that vested and settled during the years ended December 31, 2021, 2020, and 2019, were $0.0 million, $0.0 million, and $2.7 million, respectively. No unamortized compensation expense remains as of December 31, 2021 related to these 2015 performance-based restricted stock units. There was no intrinsic value of performance-based restricted stock units outstanding as of December 31, 2021, as the stock units were fully settled in 2019. Market-based Restricted Stock Units The Company’s market-based restricted stock units contain market-based vesting conditions. The fair value of market-based restricted stock units is determined at the date of the grant using the Monte Carlo valuation methodology, with any discounts for post-vesting restrictions estimated using the Chaffe Model. The Monte Carlo methodology incorporates into the valuation the possibility that the market condition may not be satisfied. Such value is recognized on a straight-line basis over the vesting period, net of actual forfeitures. The awards, if the market conditions are achieved, will be settled in shares of common stock, with one share of common stock issued per restricted stock unit if targets are achieved at the 100% level. Awards may be achieved at a minimum level of 50% and a maximum of 200%. The market conditions for the awards are based on the Company’s stock achieving certain total shareholder return targets relative to specified index companies during a 3-year performance period beginning on each respective grant date. The fair value of market-based restricted stock units that vested and settled during the years ended December 31, 2021, 2020, and 2019, were $0.0 million, $1.4 million, and $0.0 million, respectively. Unamortized compensation expense for market-based restricted stock units amounted to $8.3 million at December 31, 2021, and is expected to be recognized over a weighted average period of approximately 1.7 years. The aggregate intrinsic value of market-based restricted stock units outstanding was $10.0 million as of December 31, 2021. A summary of the status of our time-based and market-based restricted stock awards and stock units as of December 31, 2021, and 2020, and changes during the year ended December 31, 2021, are presented below: Time-based Restricted Stock Awards and Stock Units Market-based Restricted Stock Units Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2020 493,127 $ 41.13 275,338 $ 54.45 Granted 295,240 $ 41.20 152,575 $ 48.53 Vested and settled (191,082 ) $ 44.50 — $ — Cancelled (37,917 ) $ 41.00 (104,832 ) $ 63.97 Outstanding at December 31, 2021 559,368 $ 40.03 323,081 $ 48.56 Retirement of the Company’s Former President and Chief Executive Officer On February 25, 2019, the Company entered into a Transition and Retirement Agreement (the “Retirement Agreement”) with the Company’s former President and Chief Executive Officer, Brad Mason. As part of the Retirement Agreement, certain time-based stock options and restricted stock awards were modified to vest on the Retirement Date. In addition, stock options were modified to extend the post-termination exercise period from 18 months under a standard qualified retirement to up to four years, dependent upon the remaining contractual terms of the options. The Company did not recognize share-based compensation expense related to the Retirement Agreement for the years ended December 31, 2021 and 2020, and recognized approximately $6.5 million in expense during the year ended December 31, 2019. |
Defined Contribution Plans and
Defined Contribution Plans and deferred compensation | 12 Months Ended |
Dec. 31, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Defined contribution plans and deferred compensation | 1 9 . Defined contribution plans and deferred compensation Defined Contribution Plans Orthofix US LLC sponsors a defined contribution plan (the “401(k) Plan”) covering substantially all full time U.S. employees. The 401(k) Plan allows participants to contribute up to 80% of their pre-tax compensation, subject to certain limitations, with the Company matching 100% of the first 2% of the employee’s base compensation and 50% of the next 4% of the employee’s base compensation if contributed to the 401(k) Plan. During the years ended December 31, 2021, 2020, and 2019, expenses incurred relating to the 401(k) Plan, including matching contributions, were approximately $2.8 million, $1.1 million, and $2.7 million, respectively. In April 2020, as a precautionary measure to increase the Company’s cash position and preserve financial flexibility in response to the initial uncertainty of the COVID-19 pandemic, the Company temporarily suspended the 401(k) match program through the remainder of fiscal year 2020. The 401(k) match program was reinstated in January 2021. The Company also operates defined contribution plans for its international employees meeting minimum service requirements. The Company’s expenses for such contributions during each of the years ended December 31, 2021, 2020, and 2019, were $1.2 million, $1.1 million, and $1.0 million, respectively. Deferred Compensation Plans Under Italian Law, our Italian subsidiary accrues deferred compensation on behalf of its employees, which is paid on termination of employment. The accrual for deferred compensation is based on a percentage of the employee’s current annual remuneration plus an annual charge. Deferred compensation is also accrued for the leaving indemnity payable to agents in case of dismissal, which is regulated by a national contract and is equal to approximately 3.5% of total commissions earned from the Company. The Company’s relations with its Italian employees, who represent 19.1% of total employees at December 31, 2021, are governed by the provisions of a National Collective Labor Agreement setting forth mandatory minimum standards for labor relations in the metal mechanic workers industry. The Company is not a party to any other collective bargaining agreement. The balance in other long-term liabilities as of December 31, was $1.3 million and $1.4 million, respectively, and represents the amount which would be payable if all the employees and agents had terminated employment at that date. |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 20 . Income taxes Income (loss) before provision for income taxes consisted of the following: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 U.S. $ (5,987 ) $ 5,556 $ (24,890 ) Non-U.S. (7,508 ) (5,924 ) (2,159 ) Income (loss) before income taxes $ (13,495 ) $ (368 ) $ (27,049 ) The provision for income taxes consists of the following: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 U.S. Current $ (607 ) $ (15,054 ) $ (1,911 ) Deferred 24,292 (29 ) 2,008 23,685 (15,083 ) 97 Non-U.S. Current 1,009 1,382 1,931 Deferred 190 10,816 (615 ) 1,199 12,198 1,316 Income tax expense (benefit) $ 24,884 $ (2,885 ) $ 1,413 The differences between the income tax provision at the U.S. federal statutory tax rate and the Company’s effective tax rate for the years ended December 31, 2021, 2020, and 2019, consist of the following: 2021 2020 2019 (U.S. Dollars, in thousands, except percentages) Amount Percent Amount Percent Amount Percent Statutory U.S. federal income tax rate $ (2,834 ) 21.0 % $ (77 ) 21.0 % $ (5,680 ) 21.0 % State taxes, net of U.S. federal benefit (24 ) 0.2 1,151 (312.8 ) 1,043 (3.9 ) Foreign rate differential, including withholding taxes 480 (3.6 ) (147 ) 39.9 131 (0.5 ) Valuation allowances, net 27,819 (206.1 ) 14,514 (3,944.0 ) (165 ) 0.6 Research credits (537 ) 4.0 (982 ) 266.8 (829 ) 3.1 Unrecognized tax benefits, net of settlements (1,363 ) 10.1 (17,321 ) 4,706.8 (2,745 ) 10.1 Equity compensation 1,091 (8.1 ) 1,657 (450.3 ) 626 (2.3 ) Executive compensation 456 (3.4 ) 375 (101.9 ) 1,504 (5.6 ) Contingent consideration (640 ) 4.7 (1,460 ) 396.7 5,678 (21.0 ) Other, net 436 (3.2 ) (595 ) 161.8 1,850 (6.7 ) Income tax expense (benefit) /effective rate $ 24,884 (184.4 )% $ (2,885 ) 784.0 % $ 1,413 (5.2 )% The Company paid cash relating to taxes totaling $4.8 million, less than $0.5 million, and $8.1 million for the years ended December 31, 2021, 2020, and 2019, respectively. The Company’s deferred tax assets and liabilities are as follows: December 31, (U.S. Dollars, in thousands) 2021 2020 Intangible assets and goodwill $ 5,245 $ 2,475 Inventories and related reserves 17,097 17,585 Deferred revenue and cost of goods sold 3,888 4,035 Other accruals and reserves 3,082 4,061 Accrued compensation 7,784 8,734 Provision for expected credit losses 1,217 1,178 Net operating loss and tax credit carryforwards 42,546 42,569 Lease liabilities 5,691 6,033 Other, net 1,423 500 Total deferred tax assets 87,973 87,170 Valuation allowance (76,725 ) (50,496 ) Deferred tax asset, net of valuation allowance $ 11,248 $ 36,674 Withholding taxes (10 ) (40 ) Property, plant, and equipment (5,380 ) (5,975 ) Right-of-use lease assets (5,165 ) (5,617 ) Deferred tax liability (10,555 ) (11,632 ) Net deferred tax assets $ 693 $ 25,042 Reported as: Deferred income tax assets 1,771 25,042 Deferred income tax liabilities (classified within other long-term liabilities) (1,078 ) — Net deferred tax assets $ 693 $ 25,042 The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and income tax basis of assets and liabilities, and for operating losses and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the years in which those items are expected to be realized. Tax law and rate changes are recorded in the period such changes are enacted. The Company establishes a valuation allowance when it is more likely than not that certain deferred tax assets will not be realized in the foreseeable future. The valuation allowance is primarily attributable to net operating loss carryforwards and temporary differences in domestic and certain foreign jurisdictions. The net increase in the valuation allowance of $26.2 million during the year principally relates to recognizing a full valuation allowance against the net deferred tax asset within the Company’s U.S. operations as well as an increase in valuation allowance against deferred tax assets within the Company’s Italian manufacturing subsidiary. The Company considered many factors when assessing the likelihood of future realization of these deferred tax assets, including recent cumulative losses experienced by the subsidiary, expectations of future taxable income or loss, the carryforward periods available to the Company for tax reporting purposes, and other relevant factors. That increase was partially offset by a decrease of valuation allowances on net operating loss carryforwards in other foreign jurisdictions due to expiration, statutory rate changes, and changes regarding the realizability of net deferred tax assets. It is reasonably possible that the valuation allowance will increase in 2022 due to further losses in certain jurisdictions, offset by decreases related to the expiration of foreign net operating losses. The Company has federal net operating loss carryforwards of $17.5 million and research and development credits of $2.2 million, including amounts from the acquisition of Spinal Kinetics. These carryforwards are subject to limitation under the provisions of Section 382 and will begin to expire in 2026. The Company has state net operating loss carryforwards of approximately $32.3 million, of which $20.9 million relates to Spinal Kinetics and begins to expire in 2027. Additionally, the Company has net operating loss carryforwards in various foreign jurisdictions of approximately $125.0 million that begin to expire in 2022, the majority of which relate to the Company’s Italy, Netherlands, and Brazil operations. Unremitted foreign earnings decreased from $53.7 million at December 31, 2020, to $50.0 million at December 31, 2021. The decrease is due to the impact of currency translation. As a result of the 2017 Tax Act, current year earnings have been deemed to be repatriated. Those foreign subsidiary earnings that are subject to U.S. taxation as a component of Global Intangible Low Taxed Income (GILTI) under the Tax Act are included as a component of current tax expense. The Company’s investment in foreign subsidiaries continues to be indefinite in nature; however, the Company may periodically repatriate a portion of these earnings to the extent that it does not incur significant additional tax liability. The Company records a benefit for uncertain tax positions when the weight of available evidence indicates that it is more likely than not, based on an evaluation of the technical merits, that the tax position will be sustained on audit. The tax benefit is measured as the largest amount that is more than 50% likely to be realized upon settlement. The Company re-evaluates income tax positions periodically to consider changes in facts or circumstances such as changes in or interpretations of tax law, effectively settled issues under audit, and new audit activity. The Company includes interest and any applicable penalties related to income tax issues as part of income tax expense in its consolidated financial statements. The Company’s unrecognized tax benefit was $3.5 million and $4.6 million for the years ended December 31, 2021, and 2020, respectively. The Company recorded net interest and penalties expense (benefit) on unrecognized tax benefits of $(0.4) million, $(5.4) million, and $(0.1) million for the years ended December 31, 2021, 2020, and 2019, respectively, and had approximately $0.8 million and $1.2 million accrued for payment of interest and penalties as of December 31, 2021, and 2020, respectively. The entire amount of unrecognized tax benefits, including interest, would favorably impact the Company’s effective tax rate if recognized. The Company believes it is reasonably possible that, in the next 12 months, the amount of unrecognized tax benefits, exclusive of interest and penalties, related to the resolution of federal, state, and foreign matters could be reduced by $0.4 million to $1.1 million as audits close and statutes expire. A reconciliation of the gross unrecognized tax benefits (excluding interest and penalties) for the years ended December 31, 2021, and 2020, is shown below: (U.S. Dollars, in thousands) 2021 2020 Balance as of January 1, $ 4,629 $ 16,904 Additions for current year tax positions 45 568 Increases for prior year tax positions 110 84 Settlements of prior year tax positions — (29 ) Expiration of statutes (1,322 ) (12,898 ) Balance as of December 31, $ 3,462 $ 4,629 The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and in certain state and foreign jurisdictions, including Italy, as well as other jurisdictions where the Company maintains operations. The statute of limitations with respect to federal and state tax filings is closed for years prior to 2017. The statute of limitations with respect to the major foreign tax filing jurisdictions is closed for years prior to 2015. In November 2017, the Company was notified of an examination of its federal income tax return for 2015. In February 2019, the Company reached an agreement and concluded this examination. As a result, the Company recognized a benefit of approximately $1.8 million during 2019. The Company cannot reasonably determine if any state and local or foreign examinations will have a material impact on its financial statements and cannot predict the timing regarding the resolution of these tax examinations. |
Earnings per share (EPS)
Earnings per share (EPS) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings per share (EPS) | 2 1 . Earnings per share (EPS) The Company uses the two-class method of computing basic EPS due to the existence of non-vested restricted stock awards with nonforfeitable rights to dividends or dividend equivalents (referred to as participating securities). Basic EPS is computed using the weighted average number of common shares outstanding during each of the respective years. Diluted EPS is computed using the weighted average number of common and common equivalent shares outstanding during each of the respective years using the more dilutive of either the treasury stock method or two-class method. The difference between basic and diluted shares, if any, largely results from common equivalent shares, which represents the dilutive effect of the assumed exercise of certain outstanding share options, the assumed vesting of restricted stock granted to employees and directors, or the satisfaction of certain necessary conditions for contingently issuable shares (see Note 18). For each of the three years ended December 31, 2021, 2020, and 2019, no significant adjustments were made to net income for purposes of calculating basic and diluted EPS. The following is a reconciliation of the weighted average shares used in the diluted EPS computations: Year Ended December 31, 2021 2020 2019 Weighted average common shares-basic 19,690,593 19,267,920 18,903,289 Effect of diluted securities: Unexercised stock options and employee stock purchase plan — 51,951 — Unvested time-based restricted stock units — 71,847 — Weighted average common shares-diluted 19,690,593 19,391,718 18,903,289 There were 1,711,323; 1,499,630; and 1,704,708 weighted average outstanding options, restricted stock, and market-based units not included in the diluted earnings per share computation for the years ended December 31, 2021, 2020, and 2019, respectively, because inclusion of these awards was anti-dilutive or, for market-based units, all necessary conditions had not been satisfied by the end of the respective period. |
Significant accounting polici_2
Significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Market risk | Market risk In the ordinary course of business, the Company is exposed to the impact of changes in interest rates and foreign currency fluctuations. The Company’s objective is to limit the impact of such movements on earnings and cash flows. In order to achieve this objective, the Company seeks to balance its non-U.S. Dollar denominated income and expenditures. The financial statements for operations outside the U.S. are generally maintained in their local currency. All foreign currency denominated balance sheet accounts, except shareholders’ equity, are translated to U.S. Dollars at year end exchange rates, and revenue and expense items are translated at average rates of exchange prevailing during the year. Gains and losses resulting from the translation of foreign currency are recorded in the accumulated other comprehensive income (loss) component of shareholders’ equity. Transactional foreign currency gains and losses, including those generated from intercompany operations, are included in other expense, net and were a loss of $4.0 million, a gain of $3.9 million, and a loss of $1.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. |
Financial instruments and concentration of credit risk | Financial instruments and concentration of credit risk Financial instruments that could subject the Company to a concentration of credit risk consist primarily of cash, cash equivalents, and accounts receivable. Generally, cash is held at large financial institutions and cash equivalents consist of highly liquid money market funds. The Company performs ongoing credit evaluations of customers, generally does not require collateral, and maintains a reserve for expected credit losses. The Company believes that a concentration of credit risk related to accounts receivable is limited because customers are geographically dispersed and end users are diversified. |
Cash, cash equivalents and restricted cash | Cash, cash equivalents, and restricted cash The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. In September 2019, approximately $0.5 million (based upon foreign exchange rates as of December 31, 2020) of the Company’s cash in Brazil was frozen upon request to satisfy a judgment related to an ongoing legal dispute with a former Brazilian distributor. In December 2021, the dispute was settled and the cash was disbursed to the former distributor . Investing activities that did not result in cash receipts or cash payments during the years ended December 31, 2021, 2020, and 2019 consisted of the following, which were not included within cash from investing activities in the Company’s consolidated statements of cash flows: (U.S. Dollars, in thousands) 2021 2020 2019 Supplemental disclosure of cash flow information: Noncash investing activities: Intangible assets acquired in asset acquisitions $ — $ 1,575 $ 1,600 Contingent consideration recognized at acquisition date — 375 — |
Advertising costs | Advertising costs Advertising costs are expensed as incurred. Advertising costs are included within sales and marketing expense and totaled $0.5 million, $0.9 million, and $0.8 million for the years ended December 31, 2021, 2020, and 2019, respectively. |
Research and development costs | Research and development costs, including in-process research and development (“IPR&D”) costs Expenditures for research and development are expensed as incurred. Expenditures related to the Company’s collaborative arrangement with MTF Biologics (“MTF”) are expensed based on the terms of the related agreement. The Company recognized $0.8 million and $0.8 million in research and development expense for the years ended December 31, 2021 and 2020, respectively, under the collaborative arrangement with MTF and did not recognize any such expenditures for the year ended December 31, 2019. In October 2020, the Company and Neo Medical SA, a privately held Swiss-based company developing a new generation of products for spinal surgery (“Neo Medical”), entered into a co-development agreement covering the parties’ joint development of single use instruments for cervical spine procedures. In connection with this agreement, the Company is responsible for the payment of variable costs associated with the development of the specified products. Research and development expenses incurred under this collaborative arrangement for the year ended December 31, 2021 totaled $0.6 million and for the year ended December 31, 2020, totaled less than $0.1 million. In December 2021, the Company and nView medical, a Salt Lake City-based company developing surgical imaging and guidance systems enabled by artificial intelligence (“AI”), entered into an agreement to jointly develop and co-market the innovative nView systems with the Company’s cervical spine and pediatric limb deformity correction procedural solutions. Each party is responsible for payment of its own development and marketing costs incurred in association with the collaborative arrangement. No such costs were incurred for the year ended December 31, 2021. |
Recently adopted accounting standards and recently issued accounting pronouncements | Adoption of Accounting Standards Update (“ASU”) 2021-10—Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU 2021-10, which aims to increase the transparency of government assistance by requiring entities to provide information about the nature of the transaction, terms and conditions associated with the transaction, and financial statement line items affected by the transaction. The Company voluntarily elected to early adopt this standard for the year ended December 31, 2021, on a prospective basis. Adoption of this standard did not have a significant impact to the existing disclosures made in relation to government assistance received by the Company in 2020 as part of the CARES Act. Adoption of ASU 2019-12, Simplifying the accounting for income taxes In December 2019, the FASB issued ASU 2019-12, which reduces the complexity of accounting for income taxes by eliminating certain exceptions to the general principles in ASC 740, Income Taxes Adoption of ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and Subsequent Amendments In June 2016, the FASB issued ASU 2016-13 (which was then further clarified in subsequent ASUs), which required that credit losses for certain types of financial instruments, including accounts receivable, be estimated based on expected credit losses among other changes. The Company adopted this ASU effective as of January 1, 2020, using a modified retrospective approach. Therefore, results for reporting periods after January 1, 2020, are presented under Topic 326, while prior period amounts are not adjusted and continue to be reported in accordance with the historical accounting guidance. See Note 15 for additional discussion of the Company’s adoption of Topic 326 and its resulting accounting policies. Adoption of ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, which eliminated Step 2 of the previous goodwill impairment test, which required a hypothetical purchase price allocation to measure goodwill impairment. Under ASU 2017-04, a goodwill impairment loss is now measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the recorded amount of goodwill. The Company adopted this ASU effective January 1, 2020, on a prospective basis and followed this guidance to measure the goodwill impairment of $11.8 million recorded in the year ended December 31, 2021. Adoption of ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-13, which eliminated certain disclosures, such as the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and added new disclosure requirements for Level 3 measurements. The Company adopted this ASU effective January 1, 2020, with certain provisions of the ASU applied retrospectively and other provisions provided prospectively. Adoption of this ASU did not impact the Company’s condensed consolidated balance sheet, statements of operations, or cash flows; however, adoption of the ASU did result in modified disclosures in Note 12. Adoption of ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU 2018-15, which aligned the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The accounting for the service element of a hosting arrangement that is a service contract was not affected by the amendments in this update. The Company adopted this ASU effective January 1, 2020, on a prospective basis. Adoption of this ASU did not have a material impact to the Company’s condensed consolidated balance sheet, statements of operations, or cash flows, but is expected to impact future cloud computing arrangements. Adoption of ASU 2020-04, Reference Rate Reform (Topic 848) In March 2020, the FASB issued ASU 2020-04, which provided temporary optional guidance to ease the potential financial reporting burden of the expected market transition away from LIBOR. The new guidance provided optional expedients and exceptions for applying U.S. GAAP to contract modifications, hedge accounting, and other transactions affected by reference rate reform if certain criteria are met through December 31, 2022. The Company adopted this ASU effective March 12, 2020, the effective date of the ASU, on a prospective basis. Adoption of this ASU did not have a material impact to the Company’s condensed consolidated balance sheet, statements of operations, or cash flows, but is expected to impact the future borrowing rate used for the Company’s secured revolving credit facility. Adoption of ASU 2016-02, Leases (Topic 842) In February 2016, the FASB issued ASU 2016-02, which changed how lessees account for leases, requiring a liability to be recorded on the balance sheet in most cases based on the present value of future lease obligations with a corresponding right-of-use asset. The Company adopted this ASU effective January 1, 2019, using a modified retrospective approach. Upon adoption, the Company elected a package of practical expedients permitted within the new standard. The elected practical expedients allowed the Company to carry forward its historical lease classification and to not separate and allocate the consideration paid between lease and non-lease components included within a contract. See Note 9 for additional discussion of the Company’s adoption of Topic 842 and its lease accounting policies. Adoption of ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In February 2018, the FASB issued ASU 2018-02, which allowed entities to reclassify stranded tax effects resulting from the Tax Cuts and Jobs Act (the "Tax Act") from accumulated other comprehensive income (loss) to retained earnings. The Company adopted this ASU effective January 1, 2019, using a modified retrospective approach, which resulted in an increase to accumulated other comprehensive income (loss) and a decrease in retained earnings of $0.9 million. |
Inventories | Inventories are valued at the lower of cost or estimated net realizable value, after provision for excess, obsolete or impaired items, which is reviewed and updated on a periodic basis by management. For inventory procured or produced, whether internally or through contract manufacturing arrangements, at our manufacturing facility in Italy, cost is determined on a weighted-average basis, which approximates the first-in, first-out (“FIFO”) method. For inventory procured or produced, whether internally or through contract manufacturing arrangements, at our manufacturing facilities in Texas and California, standard cost, which approximates actual cost on the FIFO method, is used to value inventory. Standard costs are reviewed annually by management, or more often in the event circumstances indicate a change in cost has occurred. |
Property, plant and equipment | Property, plant, and equipment is stated at cost less accumulated depreciation, or when acquired as part of a business combination, at estimated fair value. Costs include all expenditures necessary to place the asset in service, generally including freight and sales and use taxes. Property, plant, and equipment includes instrumentation held by customers, which is generally used to facilitate the implantation of the Company’s products. The Company evaluates the useful lives of these assets on an annual basis. Depreciation is computed on a straight-line basis over the useful lives of the assets. Depreciation of leasehold improvements is computed over the shorter of the lease term or the useful life of the asset. Total depreciation expense was $20.2 million, $19.3 million and $17.7 million for the years ended December 31, 2021, 2020, and 2019, respectively. Expenditures for maintenance and repairs and minor renewals and improvements, which do not extend the lives of the respective assets, are expensed as incurred. All other expenditures for renewals and improvements are capitalized. The assets and related accumulated depreciation are adjusted for property retirements and disposals, with the resulting gain or loss included in earnings. Fully depreciated assets remain in the accounts until retired from service. Long-lived assets are evaluated for impairment annually or whenever events or changes in circumstances have occurred that would indicate impairment. For purposes of the evaluation, the Company groups its long-lived assets with other assets and liabilities at the lowest level of identifiable cash flows if the asset does not generate cash flows independent of other assets and liabilities. If the carrying value of the asset or asset group exceeds the undiscounted cash flows expected to result from the use and eventual disposition of the asset group, the Company will write the carrying value down to the fair value in the period identified. The Company generally determines fair value of long-lived assets as the present value of estimated future cash flows. In determining the estimated future cash flows associated with the assets, the Company uses estimates and assumptions about future revenue contributions, cost structures, and remaining useful lives of the asset group. The use of alternative assumptions, including estimated cash flows, discount rates, and alternative estimated remaining useful lives could result in different calculations of impairment. |
Intangible assets | Intangible assets are recorded at cost, or when acquired as a part of a business combination, at estimated fair value, such as for in-process research and development (“IPR&D”) assets. These assets are amortized on a straight-line basis over the useful lives of the assets, which the Company believes is materially consistent with the pattern of economic benefit provided by the assets. |
Goodwill | The Company tests goodwill at least annually for impairment. The Company tests more frequently if indicators are present or changes in circumstances suggest that impairment may exist. These indicators include, among others, declines in sales, earnings or cash flows, or the development of a material adverse change in the business climate. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment. |
Leases | The Company determines if a contractual arrangement qualifies as a lease at inception. The Company’s leases primarily relate to facilities, vehicles, and equipment, and certain contract manufacturing agreements. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company’s incremental borrowing rate is used as a discount rate, based on the information available at the commencement date, in determining the present value of lease payments. Lease assets also include the impact of any prepayments made and are reduced by impact of any lease incentives. The Company does not recognize lease liabilities or lease assets on the balance sheet for short-term (leases with a lease term of twelve months or less as of the commencement date). Rather, any short-term lease payments are recognized as an expense on a straight-line basis over the lease term. The current period short-term lease expense reasonably reflects our short-term lease commitments. For all classifications of leases, the Company combines lease and nonlease components to account for them as a single lease component. Variable lease payments are excluded from the lease liability and recognized in the period in which the obligation is incurred. Additionally, lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise the option. |
Commitments and contingencies | Contingencies policy The Company records accruals for certain outstanding legal proceedings, investigations, or claims when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company evaluates developments in legal proceedings, investigations, and claims that could affect the amount of any accrual, as well as any developments that would make a loss contingency both probable and reasonably estimable on a quarterly basis. When a loss contingency is not both probable and reasonably estimable, the Company does not accrue the loss. However, if the loss (or an additional loss in excess of the accrual) is at least a reasonable possibility and material, then the Company discloses a reasonable estimate of the possible loss or range of loss, if such reasonable estimate can be made. If the Company cannot make a reasonable estimate of the possible loss, or range of loss, then that is disclosed. In addition, legal fees and other directly related costs are expensed as incurred. |
Revenue Recognition | Revenue Recognition The Company accounts for a contract when there is (i) approval and commitment from both parties, (ii) the rights of the parties are identified, (iii) payment terms are identified, (iv) the contract has commercial substance, (v) and collectability of consideration is probable. The Company’s contracts may contain one or more performance obligations. If a contract contains more than one performance obligation, the Company allocates the total transaction price to each of the performance obligations based upon the observable standalone selling price of the promised goods or services underlying each performance obligation. The Company recognizes revenue when control of the promised goods or services is transferred to the customer, which typically occurs at a point in time upon shipment, delivery, or utilization, in an amount that reflects the consideration which the Company expects to be entitled in exchange for the promised goods or services. The consideration for goods or services reflects any fixed amount stated per the contract and estimates for any variable consideration, such as discounts, to the extent that is it probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The following sections discuss the Company’s revenue recognition policies by significant product category: Bone Growth Therapies Bone Growth Therapies revenue is largely attributable to the U.S. and is comprised of third-party payor transactions and wholesale revenue. The largest portion of Bone Growth Therapies revenue is derived from third-party payors. This includes commercial insurance carriers, health maintenance organizations, preferred provider organizations, and governmental payors, such as Medicare. Revenue is recognized when the product is fitted to and accepted by the patient and all applicable documents required by the third-party payor have been obtained. Amounts paid by third-party payors are generally based on fixed or allowable reimbursement rates. These revenues are recorded at the expected or preauthorized reimbursement rates, net of any contractual allowances or adjustments. Certain billings are subject to review by the third-party payors and may be subject to adjustment. Wholesale revenue is related to the sale of the Company’s bone growth stimulators directly to durable medical equipment suppliers. Wholesale revenues are typically recognized upon shipment and receipt of a confirming purchase order, which is when the customer obtains control of the promised goods. Biologics Biologics revenue is largely attributable to the U.S. and is primarily related to a collaborative arrangement with MTF, which extends through December 31, 2032. Under this arrangement, the Company markets tissue for bone repair and reconstruction under the brand names Trinity Evolution and Trinity ELITE. Per the terms of the agreement, MTF sources the tissue, processes it to create the allografts, packages, and delivers the tissue to the customer. The Company has exclusive global marketing rights for the Trinity Evolution and Trinity ELITE tissues, exclusive rights to market fiberFUSE and AlloQuent tissues in the U.S., non-exclusive marketing rights for certain other products, and receives marketing fees from MTF based on total sales. MTF is considered the primary obligor in these arrangements; therefore, the Company recognizes marketing service fees on a net basis within net sales upon shipment of the product to the customer and receipt of a confirming purchase order. Spinal Implants and Global Orthopedics Spinal Implants and Global Orthopedics products are distributed world-wide, with U.S. sales largely comprised of commercial sales and international sales derived from both commercial sales and stocking distributor arrangements. Commercial revenue is largely related to the sale of the Company’s Spinal Implants and Global Orthopedics products to hospital customers. The customer obtains control and revenues are recognized when these products have been utilized and a confirming purchase order has been received from the hospital. Other revenues within the Spinal Implants and Global Orthopedics product categories are derived from stocking distributors, who purchase the Company’s products and then re-sell them directly to customers, such as hospitals. For stocking distributor arrangements, it is the Company’s policy to recognize revenue upon shipment and receipt of a confirming purchase order, which is when the distributor obtains control of the promised goods. The transaction price is estimated based upon the Company’s historical collection experience with the stocking distributor. To derive this estimate, the Company analyzes twelve months of historical invoices by stocking distributor and the subsequent collections on those invoices for a period of up to 24 months subsequent to the invoice date. The historical collection percentage, which is specific to each stocking distributor, is then used to calculate the transaction price. Product Sales and Marketing Service Fees The table below presents net sales, which includes product sales and marketing service fees, for each of the years ended December 31, 2021, 2020, and 2019. For the year ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Product sales $ 409,554 $ 353,087 $ 397,064 Marketing service fees 54,925 53,475 62,891 Net sales $ 464,479 $ 406,562 $ 459,955 Product sales primarily consists of the sale of Bone Growth Therapies, Spinal Implants, and Global Orthopedics products. Marketing service fees are received from MTF based on total sales of biologics tissues and relates solely to the Biologics product category within the Global Spine reporting segment. Marketing service fees received from MTF were $54.9 million, or approximately 97% of total Biologics revenues, for the year ended December 31, 2021. As MTF is the single supplier for the allografts in the Company’s Biologics portfolio, derived from deceased donors for their bone grafts and living donors for their amnion grafts, any event or circumstance that would impact MTF’s continued access to donors or the Company’s ability to market these tissues may adversely impact the Company’s financial results. Revenues exclude any value added or other local taxes, intercompany sales, and trade discounts. Shipping and handling costs for products shipped to customers are included in cost of sales, and were $3.5 million, $2.4 million, and $2.8 million for the years ended December 31, 2021, 2020, and 2019, respectively. Accounts receivable and related allowances Payment terms vary by the type and location of the Company’s customers and the products or services offered. The term between invoicing and when payment is due is not significant. As discussed in Note 3, the Company adopted ASU No. 2016-13 - Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Subsequent to the adoption of ASU 2016-13, the Company’s allowance for expected credit losses represents the portion of the receivable’s amortized cost basis that an entity does not expect to collect over the receivable’s contractual life, considering past events, current conditions, and reasonable and supportable forecasts of future economic conditions |
Earnings Per Share | The Company uses the two-class method of computing basic EPS due to the existence of non-vested restricted stock awards with nonforfeitable rights to dividends or dividend equivalents (referred to as participating securities). Basic EPS is computed using the weighted average number of common shares outstanding during each of the respective years. Diluted EPS is computed using the weighted average number of common and common equivalent shares outstanding during each of the respective years using the more dilutive of either the treasury stock method or two-class method. The difference between basic and diluted shares, if any, largely results from common equivalent shares, which represents the dilutive effect of the assumed exercise of certain outstanding share options, the assumed vesting of restricted stock granted to employees and directors, or the satisfaction of certain necessary conditions for contingently issuable shares (see Note 18). |
Significant accounting polici_3
Significant accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Supplemental Disclosure of Cash Flow Information | Investing activities that did not result in cash receipts or cash payments during the years ended December 31, 2021, 2020, and 2019 consisted of the following, which were not included within cash from investing activities in the Company’s consolidated statements of cash flows: (U.S. Dollars, in thousands) 2021 2020 2019 Supplemental disclosure of cash flow information: Noncash investing activities: Intangible assets acquired in asset acquisitions $ — $ 1,575 $ 1,600 Contingent consideration recognized at acquisition date — 375 — |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Summary of Fair Values of Assets Acquired and Liabilities Assumed | Purchase Price Allocations for Acquisitions Completed in 2020 and 2019 (U.S. Dollars, in thousands) FITBONE Assigned Useful Life Distributor Acquisition Assigned Useful Life Options Medical Assigned Useful Life Assets acquired Inventories $ 528 $ — $ — Other long-term assets — — 175 Intangible assets Customer relationships 800 15 years 7,340 5 years 5,832 10 years Developed technology 4,500 8 years — N/A — N/A IPR&D 300 Indefinite — N/A — N/A Trade name 600 15 years — N/A — N/A Assembled workforce — N/A 235 5 years 568 5 years Total identifiable assets acquired $ 6,728 $ 7,575 $ 6,575 Liabilities assumed Other current liabilities $ — $ — $ 69 Other long-term liabilities — — 106 Total liabilities assumed — — 175 Goodwill 11,272 — — Total fair value of consideration transferred $ 18,000 $ 7,575 $ 6,400 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories are valued at the lower of cost or estimated net realizable value, after provision for excess, obsolete or impaired items, which is reviewed and updated on a periodic basis by management. For inventory procured or produced, whether internally or through contract manufacturing arrangements, at our manufacturing facility in Italy, cost is determined on a weighted-average basis, which approximates the first-in, first-out (“FIFO”) method. For inventory procured or produced, whether internally or through contract manufacturing arrangements, at our manufacturing facilities in Texas and California, standard cost, which approximates actual cost on the FIFO method, is used to value inventory. Standard costs are reviewed annually by management, or more often in the event circumstances indicate a change in cost has occurred. Work-in-process, finished products, and field/consignment inventory include material, labor, and production overhead costs. Field/consignment inventory represents immediately saleable finished products inventory that is in the possession of the Company’s independent sales representatives or located at third party customers, such as distributors and hospitals. December 31, (U.S. Dollars, in thousands) 2021 2020 Raw materials $ 9,589 $ 8,442 Work-in-process 15,096 12,149 Finished products 15,149 29,142 Field/consignment 43,140 34,902 Inventories $ 82,974 $ 84,635 |
Property, plant and equipment (
Property, plant and equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Schedule of Useful Lives of Assets | The useful lives of these assets are generally as follows: Years Buildings 25 to 33 Plant and equipment 1 to 10 Instrumentation 3 to 4 Computer software 3 to 7 Furniture and fixtures 4 to 8 |
Schedule of Property, Plant and Equipment | The assets and related accumulated depreciation are adjusted for property retirements and disposals, with the resulting gain or loss included in earnings. Fully depreciated assets remain in the accounts until retired from service. December 31, (U.S. Dollars, in thousands) 2021 2020 Cost Buildings $ 3,925 $ 4,096 Plant and equipment 50,275 50,159 Instrumentation 100,515 93,252 Computer software 53,200 52,565 Furniture and fixtures 8,307 8,024 Construction in progress 2,597 1,628 Finance lease assets 23,397 23,337 Property, plant, and equipment, gross 242,216 233,061 Accumulated depreciation (182,964 ) (169,448 ) Property, plant, and equipment, net $ 59,252 $ 63,613 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets are recorded at cost, or when acquired as a part of a business combination, at estimated fair value, such as for in-process research and development (“IPR&D”) assets. These assets are amortized on a straight-line basis over the useful lives of the assets, which the Company believes is materially consistent with the pattern of economic benefit provided by the assets. December 31, (U.S. Dollars, in thousands) Weighted Average Amortization Period 2021 2020 Cost Patents 10 years $ 44,561 $ 50,326 Developed technology 10 years 43,979 44,334 IPR&D Indefinite 300 300 Customer relationships 7 years 15,621 15,685 License and other 8 years 18,924 16,941 Trademarks—finite lived 10 years 1,839 1,812 9 years 125,224 129,398 Accumulated amortization Patents $ (41,408 ) $ (46,272 ) Developed technology (13,409 ) (8,925 ) Customer relationships (4,520 ) (2,095 ) License and other (12,528 ) (11,006 ) Trademarks—finite lived (693 ) (583 ) (72,558 ) (68,881 ) Intangible assets, net $ 52,666 $ 60,517 |
Schedule of Future Amortization Expense | Future amortization expense for intangible assets is estimated as follows: (U.S. Dollars, in thousands) Amortization 2022 $ 9,376 2023 8,692 2024 8,254 2025 7,252 2026 6,215 Thereafter 12,577 Total finite-lived intangible assets, net $ 52,366 Indefinite-lived intangible assets, net 300 Intangible assets, net $ 52,666 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Net Carrying Amount of Goodwill | The following table presents the net carrying value of goodwill, and a rollforward of such balances from December 31, 2020, by reportable segment: (U.S. Dollars, in thousands) December 31, 2020 Impairment Currency Translation Adjustment December 31, 2021 Global Spine $ 71,317 $ — $ — $ 71,317 Global Orthopedics 12,701 (11,756 ) (945 ) — Goodwill $ 84,018 $ (11,756 ) $ (945 ) $ 71,317 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Summary of Lease Portfolio | A summary of the Company’s lease portfolio as of December 31, 2021, and 2020, is presented in the table below: (U.S. Dollars, in thousands, except lease term and discount rate) Classification December 31, 2021 December 31, 2020 Assets Operating leases Other long-term assets $ 3,155 $ 4,840 Finance leases Property, plant and equipment, net 18,600 20,552 Total lease assets $ 21,755 $ 25,392 Liabilities Current Operating leases Other current liabilities $ 1,834 $ 2,092 Finance leases Current portion of finance lease liability 2,590 510 Long-term Operating leases Other long-term liabilities 1,443 2,946 Finance leases Long-term portion of finance lease liability 19,890 22,338 Total lease liabilities $ 25,757 $ 27,886 Weighted Average Remaining Lease Term Operating leases 3.3 years 3.6 years Finance leases 17.0 years 18.1 years Weighted Average Discount Rate Operating leases 2.6 % 2.4 % Finance leases 4.2 % 4.2 % |
Summary of Components of Lease Costs | The components of lease costs were as follows: (U.S. Dollars, in thousands) For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Finance lease costs: Amortization of right-of-use assets $ 2,049 $ 1,766 $ 972 Interest on finance lease liabilities 933 940 919 Operating lease costs 2,234 2,235 2,161 Short-term lease costs 213 230 255 Variable lease costs 815 673 749 Total lease costs $ 6,244 $ 5,844 $ 5,056 |
Summary of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases was as follows: (U.S. Dollars, in thousands) For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 4,627 $ 4,299 $ 4,075 Operating cash flows from finance leases 907 689 919 Financing cash flows from finance leases 537 323 365 Right-of-use assets obtained in exchange for lease obligations Operating leases 589 959 878 Finance leases 149 1,949 21,179 |
Summary of Remaining Lease Liabilities | A summary of the Company’s remaining lease liabilities as of December 31, 2021, is included below: (U.S. Dollars, in thousands) Operating Leases Finance Leases 2022 $ 1,883 $ 3,480 2023 614 1,508 2024 211 1,538 2025 192 1,543 2026 189 1,562 Thereafter 330 22,613 Total undiscounted value of lease liabilities 3,419 32,244 Less: Interest (142 ) (9,764 ) Present value of lease liabilities $ 3,277 $ 22,480 Current portion of lease liabilities $ 1,834 $ 2,590 Long-term portion of lease liabilities 1,443 19,890 Total lease liabilities $ 3,277 $ 22,480 |
Other current liabilities (Tabl
Other current liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Summary of Other Current Liabilities | December 31, (U.S. Dollars, in thousands) 2021 2020 Accrued expenses $ 7,151 $ 6,090 Salaries, bonuses, commissions and related taxes payable 23,552 22,362 Accrued distributor commissions 10,787 9,331 Accrued legal and settlement expenses 3,794 5,422 Contingent consideration liability 17,200 14,900 Short-term operating lease liability 1,834 2,092 Non-income taxes payable 4,655 5,509 Accelerated and advance payment program 4,791 9,834 Other payables 3,017 4,731 Other current liabilities $ 76,781 $ 80,271 |
Fair value measurements and i_2
Fair value measurements and investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule of Financial Assets and Liabilities Recorded at Fair Value on Recurring Basis | The Company’s available for sale debt securities, equity securities, contingent consideration, and deferred compensation plan liabilities are the only financial instruments recorded at fair value on a recurring basis as follows: (U.S. Dollars, in thousands) Balance December 31, 2021 Level 1 Level 2 Level 3 Assets Neo Medical convertible loan agreements $ 7,148 $ — $ — $ 7,148 Neo Medical preferred equity securities 5,413 — 5,413 — Bone Biologics equity securities 309 309 — — Other investments 1,505 — — 1,505 Total $ 14,375 $ 309 $ 5,413 $ 8,653 Liabilities Spinal Kinetics contingent consideration $ (17,200 ) $ — $ — $ (17,200 ) Other contingent consideration — — — — Deferred compensation plan (1,314 ) — (1,314 ) — Total $ (18,514 ) $ — $ (1,314 ) $ (17,200 ) (U.S. Dollars, in thousands) Balance December 31, 2020 Level 1 Level 2 Level 3 Assets Neo Medical convertible loan agreement $ 7,160 $ — $ — $ 7,160 Neo Medical preferred equity securities 5,000 — 5,000 — Bone Biologics equity securities — — — — Total $ 12,160 $ — $ 5,000 $ 7,160 Liabilities Spinal Kinetics contingent consideration $ (35,400 ) $ — $ — $ (35,400 ) Other contingent consideration (375 ) — — (375 ) Deferred compensation plan (1,441 ) — (1,441 ) — Total $ (37,216 ) $ — $ (1,441 ) $ (35,775 ) |
Schedule of Reconciliation of Carrying Value of Investments in Equity Securities | The table below presents a reconciliation of the carrying value of the Company’s investment in Neo Medical preferred equity securities for the years ended December 31, 2021, and 2020: (U.S. Dollars, in thousands) 2021 2020 Fair value of Neo Medical preferred equity securities at January 1 $ 5,000 $ — Additions — 5,000 Foreign currency remeasurement recognized in other income, net 77 — Unrealized gain recognized in other income (expense), net 336 — Fair value of Neo Medical preferred equity securities at December 31 5,413 5,000 |
Schedule of Changes in Valuation of Securities | The following table presents the changes in fair value recognized for the equity securities for each of the years ended December 31, 2021, 2020, and 2019: (U.S. Dollars, in thousands) 2021 2020 2019 Bone Biologics equity securities at January 1 $ — $ 219 $ 219 Fair value adjustments and impairments recognized in other income (expense), net 309 (219 ) — Bone Biologics equity securities at December 31 $ 309 $ — $ 219 |
Schedule of Reconciliation For Contingent Consideration Measured At Fair Value Using Significant Unobservable Inputs | The following table provides a reconciliation of the beginning and ending balances for the contingent consideration measured at fair value using significant unobservable inputs (Level 3): (U.S. Dollars, in thousands) 2021 2020 Spinal Kinetics contingent consideration at January 1 $ 35,400 $ 42,700 Decrease in fair value recognized in acquisition-related amortization and remeasurement (3,200 ) (7,300 ) Payment made (15,000 ) — Spinal Kinetics contingent consideration at December 31 $ 17,200 $ 35,400 |
Fair Value, Inputs, Level 3 [Member] | |
Schedule of Reconciliation For Convertible Loan Measured At Fair Value Using Significant Unobservable Inputs | The following table provides a reconciliation of the beginning and ending balances of the Convertible Loans, measured at fair value using significant unobservable inputs (Level 3): (U.S. Dollars, in thousands) 2021 2020 Fair value of Neo Medical Convertible Loans at January 1 $ 7,160 $ — Additions 671 5,000 Interest recognized in interest income, net 421 103 Foreign currency remeasurement recognized in other income (expense), net (162 ) 176 Unrealized gain (loss) recognized in other comprehensive income (loss) (942 ) 1,881 Fair value of Neo Medical Convertible Loans at December 31 7,148 7,160 Amortized cost basis of Neo Medical Convertible Loans at December 31 6,209 5,279 |
Schedule of Changes in Valuation of Securities | The following table provides quantitative information related to certain key assumptions utilized within the valuation of the Convertible Loans as of December 31, 2021: (U.S. Dollars, in thousands) Fair Value as of December 31, 2021 Unobservable inputs Estimate Neo Medical Convertible Loans $ 7,148 Cost of equity discount rate 16.1 % Implied volatility 67.8 % The following table provides a range of key assumptions used within the valuation as of December 31, 2021: (U.S. Dollars, in thousands) Fair Value as of December 31, 2021 Valuation Technique Unobservable inputs Range Spinal Kinetics contingent consideration $ 17,200 Discounted cash flow Revenue discount rate 7.13% - 7.55% Payment discount rate 3.38% - 3.81% Projected year of achievement 2022 |
Shareholders' equity (Tables)
Shareholders' equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Components of Changes in Accumulated Other Comprehensive Income (Loss) | The components of and changes in accumulated other comprehensive income (loss) are as follows: (U.S. Dollars, in thousands) Currency Translation Adjustments eNeura Debt Security Neo Medical Convertible Loans Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2018 $ (2,386 ) $ 5,682 $ — $ 3,296 Cumulative effect adjustment from adoption of ASU 2018-02 — 937 — 937 Other comprehensive loss (653 ) (2,593 ) — (3,246 ) Income taxes — 642 — 642 Reclassification adjustment to: Interest income (expense), net — (1,034 ) — (1,034 ) Other expense, net — (5,193 ) — (5,193 ) Income taxes — 1,559 — 1,559 Balance at December 31, 2019 $ (3,039 ) $ — $ — $ (3,039 ) Other comprehensive income 4,872 — 1,881 6,753 Income taxes — — (462 ) (462 ) Balance at December 31, 2020 $ 1,833 $ — $ 1,419 $ 3,252 Other comprehensive loss (2,544 ) — (942 ) (3,486 ) Income taxes — — 234 234 Balance at December 31, 2021 $ (711 ) $ — $ 711 $ — |
Revenue recognition and accou_2
Revenue recognition and accounts receivable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue Recognition And Accounts Receivable [Abstract] | |
Schedule of Net Sales | The table below presents net sales, which includes product sales and marketing service fees, for each of the years ended December 31, 2021, 2020, and 2019. For the year ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Product sales $ 409,554 $ 353,087 $ 397,064 Marketing service fees 54,925 53,475 62,891 Net sales $ 464,479 $ 406,562 $ 459,955 |
Allowances for Expected Credit Losses | The following table provides a detail of changes in the Company’s allowance for expected credit losses for the years ended December 31, 2021, and 2020: For the year ended December 31, (U.S. Dollars, in thousands) 2021 2020 Allowance for expected credit losses beginning balance $ 4,848 $ 3,987 Impact of adoption of ASU 2016-13 — 1,120 Current period provision for expected credit losses 444 199 Writeoffs charged against the allowance and other (126 ) (714 ) Effect of changes in foreign exchange rates (222 ) 256 Allowance for expected credit losses ending balance $ 4,944 $ 4,848 |
Schedule of Changes in Contract Liability | The following table provides a detail of changes in the Company’s contract liability associated with the Accelerated and Advanced Payment Program for the years ended December 31, 2021, and 2020: For the Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 Contract liability beginning balance $ 13,851 $ — Additions — 13,851 Recoupment recognized in net sales (9,060 ) — Contract liability ending balance $ 4,791 $ 13,851 |
Business segment information (T
Business segment information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Net Sales by Major Product Category by Reporting Segment | The table below presents net sales by major product category by reporting segment: Year Ended December 31, 2021 2020 2019 (U.S. Dollars, in thousands) Net Sales Percent of Total Net Sales Net Sales Percent of Total Net Sales Net Sales Percent of Total Net Sales Bone Growth Therapies $ 187,448 40.4 % $ 171,396 42.2 % $ 197,181 42.9 % Spinal Implants 115,094 24.8 % 94,857 23.3 % 94,544 20.6 % Biologics 56,421 12.1 % 55,482 13.6 % 65,496 14.2 % Global Spine 358,963 77.3 % 321,735 79.1 % 357,221 77.7 % Global Orthopedics 105,516 22.7 % 84,827 20.9 % 102,734 22.3 % Net sales $ 464,479 100.0 % $ 406,562 100.0 % $ 459,955 100.0 % |
Summary of EBITDA by Reporting Segment | The following table presents EBITDA, the primary metric used in managing the Company, by reporting segment: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Global Spine $ 58,014 $ 63,036 $ 39,528 Global Orthopedics 3,374 (4,993 ) 7,496 Corporate (31,691 ) (25,382 ) (49,252 ) Total EBITDA 29,697 32,661 (2,228 ) Depreciation and amortization (29,599 ) (30,546 ) (24,699 ) Goodwill impairment (11,756 ) — — Interest expense, net (1,837 ) (2,483 ) (122 ) Loss before income taxes $ (13,495 ) $ (368 ) $ (27,049 ) |
Schedule of Depreciation and Amortization by Reporting Segment | The following table presents depreciation and amortization by reporting segment: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Global Spine $ 17,548 $ 18,362 $ 14,329 Global Orthopedics 8,233 7,896 5,575 Corporate 3,818 4,288 4,795 Total $ 29,599 $ 30,546 $ 24,699 |
Summary of Net Sales by Geographic Destination | The following data includes net sales by geographic destination: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 U.S. $ 361,945 $ 327,280 $ 361,939 Italy 20,187 18,733 19,560 Germany 13,716 11,940 12,688 United Kingdom 10,552 7,147 10,090 France 10,475 8,354 8,747 Brazil 5,108 2,347 7,685 Others 42,496 30,761 39,246 Net sales $ 464,479 $ 406,562 $ 459,955 The table below presents net sales by geographic destination for each reporting segment and for the consolidated Company: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Global Spine U.S. $ 337,455 $ 304,595 $ 335,410 International 21,508 17,140 21,811 Total Global Spine 358,963 321,735 357,221 Global Orthopedics U.S. $ 24,490 22,685 26,529 International 81,026 62,142 76,205 Total Global Orthopedics 105,516 84,827 102,734 Consolidated U.S. 361,945 327,280 361,939 International 102,534 79,282 98,016 Net sales $ 464,479 $ 406,562 $ 459,955 |
Summary of Property, Plant and Equipment of Reporting Segments by Geographic Area | The following data includes property, plant, and equipment by geographic area: (U.S. Dollars, in thousands) 2021 2020 U.S. $ 45,090 $ 47,646 Italy 9,412 10,503 Germany 2,544 2,516 United Kingdom 1,193 1,540 Brazil 91 163 Others 922 1,245 Total $ 59,252 $ 63,613 |
Acquisition-Related Amortizat_2
Acquisition-Related Amortization and Remeasurement (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Acquisition Related Amortization And Remeasurement [Abstract] | |
Components of Acquisition-Related Amortization and Remeasurement | Components of acquisition-related amortization and remeasurement for the years ended December 31, 2021, 2020, and 2019, respectively, are as follows: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Changes in fair value of contingent consideration $ (3,575 ) $ (7,300 ) $ 29,140 Amortization of acquired intangibles 7,907 6,801 5,072 Acquired IPR&D 1,500 — — Impairment of Global Orthopedics goodwill 11,756 — — Total $ 17,588 $ (499 ) $ 34,212 |
Share-based compensation (Table
Share-based compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Share-Based Compensation by Line Item in Consolidated Statements of Income | The following tables present the detail of share-based compensation expense by line item in the consolidated statements of income as well as by award type, for the years ended December 31, 2021, 2020, and 2019: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Cost of sales $ 779 $ 705 $ 715 Sales and marketing 3,385 3,620 2,512 General and administrative 10,289 10,624 16,872 Research and development 979 1,258 1,441 Total $ 15,432 $ 16,207 $ 21,540 Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 Stock options $ 1,893 $ 2,571 $ 4,054 Time-based restricted stock awards and stock units 7,437 8,485 11,084 Performance-based restricted stock awards and stock units — — — Market-based restricted stock units 4,414 3,509 4,733 Stock purchase plan 1,688 1,642 1,669 Total $ 15,432 $ 16,207 $ 21,540 |
Schedule of Assumptions Used in Determining Fair Value of Stock Options | The fair value of time-based stock options is determined using the Black-Scholes valuation model, with such value recognized as expense over the service period, which is typically four years, net of actual forfeitures. A summary of the Company’s assumptions used in determining the fair value of the stock options granted during the year is shown in the following table. Year Ended December 31, 2021 2020 2019 Assumptions: Expected term (in years) 6.0 5.5 5.0 Expected volatility 34.4% – 34.8% 30.2% – 35.1% 29.7% – 31.0% Risk free interest rate 0.83% – 1.25% 0.28% – 1.65% 1.38% – 2.31% Dividend yield — — — Weighted average grant date fair value $ 12.33 $ 8.74 $ 14.64 |
Schedule of Stock Option Plans | Summaries of the status of the Company’s stock option plans as of December 31, 2021, and 2020, and changes during the year ended December 31, 2021, are presented below: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Outstanding at December 31, 2020 1,491,019 $ 39.56 Granted 72,995 $ 35.59 Exercised (89,151 ) $ 36.68 Forfeited or expired (77,809 ) $ 45.49 Outstanding at December 31, 2021 1,397,054 $ 39.20 5.04 Vested and expected to vest at December 31, 2021 1,397,054 $ 39.20 5.04 Exercisable at December 31, 2021 944,630 $ 41.10 3.51 |
Schedule of Changes in Time-Based and Market-Based Restricted Stock Awards and Stock Units | A summary of the status of our time-based and market-based restricted stock awards and stock units as of December 31, 2021, and 2020, and changes during the year ended December 31, 2021, are presented below: Time-based Restricted Stock Awards and Stock Units Market-based Restricted Stock Units Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2020 493,127 $ 41.13 275,338 $ 54.45 Granted 295,240 $ 41.20 152,575 $ 48.53 Vested and settled (191,082 ) $ 44.50 — $ — Cancelled (37,917 ) $ 41.00 (104,832 ) $ 63.97 Outstanding at December 31, 2021 559,368 $ 40.03 323,081 $ 48.56 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income (Loss) Before Provision for Income Taxes | Income (loss) before provision for income taxes consisted of the following: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 U.S. $ (5,987 ) $ 5,556 $ (24,890 ) Non-U.S. (7,508 ) (5,924 ) (2,159 ) Income (loss) before income taxes $ (13,495 ) $ (368 ) $ (27,049 ) |
Schedule of Provision for Income Taxes | The provision for income taxes consists of the following: Year Ended December 31, (U.S. Dollars, in thousands) 2021 2020 2019 U.S. Current $ (607 ) $ (15,054 ) $ (1,911 ) Deferred 24,292 (29 ) 2,008 23,685 (15,083 ) 97 Non-U.S. Current 1,009 1,382 1,931 Deferred 190 10,816 (615 ) 1,199 12,198 1,316 Income tax expense (benefit) $ 24,884 $ (2,885 ) $ 1,413 |
Schedule of Effective Income Tax Rate Reconciliation for Continuing Operations | The differences between the income tax provision at the U.S. federal statutory tax rate and the Company’s effective tax rate for the years ended December 31, 2021, 2020, and 2019, consist of the following: 2021 2020 2019 (U.S. Dollars, in thousands, except percentages) Amount Percent Amount Percent Amount Percent Statutory U.S. federal income tax rate $ (2,834 ) 21.0 % $ (77 ) 21.0 % $ (5,680 ) 21.0 % State taxes, net of U.S. federal benefit (24 ) 0.2 1,151 (312.8 ) 1,043 (3.9 ) Foreign rate differential, including withholding taxes 480 (3.6 ) (147 ) 39.9 131 (0.5 ) Valuation allowances, net 27,819 (206.1 ) 14,514 (3,944.0 ) (165 ) 0.6 Research credits (537 ) 4.0 (982 ) 266.8 (829 ) 3.1 Unrecognized tax benefits, net of settlements (1,363 ) 10.1 (17,321 ) 4,706.8 (2,745 ) 10.1 Equity compensation 1,091 (8.1 ) 1,657 (450.3 ) 626 (2.3 ) Executive compensation 456 (3.4 ) 375 (101.9 ) 1,504 (5.6 ) Contingent consideration (640 ) 4.7 (1,460 ) 396.7 5,678 (21.0 ) Other, net 436 (3.2 ) (595 ) 161.8 1,850 (6.7 ) Income tax expense (benefit) /effective rate $ 24,884 (184.4 )% $ (2,885 ) 784.0 % $ 1,413 (5.2 )% |
Schedule of Deferred Tax Assets and Liabilities | The Company’s deferred tax assets and liabilities are as follows: December 31, (U.S. Dollars, in thousands) 2021 2020 Intangible assets and goodwill $ 5,245 $ 2,475 Inventories and related reserves 17,097 17,585 Deferred revenue and cost of goods sold 3,888 4,035 Other accruals and reserves 3,082 4,061 Accrued compensation 7,784 8,734 Provision for expected credit losses 1,217 1,178 Net operating loss and tax credit carryforwards 42,546 42,569 Lease liabilities 5,691 6,033 Other, net 1,423 500 Total deferred tax assets 87,973 87,170 Valuation allowance (76,725 ) (50,496 ) Deferred tax asset, net of valuation allowance $ 11,248 $ 36,674 Withholding taxes (10 ) (40 ) Property, plant, and equipment (5,380 ) (5,975 ) Right-of-use lease assets (5,165 ) (5,617 ) Deferred tax liability (10,555 ) (11,632 ) Net deferred tax assets $ 693 $ 25,042 Reported as: Deferred income tax assets 1,771 25,042 Deferred income tax liabilities (classified within other long-term liabilities) (1,078 ) — Net deferred tax assets $ 693 $ 25,042 |
Schedule of Gross Unrecognized Tax Benefits (Excluding Interest and Penalties) | A reconciliation of the gross unrecognized tax benefits (excluding interest and penalties) for the years ended December 31, 2021, and 2020, is shown below: (U.S. Dollars, in thousands) 2021 2020 Balance as of January 1, $ 4,629 $ 16,904 Additions for current year tax positions 45 568 Increases for prior year tax positions 110 84 Settlements of prior year tax positions — (29 ) Expiration of statutes (1,322 ) (12,898 ) Balance as of December 31, $ 3,462 $ 4,629 |
Earnings per share (EPS) (Table
Earnings per share (EPS) (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Weighted Average Shares Used in the Diluted EPS | The following is a reconciliation of the weighted average shares used in the diluted EPS computations: Year Ended December 31, 2021 2020 2019 Weighted average common shares-basic 19,690,593 19,267,920 18,903,289 Effect of diluted securities: Unexercised stock options and employee stock purchase plan — 51,951 — Unvested time-based restricted stock units — 71,847 — Weighted average common shares-diluted 19,690,593 19,391,718 18,903,289 |
Business, basis of presentati_2
Business, basis of presentation, COVID-19 update, and CARES Act - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Apr. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | |
Business And Basis Of Presentation [Line Items] | ||||
CARES Act 2020 Impact on income tax benefit (expense) | $ 0 | $ 0 | ||
CARES Act of 2020 funds received | $ 13,900,000 | $ (9,060,000) | 13,851,000 | |
CARES Act of 2020 deferred taxes percentage | 50.00% | |||
Deferred tax payments | $ 600,000 | |||
Scenario Forecast [Member] | ||||
Business And Basis Of Presentation [Line Items] | ||||
CARES Act of 2020 deferred taxes percentage | 50.00% | |||
U.S. Department of Health and Human Services [Member] | ||||
Business And Basis Of Presentation [Line Items] | ||||
CARES Act of 2020 funds received | $ 4,700,000 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Freezing amount in cash resulted from court pending legal action issued | $ 500,000 | |||
Advertising costs | $ 500,000 | $ 900,000 | $ 800,000 | |
Musculoskeletal Transplant Foundation ("MTF") [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Expenditures for other research and development | 800,000 | 800,000 | 0 | |
Neo Medical SA [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Expenditures for other research and development | 600,000 | |||
nView medical Inc [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Expenditures for other research and development | 0 | |||
Maximum [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Transactional foreign currency gains and (losses), including those generated from intercompany operations | $ (4,000,000) | 3,900,000 | $ (1,400,000) | |
Maximum [Member] | Neo Medical SA [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Expenditures for other research and development | $ 100,000 |
Significant accounting polici_5
Significant accounting policies - Schedule of Supplemental Disclosure of Cash Flow Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Noncash investing activities: | ||
Intangible assets acquired in asset acquisitions | $ 1,575 | $ 1,600 |
Contingent consideration recognized at acquisition date | $ 375 |
Recently Adopted Accounting S_2
Recently Adopted Accounting Standards and Recently Issued Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 01, 2019 | Dec. 31, 2021 |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Impairment of goodwill | $ 11,756 | |
ASU 2017-04 [Member] | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 | |
Impairment of goodwill | $ 11,800 | |
Accounting Standards Update 2018-13 | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 | |
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |
Accounting Standards Update 2018-15 | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 | |
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |
ASU 2020-04 [Member] | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Mar. 12, 2020 | |
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |
ASU 2016-13 [Member] | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 | |
ASU 2019-12 [Member] | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2021 | |
ASU 2016-02 [Member] | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2019 | |
ASU 2018-02 [Member] | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2019 | |
Increase to accumulated other comprehensive income (loss) and a decrease in retained earnings | $ 900 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2020 | Mar. 31, 2020 | Jan. 31, 2019 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||||
Cash consideration paid for assets acquired | $ 18,000 | |||
Wittenstein [Member] | FITBONE Asset Purchase Agreement [Member] | ||||
Business Acquisition [Line Items] | ||||
Date of assets purchase agreement | Mar. 31, 2020 | |||
Cash consideration paid for assets acquired | $ 18,000 | |||
DR Medical, LLC and MedSelect Corporation [Member] | ||||
Business Acquisition [Line Items] | ||||
Consideration transferred | $ 7,600 | |||
Options Medical [Member] | ||||
Business Acquisition [Line Items] | ||||
Consideration transferred | $ 6,400 |
Acquisitions - Summary of Fair
Acquisitions - Summary of Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jul. 31, 2020 | Mar. 31, 2020 | Jan. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | |||||
Goodwill | $ 71,317 | $ 84,018 | |||
Assigned Useful Life | 9 years | ||||
In-Process Research and Development ("IPR&D") [Member] | |||||
Business Acquisition [Line Items] | |||||
Assigned Useful Life | Indefinite | ||||
DR Medical, LLC and MedSelect Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Total identifiable assets acquired | $ 7,575 | ||||
Total fair value of consideration transferred | 7,575 | ||||
Options Medical [Member] | |||||
Business Acquisition [Line Items] | |||||
Other long-term assets | $ 175 | ||||
Total identifiable assets acquired | 6,575 | ||||
Other current liabilities | 69 | ||||
Other long-term liabilities | 106 | ||||
Total liabilities assumed | 175 | ||||
Total fair value of consideration transferred | 6,400 | ||||
FITBONE Asset Purchase Agreement [Member] | Wittenstein [Member] | |||||
Business Acquisition [Line Items] | |||||
Inventories | $ 528 | ||||
Total identifiable assets acquired | 6,728 | ||||
Goodwill | 11,272 | ||||
Total fair value of consideration transferred | 18,000 | ||||
FITBONE Asset Purchase Agreement [Member] | Wittenstein [Member] | In-Process Research and Development ("IPR&D") [Member] | |||||
Business Acquisition [Line Items] | |||||
Indefinite lived intangible assets, net acquired | $ 300 | ||||
Assigned Useful Life | Indefinite | ||||
Developed Technology [Member] | |||||
Business Acquisition [Line Items] | |||||
Assigned Useful Life | 10 years | ||||
Developed Technology [Member] | FITBONE Asset Purchase Agreement [Member] | Wittenstein [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 4,500 | ||||
Assigned Useful Life | 8 years | ||||
Customer Relationships [Member] | |||||
Business Acquisition [Line Items] | |||||
Assigned Useful Life | 7 years | ||||
Customer Relationships [Member] | DR Medical, LLC and MedSelect Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 7,340 | ||||
Assigned Useful Life | 5 years | ||||
Customer Relationships [Member] | Options Medical [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 5,832 | ||||
Assigned Useful Life | 10 years | ||||
Customer Relationships [Member] | FITBONE Asset Purchase Agreement [Member] | Wittenstein [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 800 | ||||
Assigned Useful Life | 15 years | ||||
Trade name [Member] | FITBONE Asset Purchase Agreement [Member] | Wittenstein [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 600 | ||||
Assigned Useful Life | 15 years | ||||
Assembled Workforce [Member] | DR Medical, LLC and MedSelect Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 235 | ||||
Assigned Useful Life | 5 years | ||||
Assembled Workforce [Member] | Options Medical [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite lived intangible assets, net acquired | $ 568 | ||||
Assigned Useful Life | 5 years |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 9,589 | $ 8,442 |
Work-in-process | 15,096 | 12,149 |
Finished products | 15,149 | 29,142 |
Field/consignment | 43,140 | 34,902 |
Inventories | $ 82,974 | $ 84,635 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Useful Lives of the Assets (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum [Member] | Buildings [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 25 years |
Minimum [Member] | Plant and equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 1 year |
Minimum [Member] | Instrumentation [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 3 years |
Minimum [Member] | Computer software [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 3 years |
Minimum [Member] | Furniture and fixtures [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 4 years |
Maximum [Member] | Buildings [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 33 years |
Maximum [Member] | Plant and equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 10 years |
Maximum [Member] | Instrumentation [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 4 years |
Maximum [Member] | Computer software [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 7 years |
Maximum [Member] | Furniture and fixtures [Member] | |
Property Plant And Equipment [Line Items] | |
Useful life, in years | 8 years |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property Plant And Equipment [Line Items] | |||
Depreciation expense | $ 20.2 | $ 19.3 | $ 17.7 |
Internal-use Software [Member] | Minimum [Member] | |||
Property Plant And Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Internal-use Software [Member] | Maximum [Member] | |||
Property Plant And Equipment [Line Items] | |||
Estimated useful life | 7 years |
Property, Plant and Equipment_3
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 242,216 | $ 233,061 |
Accumulated depreciation | (182,964) | (169,448) |
Property, plant, and equipment, net | 59,252 | 63,613 |
Buildings [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | 3,925 | 4,096 |
Plant and equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | 50,275 | 50,159 |
Instrumentation [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | 100,515 | 93,252 |
Computer software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | 53,200 | 52,565 |
Furniture and fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | 8,307 | 8,024 |
Construction in progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | 2,597 | 1,628 |
Finance lease assets [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 23,397 | $ 23,337 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 125,224 | $ 129,398 |
Accumulated amortization | (72,558) | (68,881) |
Intangible assets, net | $ 52,666 | 60,517 |
Weighted Average Amortization Period | 9 years | |
Patents [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 44,561 | 50,326 |
Accumulated amortization | $ (41,408) | (46,272) |
Weighted Average Amortization Period | 10 years | |
Developed Technology [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 43,979 | 44,334 |
Accumulated amortization | $ (13,409) | (8,925) |
Weighted Average Amortization Period | 10 years | |
Customer Relationships [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 15,621 | 15,685 |
Accumulated amortization | $ (4,520) | (2,095) |
Weighted Average Amortization Period | 7 years | |
Licenses and Other [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 18,924 | 16,941 |
Accumulated amortization | $ (12,528) | (11,006) |
Weighted Average Amortization Period | 8 years | |
Trademarks-Finite Lived [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 1,839 | 1,812 |
Accumulated amortization | $ (693) | (583) |
Weighted Average Amortization Period | 10 years | |
In-Process Research and Development ("IPR&D") [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Cost | $ 300 | $ 300 |
Weighted Average Amortization Period | Indefinite |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finite And Indefinite Lived Intangible Assets [Abstract] | |||
Amortization of intangible assets | $ 9.4 | $ 11.2 | $ 7 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Future Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2022 | $ 9,376 | |
2023 | 8,692 | |
2024 | 8,254 | |
2025 | 7,252 | |
2026 | 6,215 | |
Thereafter | 12,577 | |
Total finite-lived intangible assets, net | 52,366 | |
Indefinite-lived intangible assets, net | 300 | |
Intangible assets, net | $ 52,666 | $ 60,517 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Goodwill [Line Items] | |
Impairment of goodwill | $ 11,756,000 |
Global Orthopedics [Member] | |
Goodwill [Line Items] | |
Impairment of goodwill | 11,756,000 |
Global Spine [Member] | |
Goodwill [Line Items] | |
Impairment of goodwill | $ 0 |
Goodwill - Schedule of Net Carr
Goodwill - Schedule of Net Carrying Amount of Goodwill (Detail) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Goodwill [Line Items] | |
Goodwill, Beginning balance | $ 84,018,000 |
Goodwill, Impairment | (11,756,000) |
Goodwill, Currency translation adjustment | (945,000) |
Goodwill, Ending balance | 71,317,000 |
Global Spine [Member] | |
Goodwill [Line Items] | |
Goodwill, Beginning balance | 71,317,000 |
Goodwill, Impairment | 0 |
Goodwill, Ending balance | 71,317,000 |
Global Orthopedics [Member] | |
Goodwill [Line Items] | |
Goodwill, Beginning balance | 12,701,000 |
Goodwill, Impairment | (11,756,000) |
Goodwill, Currency translation adjustment | $ (945,000) |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2019 |
Leases [Abstract] | |||
Operating lease assets | $ 3,155 | $ 4,840 | $ 20,200 |
Operating lease liabilities | $ 3,277 | $ 20,500 | |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | us-gaap:OtherLiabilities |
Leases - Summary of Lease Portf
Leases - Summary of Lease Portfolio (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2019 |
Assets | |||
Operating leases | $ 3,155 | $ 4,840 | $ 20,200 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets Noncurrent | Other Assets Noncurrent | |
Finance leases | $ 18,600 | $ 20,552 | |
Finance lease, right-of-use asset, statement of financial position [Extensible List] | Property Plant And Equipment Net | Property Plant And Equipment Net | |
Total lease assets | $ 21,755 | $ 25,392 | |
Current | |||
Operating leases | $ 1,834 | $ 2,092 | |
Operating lease, liability, current, statement of financial position [Extensible List] | Other current liabilities | Other current liabilities | |
Finance leases | $ 2,590 | $ 510 | |
Long-term | |||
Operating leases | $ 1,443 | $ 2,946 | |
Operating lease, liability, noncurrent, statement of financial position [Extensible List] | Other long-term liabilities | Other long-term liabilities | |
Finance leases | $ 19,890 | $ 22,338 | |
Total lease liabilities | $ 25,757 | $ 27,886 | |
Weighted Average Remaining Lease Term | |||
Operating leases | 3 years 3 months 18 days | 3 years 7 months 6 days | |
Finance leases | 17 years | 18 years 1 month 6 days | |
Weighted Average Discount Rate | |||
Operating leases | 2.60% | 2.40% | |
Finance leases | 4.20% | 4.20% |
Leases - Summary of Components
Leases - Summary of Components of Lease Costs (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finance lease costs: | |||
Amortization of right-of-use assets | $ 2,049 | $ 1,766 | $ 972 |
Interest on finance lease liabilities | 933 | 940 | 919 |
Operating lease costs | 2,234 | 2,235 | 2,161 |
Short-term lease costs | 213 | 230 | 255 |
Variable lease costs | 815 | 673 | 749 |
Total lease costs | $ 6,244 | $ 5,844 | $ 5,056 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities | |||
Operating cash flows from operating leases | $ 4,627 | $ 4,299 | $ 4,075 |
Operating cash flows from finance leases | 907 | 689 | 919 |
Financing cash flows from finance leases | 537 | 323 | 365 |
Right-of-use assets obtained in exchange for lease obligations | |||
Operating leases | 589 | 959 | 878 |
Finance leases | $ 149 | $ 1,949 | $ 21,179 |
Leases - Summary of Remaining L
Leases - Summary of Remaining Lease Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2019 |
Operating Leases | |||
2022 | $ 1,883 | ||
2023 | 614 | ||
2024 | 211 | ||
2025 | 192 | ||
2026 | 189 | ||
Thereafter | 330 | ||
Total undiscounted value of lease liabilities | 3,419 | ||
Less: Interest | (142) | ||
Present value of lease liabilities | 3,277 | $ 20,500 | |
Current portion of lease liabilities | 1,834 | $ 2,092 | |
Long-term portion of lease liabilities | 1,443 | 2,946 | |
Total lease liabilities | 3,277 | $ 20,500 | |
Finance Leases | |||
2022 | 3,480 | ||
2023 | 1,508 | ||
2024 | 1,538 | ||
2025 | 1,543 | ||
2026 | 1,562 | ||
Thereafter | 22,613 | ||
Total undiscounted value of lease liabilities | 32,244 | ||
Less: Interest | (9,764) | ||
Present value of lease liabilities | 22,480 | ||
Current portion of finance lease liability | 2,590 | 510 | |
Long-term portion of finance lease liability | 19,890 | $ 22,338 | |
Total lease liabilities | $ 22,480 |
Other Current Liabilities - Sum
Other Current Liabilities - Summary of Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Accrued expenses | $ 7,151 | $ 6,090 |
Salaries, bonuses, commissions and related taxes payable | 23,552 | 22,362 |
Accrued distributor commissions | 10,787 | 9,331 |
Accrued legal and settlement expenses | 3,794 | 5,422 |
Contingent consideration liability | 17,200 | 14,900 |
Short-term operating lease liability | 1,834 | 2,092 |
Non-income taxes payable | 4,655 | 5,509 |
Accelerated and advance payment program | 4,791 | 9,834 |
Other payables | 3,017 | 4,731 |
Other current liabilities | $ 76,781 | $ 80,271 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | Oct. 25, 2019USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2021EUR (€) | Apr. 30, 2020USD ($) | Aug. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||
Repayment of borrowings | $ 100,000,000 | |||||||
Debt issuance costs paid | $ 948,000 | 1,537,000 | $ 3,021,000 | |||||
Cash paid to interest | 1,500,000 | 1,900,000 | 800,000 | |||||
Italy [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | 6,300,000 | 6,700,000 | € 5,500,000 | |||||
Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount outstanding under lines of credit | $ 100,000,000 | |||||||
Repayment of borrowings | $ 100,000,000 | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 300,000,000 | |||||||
Credit agreement maturity date | Oct. 25, 2024 | |||||||
Amount outstanding under lines of credit | 0 | 0 | ||||||
Maximum borrowing capacity available for issuance of letters of credit | $ 50,000,000 | |||||||
Maximum additional borrowing capacity | $ 150,000,000 | |||||||
Line of credit facility, percentage of maximum incremental amount on consolidated EBITDA | 350.00% | |||||||
Borrowers ability to increase amount of line of credit facility, Description | The Borrowers have the ability to increase the amount of the Facility, which increases may take the form of increases to the revolving credit commitments or the issuance of new term A loans, by an aggregate amount of up to the greater of $150 million or an incremental amount such that the total amount of the Facility does not exceed 350% of consolidated EBITDA of the Company (as determined for the four fiscal quarter period most recently ended for which financial statements are available), upon satisfaction of customary conditions precedent for such increases or incremental loans and receipt of additional commitments by one or more existing or new lenders. | |||||||
Line of credit, leverage ratio | 3.5 | |||||||
Line of credit, interest coverage ratio | 300.00% | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity available for working capital and other general corporate purposes | $ 150,000,000 | |||||||
Line of credit facility, unused commitment fee percentage | 0.25% | |||||||
Line of credit, leverage ratio | 4 | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member] | LIBOR [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Margin on variable rate | 2.25% | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Margin on variable rate | 1.25% | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, unused commitment fee percentage | 0.15% | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | LIBOR [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Margin on variable rate | 1.25% | |||||||
Amended Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Margin on variable rate | 0.25% | |||||||
2015 Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | 125,000,000 | |||||||
Debt issuance costs paid | 1,500,000 | |||||||
Debt issuance costs capitalized | $ 1,800,000 | |||||||
Debt issuance costs, net of accumulated amortization | 1,000,000 | 1,400,000 | ||||||
Debt issuance costs amortized or expensed | $ 400,000 | $ 400,000 | $ 400,000 |
Fair Value Measurements and I_3
Fair Value Measurements and Investments- Schedule of Financial Assets and Liabilities Recorded at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | $ 14,375 | $ 12,160 |
Deferred compensation plan, Liabilities | (1,314) | (1,441) |
Liabilities fair value, Total | (18,514) | (37,216) |
Spinal Kinetics [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Contingent consideration | (17,200) | (35,400) |
Other [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Contingent consideration | (375) | |
Convertible Loan Agreement [Member] | Neo Medical [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 7,148 | 7,160 |
Preferred Equity Securities [Member] | Neo Medical [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 5,413 | 5,000 |
Equity Securities [Member] | Bone Biologics Inc [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 309 | |
Other Investments [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 1,505 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 309 | |
Fair Value, Inputs, Level 1 [Member] | Equity Securities [Member] | Bone Biologics Inc [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 309 | |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 5,413 | 5,000 |
Deferred compensation plan, Liabilities | (1,314) | (1,441) |
Liabilities fair value, Total | (1,314) | (1,441) |
Fair Value, Inputs, Level 2 [Member] | Preferred Equity Securities [Member] | Neo Medical [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 5,413 | 5,000 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 8,653 | 7,160 |
Liabilities fair value, Total | (17,200) | (35,775) |
Fair Value, Inputs, Level 3 [Member] | Spinal Kinetics [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Contingent consideration | (17,200) | (35,400) |
Fair Value, Inputs, Level 3 [Member] | Other [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Contingent consideration | (375) | |
Fair Value, Inputs, Level 3 [Member] | Convertible Loan Agreement [Member] | Neo Medical [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | 7,148 | $ 7,160 |
Fair Value, Inputs, Level 3 [Member] | Other Investments [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Assets fair value | $ 1,505 |
Fair Value Measurements and I_4
Fair Value Measurements and Investments - Additional Information (Detail) SFr in Millions | Oct. 01, 2020USD ($) | Apr. 30, 2018USD ($) | Nov. 30, 2021USD ($) | Oct. 01, 2019USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Oct. 10, 2021USD ($) | Oct. 10, 2021CHF (SFr) | Oct. 01, 2020CHF (SFr) |
Spinal Kinetics [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Milestone achievement period | 5 years | 12 months | |||||||
Contingent consideration | $ 17,200,000 | ||||||||
Payment for contingent consideration liability | 30,000,000 | ||||||||
Spinal Kinetics [Member] | Other Current Liabilities | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Contingent consideration | 17,200,000 | ||||||||
Maximum [Member] | Spinal Kinetics [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Future milestone payments | $ 60,000,000 | ||||||||
US Food And Drug Administration [Member] | Spinal Kinetics [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Future milestone payments | 15,000,000 | ||||||||
Revenue Milestone [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Future milestone payments | 15,000,000 | ||||||||
Revenue Milestone [Member] | Spinal Kinetics [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Future milestone payments | $ 45,000,000 | ||||||||
eNeura Inc [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Payments of debt security | $ 4,000,000 | ||||||||
Other-than-temporary impairment on debt securities | 6,500,000 | ||||||||
eNeura Inc [Member] | Reclassification Out of Accumulated Other Comprehensive Income (Loss) [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Unrealized gains on debt securities | $ 5,200,000 | ||||||||
Equity Warrants | Bone Biologics Inc [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Impairment charges on investment | $ 200,000 | ||||||||
Neo Medical [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Convertible loans | $ 700,000 | SFr 0.6 | SFr 4.6 | ||||||
Convertible loans interest rate | 8.00% | ||||||||
Maturity date | Oct. 1, 2024 | ||||||||
Convertible loan credit losses | 0 | ||||||||
Neo Medical [Member] | Other Income [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Unrealized gain (loss) on equity investments | $ 400,000 | ||||||||
Preferred Stock [Member] | Neo Medical [Member] | |||||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||||||
Amount of Preferred stock consideration | $ 5,000,000 | ||||||||
Unrealized gain (loss) on equity investments | $ 336,000 |
Fair Value Measurements and I_5
Fair Value Measurements and Investments - Schedule of Reconciliation of Carrying Value of Investments in Equity Securities (Detail) - Preferred Stock [Member] - Neo Medical [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Fair value of equity securities beginning balance | $ 5,000 | |
Additions | $ 5,000 | |
Foreign currency remeasurement recognized in other income, net | 77 | |
Unrealized gain recognized in other income (expense), net | 336 | |
Fair value of equity securities Ending balance | $ 5,413 | $ 5,000 |
Fair Value Measurements and I_6
Fair Value Measurements and Investments - Schedule of Reconciliation For Contingent Consideration Measured At Fair Value Using Significant Unobservable Inputs (Level 3) (Detail) - Neo Medical [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Fair value of convertible loans beginning balance | $ 7,160 | |
Additions | 671 | $ 5,000 |
Interest recognized in interest income, net | 421 | 103 |
Foreign currency remeasurement recognized in other income (expense), net | (162) | 176 |
Unrealized gain (loss) recognized in other comprehensive income (loss) | (942) | 1,881 |
Fair value of convertible loans ending balance | 7,148 | 7,160 |
Amortized cost basis of Neo Medical Convertible Loans at December 31 | $ 6,209 | $ 5,279 |
Fair Value Measurements and I_7
Fair Value Measurements and Investments - Schedule of Valuation Methodology and Unobservable Inputs for Level 3 Assets and Liabilities Measured at Fair Value (Detail) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Neo Medical [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Fair Value Inputs Implied Volatility | 16.10% | |
Fair Value Inputs Discount Rate | 67.80% | |
Spinal Kinetics [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Spinal Kinetics contingent consideration at January 1 | $ 35,400 | $ 42,700 |
Decrease in fair value recognized in acquisition-related amortization and remeasurement | (3,200) | (7,300) |
Payment made | (15,000) | |
Spinal Kinetics contingent consideration at December 31 | 17,200 | $ 35,400 |
Neo Medical [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Neo Medical Convertible Loans | 7,148 | |
Spinal Kinetics [Member] | Measurement Input Revenue Discount Rate | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Contingent consideration | $ 17,200 | |
Spinal Kinetics [Member] | Measurement Input Revenue Discount Rate | Minimum [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Business combination contingent consideration liability measurement input | 7.13 | |
Spinal Kinetics [Member] | Measurement Input Revenue Discount Rate | Maximum [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Business combination contingent consideration liability measurement input | 7.55 | |
Spinal Kinetics [Member] | Measurement Input Payment Discount Rate | Minimum [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Business combination contingent consideration liability measurement input | 3.38 | |
Spinal Kinetics [Member] | Measurement Input Payment Discount Rate | Maximum [Member] | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Business combination contingent consideration liability measurement input | 3.81 | |
Spinal Kinetics [Member] | Measurement Input Projected Year Payment | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Business combination contingent consideration liability measurement period | 2022 |
Fair Value Measurements and I_8
Fair Value Measurements and Investments - Schedule of Change in Valuation of Securities (Detail) - Bone Biologics Inc [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Equity securities beginning balance | $ 0 | $ 219 | $ 219 |
Fair value adjustments and impairments recognized in other income (expense), net | 309 | (219) | 0 |
Equity securities ending balance | $ 309 | $ 0 | $ 219 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |||
Accrued other long-term liabilities | $ 5.2 | ||
Estimated sales and marketing expense (benefit) | $ (1.2) | $ 1.5 | $ 1.3 |
Shareholders' Equity - Componen
Shareholders' Equity - Components of Changes in Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | $ 356,864 | $ 327,631 | $ 335,397 |
Other comprehensive loss | (3,486) | 6,753 | (3,246) |
Income taxes | 234 | (462) | 642 |
Interest income (expense), net | (1,837) | (2,483) | (122) |
Other expense, net | (3,343) | 8,381 | (8,143) |
Income taxes | 24,884 | (2,885) | 1,413 |
Ending Balance | 336,934 | 356,864 | 327,631 |
Reclassification Adjustments [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Interest income (expense), net | (1,034) | ||
Other expense, net | (5,193) | ||
Income taxes | 1,559 | ||
ASU 2018-02 [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Cumulative effect adjustment from adoption of ASU 2018-02 | 937 | ||
Convertible Loan [Member] | Neo Medical SA [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | 1,419 | ||
Other comprehensive loss | (942) | 1,881 | |
Income taxes | 234 | (462) | |
Ending Balance | 711 | 1,419 | |
Currency Translation Adjustments [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | 1,833 | (3,039) | (2,386) |
Other comprehensive loss | (2,544) | 4,872 | (653) |
Ending Balance | (711) | 1,833 | (3,039) |
Debt Security [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | 5,682 | ||
Other comprehensive loss | (2,593) | ||
Income taxes | 642 | ||
Debt Security [Member] | Reclassification Adjustments [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Interest income (expense), net | (1,034) | ||
Other expense, net | (5,193) | ||
Income taxes | 1,559 | ||
Debt Security [Member] | ASU 2018-02 [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Cumulative effect adjustment from adoption of ASU 2018-02 | 937 | ||
Accumulated Other Comprehensive Income (Loss) [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | $ 3,252 | (3,039) | 3,296 |
Ending Balance | $ 3,252 | (3,039) | |
Accumulated Other Comprehensive Income (Loss) [Member] | ASU 2018-02 [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Cumulative effect adjustment from adoption of ASU 2018-02 | $ 937 |
Revenue Recognition and Accou_3
Revenue Recognition and Accounts Receivable - Schedule of Net Sales (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue Recognition [Abstract] | |||
Product sales | $ 409,554 | $ 353,087 | $ 397,064 |
Marketing service fees | 54,925 | 53,475 | 62,891 |
Net sales | $ 464,479 | $ 406,562 | $ 459,955 |
Revenue Recognition and Accou_4
Revenue Recognition and Accounts Receivable - Additional Information (Detail) € in Millions | Jan. 01, 2020USD ($) | Apr. 30, 2021 | Apr. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Aug. 31, 2022 | Dec. 31, 2021USD ($) | Dec. 31, 2021EUR (€) | Dec. 31, 2020USD ($) | Dec. 31, 2020EUR (€) | Dec. 31, 2019USD ($) | Dec. 31, 2019EUR (€) |
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Marketing service fees | $ 54,925,000 | $ 53,475,000 | $ 62,891,000 | ||||||||
Cost of sales | 114,914,000 | 101,889,000 | 100,607,000 | ||||||||
Sale of receivables | 9,900,000 | € 8.4 | 9,600,000 | € 8.3 | 10,900,000 | € 9.8 | |||||
Related fees recorded as interest expense | 200,000 | 300,000 | 300,000 | ||||||||
CARES Act of 2020 funds received | $ 13,900,000 | (9,060,000) | 13,851,000 | ||||||||
Medicare recoupment | 0.25 | ||||||||||
Contract liability, total | 4,791,000 | 13,851,000 | |||||||||
Other Contract Assets [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Other contract assets impairment | 0 | 0 | |||||||||
Other Long-Term Assets [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Other contract assets | 1,400,000 | 2,000,000 | |||||||||
Scenario Forecast [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Medicare recoupment | 0.50 | ||||||||||
Frequency of recoupment | six months | ||||||||||
Puerto Rico [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Proceeds from settlement of trade accounts receivable | $ 1,400,000 | ||||||||||
Accounts receivable | 2,500,000 | ||||||||||
Contractual allowances | 400,000 | ||||||||||
Recovery of the allowance for expected credit losses | $ 1,000,000 | ||||||||||
ASU 2016-13 [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Increase (decrease) to allowance for expected credit losses | $ 1,100,000 | ||||||||||
Increase (decrease) in deferred income taxes | 200,000 | ||||||||||
Decrease in retained earnings | $ 900,000 | ||||||||||
Shipping and Handling Costs [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Cost of sales | 3,500,000 | $ 2,400,000 | $ 2,800,000 | ||||||||
Biologics [Member] | |||||||||||
Revenue Recognition And Accounts Receivable [Line Items] | |||||||||||
Marketing service fees | $ 54,900,000 | ||||||||||
Marketing service fee as percentage of segment revenues | 97.00% | 97.00% |
Revenue Recognition and Accou_5
Revenue Recognition and Accounts Receivable - Schedule of Allowance for Expected Credit Losses (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue Recognition [Abstract] | |||
Allowance for expected credit losses beginning balance | $ 4,848 | $ 3,987 | |
Impact of adoption of ASU 2016-13 | 1,120 | ||
Current period provision for expected credit losses | 444 | 199 | $ 1,891 |
Writeoffs charged against the allowance and other | (126) | (714) | |
Effect of changes in foreign exchange rates | (222) | 256 | |
Allowance for expected credit losses ending balance | $ 4,944 | $ 4,848 | $ 3,987 |
Revenue Recognition and Accou_6
Revenue Recognition and Accounts Receivable - Schedule of Changes In Contract Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue Recognition [Abstract] | ||
Contract liability beginning balance | $ 13,851 | |
Additions | $ 13,851 | |
Recoupment recognized in net sales | (9,060) | |
Contract liability ending balance | $ 4,791 | $ 13,851 |
Business Segment Information -
Business Segment Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2021Segment | |
Segment Reporting [Abstract] | |
Number of reporting segments | 2 |
Business Segment Information _2
Business Segment Information - Schedule of Net Sales by Major Product Category by Reporting Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Net Sales | $ 464,479 | $ 406,562 | $ 459,955 |
Percent of Total Net Sales | 100.00% | 100.00% | 100.00% |
Bone Growth Therapies [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | $ 187,448 | $ 171,396 | $ 197,181 |
Percent of Total Net Sales | 40.40% | 42.20% | 42.90% |
Spinal Implants [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | $ 115,094 | $ 94,857 | $ 94,544 |
Percent of Total Net Sales | 24.80% | 23.30% | 20.60% |
Biologics [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | $ 56,421 | $ 55,482 | $ 65,496 |
Percent of Total Net Sales | 12.10% | 13.60% | 14.20% |
Global Spine [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | $ 358,963 | $ 321,735 | $ 357,221 |
Percent of Total Net Sales | 77.30% | 79.10% | 77.70% |
Global Orthopedics [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | $ 105,516 | $ 84,827 | $ 102,734 |
Percent of Total Net Sales | 22.70% | 20.90% | 22.30% |
Business Segment Information _3
Business Segment Information - Summary of EBIDTA by Reporting Segment (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Total EBITDA | $ 29,697,000 | $ 32,661,000 | $ (2,228,000) |
Depreciation and amortization | (29,599,000) | (30,546,000) | (24,699,000) |
Goodwill, Impairment | (11,756,000) | ||
Interest expense, net | (1,837,000) | (2,483,000) | (122,000) |
Loss before income taxes | (13,495,000) | (368,000) | (27,049,000) |
Global Spine [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill, Impairment | 0 | ||
Global Orthopedics [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill, Impairment | (11,756,000) | ||
Operating Segments [Member] | Global Spine [Member] | |||
Segment Reporting Information [Line Items] | |||
Total EBITDA | 58,014,000 | 63,036,000 | 39,528,000 |
Operating Segments [Member] | Global Orthopedics [Member] | |||
Segment Reporting Information [Line Items] | |||
Total EBITDA | 3,374,000 | (4,993,000) | 7,496,000 |
Corporate, Non-Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Total EBITDA | $ (31,691,000) | $ (25,382,000) | $ (49,252,000) |
Business Segment Information _4
Business Segment Information - Schedule of Depreciation and Amortization by Reporting Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ 29,599 | $ 30,546 | $ 24,699 |
Operating Segments [Member] | Global Spine [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 17,548 | 18,362 | 14,329 |
Operating Segments [Member] | Global Orthopedics [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 8,233 | 7,896 | 5,575 |
Corporate, Non-Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ 3,818 | $ 4,288 | $ 4,795 |
Business Segment Information _5
Business Segment Information - Summary of Net Sales by Geographic Destination (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 464,479 | $ 406,562 | $ 459,955 |
U.S. [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 361,945 | 327,280 | 361,939 |
Italy [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 20,187 | 18,733 | 19,560 |
Germany [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 13,716 | 11,940 | 12,688 |
United Kingdom [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 10,552 | 7,147 | 10,090 |
France [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 10,475 | 8,354 | 8,747 |
Brazil [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 5,108 | 2,347 | 7,685 |
Others [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 42,496 | $ 30,761 | $ 39,246 |
Business Segment Information _6
Business Segment Information - Summary of Net Sales by Geographic Destination for Each Reporting Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 464,479 | $ 406,562 | $ 459,955 |
Global Spine [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 358,963 | 321,735 | 357,221 |
Global Orthopedics [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 105,516 | 84,827 | 102,734 |
U.S. [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 361,945 | 327,280 | 361,939 |
U.S. [Member] | Global Spine [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 337,455 | 304,595 | 335,410 |
U.S. [Member] | Global Orthopedics [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 24,490 | 22,685 | 26,529 |
International [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 102,534 | 79,282 | 98,016 |
International [Member] | Global Spine [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 21,508 | 17,140 | 21,811 |
International [Member] | Global Orthopedics [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 81,026 | $ 62,142 | $ 76,205 |
Business Segment Information _7
Business Segment Information - Summary of Property, Plant and Equipment of Reporting Segments by Geographic Area (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | $ 59,252 | $ 63,613 |
U.S. [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | 45,090 | 47,646 |
Italy [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | 9,412 | 10,503 |
Germany [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | 2,544 | 2,516 |
United Kingdom [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | 1,193 | 1,540 |
Brazil [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | 91 | 163 |
Others [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property, plant and equipment net | $ 922 | $ 1,245 |
Acquisition-Related Amortizat_3
Acquisition-Related Amortization and Remeasurement - Components of Acquisition-Related Amortization and Remeasurement (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||
Changes in fair value of contingent consideration | $ (3,575) | $ (7,300) | $ 29,140 |
Amortization of acquired intangibles | 7,907 | 6,801 | 5,072 |
Acquired IPR&D | 1,500 | ||
Impairment of goodwill | 11,756 | ||
Total | 17,588 | $ (499) | $ 34,212 |
Global Orthopedics [Member] | |||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||
Impairment of goodwill | $ 11,756 |
Acquisition-Related Amortizat_4
Acquisition-Related Amortization and Remeasurement - Additional Information (Details) - USD ($) $ in Millions | Apr. 07, 2021 | Feb. 02, 2021 |
License Agreement [Member] | ||
Research And Development Arrangement Contract To Perform For Others [Line Items] | ||
Contingent Payment Upon Reaching FDA Milestone | $ 4 | |
Amount Received for the year | $ 0.5 | |
Intellectual Property Rights [Member] | ||
Research And Development Arrangement Contract To Perform For Others [Line Items] | ||
Consideration transferred | $ 1 | |
Consideration transferred | $ 9 | |
Maximum [Member] | ||
Research And Development Arrangement Contract To Perform For Others [Line Items] | ||
Royalty percentage on net sales | 4.00% | |
Maximum [Member] | Intellectual Property Rights [Member] | ||
Research And Development Arrangement Contract To Perform For Others [Line Items] | ||
Consideration transferred | $ 10 | |
Minimum [Member] | ||
Research And Development Arrangement Contract To Perform For Others [Line Items] | ||
Royalty percentage on net sales | 2.00% |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2020 | Aug. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2015 | Jun. 29, 2004 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Options outstanding | 1,397,054 | 1,491,019 | ||||||
Options exercisable | 944,630 | |||||||
Income tax benefit related to expense | $ 3,100,000 | $ 3,200,000 | $ 3,500,000 | |||||
Exercised stock option amount | 3,300,000 | |||||||
Realized tax benefit amount | $ 600,000 | |||||||
Closing stock price | $ 31.09 | |||||||
Non-vested shares, vested in period | 0 | 0 | $ 2,700,000 | |||||
Share-based compensation | $ 15,432,000 | 16,207,000 | 21,540,000 | |||||
General and administrative [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share-based compensation | 10,289,000 | 10,624,000 | 16,872,000 | |||||
Transition and Retirement Agreement [Member] | General and administrative [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share-based compensation | $ 0 | 0 | $ 6,500,000 | |||||
Global Spine [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Options outstanding | 50,711 | |||||||
Options exercisable | 25,355 | |||||||
Share based compensation grants of restricted stock unit | 14,743 | |||||||
Global Spine [Member] | Maximum [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Common stock acqure under stock option | 50,711 | |||||||
Global Extremities [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Options outstanding | 32,945 | |||||||
Options exercisable | 8,236 | |||||||
Share based compensation grants of restricted stock unit | 10,624 | |||||||
Global Extremities [Member] | Maximum [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Common stock acqure under stock option | 32,945 | |||||||
2012 LTIP Plan [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Award Contractual term | 10 years | |||||||
Amount of shares reserved for issuance | 7,050,000 | |||||||
Options outstanding | 1,150,898 | |||||||
Options exercisable | 748,539 | |||||||
2004 LTIP [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Amount of shares reserved for issuance | 3,100,000 | |||||||
Spinal Kinetics Inducement Plan [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Options outstanding | 0 | |||||||
Number of shares reserved for employees | 51,705 | |||||||
Stock Purchase Plan [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Amount of shares reserved for issuance | 2,850,000 | |||||||
Maximum percentage of compensation eligible employees to be deducted for purchase of common stock | 25.00% | |||||||
Purchase price of shares equivalent to fair market value | 85.00% | |||||||
Shares issued under stock purchase plan | 2,172,134 | |||||||
Stock Purchase Plan [Member] | Minimum [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Percentage of compensation eligible employees to be deducted for purchase of common stock | 1.00% | |||||||
Restricted Stock [Member] | 2012 LTIP Plan [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Unvested restricted stock and stock units outstanding | 13,978 | |||||||
Restricted Stock [Member] | Spinal Kinetics Inducement Plan [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Unvested restricted stock and stock units outstanding | 1,284 | |||||||
Restricted Stock Units [Member] | Global Spine [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Unvested restricted stock and stock units outstanding | 7,372 | |||||||
Restricted Stock Units [Member] | Global Extremities [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Unvested restricted stock and stock units outstanding | 7,968 | |||||||
Restricted Stock Units [Member] | 2012 LTIP Plan [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Unvested restricted stock and stock units outstanding | 851,847 | |||||||
Market-based Restricted Stock Units [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share based compensation grants of restricted stock unit | 152,575 | |||||||
Unamortized compensation expense | $ 8,300,000 | |||||||
Weighted-average period for unamortized compensation cost expected to be recognized | 1 year 8 months 12 days | |||||||
Aggregate intrinsic value of restricted stock outstanding | $ 10,000,000 | |||||||
Share-based compensation | $ 4,414,000 | 3,509,000 | $ 4,733,000 | |||||
Common stock issued based on performance stock units | 1 | |||||||
Percentage of performance to be achieved | 100.00% | |||||||
Performance period | 3 years | |||||||
Share based compensation, fair market value of restricted stock units vested | $ 0 | 1,400,000 | 0 | |||||
Market-based Restricted Stock Units [Member] | Maximum [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Percentage of performance to be achieved | 200.00% | |||||||
Market-based Restricted Stock Units [Member] | Minimum [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Percentage of performance to be achieved | 50.00% | |||||||
Staff Share Option Plan [Member] | 2004 LTIP [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Options outstanding | 12,500 | |||||||
Stock Option [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Unamortized compensation expense | $ 2,000,000 | |||||||
Weighted-average period for unamortized compensation cost expected to be recognized | 1 year 4 months 24 days | |||||||
Total intrinsic value of options exercised | $ 600,000 | 900,000 | 1,400,000 | |||||
Aggregate intrinsic value of options outstanding | 1,700,000 | |||||||
Aggregate intrinsic value of options exercisable | 500,000 | |||||||
Share-based compensation | $ 1,893,000 | 2,571,000 | 4,054,000 | |||||
Service period | 4 years | |||||||
Time-based Restricted Stock Awards and Stock Units [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share based compensation grants of restricted stock unit | 295,240 | |||||||
Unamortized compensation expense | $ 15,200,000 | |||||||
Weighted-average period for unamortized compensation cost expected to be recognized | 2 years 7 months 6 days | |||||||
Vesting period | 4 years | |||||||
Non-vested shares, vested in period | $ 9,000,000 | 6,500,000 | 9,500,000 | |||||
Aggregate intrinsic value of restricted stock outstanding | 17,400,000 | |||||||
Share-based compensation | $ 7,437,000 | $ 8,485,000 | $ 11,084,000 | |||||
Restricted Stock Unit with Deferred Delivery (DSUs) [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Vesting period | 1 year | |||||||
Awards vested but not settled | 59,001 | |||||||
Performance-based Restricted Stock Awards and Stock Units [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share based compensation grants of restricted stock unit | 0 | 0 | 0 | |||||
Performance-based Restricted Stock Awards [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share based compensation grants of restricted stock unit | 110,660 | |||||||
Unamortized compensation expense | $ 0 | |||||||
Non-vested shares, vested in period | 0 | $ 0 | $ 3,200,000 | |||||
Aggregate intrinsic value of restricted stock outstanding | 0 | |||||||
Share-based compensation | $ 0 | 0 | ||||||
Performance-based Restricted Stock Units [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||||||
Share based compensation grants of restricted stock unit | 55,330 | |||||||
Unamortized compensation expense | 0 | |||||||
Aggregate intrinsic value of restricted stock outstanding | 0 | |||||||
Share-based compensation | $ 0 | $ 0 | $ 0 |
Share-based Compensation - Sche
Share-based Compensation - Schedule of Share-Based Compensation by Line Item in Consolidated Statements of Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | $ 15,432 | $ 16,207 | $ 21,540 |
Stock options [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 1,893 | 2,571 | 4,054 |
Time-based Restricted Stock Awards and Stock Units [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 7,437 | 8,485 | 11,084 |
Market-based Restricted Stock Units [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 4,414 | 3,509 | 4,733 |
Stock purchase plan [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 1,688 | 1,642 | 1,669 |
Cost of sales [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 779 | 705 | 715 |
Sales and marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 3,385 | 3,620 | 2,512 |
General and administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | 10,289 | 10,624 | 16,872 |
Research and development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share based compensation expense | $ 979 | $ 1,258 | $ 1,441 |
Share-based Compensation - Sc_2
Share-based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Options Granted (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Abstract] | |||
Expected term (in years) | 6 years | 5 years 6 months | 5 years |
Expected volatility, minimum | 34.40% | 30.20% | 29.70% |
Expected volatility, maximum | 34.80% | 35.10% | 31.00% |
Risk free interest rate, minimum | 0.83% | 0.28% | 1.38% |
Risk free interest rate, maximum | 1.25% | 1.65% | 2.31% |
Weighted average grant date fair value | $ 12.33 | $ 8.74 | $ 14.64 |
Share-based Compensation - Sc_3
Share-based Compensation - Schedule of Stock Option Plans (Detail) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Outstanding at the beginning of the period (in shares) | shares | 1,491,019 |
Granted | shares | 72,995 |
Exercised | shares | (89,151) |
Forfeited or expired | shares | (77,809) |
Outstanding at the end of the period (in shares) | shares | 1,397,054 |
Vested and expected to vest | shares | 1,397,054 |
Exercisable (in shares) | shares | 944,630 |
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 39.56 |
Granted | $ / shares | 35.59 |
Exercised | $ / shares | 36.68 |
Forfeited or expired | $ / shares | 45.49 |
Outstanding at the end of the period (in dollars per share) | $ / shares | 39.20 |
Vested and expected to vest | $ / shares | 39.20 |
Exercisable | $ / shares | $ 41.10 |
Options outstanding, weighted average remaining contractual term | 5 years 14 days |
Options vested and expected, weighted average remaining contractual term | 5 years 14 days |
Options exercisable, weighted average remaining contractual term | 3 years 6 months 3 days |
Share-based Compensation - Sc_4
Share-based Compensation - Schedule of Changes in Time-Based and Market-Based Restricted Stock Awards and Stock Units (Detail) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Time-based Restricted Stock Awards and Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding at December 31, 2020 | shares | 493,127 |
Granted (in shares) | shares | 295,240 |
Vested and settled (in shares) | shares | (191,082) |
Cancelled (in shares) | shares | (37,917) |
Outstanding at December 31, 2021 | shares | 559,368 |
Outstanding at December 31, 2020 | $ / shares | $ 41.13 |
Granted (in dollars per share) | $ / shares | 41.20 |
Vested and settled (in dollars per share) | $ / shares | 44.50 |
Cancelled (in dollars per share) | $ / shares | 41 |
Outstanding at December 31, 2021 | $ / shares | $ 40.03 |
Market-based Restricted Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding at December 31, 2020 | shares | 275,338 |
Granted (in shares) | shares | 152,575 |
Cancelled (in shares) | shares | (104,832) |
Outstanding at December 31, 2021 | shares | 323,081 |
Outstanding at December 31, 2020 | $ / shares | $ 54.45 |
Granted (in dollars per share) | $ / shares | 48.53 |
Cancelled (in dollars per share) | $ / shares | 63.97 |
Outstanding at December 31, 2021 | $ / shares | $ 48.56 |
Defined Contribution Plans an_2
Defined Contribution Plans and Deferred Compensation - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Amount of deferred compensation payable | $ 1.3 | $ 1.4 | |
U.S. [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employee contribution limit per calendar year (as a percent of compensation) | 80.00% | ||
Employer match of employee contributions of first level of eligible compensation (as a percent) | 100.00% | ||
Percentage of eligible compensation, matched by employer, level one | 2.00% | ||
Employer match of employee contributions of second level of eligible compensation (as a percent) | 50.00% | ||
Percentage of eligible compensation matched by employer, level two | 4.00% | ||
Expenses incurred for contribution plans | $ 2.8 | 1.1 | $ 2.7 |
Foreign Plan [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Expenses incurred for contribution plans | $ 1.2 | $ 1.1 | $ 1 |
Italy [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Annual deferred compensation provision for leaving indemnity, as a percentage of total commissions earned | 3.50% | ||
Italy [Member] | Labor Force Concentration Risk [Member] | National Collective Labor Agreement [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Number of employees, percentage | 19.10% |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income (Loss) Before Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ (5,987) | $ 5,556 | $ (24,890) |
Non-U.S. | (7,508) | (5,924) | (2,159) |
Loss before income taxes | $ (13,495) | $ (368) | $ (27,049) |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
U.S. | |||
Current | $ (607) | $ (15,054) | $ (1,911) |
Deferred | 24,292 | (29) | 2,008 |
Total U.S | 23,685 | (15,083) | 97 |
Non-U.S. | |||
Current | 1,009 | 1,382 | 1,931 |
Deferred | 190 | 10,816 | (615) |
Total Non U.S | 1,199 | 12,198 | 1,316 |
Income tax expense (benefit) | $ 24,884 | $ (2,885) | $ 1,413 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation for Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Statutory U.S. federal income tax rate | $ (2,834) | $ (77) | $ (5,680) |
State taxes, net of U.S. federal benefit | (24) | 1,151 | 1,043 |
Foreign rate differential, including withholding taxes | 480 | (147) | 131 |
Valuation allowances, net | 27,819 | 14,514 | (165) |
Research credits | (537) | (982) | (829) |
Unrecognized tax benefits, net of settlements | (1,363) | (17,321) | (2,745) |
Equity compensation | 1,091 | 1,657 | 626 |
Executive compensation | 456 | 375 | 1,504 |
Contingent consideration | (640) | (1,460) | 5,678 |
Other, net | 436 | (595) | 1,850 |
Income tax expense (benefit) | $ 24,884 | $ (2,885) | $ 1,413 |
Statutory U.S. federal income tax rate | 21.00% | 21.00% | 21.00% |
State taxes, net of U.S. federal benefit | 0.20% | (312.80%) | (3.90%) |
Foreign rate differential, including withholding taxes | (3.60%) | 39.90% | (0.50%) |
Valuation allowances, net | (206.10%) | (3944.00%) | 0.60% |
Research credits | 4.00% | 266.80% | 3.10% |
Unrecognized tax benefits, net of settlements | 10.10% | 4706.80% | 10.10% |
Equity compensation | (8.10%) | (450.30%) | (2.30%) |
Executive compensation | (3.40%) | (101.90%) | (5.60%) |
Contingent consideration | 4.70% | 396.70% | (21.00%) |
Other, net | (3.20%) | 161.80% | (6.70%) |
Income tax expense (benefit) /effective rate | (184.40%) | 784.00% | (5.20%) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Components Of Income Tax Expense Benefit [Line Items] | |||
Cash paid related to taxes | $ 4,800 | $ 500 | $ 8,100 |
Net increase in valuation allowance | 26,200 | ||
Unremitted foreign earnings | $ 50,000 | 53,700 | |
Minimum percentage of income tax benefit | 50.00% | ||
Gross unrecognized tax benefit | $ 3,500 | 4,600 | |
Net interest and penalties on unrecognized tax benefits | (400) | (5,400) | (100) |
Accrued interest and penalties related to unrecognized tax benefits | 800 | 1,200 | |
Income taxes | 24,884 | $ (2,885) | 1,413 |
Internal Revenue Service [Member] | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Income taxes | $ (1,800) | ||
Minimum [Member] | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Decrease in unrecognized tax benefits, exclusive of interest and penalties | 400 | ||
Maximum [Member] | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Decrease in unrecognized tax benefits, exclusive of interest and penalties | 1,100 | ||
State [Member] | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Operating loss carry forwards, net of tax | $ 32,300 | ||
Operating loss carryforwards, expiration year | 2027 | ||
State [Member] | Spinal Kinetics [Member] | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Operating loss carry forwards, net of tax | $ 20,900 | ||
Federal [Member] | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Operating loss carry forwards, net of tax | $ 17,500 | ||
Operating loss carryforwards, expiration year | 2026 | ||
Research and development credits | $ 2,200 | ||
Foreign Tax Authority | |||
Components Of Income Tax Expense Benefit [Line Items] | |||
Operating loss carry forwards, net of tax | $ 125,000 | ||
Operating loss carryforwards, expiration year | 2022 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Intangible assets and goodwill | $ 5,245 | $ 2,475 |
Inventories and related reserves | 17,097 | 17,585 |
Deferred revenue and cost of goods sold | 3,888 | 4,035 |
Other accruals and reserves | 3,082 | 4,061 |
Accrued compensation | 7,784 | 8,734 |
Provision for expected credit losses | 1,217 | 1,178 |
Net operating loss and tax credit carryforwards | 42,546 | 42,569 |
Lease liabilities | 5,691 | 6,033 |
Other, net | 1,423 | 500 |
Total deferred tax assets | 87,973 | 87,170 |
Valuation allowance | (76,725) | (50,496) |
Deferred tax asset, net of valuation allowance | 11,248 | 36,674 |
Withholding taxes | 10 | 40 |
Property, plant, and equipment | (5,380) | (5,975) |
Right-of-use lease assets | (5,165) | (5,617) |
Deferred tax liability | (10,555) | (11,632) |
Net deferred tax assets | 693 | 25,042 |
Reported as: | ||
Deferred income taxes | 1,771 | 25,042 |
Deferred income tax liabilities (classified within other long-term liabilities) | (1,078) | |
Net deferred tax assets | $ 693 | $ 25,042 |
Income Taxes - Schedule of Gros
Income Taxes - Schedule of Gross Unrecognized Tax Benefits (Excluding Interest and Penalties) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Beginning Balance | $ 4,629 | $ 16,904 |
Additions for current year tax positions | 45 | 568 |
Increases for prior year tax positions | 110 | 84 |
Settlements of prior year tax positions | (29) | |
Expiration of statutes | (1,322) | (12,898) |
Ending Balance | $ 3,462 | $ 4,629 |
Earnings Per Share (EPS) - Sche
Earnings Per Share (EPS) - Schedule of Reconciliation of Weighted Average Shares Used in the Diluted EPS (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Line Items] | |||
Weighted average common shares-basic | 19,690,593 | 19,267,920 | 18,903,289 |
Effect of diluted securities: | |||
Weighted average common shares-diluted | 19,690,593 | 19,391,718 | 18,903,289 |
Stock Options And Employee Stock Purchase Plan [Member] | |||
Effect of diluted securities: | |||
Effect of diluted securities | 51,951 | ||
Time-Based Restricted Stock Units [Member] | |||
Effect of diluted securities: | |||
Effect of diluted securities | 71,847 |
Earnings Per Share (EPS) - Addi
Earnings Per Share (EPS) - Additional Information (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restricted Stock and Market Based Equity Units [Member] | Stock options [Member] | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Weighted average outstanding options, awards not included in diluted earnings per share | 1,711,323 | 1,499,630 | 1,704,708 |