Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 27, 2017 | |
Entity [Abstract] | ||
Entity Registrant Name | OMNICELL, Inc | |
Entity Central Index Key | 926,326 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 37,163,574 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 46,348 | $ 54,488 |
Accounts receivable, net of allowances of $4,416 and $4,796, respectively | 131,433 | 150,303 |
Inventories | 76,230 | 69,297 |
Prepaid expenses | 27,775 | 28,646 |
Other current assets | 12,593 | 12,674 |
Total current assets | 294,379 | 315,408 |
Property and equipment, net | 40,996 | 42,011 |
Long-term investment in sales-type leases, net | 19,174 | 20,585 |
Goodwill | 328,216 | 327,724 |
Intangible assets, net | 184,127 | 190,283 |
Long-term deferred tax assets | 5,624 | 4,041 |
Other long-term assets | 37,247 | 35,051 |
Total assets | 909,763 | 935,103 |
Current liabilities: | ||
Accounts payable | 38,466 | 27,069 |
Accrued compensation | 28,677 | 26,722 |
Accrued liabilities | 31,406 | 31,195 |
Long-term debt, current portion, net | 8,410 | 8,410 |
Deferred revenue, net | 90,521 | 87,516 |
Total current liabilities | 197,480 | 180,912 |
Long-term deferred revenue | 15,994 | 17,051 |
Long-term deferred tax liabilities | 42,502 | 51,592 |
Other long-term liabilities | 8,716 | 8,210 |
Long-term debt, net | 206,128 | 245,731 |
Total liabilities | 470,820 | 503,496 |
Commitments and contingencies (Notes 10) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 5,000 shares authorized; no shares issued | 0 | 0 |
Common stock, $0.001 par value, 100,000 shares authorized; 46,272 and 45,778 shares issued; 37,127 and 36,633 shares outstanding, respectively | 46 | 46 |
Treasury stock at cost, 9,145 shares outstanding | (185,074) | (185,074) |
Additional paid-in capital | 541,159 | 525,758 |
Retained earnings | 91,226 | 100,396 |
Accumulated other comprehensive loss | (8,414) | (9,519) |
Total stockholders’ equity | 438,943 | 431,607 |
Total liabilities and stockholders’ equity | $ 909,763 | $ 935,103 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowances | $ 4,416 | $ 4,796 |
Preferred Stock, Par Value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares, Authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred Stock, Shares, Issued (in shares) | 0 | 0 |
Common Stock, Par Value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares, Authorized (in shares) | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued (in shares) | 46,272,000 | 45,778,000 |
Common Stock, Shares, Outstanding (in shares) | 37,127,000 | 36,633,000 |
Treasury Stock, Shares (in shares) | 9,145,000 | 9,145,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenues: | ||
Product | $ 98,930 | $ 127,895 |
Services and other revenues | 51,624 | 43,109 |
Total revenues | 150,554 | 171,004 |
Cost of revenues: | ||
Cost of product revenues | 63,588 | 71,918 |
Cost of services and other revenues | 22,774 | 19,141 |
Total cost of revenues | 86,362 | 91,059 |
Gross profit | 64,192 | 79,945 |
Operating expenses: | ||
Research and development | 16,803 | 13,838 |
Selling, general and administrative | 64,625 | 64,255 |
Total operating expenses | 81,428 | 78,093 |
Income (loss) from operations | (17,236) | 1,852 |
Interest and other income (expense), net | (2,456) | (2,171) |
Loss before provision for income taxes | (19,692) | (319) |
Provision for (benefit from) income taxes | (8,938) | 59 |
Net loss | $ (10,754) | $ (378) |
Net loss per share: | ||
Net loss per share - basic and diluted (in dollars per share) | $ (0.29) | $ (0.01) |
Weighted-average shares outstanding: | ||
Basic and diluted (in shares) | 36,840 | 35,740 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (10,754) | $ (378) |
Other comprehensive income (loss), net of reclassification adjustments: | ||
Unrealized gains on interest rate swap contracts | 182 | 0 |
Foreign currency translation adjustments | 923 | (327) |
Other comprehensive income (loss) | 1,105 | (327) |
Comprehensive loss | $ (9,649) | $ (705) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Activities | ||
Net loss | $ (10,754) | $ (378) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 12,448 | 14,473 |
Loss on disposal of fixed assets | 0 | 13 |
Share-based compensation expense | 5,511 | 3,891 |
Income tax benefits from employee stock plans | 11 | 164 |
Deferred income taxes | (9,091) | (1,042) |
Amortization of debt financing fees | 397 | 397 |
Changes in operating assets and liabilities, net of business acquisitions: | ||
Accounts receivable | 18,870 | (1,070) |
Inventories | (6,933) | (5,113) |
Prepaid expenses | 871 | 1,983 |
Other current assets | 372 | 324 |
Investment in sales-type leases | 1,120 | (8,928) |
Other long-term assets | (38) | 1,232 |
Accounts payable | 11,104 | 1,568 |
Accrued compensation | 1,955 | 4,114 |
Accrued liabilities | (115) | 417 |
Deferred revenue | 1,948 | 12,663 |
Other long-term liabilities | 506 | (2,701) |
Net cash provided by operating activities | 28,182 | 22,007 |
Investing Activities | ||
Purchases of intangible assets, intellectual property and patents | (160) | (1,074) |
Software development for external use | (4,225) | (3,070) |
Purchases of property and equipment | (2,452) | (4,261) |
Business acquisitions, net of cash acquired | 0 | (271,458) |
Net cash used in investing activities | (6,837) | (279,863) |
Financing Activities | ||
Proceeds from debt, net | 0 | 247,059 |
Repayment of debt and revolving credit facility | (40,000) | (20,000) |
Payment for contingent consideration | 0 | (3,000) |
Proceeds from issuances under stock-based compensation plans | 10,916 | 5,149 |
Employees' taxes paid related to restricted stock units | (1,052) | (382) |
Net cash provided by (used in) financing activities | (30,136) | 228,826 |
Effect of exchange rate changes on cash and cash equivalents | 651 | 300 |
Net decrease in cash and cash equivalents | (8,140) | (28,730) |
Cash and cash equivalents at beginning of period | 54,488 | 82,217 |
Cash and cash equivalents at end of period | 46,348 | 53,487 |
Supplemental disclosure of non-cash activities | ||
Unpaid purchases of property and equipment | 865 | 468 |
Effect of adoption of new accounting standard | $ 1,582 | $ 0 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | Organization and Summary of Significant Accounting Policies Business Omnicell, Inc. was incorporated in California in 1992 under the name Omnicell Technologies, Inc. and reincorporated in Delaware in 2001 as Omnicell, Inc. Our major products are automated medication, supply control systems and medication adherence solutions which are sold in our principal market, which is the healthcare industry. Our market is primarily located in the United States and Europe. "Omnicell" "our", "us", "we" or the "Company" collectively refer to Omnicell, Inc. and its subsidiaries. Basis of presentation The accompanying unaudited Condensed Consolidated Financial Statements reflect, in the opinion of management, all adjustments, consisting of normal recurring adjustments and accruals, necessary to present fairly the financial position of the Company as of March 31, 2017 and December 31, 2016 , the results of its operations, comprehensive income (loss) and cash flows for the three months ended March 31, 2017 and March 31, 2016 . Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and accompanying Notes included in the Company's annual report on Form 10-K for the year ended December 31, 2016 filed with the SEC on February 28, 2017. The Company's results of operations, comprehensive income (loss) and cash flows for the three months ended March 31, 2017 are not necessarily indicative of results that may be expected for the year ending December 31, 2017 , or for any future period. Principles of consolidation The Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the 2017 presentation. These reclassifications include: (i) provision for excess and obsolete inventories, and (ii) provision for the allowance for doubtful accounts have been reclassified/combined with inventories and accounts receivable within net cash provided by operating activities in the Consolidated Statements of Cash Flows. These changes are not material and do not impact previously disclosed net cash provided by operating activities, net cash used in investing activities, and net cash used by financing activities. Additionally, see "Recently adopted authoritative guidance" for the effects of first quarter adoption of ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . Use of estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company's Condensed Consolidated Financial Statements and accompanying Notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management's best knowledge of current events and actions that may impact the Company in the future, actual results may be different from the estimates. The Company's critical accounting policies are those that affect its financial statements materially and involve difficult, subjective or complex judgments by management. Those policies are revenue recognition, accounts receivable and notes receivable from investment in sales-type leases, inventory valuation, capitalized software development costs, valuation and impairment of goodwill, purchased intangibles and long-lived assets, share-based compensation, and accounting for income taxes. Segment reporting The Company's Chief Operating Decision Maker ("CODM") is its Chief Executive Officer. The CODM allocates resources and evaluates the performance of the Company's segments using information about its revenues, gross profit, and income from operations. Such evaluation excludes general corporate-level costs that are not specific to either of the reportable segments and are managed separately at the corporate level. Corporate-level costs include expenses related to executive management, finance and accounting, human resources, legal, training and development, and certain administrative expenses. See Note 13, Segment and Geographical Information, for additional information on segment reporting. Recently adopted authoritative guidance In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . This ASU simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The provision of ASU No. 2016-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted the standard effective January 1, 2017. The impact of adoption was the recording of excess tax benefits within income tax expense, rather than in Additional Paid in Capital of $0.8 million for the three months ended March 31, 2017 . The recording of excess tax benefits within income tax expense rather than Additional Paid in Capital resulted in a $0.02 per share improvement in the net loss to $(0.29) per share. Additionally, the Company recognized the previously unrecognized excess tax benefits using the modified retrospective transition method, which resulted in a cumulative-effect adjustment of $1.6 million to retained earnings. The previously unrecognized excess tax effects were recorded as a deferred tax asset. The Company also elected to apply the change in presentation to the statements of cash flows retrospectively and no longer classifies the excess tax benefits from employee stock plans as a reduction from operating cash flows, resulting in an increase of $0.2 million in the net cash provided by operating activities and a decrease of $0.2 million in the net cash provided by financing activities for the three months ended March 31, 2016 . Additionally, on a prospective basis, the calculation of potential common shares for the dilutive earnings per share calculation (when profitable) no longer includes excess tax benefits under the Treasury buyback method, resulting in general in higher dilutive shares. Under ASU 2016-09, the Company made a policy election to continue with forfeiture estimation for expense calculation instead of the alternative of recognition only at forfeiture. In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the accounting for goodwill impairment for all entities by requiring impairment charges to be based on the first step in today’s two-step impairment test under ASC 350, “Intangibles-Goodwill and Other.” Under the new guidance, if a reporting unit’s carrying amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The standard eliminates the current ASC 350 requirement to calculate a goodwill impairment charge using Step 2. ASU 2017-14 is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company adopted ASU 2017-04 effective January 1, 2017. The adoption of this authoritative guidance did not have impact on the Company's Condensed Consolidated Financial Statements or related disclosures for the period presented. In January 2017, the FASB issued ASU 2017-01, Business Combinations , which clarifies the definition of a business and provides a screen to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company adopted ASU 2017-01 effective January 1, 2017. The adoption of this authoritative guidance did not have impact on the Company's Condensed Consolidated Financial Statements or related disclosures for the period presented. Recently issued authoritative guidance In May 2014, the FASB issued ASU 2014-09-Revenue from Contracts with Customers, which outlines a single, comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle of ASU 2014-09 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, accordingly, it is possible more judgment and estimates may be required within the revenue recognition process than is required under existing U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The FASB has recently issued several amendments to ASU 2014-09, including clarification on accounting for licenses of intellectual property and identifying performance obligations. ASU 2014-09 will be effective for the Company beginning January 1, 2018. The two permitted transition methods under ASU 2014-09 are the full retrospective method, in which case ASU 2014-09 would be applied to each prior reporting period presented and the cumulative effect of applying ASU 2014-09 would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying ASU 2014-09 would be recognized at the date of initial application. Currently, the Company is in the process of reviewing our historical contracts to quantify the impact on its consolidated financial statements. Depending on the results of the Company's review, there could be changes to the timing of revenue recognition and certain sales commission and related costs associated with obtaining and fulfilling its customer contracts. The Company will be required to capitalize and amortize incremental costs related to obtaining customer contracts, such as sales commission costs. The Company is also in the process of assessing the appropriate changes to its business processes and upgrading its systems and controls to support recognition and disclosure under ASU 2014-09. The Company otherwise expects to complete its assessment process, including selecting a transition method for adoption, in the next two quarters of 2017. There was no other recently issued and effective authoritative guidance that is expected to have a material impact on the Company's Condensed Consolidated Financial Statements through the reporting date. |
Business Acquisitions
Business Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Business Acquisitions | Business Acquisitions On January 5, 2016, the Company completed the acquisition of all of the membership interests of Aesynt pursuant to the Aesynt Securities Purchase Agreement. Aesynt is a provider of automated medication management systems, including dispensing robots with storage solutions, medication storage and dispensing carts and cabinets, I.V. sterile preparation robotics, and software, including software related to medication management. The total consideration was $271.5 million , net of cash on hand at signing of $8.2 million . The results of Aesynt's operations have been included in our consolidated results of operations as of the time of the acquisition, and presented as part of the Automation & Analytics segment. On December 8, 2016, the Company completed its acquisition of ateb, Inc., and Ateb Canada Ltd. (together, “Ateb”) pursuant to Ateb's Securities Purchase Agreement for $40.7 million of cash consideration, net of $0.9 million cash acquired. The cash consideration, included the repayment of Ateb indebtedness and other adjustments provided for in the Ateb's Securities Purchase Agreement. Ateb is a provider of pharmacy-based patient care solutions and the medication synchronization solutions leader to independent and chain pharmacies. The results of Ateb's operations have been included in our consolidated results of operations as of the time of the acquisition, and presented as part of the Medication Adherence segment. The Company accounted for the acquisitions of Aesynt and Ateb in accordance with the authoritative guidance on business combinations; therefore, the tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the acquisition dates, respectively. The following table represents the allocation of the purchase price to the assets acquired and the liabilities assumed by the Company during each acquisition, respectively, reconciled to the purchase price transferred included in the Company's Consolidated Balance Sheet: Aesynt Ateb Total (in thousands) Cash $ 8,164 $ 902 $ 9,066 Accounts receivable 43,312 7,905 51,217 Inventory 19,021 225 19,246 Other current assets 3,787 1,239 5,026 Total current assets 74,284 10,271 84,555 Property and equipment 10,389 2,447 12,836 Intangibles 123,700 12,500 136,200 Goodwill 163,599 20,832 184,431 Other non-current assets 968 1,009 1,977 Total assets 372,940 47,059 419,999 Current liabilities 26,753 2,314 29,067 Deferred revenue 25,512 2,776 28,288 Non-current deferred tax liabilities 38,622 — 38,622 Other non-current liabilities 2,431 367 2,798 Total liabilities 93,318 5,457 98,775 Total purchase price $ 279,622 $ 41,602 $ 321,224 Total purchase price, net of cash received $ 271,458 $ 40,700 $ 312,158 The $163.6 million of goodwill arising from the Aesynt acquisition is primarily attributed to sales of future products and services and Aesynt's assembled workforce. The goodwill has been assigned to the Automation & Analytics segment and is not deductible for tax purposes. The $20.8 million of goodwill arising from the Ateb acquisition is primarily attributed to sales of future products and services and Ateb's assembled workforce. Intangibles eligible for recognition separate from goodwill were those that satisfied either the contractual/legal criterion or the separability criterion in the accounting guidance. The identifiable intangible assets acquired and their estimated useful lives for amortization are as follows: Aesynt Ateb Fair value Weighted Fair value Weighted (In thousands) (In years) (In thousands) (In years) Customer relationships $ 58,200 14-16 $ 8,900 12 Developed technology 38,800 8 3,400 5 Backlog 20,200 1-3 — — In-process research and development (1) 3,900 — — — Non-compete 1,800 3 100 1 Trade names 800 1 100 1 Total purchased intangible assets $ 123,700 $ 12,500 (1) The amortization of the in-process R&D assets begins when the in-process R&D projects are complete. Aesynt Acquisition Customer relationships represent the fair value of the underlying relationships and agreements with Aesynt’s customers, acquired developed technology represents the fair value of Aesynt products that have reached technological feasibility and were part of Aesynt’s product offerings at the date of acquisition, backlog represents the fair value of sales order backlog at the date of acquisition, non-compete intangible asset represents the fair value of non-compete agreements with former key members of Aesynt's management, and trade name represents the fair value of brand and name recognition associated with the marketing of Aesynt’s products and services. In-process research and development ("IPR&D") represents the fair value of incomplete Aesynt research and development projects that had not reached technological feasibility as of the date of acquisition. Incremental costs incurred for those projects are expensed as incurred in research and development. The fair value of trade names, acquired developed technology, and acquired IPR&D was determined based on an income approach using the relief-from-royalty method at the royalty rates of 0.5% , 4% to 8% and 12.5% , respectively. The fair value of customer relationships, backlog, and non-compete intangible assets were determined based on an income approach using the discounted cash flow method, at the discounted rates of 13% , 10% and 13% , respectively. The intangible assets, except customer relationship and IPR&D, are being amortized over their estimated useful lives using the straight line method of amortization. The customer relationship intangible asset is being amortized using a double-declining method of amortization as such method better represents the economic benefits to be obtained. In accordance with authoritative guidance, the IPR&D is accounted for as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. IPR&D is tested for impairment during the period it is considered an indefinite lived asset. IPR&D related projects are expected to be completed in two to three years. As of March 31, 2017 , none of the IPR&D projects have been completed, and they have progressed as previously estimated. Ateb Acquisition Customer relationships represent the fair value of the underlying relationships and agreements with Ateb’s customers expected to result in future sales, acquired developed technology represents the fair value of Ateb intellectual property incorporated in their products, non-compete intangible asset represents the fair value of non-compete agreements with former key members of Ateb's management, and trade name represents the fair value of brand and name recognition associated with the marketing of Ateb’s products and services. The fair value of Ateb trade names and acquired developed technology was determined based on an income approach using the relief-from-royalty method at the royalty rates of 0.5% and 5% to 6% , respectively. The fair value of customer relationships, and non-compete intangible assets were determined based on an income approach using the discounted cash flow method, both using a 15% discount rate. The intangible assets for non-compete agreements and trade name are being amortized over their estimated useful lives using the straight line method of amortization. The intangible assets for customer relationship and developed technology are being amortized using a double-declining method of amortization as such method better represents the economic benefits to be obtained. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing net loss for the period by the weighted-average number of shares outstanding during the period, less shares repurchased. In periods of net loss, all potential common shares are anti-dilutive, so diluted net loss per share equals the basic net loss per share. In periods of net income, diluted net income per share is computed by dividing net income for the period by the basic weighted-average number of shares plus any dilutive potential common stock outstanding during the period. Potential common stock includes the effect of outstanding dilutive stock options, restricted stock awards and restricted stock units computed using the treasury stock method. Any anti-dilutive weighted-average dilutive shares related to stock award plans are excluded from the computation of the diluted net income per share. The calculation of basic and diluted net loss per share for the three months ended March 31, 2017 and March 31, 2016 is as follows: Three months ended March 31, 2017 2016 (In thousands, except per share data) Net loss $ (10,754 ) $ (378 ) Weighted-average shares outstanding — basic 36,840 35,740 Effect of dilutive securities from stock award plans — — Weighted-average shares outstanding — diluted 36,840 35,740 Net loss per share - basic and diluted $ (0.29 ) $ (0.01 ) Anti-dilutive weighted-average shares related to stock award plans 4,236 2,045 |
Cash and Cash Equivalents and F
Cash and Cash Equivalents and Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Cash and Cash Equivalents and Fair Value of Financial Instruments | Cash and Cash Equivalents and Fair Value of Financial Instruments Cash and cash equivalents of $46.3 million and $54.5 million as of March 31, 2017 and December 31, 2016 , respectively, consisted of demand deposits only. Fair value hierarchy The Company measures its financial instruments at fair value. The Company’s cash equivalents are classified within Level 1 of the fair value hierarchy as they are valued primarily using quoted market prices utilizing market observable inputs. The Company's foreign currency contracts are classified within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments. In accordance with the 2015 Avantec share purchase agreement, the Company agreed to make potential earn-out payments based on the achievement of bookings targets. Actual payments earned and paid were $3.0 million during the year ended 2016. We had $2.4 million of potential earn-out payments accrued as of March 31, 2017 . T he contingent consideration is at fair value and not subject to future accretion. The Company's contingent consideration liability is classified within Level 3, as valuation inputs which include the achievement of booking targets and the discount rate were unobservable in the market and significant to the instrument’s valuation. The following table represents the fair value hierarchy of the Company’s financial assets and financial liabilities measured at fair value as of March 31, 2017 : Level 1 Level 2 Level 3 Total (In thousands) Interest rate swap contracts $ — $ 1,427 $ — $ 1,427 Total financial assets $ — $ 1,427 $ — $ 1,427 Contingent consideration liability $ — $ — $ 2,400 $ 2,400 Total financial liabilities $ — $ — $ 2,400 $ 2,400 There have been no transfers between fair value measurement levels during the three months ended March 31, 2017 and March 31, 2016 . The following table represents the fair value hierarchy of the Company’s financial assets and financial liabilities measured at fair value as of December 31, 2016 : Level 1 Level 2 Level 3 Total (In thousands) Interest rate swap contracts $ — $ 1,245 $ — $ 1,245 Total financial assets $ — $ 1,245 $ — $ 1,245 Contingent consideration liability $ — $ — $ 2,400 $ 2,400 Total financial liabilities $ — $ — $ 2,400 $ 2,400 Net investment in sales-type leases. The carrying amount of the Company's sales-type lease receivables is a reasonable estimate of fair value, as the unearned interest income is immaterial. Interest Rate Swap Contracts The Company uses interest rate swap agreements to protect the Company against adverse fluctuations in interest rates by reducing its exposure to variability in cash flows relating to interest payments on a portion of its outstanding debt. The Company's interest rate swaps, which are designated as cash flow hedges, involve the receipt of variable amounts from counterparties in exchange for the Company making fixed-rate payments over the life of the agreements. The Company does not hold or issue any derivative financial instruments for speculative trading purposes. During 2016, the Company entered into an interest rate swap agreement with a combined notional amount of $100.0 million with one counter-party that became effective on June 30, 2016 and is maturing on April 30, 2019. The swap agreement requires the Company to pay a fixed rate of 0.8% and provides that the Company will receive a variable rate based on the one month LIBOR rate subject to a LIBOR floor of 0.0% . Amounts payable by or due to the Company will be net settled with the respective counter-party on the last business day of each month, commencing July 31, 2016. The fair value of the interest rate swap agreements at March 31, 2017 and December 31, 2016 was $1.4 million and $1.2 million , respectively. There were no amounts reclassified into current earnings due to ineffectiveness during the periods presented. |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Balance sheet details as of March 31, 2017 and December 31, 2016 are presented in the tables below: March 31, December 31, (In thousands) Inventories: Raw materials $ 16,698 $ 14,322 Work in process 8,114 7,800 Finished goods 51,418 47,175 Total inventories $ 76,230 $ 69,297 Prepaid expense Prepaid commissions $ 12,385 $ 13,176 Other prepaid expenses 15,390 15,470 Total prepaid expense $ 27,775 $ 28,646 March 31, December 31, Property and equipment: Equipment $ 66,578 $ 64,384 Furniture and fixtures 6,614 6,517 Leasehold improvements 9,791 9,778 Software 35,915 35,607 Construction in progress 7,625 7,211 Property and equipment, gross 126,523 123,497 Accumulated depreciation and amortization (85,527 ) (81,486 ) Total property and equipment, net $ 40,996 $ 42,011 Other long term assets: Capitalized software, net $ 35,391 $ 33,233 Other assets 1,856 1,818 Total other long term assets, net $ 37,247 $ 35,051 Accrued liabilities: Advance payments from customers $ 7,971 $ 7,030 Rebates and lease buyouts 3,905 4,025 Group purchasing organization fees 3,549 3,737 Taxes payable 3,845 4,003 Other accrued liabilities 12,136 12,400 Total accrued liabilities $ 31,406 $ 31,195 The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the three months ended March 31, 2017 and 2016 : Foreign currency translation adjustments Unrealized gain (loss) on interest rate swap hedges Total (In thousands) December 31, 2016 $ (10,764 ) $ 1,245 $ (9,519 ) Other comprehensive income (loss) before reclassifications 923 176 1,099 Amounts reclassified from other comprehensive income (loss), net of tax — 6 6 Net current-period other comprehensive income (loss), net of tax 923 182 1,105 March 31, 2017 $ (9,841 ) $ 1,427 $ (8,414 ) Foreign currency translation adjustments Unrealized gain (loss) on interest rate swap hedges Total (In thousands) December 31, 2015 $ (2,730 ) $ — $ (2,730 ) Other comprehensive income (loss) before reclassifications (327 ) — (327 ) Amounts reclassified from other comprehensive income (loss), net of tax — — — Net current-period other comprehensive income (loss), net of tax (327 ) — (327 ) March 31, 2016 $ (3,057 ) $ — $ (3,057 ) |
Net Investment in Sales-Type Le
Net Investment in Sales-Type Leases | 3 Months Ended |
Mar. 31, 2017 | |
Leases [Abstract] | |
Net Investment in Sales-Type Leases | Net Investment in Sales-Type Leases On a recurring basis, we enter into sales-type lease transactions which vary in length from one to five years. The receivables as a result of these types of transactions are collateralized by the underlying equipment leased and consist of the following components at March 31, 2017 and December 31, 2016 : March 31, December 31, (In thousands) Net minimum lease payments to be received $ 32,214 $ 33,591 Less: Unearned interest income portion (2,506 ) (2,763 ) Net investment in sales-type leases 29,708 30,828 Less: Short-term portion (1) (10,534 ) (10,243 ) Long-term net investment in sales-type leases $ 19,174 $ 20,585 (1) The short-term portion of the net investments in sales-type leases is included in other current assets in the Condensed Consolidated Balance Sheets. The Company evaluates its sales-type leases individually and collectively for impairment. The allowance for credit losses were $0.2 million and $0.3 million as of March 31, 2017 and of December 31, 2016 , respectively. At March 31, 2017 , the future minimum lease payments under sales-type leases are as follows: March 31, (In thousands) Remaining nine months of 2017 $ 9,397 2018 7,988 2019 6,264 2020 4,139 2021 2,304 Thereafter 2,122 Total $ 32,214 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table represents changes in the carrying amount of goodwill: Automation and Analytics Medication Adherence Total (In thousands) Net balance as of December 31, 2016 $ 215,082 $ 112,642 $ 327,724 Foreign currency exchange rate fluctuations 342 150 492 Net balance as of March 31, 2017 $ 215,424 $ 112,792 $ 328,216 Intangible assets, net The carrying amounts of intangibles assets as of March 31, 2017 and December 31, 2016 are as follows: March 31, 2017 Gross carrying amount Accumulated amortization Foreign currency exchange rate fluctuations Net carrying amount Useful life (years) (In thousands, except for years) Customer relationships $ 132,579 $ (23,974 ) $ 143 $ 108,748 1 - 30 Acquired technology 73,409 (15,264 ) 28 58,173 3 - 20 Backlog 20,533 (14,875 ) — 5,658 1 - 3 Trade names 8,607 (4,063 ) 5 4,549 1 - 12 Patents 3,214 (1,273 ) 41 1,982 2 - 20 Non-compete agreements 1,900 (783 ) — 1,117 3 In-process technology 3,900 — — 3,900 — Total intangibles assets, net $ 244,142 $ (60,232 ) $ 217 $ 184,127 December 31, 2016 Gross carrying amount Accumulated amortization Foreign currency exchange rate fluctuations Net carrying amount Useful life (years) (In thousands, except for years) Customer relationships $ 133,358 $ (20,930 ) $ (596 ) $ 111,832 1 - 30 Acquired technology 73,599 (13,287 ) (159 ) 60,153 3 - 20 Backlog 20,550 (14,083 ) — 6,467 1 - 3 Trade names 8,667 (3,887 ) (31 ) 4,749 1 - 12 Patents 3,154 (1,264 ) — 1,890 2 - 20 Non-compete agreements 1,900 (608 ) — 1,292 3 In-process technology 3,900 — — 3,900 — Total intangibles assets, net $ 245,128 $ (54,059 ) $ (786 ) $ 190,283 Amortization expense of intangible assets was $6.5 million and $9.2 million for the three months ended March 31, 2017 and 2016 , respectively. The estimated future amortization expenses for amortizable intangible assets are as follows: March 31, 2017 (In thousands) Remaining nine months of 2017 $ 18,591 2018 22,779 2019 17,354 2020 16,215 2021 14,861 Thereafter (excluding IPR&D) 90,427 Total $ 180,227 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt On January 5, 2016 , the Company entered into a $400 million senior secured credit facility pursuant to a credit agreement, by and among the Company, the lenders from time to time party thereto, Wells Fargo Securities, LLC, as Sole Lead Arranger and Wells Fargo Bank, National Association, as administrative agent (the “Credit Agreement”). The Credit Agreement provides for (a) a five -year revolving credit facility of $200 million (the “Revolving Credit Facility”) and (b) a five -year $200 million term loan facility (the “Term Loan Facility” and together with the Revolving Credit Facility, the “Facilities”). In addition, the Credit Agreement includes a letter of credit sub-limit of up to $10 million and a swing line loan sub-limit of up to $10 million . The Credit Agreement expires on January 5, 2021, upon which date all remaining outstanding borrowings are due and payable. Loans under the Facilities bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR Rate, plus an applicable margin ranging from 1.50% to 2.25% per annum based on the Company’s Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement), or (b) an alternate base rate equal to the highest of (i) the prime rate, (ii) the federal funds rate plus 0.50% , and (iii) LIBOR for an interest period of one month, plus an applicable margin ranging from 0.50% to 1.25% per annum based on the Company’s Consolidated Total Net Leverage Ratio (as defined in the 2016 Credit Agreement). Undrawn commitments under the Revolving Credit Facility will be subject to a commitment fee ranging from 0.20% to 0.35% per annum based on the Company’s Consolidated Total Net Leverage Ratio on the average daily unused portion of the Revolving Credit Facility. A letter of credit participation fee ranging from 1.50% to 2.25% per annum based on the Company’s Consolidated Total Net Leverage Ratio will accrue on the average daily amount of letter of credit exposure. The Company is permitted to make voluntary prepayments at any time without payment of a premium or penalty, except for any amounts relating to the LIBOR breakage indemnity described in the Credit Agreement. The Company is required to make mandatory prepayments under the Term Loan Facility with (a) net cash proceeds from any issuances of debt (other than certain permitted debt) and (b) net cash proceeds from certain asset dispositions (other than certain asset dispositions) and insurance and condemnation events (subject to reinvestment rights and certain other exceptions). Loans under the Term Loan Facility will amortize in quarterly installments, equal to 5% per annum of the original principal amount thereof during the first two years, which shall increase to 10% per annum during the third and fourth years, and 15% per annum during the fifth year, with the remaining balance payable on January 5, 2021. The Company is required to make mandatory prepayments under the Revolving Credit Facility if at any time the aggregate outstanding principal amount of loans together with the total amount of outstanding letters of credit exceeds the aggregate commitments, with such mandatory prepayment to be equal to the amount of such excess. The Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants applicable to the Company and its subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, dividends and other distributions. The Credit Agreement contains financial covenants that require the Company and its subsidiaries to not exceed a maximum consolidated total leverage ratio and maintain a minimum fixed charge coverage ratio. The Company’s obligations under the Credit Agreement and any swap obligations and banking services obligations owing to a lender (or an affiliate of a lender) are guaranteed by certain of its domestic subsidiaries and secured by substantially all of its and the subsidiary guarantors’ assets. In connection with entering into the Credit Agreement, and as a condition precedent to borrowing loans thereunder, the Company and certain of the Company’s other direct and indirect subsidiaries have entered into certain ancillary agreements, including, but not limited to, a collateral agreement and subsidiary guaranty agreement. On January 5, 2016, the Company borrowed the full $200.0 million under the Term Loan Facility and $55.0 million under the Revolving Credit Facility to complete the Aesynt acquisition and pay related fees and expenses. On December 2, 2016, the Company borrowed an additional $40.0 million under the Revolver Credit Facility to complete the Ateb acquisition and pay related fees and expenses. As of March 31, 2017 the Company has repaid $74.5 million borrowed under these Facilities, which includes $40.0 million repaid during the three months ended March 31, 2017. On April 11, 2017, the parties entered into the First Amendment to Credit Agreement and Collateral Agreement. Under this amendment, (i) the maximum capital expenditures limit in any fiscal year for property, plant and equipment and software development increased from $35.0 million to $45.0 million , and (ii) the maximum limit for non-permitted investments increased from $10.0 million to $20.0 million . In connection with these Facilities, the Company incurred $7.9 million of debt issuance costs. The debt issuance costs were capitalized and presented as a direct deduction from the carrying amount of that debt liability in accordance with the accounting guidance. The debt issuance costs are being amortized to interest expense using the straight line method from issuance date through 2021. Interest expense (exclusive of fees and issuance cost amortization) was approximately $1.5 million for the three months ended March 31, 2017 and 2016 . The Company was in full compliance with all covenants as of March 31, 2017 and December 31, 2016 . The components of the Company’s debt obligations for the three months ended March 31, 2017 are as follows: December 31, 2016 Borrowings Repayment / Amortization March 31, 2017 (In thousands) Term loan facility $ 192,500 $ — $ (2,500 ) $ 190,000 Revolving credit facility 68,000 — (37,500 ) 30,500 Total debt under the facilities 260,500 — (40,000 ) 220,500 Less: Deferred issuance cost (6,359 ) — 397 (5,962 ) Total Debt, net of deferred issuance cost $ 254,141 $ — $ (39,603 ) $ 214,538 Long term debt, current portion, net of deferred issuance cost 8,410 8,410 Long term debt, net of deferred issuance cost $ 245,731 $ 206,128 As of March 31, 2017 , the carrying amount, net of deferred issuance cost, of $214.5 million approximates the comparable fair value of $217.8 million . The Company's debt facilities are classified as a Level 3 in the fair value hierarchy. The calculation of the fair value is based on a discounted cash flow model using observable market inputs and taking into consideration variables such as interest rate changes, comparable instruments, and long-term credit ratings. |
Deferred revenue
Deferred revenue | 3 Months Ended |
Mar. 31, 2017 | |
Revenue Recognition [Abstract] | |
Deferred revenue | Deferred revenue Short-term deferred revenue includes deferred revenue from product sales and service contracts, net of deferred cost of sales of $16.4 million and $14.2 million as of March 31, 2017 and December 31, 2016 , respectively. The short-term deferred revenues from product sales relate to the delivered and invoiced products, pending installation and acceptance, expected to occur within the next twelve months. Long-term deferred revenue includes deferred revenue from service contracts of $16.0 million and $17.1 million , as of March 31, 2017 and December 31, 2016 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease commitments The Company leases office space and office equipment under operating leases. Commitments under operating leases primarily relate to leasehold property and office equipment. At March 31, 2017 , the minimum future payments on non-cancelable operating leases were as follows: (In thousands) Remaining nine months of 2017 $ 8,522 2018 11,389 2019 11,318 2020 7,375 2021 6,708 Thereafter 10,342 Total minimum future lease payments $ 55,654 Purchase obligations In the ordinary course of business, the Company issues purchase orders based on its current manufacturing needs. At March 31, 2017 , the Company had non-cancelable purchase commitments of $55.6 million , which are expected to be paid within the next twelve months. Legal Proceedings The Company is currently involved in various legal proceedings. As required under ASC 450, Contingencies , the Company accrues for contingencies when it believes that a loss is probable and that it can reasonably estimate the amount of any such loss. The Company has not recorded any accrual for contingent liabilities associated with any current legal proceedings based on its belief that any potential loss, while reasonably possible, is not probable. Further, any possible range of loss in these matters cannot be reasonably estimated at this time. The Company believes that it has valid defenses with respect to legal proceedings pending against it. However, litigation is inherently unpredictable, and it is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of this contingency or because of the diversion of management's attention and the creation of significant expenses. The Company is not a party to any legal proceedings that management believes may have a material impact on the Company's financial position or results of operations. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company provides for income taxes for each interim period based on the estimated annual effective tax rate for the year, adjusting for discrete items in the quarter in which they arise. The annual effective tax rate before discrete items was 39.1% and 37.0% for the three months ended March 31, 2017 and 2016 , respectively. The 2017 annual effective tax rate differed from the statutory rate of 35% primarily due to the unfavorable impact of state income taxes, foreign rate differential, and non-deductible equity charges, which were partially offset by the domestic production activities deduction and the Federal Research & Development credit. Additionally, the Company adopted ASU 2019-16 effective January 1, 2017, as described in Note 1. The 2016 annual effective tax rate differed from the statutory rate of 35% primarily due to the favorable impact of the IRS settlement and release of tax reserves, the domestic production activities deduction, and a calculated benefit in state income taxes, offset by unfavorable items such as non-deductible transaction costs related to the Aesynt transaction, and non-deductible equity charges under ASC 740-718. As of March 31, 2017 and December 31, 2016 , the Company had gross unrecognized tax benefits of $6.9 million and $6.5 million , respectively. It is the Company’s policy to classify accrued interest and penalties as part of the unrecognized tax benefits, but to record interest and penalties in operating expense. As of March 31, 2017 and December 31, 2016 , the amount of accrued interest and penalties was $1.0 million and $0.7 million , respectively. As of March 31, 2017 , calendar years 2011 and thereafter are open and subject to potential examination in one or more jurisdictions. However, our research credit carryforwards that may be used in future years are subject to adjustment, if and when utilized. As such our federal and California tax years remain open from 2015 and 1992, respectively. During fiscal 2016, the Internal Revenue Service and the Company settled all outstanding items related to the audit of the Company's federal income tax returns for the fiscal years ended December 31, 2014. Although the Company believes it has adequately provided for uncertain tax positions, the provisions on these positions may change as revised estimates are made or the underlying matters are settled or otherwise resolved. It is not possible at this time to reasonably estimate changes in the unrecognized tax benefits within the next twelve months. |
Employee Benefits and Share-Bas
Employee Benefits and Share-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employee Benefits and Share-Based Compensation | Employee Benefits and Share-Based Compensation Stock based plans For a detailed explanation of the Company's stock plans and subsequent changes, please refer to Note 11, Employee Benefits and Stock-Based Compensation, of its Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC on February 28, 2017. Share-based compensation expense The following table sets forth the total share-based compensation expense recognized in the Company's Condensed Consolidated Statements of Operations: Three months ended March 31, 2017 March 31, 2016 (In thousands) Cost of product and service revenues $ 982 $ 549 Research and development 897 641 Selling, general and administrative 3,632 2,701 Total share-based compensation expense $ 5,511 $ 3,891 The following weighted average assumptions are used to value stock options and Employee Stock Purchase Plan ("ESPP") shares issued pursuant to the Company's equity incentive plans for the three months ended March 31, 2017 and 2016 : Three months ended March 31, 2017 March 31, 2016 Stock Option Plans Expected life, years 4.67 4.92 Expected volatility, % 31.1 % 32.6 % Risk free interest rate, % 1.89 % 1.40 % Estimated forfeiture rate % 7.7 % 8.6 % Dividend yield, % — % — % Three months ended March 31, 2017 March 31, 2016 Employee Stock Purchase Plan Expected life, years 0.5-2.0 0.5-2.0 Expected volatility, % 25.8-32.8% 25.8-34.8% Risk free interest rate, % 0.52-1.31% 0.26-0.79% Dividend yield, % — % — % Stock options activity The following table summarizes the share option activity under the Company’s equity incentive plans during the three months ended March 31, 2017 : Number of Shares Weighted-Average Exercise Price Weighted-Average Remaining Years Aggregate Intrinsic Value (In thousands, except per share data) Stock Options Outstanding at December 31, 2016 3,214 $ 26.06 7.3 $ 26,331 Granted 363 36.67 Exercised (188 ) 22.86 Expired (1 ) 32.59 Forfeited (38 ) 31.72 Outstanding at March 31, 2017 3,350 $ 27.33 7.4 $ 44,631 Exercisable at March 31, 2017 1,493 $ 20.88 5.5 $ 29,519 Vested and expected to vest at March 31, 2017 and thereafter 3,168 $ 26.96 7.3 $ 43,388 The weighted-average fair value per share of options granted during the three months ended March 31, 2017 and 2016 was $10.86 and $8.51 , respectively. The intrinsic value of options exercised during the three months ended March 31, 2017 and 2016 was $2.9 million and $0.7 million , respectively. As of March 31, 2017 , total unrecognized compensation cost related to unvested stock options was $15.4 million , which is expected to be recognized over a weighted-average vesting period of 3.0 years. Restricted stock activity The following table summarizes the restricted stock activity under the Company’s equity incentive plans during the three months ended March 31, 2017 : Number of Shares Weighted-Average Grant Date Fair Value Weighted-Average Remaining Years Aggregate Intrinsic Value (In thousands, except per share data) Restricted Stock Units ("RSUs") Outstanding at December 31, 2016 505 $ 31.42 1.6 $ 17,135 Granted 74 36.57 Vested (43 ) 28.12 Forfeited (9 ) 31.97 Outstanding and unvested at March 31, 2017 527 $ 32.39 1.5 $ 21,418 The weighted-average grant date fair value per share of RSUs granted during the three months ended March 31, 2017 and March 31, 2016 was $36.57 and $27.77 , respectively. As of March 31, 2017 , total unrecognized compensation expense related to RSUs was $14.0 million , which is expected to be recognized over the remaining weighted-average vesting period of 2.7 years. Number of Shares Weighted-Average Grant Date Fair Value (In thousands, except per share data) Restricted Stock Awards ("RSAs") Outstanding at December 31, 2016 30 $ 31.57 Granted — Vested — Forfeited — Outstanding and unvested at March 31, 2017 30 $ 31.57 As of March 31, 2017 , total unrecognized compensation cost related to RSAs was $0.1 million , which is expected to be recognized over the remaining weighted-average vesting period of 0.16 years . Performance-based restricted stock unit activity The following table summarizes the performance-based restricted stock activity under the Company’s equity incentive plans during the three months ended March 31, 2017 : Number of Shares Weighted-Average Grant Date Fair Value Per Unit (In thousands, except per share data) Performance-based Restricted Stock Units ("PSUs") Outstanding at December 31, 2016 184 $ 24.89 Granted 126 32.37 Vested (31 ) 24.66 Forfeited — — Outstanding and unvested at March 31, 2017 279 $ 28.29 The weighted-average grant date fair value per share of PSUs granted during the three months ended March 31, 2017 and 2016 was $32.37 and $24.66 , respectively. As of March 31, 2017 , total unrecognized compensation cost related to PSUs was $4.3 million , which is expected to be recognized over the remaining weighted-average period of 1.6 years. Employee Stock Purchase Plan activity For the three months ending March 31, 2017 and 2016, purchases under the ESPP were approximately 259,000 and 198,000 shares at weighted average prices of $25.51 and $22.74 , respectively. As of March 31, 2017 , the unrecognized compensation cost related to the shares to be purchased under the ESPP was approximately $2.9 million and is expected to be recognized over a weighted-average period of 1.1 years . Summary of shares reserved for future issuance under equity incentive plans The Company had the following ordinary shares reserved for future issuance under its equity incentive plans as of March 31, 2017 Number of Shares (In thousands) Share options outstanding 3,350 Non-vested restricted share awards 836 Shares authorized for future issuance 2,411 ESPP shares available for future issuance 2,572 Total shares reserved for future issuance 9,169 Stock Repurchase Program On August 2, 2016, the Company's Board of Directors (the "Board") authorized a stock repurchase program providing for the repurchase of up to $50.0 million of the Company’s common stock (the “2016 Repurchase Program”). The 2016 Repurchase Program is in addition to the stock repurchase program approved by the Board on November 4, 2014 (the “2014 Repurchase Program”). As of March 31, 2017 , the maximum dollar value of shares that may yet be purchased under the two repurchase programs was $54.9 million . The stock repurchase program does not obligate the Company to repurchase any specific number of shares, and the Company may terminate or suspend the repurchase program at any time. During the three and three months period ended March 31, 2017 and 2016 , the Company did not repurchase any of its outstanding common stock. |
Segment and Geographical Inform
Segment and Geographical Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment and Geographical Information | Segment and Geographical Information The Company's Chief Operating Decision Maker ("CODM") is its Chief Executive Officer. The CODM allocates resources and evaluates the performance of the Company's segments using information about its revenues, gross profit, and income from operations. Such evaluation excludes general corporate-level costs that are not specific to either of the reportable segments and are managed separately at the corporate level. Corporate-level costs include expenses related to executive management, finance and accounting, human resources, legal, training and development, and certain administrative expenses. The two operating segments, which are the same as the Company's two reportable segments, are as follows: Automation and Analytics The Automation and Analytics segment is organized around the design, manufacturing, selling and servicing of medication and supply dispensing systems, pharmacy inventory management systems, and related software. The Automation and Analytics products are designed to enable the Company's customers to enhance and improve the effectiveness of the medication-use process, the efficiency of the medical-surgical supply chain, overall patient care and clinical and financial outcomes of medical facilities. Through modular configuration and upgrades, the Company's systems can be tailored to specific customer needs. Medication Adherence The Medication Adherence segment includes primarily the manufacturing and selling of consumable medication blister cards, packaging equipment and ancillary products and services. These products are used to manage medication administration outside of the hospital setting and include medication adherence products, which consist of proprietary medication packaging systems and related products for use by institutional pharmacies servicing long-term care, and correctional facilities or retail pharmacies serving patients in their local communities. The following table summarizes the financial performance of the Company's reportable segments, including a reconciliation of income from segment operations to income from total operations: Three months ended March 31, 2017 March 31, 2016 Automation and Analytics Medication Adherence Total Automation and Analytics Medication Adherence Total (In thousands) Revenues $ 124,171 $ 26,383 $ 150,554 $ 148,945 $ 22,059 $ 171,004 Cost of revenues 68,761 17,601 86,362 77,207 13,852 91,059 Gross profit 55,410 8,782 64,192 71,738 8,207 79,945 Operating expenses 50,747 11,196 61,943 52,205 5,611 57,816 Income (loss) from segment operations $ 4,663 $ (2,414 ) $ 2,249 $ 19,533 $ 2,596 $ 22,129 Corporate costs 19,485 20,277 Income (loss) from operations $ (17,236 ) $ 1,852 Significant customers There were no customers that accounted for more than 10% of our total revenues for the three months ended March 31, 2017 and 2016 . Also, there were no customers that accounted for more than 10% of our accounts receivable as of March 31, 2017 and December 31, 2016 . Geographical Information Revenues Three months ended March 31, March 31, (In thousands) United States $ 132,280 $ 143,493 Rest of world (1) 18,274 27,511 Total revenues $ 150,554 $ 171,004 _________________________________________________ (1) No individual country represented more than 10% of the respective totals. Property and equipment, net March 31, December 31, (In thousands) United States $ 35,471 $ 36,497 Rest of world (1) 5,525 5,514 Total property and equipment, net $ 40,996 $ 42,011 _________________________________________________ (1) No individual country represented more than 10% of the respective totals. Property and equipment, net is attributed to the geographic location in which it is located. |
Restructuring Expenses
Restructuring Expenses | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Expenses | Restructuring Expenses On February 15, 2017, the Company announced its plan to reduce its workforce by approximately 100 full-time employees and close the Company’s Nashville, Tennessee and Slovenia facilities. The plan is expected to be completed in fiscal year 2017. The estimated total cost for the plan is $6.5 million , which includes estimated employee severance cost of approximately $3.9 million , and facility-related cost of approximately $2.6 million . During the three months ended March 31, 2017 , the Company accrued $ 3.8 million of expenses, primarily for employee severance and related expenses, and paid out $2.1 million . The remaining unpaid balance of $1.7 million accrued expenses is presented as a component of accrued compensation in the Condensed Consolidated Balance Sheet. There were no facility-related costs incurred during the three months ended March 31, 2017 . The following table summarizes the restructuring expense recorded in each reportable segment and income statement classification for the three months ended March 31, 2017 . There were no restructuring-related expenses recorded during the three months ended March 31, 2016 . Automation and Analytics Medication Adherence Corporate Total (in thousands) Cost of revenue $ 1,266 $ 431 $ — $ 1,697 Research and development 1,006 62 — 1,068 Selling, general and administrative 480 103 417 1,000 Total $ 2,752 $ 596 $ 417 $ 3,765 |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On April 19, 2017, the Company announced the acquisition of Dixie Drawl, LLC d/b/a InPharmics ("InPharmics"), a Mississippi-based technology and services company that provides advanced pharmacy informatics solutions to hospital pharmacies, in an all-cash transaction for $5.3 million . The acquisition will expand the capabilities of Omnicell's Performance Center™. The Company is in the process of evaluating the business combination accounting considerations, including the consideration transferred and the initial purchase price allocation. |
Organization and Summary of S22
Organization and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited Condensed Consolidated Financial Statements reflect, in the opinion of management, all adjustments, consisting of normal recurring adjustments and accruals, necessary to present fairly the financial position of the Company as of March 31, 2017 and December 31, 2016 , the results of its operations, comprehensive income (loss) and cash flows for the three months ended March 31, 2017 and March 31, 2016 . Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and accompanying Notes included in the Company's annual report on Form 10-K for the year ended December 31, 2016 filed with the SEC on February 28, 2017. The Company's results of operations, comprehensive income (loss) and cash flows for the three months ended March 31, 2017 are not necessarily indicative of results that may be expected for the year ending December 31, 2017 , or for any future period. |
Principles of consolidation | Principles of consolidation The Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Reclassification | Certain prior year amounts have been reclassified to conform to the 2017 presentation. These reclassifications include: (i) provision for excess and obsolete inventories, and (ii) provision for the allowance for doubtful accounts have been reclassified/combined with inventories and accounts receivable within net cash provided by operating activities in the Consolidated Statements of Cash Flows. These changes are not material and do not impact previously disclosed net cash provided by operating activities, net cash used in investing activities, and net cash used by financing activities. |
Use of estimates | Use of estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company's Condensed Consolidated Financial Statements and accompanying Notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management's best knowledge of current events and actions that may impact the Company in the future, actual results may be different from the estimates. The Company's critical accounting policies are those that affect its financial statements materially and involve difficult, subjective or complex judgments by management. Those policies are revenue recognition, accounts receivable and notes receivable from investment in sales-type leases, inventory valuation, capitalized software development costs, valuation and impairment of goodwill, purchased intangibles and long-lived assets, share-based compensation, and accounting for income taxes. |
Segment reporting | Segment reporting The Company's Chief Operating Decision Maker ("CODM") is its Chief Executive Officer. The CODM allocates resources and evaluates the performance of the Company's segments using information about its revenues, gross profit, and income from operations. Such evaluation excludes general corporate-level costs that are not specific to either of the reportable segments and are managed separately at the corporate level. Corporate-level costs include expenses related to executive management, finance and accounting, human resources, legal, training and development, and certain administrative expenses. See Note 13, Segment and Geographical Information, for additional information on segment reporting. |
Recently adopted and issued authoritative guidance | Recently adopted authoritative guidance In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . This ASU simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The provision of ASU No. 2016-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted the standard effective January 1, 2017. The impact of adoption was the recording of excess tax benefits within income tax expense, rather than in Additional Paid in Capital of $0.8 million for the three months ended March 31, 2017 . The recording of excess tax benefits within income tax expense rather than Additional Paid in Capital resulted in a $0.02 per share improvement in the net loss to $(0.29) per share. Additionally, the Company recognized the previously unrecognized excess tax benefits using the modified retrospective transition method, which resulted in a cumulative-effect adjustment of $1.6 million to retained earnings. The previously unrecognized excess tax effects were recorded as a deferred tax asset. The Company also elected to apply the change in presentation to the statements of cash flows retrospectively and no longer classifies the excess tax benefits from employee stock plans as a reduction from operating cash flows, resulting in an increase of $0.2 million in the net cash provided by operating activities and a decrease of $0.2 million in the net cash provided by financing activities for the three months ended March 31, 2016 . Additionally, on a prospective basis, the calculation of potential common shares for the dilutive earnings per share calculation (when profitable) no longer includes excess tax benefits under the Treasury buyback method, resulting in general in higher dilutive shares. Under ASU 2016-09, the Company made a policy election to continue with forfeiture estimation for expense calculation instead of the alternative of recognition only at forfeiture. In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the accounting for goodwill impairment for all entities by requiring impairment charges to be based on the first step in today’s two-step impairment test under ASC 350, “Intangibles-Goodwill and Other.” Under the new guidance, if a reporting unit’s carrying amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The standard eliminates the current ASC 350 requirement to calculate a goodwill impairment charge using Step 2. ASU 2017-14 is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company adopted ASU 2017-04 effective January 1, 2017. The adoption of this authoritative guidance did not have impact on the Company's Condensed Consolidated Financial Statements or related disclosures for the period presented. In January 2017, the FASB issued ASU 2017-01, Business Combinations , which clarifies the definition of a business and provides a screen to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company adopted ASU 2017-01 effective January 1, 2017. The adoption of this authoritative guidance did not have impact on the Company's Condensed Consolidated Financial Statements or related disclosures for the period presented. Recently issued authoritative guidance In May 2014, the FASB issued ASU 2014-09-Revenue from Contracts with Customers, which outlines a single, comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The core principle of ASU 2014-09 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, accordingly, it is possible more judgment and estimates may be required within the revenue recognition process than is required under existing U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The FASB has recently issued several amendments to ASU 2014-09, including clarification on accounting for licenses of intellectual property and identifying performance obligations. ASU 2014-09 will be effective for the Company beginning January 1, 2018. The two permitted transition methods under ASU 2014-09 are the full retrospective method, in which case ASU 2014-09 would be applied to each prior reporting period presented and the cumulative effect of applying ASU 2014-09 would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying ASU 2014-09 would be recognized at the date of initial application. Currently, the Company is in the process of reviewing our historical contracts to quantify the impact on its consolidated financial statements. Depending on the results of the Company's review, there could be changes to the timing of revenue recognition and certain sales commission and related costs associated with obtaining and fulfilling its customer contracts. The Company will be required to capitalize and amortize incremental costs related to obtaining customer contracts, such as sales commission costs. The Company is also in the process of assessing the appropriate changes to its business processes and upgrading its systems and controls to support recognition and disclosure under ASU 2014-09. The Company otherwise expects to complete its assessment process, including selecting a transition method for adoption, in the next two quarters of 2017. There was no other recently issued and effective authoritative guidance that is expected to have a material impact on the Company's Condensed Consolidated Financial Statements through the reporting date. |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed and Weighted Average Useful Life | The following table represents the allocation of the purchase price to the assets acquired and the liabilities assumed by the Company during each acquisition, respectively, reconciled to the purchase price transferred included in the Company's Consolidated Balance Sheet: Aesynt Ateb Total (in thousands) Cash $ 8,164 $ 902 $ 9,066 Accounts receivable 43,312 7,905 51,217 Inventory 19,021 225 19,246 Other current assets 3,787 1,239 5,026 Total current assets 74,284 10,271 84,555 Property and equipment 10,389 2,447 12,836 Intangibles 123,700 12,500 136,200 Goodwill 163,599 20,832 184,431 Other non-current assets 968 1,009 1,977 Total assets 372,940 47,059 419,999 Current liabilities 26,753 2,314 29,067 Deferred revenue 25,512 2,776 28,288 Non-current deferred tax liabilities 38,622 — 38,622 Other non-current liabilities 2,431 367 2,798 Total liabilities 93,318 5,457 98,775 Total purchase price $ 279,622 $ 41,602 $ 321,224 Total purchase price, net of cash received $ 271,458 $ 40,700 $ 312,158 |
Intangible Assets Acquired as Part of Business Acquisition | The identifiable intangible assets acquired and their estimated useful lives for amortization are as follows: Aesynt Ateb Fair value Weighted Fair value Weighted (In thousands) (In years) (In thousands) (In years) Customer relationships $ 58,200 14-16 $ 8,900 12 Developed technology 38,800 8 3,400 5 Backlog 20,200 1-3 — — In-process research and development (1) 3,900 — — — Non-compete 1,800 3 100 1 Trade names 800 1 100 1 Total purchased intangible assets $ 123,700 $ 12,500 (1) The amortization of the in-process R&D assets begins when the in-process R&D projects are complete. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income Per Share | The calculation of basic and diluted net loss per share for the three months ended March 31, 2017 and March 31, 2016 is as follows: Three months ended March 31, 2017 2016 (In thousands, except per share data) Net loss $ (10,754 ) $ (378 ) Weighted-average shares outstanding — basic 36,840 35,740 Effect of dilutive securities from stock award plans — — Weighted-average shares outstanding — diluted 36,840 35,740 Net loss per share - basic and diluted $ (0.29 ) $ (0.01 ) Anti-dilutive weighted-average shares related to stock award plans 4,236 2,045 |
Cash and Cash Equivalents and25
Cash and Cash Equivalents and Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets Measured At Fair Value | The following table represents the fair value hierarchy of the Company’s financial assets and financial liabilities measured at fair value as of March 31, 2017 : Level 1 Level 2 Level 3 Total (In thousands) Interest rate swap contracts $ — $ 1,427 $ — $ 1,427 Total financial assets $ — $ 1,427 $ — $ 1,427 Contingent consideration liability $ — $ — $ 2,400 $ 2,400 Total financial liabilities $ — $ — $ 2,400 $ 2,400 There have been no transfers between fair value measurement levels during the three months ended March 31, 2017 and March 31, 2016 . The following table represents the fair value hierarchy of the Company’s financial assets and financial liabilities measured at fair value as of December 31, 2016 : Level 1 Level 2 Level 3 Total (In thousands) Interest rate swap contracts $ — $ 1,245 $ — $ 1,245 Total financial assets $ — $ 1,245 $ — $ 1,245 Contingent consideration liability $ — $ — $ 2,400 $ 2,400 Total financial liabilities $ — $ — $ 2,400 $ 2,400 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Balance Sheet | Balance sheet details as of March 31, 2017 and December 31, 2016 are presented in the tables below: March 31, December 31, (In thousands) Inventories: Raw materials $ 16,698 $ 14,322 Work in process 8,114 7,800 Finished goods 51,418 47,175 Total inventories $ 76,230 $ 69,297 Prepaid expense Prepaid commissions $ 12,385 $ 13,176 Other prepaid expenses 15,390 15,470 Total prepaid expense $ 27,775 $ 28,646 March 31, December 31, Property and equipment: Equipment $ 66,578 $ 64,384 Furniture and fixtures 6,614 6,517 Leasehold improvements 9,791 9,778 Software 35,915 35,607 Construction in progress 7,625 7,211 Property and equipment, gross 126,523 123,497 Accumulated depreciation and amortization (85,527 ) (81,486 ) Total property and equipment, net $ 40,996 $ 42,011 Other long term assets: Capitalized software, net $ 35,391 $ 33,233 Other assets 1,856 1,818 Total other long term assets, net $ 37,247 $ 35,051 Accrued liabilities: Advance payments from customers $ 7,971 $ 7,030 Rebates and lease buyouts 3,905 4,025 Group purchasing organization fees 3,549 3,737 Taxes payable 3,845 4,003 Other accrued liabilities 12,136 12,400 Total accrued liabilities $ 31,406 $ 31,195 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the three months ended March 31, 2017 and 2016 : Foreign currency translation adjustments Unrealized gain (loss) on interest rate swap hedges Total (In thousands) December 31, 2016 $ (10,764 ) $ 1,245 $ (9,519 ) Other comprehensive income (loss) before reclassifications 923 176 1,099 Amounts reclassified from other comprehensive income (loss), net of tax — 6 6 Net current-period other comprehensive income (loss), net of tax 923 182 1,105 March 31, 2017 $ (9,841 ) $ 1,427 $ (8,414 ) Foreign currency translation adjustments Unrealized gain (loss) on interest rate swap hedges Total (In thousands) December 31, 2015 $ (2,730 ) $ — $ (2,730 ) Other comprehensive income (loss) before reclassifications (327 ) — (327 ) Amounts reclassified from other comprehensive income (loss), net of tax — — — Net current-period other comprehensive income (loss), net of tax (327 ) — (327 ) March 31, 2016 $ (3,057 ) $ — $ (3,057 ) |
Net Investment in Sales-Type 27
Net Investment in Sales-Type Leases (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Leases [Abstract] | |
Schedule of Long Term Net Investment in Sale-Type Leases | The receivables as a result of these types of transactions are collateralized by the underlying equipment leased and consist of the following components at March 31, 2017 and December 31, 2016 : March 31, December 31, (In thousands) Net minimum lease payments to be received $ 32,214 $ 33,591 Less: Unearned interest income portion (2,506 ) (2,763 ) Net investment in sales-type leases 29,708 30,828 Less: Short-term portion (1) (10,534 ) (10,243 ) Long-term net investment in sales-type leases $ 19,174 $ 20,585 (1) The short-term portion of the net investments in sales-type leases is included in other current assets in the Condensed Consolidated Balance Sheets. |
Schedule of Net Sale-Type Leases Minimum Lease Receivables | At March 31, 2017 , the future minimum lease payments under sales-type leases are as follows: March 31, (In thousands) Remaining nine months of 2017 $ 9,397 2018 7,988 2019 6,264 2020 4,139 2021 2,304 Thereafter 2,122 Total $ 32,214 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Carrying Amount of Goodwill | The following table represents changes in the carrying amount of goodwill: Automation and Analytics Medication Adherence Total (In thousands) Net balance as of December 31, 2016 $ 215,082 $ 112,642 $ 327,724 Foreign currency exchange rate fluctuations 342 150 492 Net balance as of March 31, 2017 $ 215,424 $ 112,792 $ 328,216 |
Intangible Assets, Net | The carrying amounts of intangibles assets as of March 31, 2017 and December 31, 2016 are as follows: March 31, 2017 Gross carrying amount Accumulated amortization Foreign currency exchange rate fluctuations Net carrying amount Useful life (years) (In thousands, except for years) Customer relationships $ 132,579 $ (23,974 ) $ 143 $ 108,748 1 - 30 Acquired technology 73,409 (15,264 ) 28 58,173 3 - 20 Backlog 20,533 (14,875 ) — 5,658 1 - 3 Trade names 8,607 (4,063 ) 5 4,549 1 - 12 Patents 3,214 (1,273 ) 41 1,982 2 - 20 Non-compete agreements 1,900 (783 ) — 1,117 3 In-process technology 3,900 — — 3,900 — Total intangibles assets, net $ 244,142 $ (60,232 ) $ 217 $ 184,127 December 31, 2016 Gross carrying amount Accumulated amortization Foreign currency exchange rate fluctuations Net carrying amount Useful life (years) (In thousands, except for years) Customer relationships $ 133,358 $ (20,930 ) $ (596 ) $ 111,832 1 - 30 Acquired technology 73,599 (13,287 ) (159 ) 60,153 3 - 20 Backlog 20,550 (14,083 ) — 6,467 1 - 3 Trade names 8,667 (3,887 ) (31 ) 4,749 1 - 12 Patents 3,154 (1,264 ) — 1,890 2 - 20 Non-compete agreements 1,900 (608 ) — 1,292 3 In-process technology 3,900 — — 3,900 — Total intangibles assets, net $ 245,128 $ (54,059 ) $ (786 ) $ 190,283 |
Future Amortization Expense for Intangible Assets | The estimated future amortization expenses for amortizable intangible assets are as follows: March 31, 2017 (In thousands) Remaining nine months of 2017 $ 18,591 2018 22,779 2019 17,354 2020 16,215 2021 14,861 Thereafter (excluding IPR&D) 90,427 Total $ 180,227 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The components of the Company’s debt obligations for the three months ended March 31, 2017 are as follows: December 31, 2016 Borrowings Repayment / Amortization March 31, 2017 (In thousands) Term loan facility $ 192,500 $ — $ (2,500 ) $ 190,000 Revolving credit facility 68,000 — (37,500 ) 30,500 Total debt under the facilities 260,500 — (40,000 ) 220,500 Less: Deferred issuance cost (6,359 ) — 397 (5,962 ) Total Debt, net of deferred issuance cost $ 254,141 $ — $ (39,603 ) $ 214,538 Long term debt, current portion, net of deferred issuance cost 8,410 8,410 Long term debt, net of deferred issuance cost $ 245,731 $ 206,128 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum Future Payments on Non-Cancelable Operating Leases | At March 31, 2017 , the minimum future payments on non-cancelable operating leases were as follows: (In thousands) Remaining nine months of 2017 $ 8,522 2018 11,389 2019 11,318 2020 7,375 2021 6,708 Thereafter 10,342 Total minimum future lease payments $ 55,654 |
Employee Benefits and Share-B31
Employee Benefits and Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation Expense Recognized in Consolidate Statements of Income | The following table sets forth the total share-based compensation expense recognized in the Company's Condensed Consolidated Statements of Operations: Three months ended March 31, 2017 March 31, 2016 (In thousands) Cost of product and service revenues $ 982 $ 549 Research and development 897 641 Selling, general and administrative 3,632 2,701 Total share-based compensation expense $ 5,511 $ 3,891 |
Estimate of Fair Value of Share-Based Awards, Employee Stock Purchase Plan | Three months ended March 31, 2017 March 31, 2016 Employee Stock Purchase Plan Expected life, years 0.5-2.0 0.5-2.0 Expected volatility, % 25.8-32.8% 25.8-34.8% Risk free interest rate, % 0.52-1.31% 0.26-0.79% Dividend yield, % — % — % The following weighted average assumptions are used to value stock options and Employee Stock Purchase Plan ("ESPP") shares issued pursuant to the Company's equity incentive plans for the three months ended March 31, 2017 and 2016 : |
Estimate of Fair Value of Share-Based Awards, Share Options | The following weighted average assumptions are used to value stock options and Employee Stock Purchase Plan ("ESPP") shares issued pursuant to the Company's equity incentive plans for the three months ended March 31, 2017 and 2016 : Three months ended March 31, 2017 March 31, 2016 Stock Option Plans Expected life, years 4.67 4.92 Expected volatility, % 31.1 % 32.6 % Risk free interest rate, % 1.89 % 1.40 % Estimated forfeiture rate % 7.7 % 8.6 % Dividend yield, % — % — % |
Stock Option Activity under the Equity Incentive Plans | The following table summarizes the share option activity under the Company’s equity incentive plans during the three months ended March 31, 2017 : Number of Shares Weighted-Average Exercise Price Weighted-Average Remaining Years Aggregate Intrinsic Value (In thousands, except per share data) Stock Options Outstanding at December 31, 2016 3,214 $ 26.06 7.3 $ 26,331 Granted 363 36.67 Exercised (188 ) 22.86 Expired (1 ) 32.59 Forfeited (38 ) 31.72 Outstanding at March 31, 2017 3,350 $ 27.33 7.4 $ 44,631 Exercisable at March 31, 2017 1,493 $ 20.88 5.5 $ 29,519 Vested and expected to vest at March 31, 2017 and thereafter 3,168 $ 26.96 7.3 $ 43,388 |
Restricted Stock Units Activity under the Stock Option Activity under the Equity Incentive Plans | The following table summarizes the restricted stock activity under the Company’s equity incentive plans during the three months ended March 31, 2017 : Number of Shares Weighted-Average Grant Date Fair Value Weighted-Average Remaining Years Aggregate Intrinsic Value (In thousands, except per share data) Restricted Stock Units ("RSUs") Outstanding at December 31, 2016 505 $ 31.42 1.6 $ 17,135 Granted 74 36.57 Vested (43 ) 28.12 Forfeited (9 ) 31.97 Outstanding and unvested at March 31, 2017 527 $ 32.39 1.5 $ 21,418 |
Restricted Stock Units Award under the Stock Option Activity under the Equity Incentive Plans | Number of Shares Weighted-Average Grant Date Fair Value (In thousands, except per share data) Restricted Stock Awards ("RSAs") Outstanding at December 31, 2016 30 $ 31.57 Granted — Vested — Forfeited — Outstanding and unvested at March 31, 2017 30 $ 31.57 |
Performance Shares Restricted Stock Activity under the Stock Option Activity under the Equity Incentive Plans | The following table summarizes the performance-based restricted stock activity under the Company’s equity incentive plans during the three months ended March 31, 2017 : Number of Shares Weighted-Average Grant Date Fair Value Per Unit (In thousands, except per share data) Performance-based Restricted Stock Units ("PSUs") Outstanding at December 31, 2016 184 $ 24.89 Granted 126 32.37 Vested (31 ) 24.66 Forfeited — — Outstanding and unvested at March 31, 2017 279 $ 28.29 |
Shares Reserved for Future Issuance under the Stock Option Activity under the Equity Incentive Plans | The Company had the following ordinary shares reserved for future issuance under its equity incentive plans as of March 31, 2017 Number of Shares (In thousands) Share options outstanding 3,350 Non-vested restricted share awards 836 Shares authorized for future issuance 2,411 ESPP shares available for future issuance 2,572 Total shares reserved for future issuance 9,169 |
Segment and Geographical Info32
Segment and Geographical Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Financial Performance of Reporting Segments | The following table summarizes the financial performance of the Company's reportable segments, including a reconciliation of income from segment operations to income from total operations: Three months ended March 31, 2017 March 31, 2016 Automation and Analytics Medication Adherence Total Automation and Analytics Medication Adherence Total (In thousands) Revenues $ 124,171 $ 26,383 $ 150,554 $ 148,945 $ 22,059 $ 171,004 Cost of revenues 68,761 17,601 86,362 77,207 13,852 91,059 Gross profit 55,410 8,782 64,192 71,738 8,207 79,945 Operating expenses 50,747 11,196 61,943 52,205 5,611 57,816 Income (loss) from segment operations $ 4,663 $ (2,414 ) $ 2,249 $ 19,533 $ 2,596 $ 22,129 Corporate costs 19,485 20,277 Income (loss) from operations $ (17,236 ) $ 1,852 |
Revenue by Geographical Location | Revenues Three months ended March 31, March 31, (In thousands) United States $ 132,280 $ 143,493 Rest of world (1) 18,274 27,511 Total revenues $ 150,554 $ 171,004 _________________________________________________ (1) No individual country represented more than 10% of the respective totals. |
Long-lived Assets by Geographical Location | Property and equipment, net March 31, December 31, (In thousands) United States $ 35,471 $ 36,497 Rest of world (1) 5,525 5,514 Total property and equipment, net $ 40,996 $ 42,011 _________________________________________________ (1) No individual country represented more than 10% of the respective totals. |
Restructuring Expenses (Tables)
Restructuring Expenses (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Expense | The following table summarizes the restructuring expense recorded in each reportable segment and income statement classification for the three months ended March 31, 2017 . There were no restructuring-related expenses recorded during the three months ended March 31, 2016 . Automation and Analytics Medication Adherence Corporate Total (in thousands) Cost of revenue $ 1,266 $ 431 $ — $ 1,697 Research and development 1,006 62 — 1,068 Selling, general and administrative 480 103 417 1,000 Total $ 2,752 $ 596 $ 417 $ 3,765 |
Organization and Summary of S34
Organization and Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Net loss per share - basic and diluted (in dollars per share) | $ (0.29) | $ (0.01) | |
Operating activities | $ 28,182 | $ 22,007 | |
Financing activities | (30,136) | 228,826 | |
ASU 2016-09 | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Change in accounting guidance, impact on net income | $ 800 | ||
Change in accounting guidance, impact on basic earnings per share (in dollars per share) | $ 0.02 | ||
Change in accounting guidance, impact on diluted earnings per share (in dollars per share) | 0.02 | ||
Net loss per share - basic and diluted (in dollars per share) | $ (0.29) | ||
Operating activities | 200 | ||
Financing activities | $ (200) | ||
Retained Earnings | ASU 2016-09 | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Cumulative effect of new accounting principle | $ 1,600 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Dec. 08, 2016 | Jan. 05, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||
Total purchase price, net of cash received | $ 0 | $ 271,458 | |||
Goodwill | $ 328,216 | $ 327,724 | |||
Aesynt Holding, L.P., Aesynt, Ltd. | |||||
Business Acquisition [Line Items] | |||||
Total purchase price, net of cash received | $ 271,458 | ||||
Cash on hand at signing | 8,164 | ||||
Goodwill | $ 163,599 | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Minimum | |||||
Business Acquisition [Line Items] | |||||
In process research and development, expected term | 2 years | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Maximum | |||||
Business Acquisition [Line Items] | |||||
In process research and development, expected term | 3 years | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | In-process research and development (IPR&D) | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 12.50% | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Trade names | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 0.50% | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Developed technology | Minimum | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 4.00% | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Developed technology | Maximum | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 8.00% | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Customer relationships | |||||
Business Acquisition [Line Items] | |||||
Discount rate | 13.00% | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Backlog | |||||
Business Acquisition [Line Items] | |||||
Discount rate | 10.00% | ||||
Aesynt Holding, L.P., Aesynt, Ltd. | Non-compete | |||||
Business Acquisition [Line Items] | |||||
Discount rate | 13.00% | ||||
Ateb | |||||
Business Acquisition [Line Items] | |||||
Total purchase price, net of cash received | $ 40,700 | ||||
Cash on hand at signing | 902 | ||||
Goodwill | $ 20,832 | ||||
Ateb | Trade names | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 0.50% | ||||
Ateb | Developed technology | Minimum | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 5.00% | ||||
Ateb | Developed technology | Maximum | |||||
Business Acquisition [Line Items] | |||||
Royalty rate | 6.00% | ||||
Ateb | Customer relationships | |||||
Business Acquisition [Line Items] | |||||
Discount rate | 15.00% |
Business Acquisitions - Total P
Business Acquisitions - Total Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 08, 2016 | Jan. 05, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 328,216 | $ 327,724 | |||
Total purchase price, net of cash received | $ 0 | $ 271,458 | |||
Aesynt Holding, L.P., Aesynt, Ltd. | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 8,164 | ||||
Accounts receivable | 43,312 | ||||
Inventory | 19,021 | ||||
Other current assets | 3,787 | ||||
Total current assets | 74,284 | ||||
Property and equipment | 10,389 | ||||
Intangibles | 123,700 | ||||
Goodwill | 163,599 | ||||
Other non-current assets | 968 | ||||
Total assets | 372,940 | ||||
Current liabilities | 26,753 | ||||
Deferred revenue | 25,512 | ||||
Non-current deferred tax liabilities | 38,622 | ||||
Other non-current liabilities | 2,431 | ||||
Total liabilities | 93,318 | ||||
Total purchase price | 279,622 | ||||
Total purchase price, net of cash received | $ 271,458 | ||||
Ateb | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 902 | ||||
Accounts receivable | 7,905 | ||||
Inventory | 225 | ||||
Other current assets | 1,239 | ||||
Total current assets | 10,271 | ||||
Property and equipment | 2,447 | ||||
Intangibles | 12,500 | ||||
Goodwill | 20,832 | ||||
Other non-current assets | 1,009 | ||||
Total assets | 47,059 | ||||
Current liabilities | 2,314 | ||||
Deferred revenue | 2,776 | ||||
Non-current deferred tax liabilities | 0 | ||||
Other non-current liabilities | 367 | ||||
Total liabilities | 5,457 | ||||
Total purchase price | 41,602 | ||||
Total purchase price, net of cash received | $ 40,700 | ||||
2016 Acquisitions Aesynt and Ateb [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash | 9,066 | ||||
Accounts receivable | 51,217 | ||||
Inventory | 19,246 | ||||
Other current assets | 5,026 | ||||
Total current assets | 84,555 | ||||
Property and equipment | 12,836 | ||||
Intangibles | 136,200 | ||||
Goodwill | 184,431 | ||||
Other non-current assets | 1,977 | ||||
Total assets | 419,999 | ||||
Current liabilities | 29,067 | ||||
Deferred revenue | 28,288 | ||||
Non-current deferred tax liabilities | 38,622 | ||||
Other non-current liabilities | 2,798 | ||||
Total liabilities | 98,775 | ||||
Total purchase price | 321,224 | ||||
Total purchase price, net of cash received | $ 312,158 |
Business Acquisitions - Schedu
Business Acquisitions - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 08, 2016 | Jan. 05, 2016 | Mar. 31, 2017 |
Aesynt Holding, L.P., Aesynt, Ltd. | |||
Identifiable Intangible Assets | |||
Total purchased intangible assets | $ 123,700 | ||
Aesynt Holding, L.P., Aesynt, Ltd. | In-process research and development (IPR&D) | |||
Identifiable Intangible Assets | |||
Indefinite-lived Intangible Assets Acquired | 3,900 | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Customer relationships | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 58,200 | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Customer relationships | Minimum | |||
Identifiable Intangible Assets | |||
Weighted average useful life (in years) | 14 years | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Customer relationships | Maximum | |||
Identifiable Intangible Assets | |||
Weighted average useful life (in years) | 16 years | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Developed technology | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 38,800 | ||
Weighted average useful life (in years) | 8 years | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Backlog | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 20,200 | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Backlog | Minimum | |||
Identifiable Intangible Assets | |||
Weighted average useful life (in years) | 1 year | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Backlog | Maximum | |||
Identifiable Intangible Assets | |||
Weighted average useful life (in years) | 3 years | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Non-compete | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 1,800 | ||
Weighted average useful life (in years) | 3 years | ||
Aesynt Holding, L.P., Aesynt, Ltd. | Trade names | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | $ 800 | ||
Weighted average useful life (in years) | 1 year | ||
Ateb | |||
Identifiable Intangible Assets | |||
Total purchased intangible assets | $ 12,500 | ||
Ateb | Customer relationships | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 8,900 | ||
Weighted average useful life (in years) | 12 years | ||
Ateb | Developed technology | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 3,400 | ||
Weighted average useful life (in years) | 5 years | ||
Ateb | Non-compete | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | 100 | ||
Weighted average useful life (in years) | 1 year | ||
Ateb | Trade names | |||
Identifiable Intangible Assets | |||
Fair value of identifiable intangible assets purchased | $ 100 | ||
Weighted average useful life (in years) | 1 year |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (10,754) | $ (378) |
Weighted-average shares outstanding — basic (in shares) | 36,840 | 35,740 |
Effect of dilutive securities from stock award plans (in shares) | 0 | 0 |
Weighted-average shares outstanding — diluted (in shares) | 36,840 | 35,740 |
Net loss per share - basic and diluted (in dollars per share) | $ (0.29) | $ (0.01) |
Anti-dilutive weighted-average shares related to stock award plans (in shares) | 4,236 | 2,045 |
Cash and Cash Equivalents and39
Cash and Cash Equivalents and Fair Value of Financial Instruments - Schedule of Financial Assets Measured At Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Payment for contingent consideration | $ 0 | $ 3,000 | |
Interest rate swap contracts | 1,427 | $ 1,245 | |
Total financial assets | 1,427 | 1,245 | |
Total financial liabilities | 2,400 | 2,400 | |
Contingent consideration liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total financial liabilities | 2,400 | 2,400 | |
Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Interest rate swap contracts | 0 | 0 | |
Total financial assets | 0 | 0 | |
Total financial liabilities | 0 | 0 | |
Level 1 | Contingent consideration liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total financial liabilities | 0 | 0 | |
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total financial assets | 1,427 | 1,245 | |
Total financial liabilities | 0 | 0 | |
Level 2 | Contingent consideration liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total financial liabilities | 0 | 0 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Interest rate swap contracts | 0 | 0 | |
Total financial assets | 0 | 0 | |
Total financial liabilities | 2,400 | 2,400 | |
Level 3 | Contingent consideration liability | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total financial liabilities | 2,400 | 2,400 | |
Avantec Heathcare Limited | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Payment for contingent consideration | $ 3,000 | ||
Contingent consideration liability | $ 2,400 |
Cash and Cash Equivalents and40
Cash and Cash Equivalents and Fair Value of Financial Instruments - Interest Rate Swaps (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash and cash equivalents | $ 46,348,000 | $ 54,488,000 | $ 53,487,000 | $ 82,217,000 |
Fair value of interest rate swaps | 1,427,000 | 1,245,000 | ||
Amounts reclassified into current earnings | 0 | |||
Interest Rate Swap | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative, notional amount | $ 100,000,000 | |||
Derivative, fixed interest rate | 0.80% | |||
Fair value of interest rate swaps | $ 1,427,000 | $ 1,245,000 | ||
Interest Rate Swap | London Interbank Offered Rate (LIBOR) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative, basis spread on variable rate | 0.00% |
Balance Sheet Components - Bala
Balance Sheet Components - Balance Sheet Details (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Inventories: | ||
Raw materials | $ 16,698 | $ 14,322 |
Work in process | 8,114 | 7,800 |
Finished goods | 51,418 | 47,175 |
Total inventories | 76,230 | 69,297 |
Prepaid expense | ||
Prepaid commissions | 12,385 | 13,176 |
Other prepaid expenses | 15,390 | 15,470 |
Total prepaid expense | 27,775 | 28,646 |
Property and equipment: | ||
Equipment | 66,578 | 64,384 |
Furniture and fixtures | 6,614 | 6,517 |
Leasehold improvements | 9,791 | 9,778 |
Software | 35,915 | 35,607 |
Construction in progress | 7,625 | 7,211 |
Property and equipment, gross | 126,523 | 123,497 |
Accumulated depreciation and amortization | (85,527) | (81,486) |
Total property and equipment, net | 40,996 | 42,011 |
Other long term assets: | ||
Capitalized software, net | 35,391 | 33,233 |
Other assets | 1,856 | 1,818 |
Total other long term assets, net | 37,247 | 35,051 |
Accrued liabilities: | ||
Advance payments from customers | 7,971 | 7,030 |
Rebates and lease buyouts | 3,905 | 4,025 |
Group purchasing organization fees | 3,549 | 3,737 |
Taxes payable | 3,845 | 4,003 |
Other accrued liabilities | 12,136 | 12,400 |
Total accrued liabilities | $ 31,406 | $ 31,195 |
Balance Sheet Components - Accu
Balance Sheet Components - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | $ 431,607 | |
Other comprehensive income (loss) before reclassifications | 1,099 | $ (327) |
Amounts reclassified from other comprehensive income (loss), net of tax | 6 | 0 |
Net current-period other comprehensive income (loss), net of tax | 1,105 | (327) |
Balance at end of period | 438,943 | |
Foreign currency translation adjustments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (10,764) | (2,730) |
Other comprehensive income (loss) before reclassifications | 923 | (327) |
Amounts reclassified from other comprehensive income (loss), net of tax | 0 | 0 |
Net current-period other comprehensive income (loss), net of tax | 923 | (327) |
Balance at end of period | (9,841) | (3,057) |
Unrealized gain (loss) on interest rate swap hedges | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | 1,245 | 0 |
Other comprehensive income (loss) before reclassifications | 176 | 0 |
Amounts reclassified from other comprehensive income (loss), net of tax | 6 | 0 |
Net current-period other comprehensive income (loss), net of tax | 182 | 0 |
Balance at end of period | 1,427 | 0 |
AOCI Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (9,519) | (2,730) |
Balance at end of period | $ (8,414) | $ (3,057) |
Net Investment in Sales-Type 43
Net Investment in Sales-Type Leases - Long Term Net Investment in Sales Type Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Capital Leased Assets [Line Items] | ||
Net minimum lease payments to be received | $ 32,214 | $ 33,591 |
Less: Unearned interest income portion | (2,506) | (2,763) |
Net investment in sales-type leases | 29,708 | 30,828 |
Less: Short-term portion | (10,534) | (10,243) |
Long-term investment in sales-type leases, net | 19,174 | 20,585 |
Collective allowance for credit losses | $ 200 | $ 300 |
Minimum | ||
Capital Leased Assets [Line Items] | ||
Terms of sales-type leases (generally up to five years in length) | 1 year | |
Maximum | ||
Capital Leased Assets [Line Items] | ||
Terms of sales-type leases (generally up to five years in length) | 5 years |
Net Investment in Sales-Type 44
Net Investment in Sales-Type Leases - Capital Leases, Future Minimum Payments Receivable (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Leases [Abstract] | |
Remaining nine months of 2017 | $ 9,397 |
2,018 | 7,988 |
2,019 | 6,264 |
2,020 | 4,139 |
2,021 | 2,304 |
Thereafter | 2,122 |
Total | $ 32,214 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 327,724 |
Foreign currency exchange rate fluctuations | 492 |
Ending balance | 328,216 |
Automation and Analytics | |
Goodwill [Roll Forward] | |
Beginning balance | 215,082 |
Foreign currency exchange rate fluctuations | 342 |
Ending balance | 215,424 |
Medication Adherence | |
Goodwill [Roll Forward] | |
Beginning balance | 112,642 |
Foreign currency exchange rate fluctuations | 150 |
Ending balance | $ 112,792 |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | $ (60,232) | $ (54,059) |
Foreign currency exchange rate fluctuations | 217 | (786) |
Total intangibles assets, gross carrying amount | 244,142 | 245,128 |
Total intangible assets, net carrying amount | 184,127 | 190,283 |
In-process technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | 0 | 0 |
Foreign currency exchange rate fluctuations | 0 | 0 |
Indefinite-lived intangible assets | 3,900 | 3,900 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 132,579 | 133,358 |
Accumulated amortization | (23,974) | (20,930) |
Foreign currency exchange rate fluctuations | 143 | (596) |
Net carrying amount | $ 108,748 | $ 111,832 |
Customer relationships | Minimum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 1 year | 1 year |
Customer relationships | Maximum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 30 years | 30 years |
Acquired technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 73,409 | $ 73,599 |
Accumulated amortization | (15,264) | (13,287) |
Foreign currency exchange rate fluctuations | 28 | (159) |
Net carrying amount | $ 58,173 | $ 60,153 |
Acquired technology | Minimum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 3 years | 3 years |
Acquired technology | Maximum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 20 years | 20 years |
Backlog | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 20,533 | $ 20,550 |
Accumulated amortization | (14,875) | (14,083) |
Foreign currency exchange rate fluctuations | 0 | 0 |
Net carrying amount | $ 5,658 | $ 6,467 |
Backlog | Minimum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 1 year | 1 year |
Backlog | Maximum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 3 years | 3 years |
Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 8,607 | $ 8,667 |
Accumulated amortization | (4,063) | (3,887) |
Foreign currency exchange rate fluctuations | 5 | (31) |
Net carrying amount | $ 4,549 | $ 4,749 |
Trade names | Minimum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 1 year | 1 year |
Trade names | Maximum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 12 years | 12 years |
Patents | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 3,214 | $ 3,154 |
Accumulated amortization | (1,273) | (1,264) |
Foreign currency exchange rate fluctuations | 41 | 0 |
Net carrying amount | $ 1,982 | $ 1,890 |
Patents | Minimum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 2 years | 2 years |
Patents | Maximum | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 20 years | 20 years |
Non-compete agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 1,900 | $ 1,900 |
Accumulated amortization | (783) | (608) |
Foreign currency exchange rate fluctuations | 0 | 0 |
Net carrying amount | $ 1,117 | $ 1,292 |
Useful Life (Years) | 3 years | 3 years |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense of intangible assets | $ 6.5 | $ 9.2 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets - Future Amortization Expense for Intangible Assets (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remaining nine months of 2017 | $ 18,591 |
2,018 | 22,779 |
2,019 | 17,354 |
2,020 | 16,215 |
2,021 | 14,861 |
Thereafter (excluding IPR&D) | 90,427 |
Net carrying amount | $ 180,227 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Dec. 02, 2016 | Jan. 05, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Apr. 11, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||||||
Repayments of Lines of Credit | $ 40,000,000 | $ 20,000,000 | |||||
Interest expense | 1,500,000 | $ 1,500,000 | |||||
Wells Fargo Bank, National Association | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from lines of credit | 0 | ||||||
Repayments of Lines of Credit | 40,000,000 | $ 74,500,000 | |||||
Long-term debt | 214,538,000 | 214,538,000 | $ 254,141,000 | ||||
Fair value of debt | 217,800,000 | $ 217,800,000 | |||||
Wells Fargo Bank, National Association | Secured Debt | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | ||||||
Annual capital expenditure limitation per Credit Agreement | 35,000,000 | ||||||
Maximum allowed non-permitted investments per Credit Agreement | 10,000,000 | ||||||
Deferred issuance cost, gross | $ (7,900,000) | ||||||
Wells Fargo Bank, National Association | Secured Debt | Line of Credit | Credit Agreement, Interest Rate Option One | London Interbank Offered Rate (LIBOR) | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.50% | ||||||
Wells Fargo Bank, National Association | Secured Debt | Line of Credit | Credit Agreement, Interest Rate Option One | London Interbank Offered Rate (LIBOR) | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.25% | ||||||
Wells Fargo Bank, National Association | Secured Debt | Line of Credit | Credit Agreement, Interest Rate Option Two | London Interbank Offered Rate (LIBOR) | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Wells Fargo Bank, National Association | Secured Debt | Line of Credit | Credit Agreement, Interest Rate Option Two | London Interbank Offered Rate (LIBOR) | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.25% | ||||||
Wells Fargo Bank, National Association | Secured Debt | Line of Credit | Credit Agreement, Interest Rate Option Two | Federal Funds Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Wells Fargo Bank, National Association | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from lines of credit | 0 | ||||||
Repayments of Lines of Credit | 37,500,000 | ||||||
Wells Fargo Bank, National Association | Revolving Credit Facility | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | ||||||
Debt instrument, term | 5 years | ||||||
Proceeds from lines of credit | $ 40,000,000 | $ 55,000,000 | |||||
Wells Fargo Bank, National Association | Revolving Credit Facility | Line of Credit | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Unused capacity, percentage | 0.20% | ||||||
Wells Fargo Bank, National Association | Revolving Credit Facility | Line of Credit | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Unused capacity, percentage | 0.35% | ||||||
Wells Fargo Bank, National Association | Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from lines of credit | 0 | ||||||
Repayments of Lines of Credit | $ 2,500,000 | ||||||
Wells Fargo Bank, National Association | Term Loan Facility | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | ||||||
Debt instrument, term | 5 years | ||||||
Principal periodic payment, percent, years one and two | 5.00% | ||||||
Principal periodic payment, percent, years three and four | 10.00% | ||||||
Principal periodic payment, percent, year five | 15.00% | ||||||
Proceeds from lines of credit | $ 200,000,000 | ||||||
Wells Fargo Bank, National Association | Letter of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | ||||||
Wells Fargo Bank, National Association | Letter of Credit | Line of Credit | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage | 1.50% | ||||||
Wells Fargo Bank, National Association | Letter of Credit | Line of Credit | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage | 2.25% | ||||||
Wells Fargo Bank, National Association | Bridge Loan | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | ||||||
Subsequent Event | Wells Fargo Bank, National Association | Secured Debt | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Annual capital expenditure limitation per Credit Agreement | $ 45,000,000 | ||||||
Maximum allowed non-permitted investments per Credit Agreement | $ 20,000,000 |
Debt - Components of Debt (Deta
Debt - Components of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 15 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | |
Components of beginning debt balance [Abstract] | |||
Long term debt, current portion, net of deferred issuance cost at beginning of period | $ 8,410 | ||
Long term debt, net of deferred issuance cost at beginning of period | 245,731 | ||
Debt Borrowing, Repayment, Amortization during period [Abstract] | |||
Repayment of debt and revolving credit facility | (40,000) | $ (20,000) | |
Amortization of deferred issuance cost | 397 | $ 397 | |
Components of ending debt balance [Abstract] | |||
Long term debt, current portion, net of deferred issuance cost at end of period | 8,410 | $ 8,410 | |
Long term debt, net of deferred issuance cost at end of period | 206,128 | 206,128 | |
Wells Fargo Bank, National Association | |||
Components of beginning debt balance [Abstract] | |||
Debt under credit facilities at beginning of period | 260,500 | ||
Deferred issuance cost, net at beginning of period | (6,359) | ||
Total Debt, net of deferred issuance cost at beginning of period | 254,141 | ||
Long term debt, current portion, net of deferred issuance cost at beginning of period | 8,410 | ||
Long term debt, net of deferred issuance cost at beginning of period | 245,731 | ||
Debt Borrowing, Repayment, Amortization during period [Abstract] | |||
Proceeds from lines of credit | 0 | ||
Deferred issuance cost, gross | 0 | ||
Line of Credit Facility, Increase, Borrowings Net Of Financing Costs | 0 | ||
Repayment of debt and revolving credit facility | (40,000) | (74,500) | |
Amortization of deferred issuance cost | 397 | ||
Debt Instrument, Decrease, Repayments Net of Amortization | (39,603) | ||
Components of ending debt balance [Abstract] | |||
Debt under credit facilities at end of period | 220,500 | 220,500 | |
Deferred issuance cost, net at end of period | (5,962) | (5,962) | |
Total Debt, net of deferred issuance cost at end of period | 214,538 | 214,538 | |
Long term debt, current portion, net of deferred issuance cost at end of period | 8,410 | 8,410 | |
Long term debt, net of deferred issuance cost at end of period | 206,128 | 206,128 | |
Wells Fargo Bank, National Association | Term Loan Facility | |||
Components of beginning debt balance [Abstract] | |||
Debt under credit facilities at beginning of period | 192,500 | ||
Debt Borrowing, Repayment, Amortization during period [Abstract] | |||
Proceeds from lines of credit | 0 | ||
Repayment of debt and revolving credit facility | (2,500) | ||
Components of ending debt balance [Abstract] | |||
Debt under credit facilities at end of period | 190,000 | 190,000 | |
Wells Fargo Bank, National Association | Revolving Credit Facility | |||
Components of beginning debt balance [Abstract] | |||
Debt under credit facilities at beginning of period | 68,000 | ||
Debt Borrowing, Repayment, Amortization during period [Abstract] | |||
Proceeds from lines of credit | 0 | ||
Repayment of debt and revolving credit facility | (37,500) | ||
Components of ending debt balance [Abstract] | |||
Debt under credit facilities at end of period | $ 30,500 | $ 30,500 |
Deferred revenue (Details)
Deferred revenue (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Revenue Recognition [Abstract] | ||
Deferred service revenue, cost of sales, current | $ 16,400 | $ 14,200 |
Deferred service revenue, noncurrent portion | $ 15,994 | $ 17,051 |
Commitments and Contingencies52
Commitments and Contingencies (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remaining nine months of 2017 | $ 8,522 |
2,018 | 11,389 |
2,019 | 11,318 |
2,020 | 7,375 |
2,021 | 6,708 |
Thereafter | 10,342 |
Total minimum future lease payments | 55,654 |
Purchase obligation due within the next twelve months | $ 55,600 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Annual effective tax rate | 39.10% | 37.00% | |
Statutory income tax rate | 35.00% | 35.00% | |
Unrecognized tax benefits | $ 6.9 | $ 6.5 | |
Accrued interest and penalties | $ 1 | $ 0.7 |
Employee Benefits and Share-B54
Employee Benefits and Share-Based Compensation - Shared-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $ 5,511 | $ 3,891 |
Cost of product and service revenues | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | 982 | 549 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | 897 | 641 |
Selling, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $ 3,632 | $ 2,701 |
Employee Benefits and Share-B55
Employee Benefits and Share-Based Compensation - Valuation of Share Based Awards, Table (Details) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Employee Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life, years | 4 years 8 months 1 day | 4 years 10 months 31 days |
Expected volatility, % | 31.10% | 32.60% |
Risk free interest rate, % | 1.89% | 1.40% |
Estimated forfeiture rate % | 7.70% | 8.60% |
Dividend yield, % | 0.00% | 0.00% |
Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility, %, Min | 25.80% | 25.80% |
Expected volatility, %, Max | 32.80% | 34.80% |
Risk free interest rate, %, Min | 0.52% | 0.26% |
Risk free interest rate, %, Max | 1.31% | 0.79% |
Dividend yield, % | 0.00% | 0.00% |
Employee Stock Purchase Plan | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life, years | 6 months | 6 months |
Employee Stock Purchase Plan | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life, years | 2 years | 2 years |
Employee Benefits and Share-B56
Employee Benefits and Share-Based Compensation - Stock Option Activity (Details) - 2009 Plan - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Number of Shares | |||
Outstanding at beginning of period (in shares) | 3,214 | ||
Granted (in shares) | 363 | ||
Exercised (in shares) | (188) | ||
Expired (in shares) | (1) | ||
Forfeited (in shares) | (38) | ||
Outstanding at end of period (in shares) | 3,350 | 3,214 | |
Exercisable at end of period (in shares) | 1,493 | ||
Vested and expected to vest at end of period (in shares) | 3,168 | ||
Weighted Average Exercise Price | |||
Outstanding beginning balance (in dollars per share) | $ 26.06 | ||
Granted (in dollars per share) | 36.67 | ||
Exercised (in dollars per share) | 22.86 | ||
Expired (in dollars per share) | 32.59 | ||
Forfeited (in dollars per share) | 31.72 | ||
Outstanding ending balance (in dollars per share) | 27.33 | $ 26.06 | |
Exercisable at end of period (in dollars per share) | 20.88 | ||
Vested and expected to vest at end of period (in dollars per share) | $ 26.96 | ||
Weighted-average remaining years, outstanding | 7 years 5 months 12 days | 7 years 3 months 18 days | |
Weighted-average remaining years, exercisable at end of period | 5 years 5 months 27 days | ||
Weighted-average remaining years, vested and expected to vest at at end of period | 7 years 4 months 2 days | ||
Aggregate Intrinsic Value | |||
Aggregate Intrinsic Value, outstanding at end of period | $ 44,631 | $ 26,331 | |
Aggregate Intrinsic Value, exercisable at end of period | 29,519 | ||
Aggregate Intrinsic Value, vested and expected to vest at end of period | $ 43,388 | ||
Employee Stock Option | |||
Aggregate Intrinsic Value | |||
Weighted-average fair value (in dollars per share) | $ 10.86 | $ 8.51 | |
Intrinsic value of options exercised | $ 2,900 | $ 700 | |
Unrecognized compensation cost of unvested stock options | $ 15,400 | ||
Wtd avg period of compensation cost not yet recognized | 3 years 15 days |
Employee Benefits and Share-B57
Employee Benefits and Share-Based Compensation - Restricted Stock Activity (Details) - 2009 Plan - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Restricted Stock Units (RSUs) | |||
Number of Shares | |||
Outstanding at beginning of period (in shares) | 505 | ||
Granted (in shares) | 74 | ||
Vested (in shares) | (43) | ||
Forfeited (in shares) | (9) | ||
Outstanding and unvested at end of period (in shares) | 527 | 505 | |
Weighted-Average Grant Date Fair Value | |||
Outstanding and unvested (in dollars per share) | $ 31.42 | ||
Granted (in dollars per share) | 36.57 | $ 27.77 | |
Vested (in dollars per share) | 28.12 | ||
Forfeited (in dollars per share) | 31.97 | ||
Outstanding and unvested (in dollars per share) | $ 32.39 | $ 31.42 | |
Weighted-average remaining years, outstanding and unvested | 1 year 5 months 19 days | 1 year 7 months | |
Aggregate Intrinsic Value | |||
Outstanding and unvested at end of period | $ 21,418 | $ 17,135 | |
Unrecognized compensation cost | $ 14,000 | ||
Wtd avg period of compensation cost not yet recognized | 2 years 8 months 27 days | ||
Restricted Stock Awards | |||
Number of Shares | |||
Outstanding at beginning of period (in shares) | 30 | ||
Granted (in shares) | 0 | ||
Vested (in shares) | 0 | ||
Forfeited (in shares) | 0 | ||
Outstanding and unvested at end of period (in shares) | 30 | 30 | |
Weighted-Average Grant Date Fair Value | |||
Outstanding and unvested (in dollars per share) | $ 31.57 | ||
Granted (in dollars per share) | |||
Vested (in dollars per share) | |||
Forfeited (in dollars per share) | |||
Outstanding and unvested (in dollars per share) | $ 31.57 | $ 31.57 | |
Aggregate Intrinsic Value | |||
Unrecognized compensation cost | $ 100 | ||
Wtd avg period of compensation cost not yet recognized | 1 month 28 days |
Employee Benefits and Share-B58
Employee Benefits and Share-Based Compensation - Performance Based Restricted Stock Unit Activity (Details) - 2009 Plan - Performance Shares - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Number of Shares | ||
Outstanding at beginning of period (in shares) | 184 | |
Granted (in shares) | 126 | |
Vested (in shares) | (31) | |
Canceled (in shares) | 0 | |
Outstanding and unvested at end of period (in shares) | 279 | |
Weighted-Average Grant Date Fair Value Per Share | ||
Outstanding and unvested (in dollars per share) | $ 24.89 | |
Granted (in dollars per share) | 32.37 | $ 24.66 |
Vested (in dollars per share) | 24.66 | |
Canceled (in dollars per share) | 0 | |
Outstanding and unvested (in dollars per share) | $ 28.29 | |
Unrecognized compensation cost | $ 4.3 | |
Wtd avg period of compensation cost not yet recognized | 1 year 6 months 26 days |
Employee Benefits and Share-B59
Employee Benefits and Share-Based Compensation - Employee Stock Purchase Plan (ESPP) Activity (Details) - Nineteen Ninety Seven Employee Stock Purchase Plan - Employee Stock Purchase Plan - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 2.9 | |
Wtd avg period of compensation cost not yet recognized | 1 year 1 month 21 days | |
Purchases under ESPP (in shares) | 259,000 | 198,000 |
Exercised (in dollars per share) | $ 25.51 | $ 22.74 |
Employee Benefits and Share-B60
Employee Benefits and Share-Based Compensation - Summary of Shares Reserved for Future Issuance Under Equity Incentive Plans (Details) shares in Thousands | Mar. 31, 2017shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total shares reserved for future issuance | 9,169 |
Nineteen Ninety Seven Employee Stock Purchase Plan | ESPP shares available for future issuance | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total shares reserved for future issuance | 2,572 |
2009 Plan | Share options outstanding | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total shares reserved for future issuance | 3,350 |
2009 Plan | Non-vested restricted share awards | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total shares reserved for future issuance | 836 |
2009 Plan | Shares authorized for future issuance | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total shares reserved for future issuance | 2,411 |
Employee Benefits and Share-B61
Employee Benefits and Share-Based Compensation - Stock Repurchase Program (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Aug. 02, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares acquired (in shares) | 0 | 0 | |
The 2016 Repurchase Program | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock repurchase, authorized amount | $ 50,000,000 | ||
2016 and 2014 Share Repurchase Programs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock repurchase, remaining authorized repurchase amount | $ 54,900,000 |
Segment and Geographical Info62
Segment and Geographical Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)segment | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | |
Segment Reporting [Abstract] | |||
Number of segments | segment | 2 | ||
Segment Reporting Information [Line Items] | |||
Revenues | $ 150,554 | $ 171,004 | |
Cost of revenues | 86,362 | 91,059 | |
Gross profit | 64,192 | 79,945 | |
Operating expenses | 81,428 | 78,093 | |
Income (loss) from operations | (17,236) | 1,852 | |
Property and equipment, net | 40,996 | $ 42,011 | |
United States | |||
Segment Reporting Information [Line Items] | |||
Revenues | 132,280 | 143,493 | |
Property and equipment, net | 35,471 | 36,497 | |
Rest of world | |||
Segment Reporting Information [Line Items] | |||
Revenues | 18,274 | 27,511 | |
Property and equipment, net | 5,525 | $ 5,514 | |
Operating segments | |||
Segment Reporting Information [Line Items] | |||
Revenues | 150,554 | 171,004 | |
Cost of revenues | 86,362 | 91,059 | |
Gross profit | 64,192 | 79,945 | |
Operating expenses | 61,943 | 57,816 | |
Income (loss) from operations | 2,249 | 22,129 | |
Operating segments | Automation and Analytics | |||
Segment Reporting Information [Line Items] | |||
Revenues | 124,171 | 148,945 | |
Cost of revenues | 68,761 | 77,207 | |
Gross profit | 55,410 | 71,738 | |
Operating expenses | 50,747 | 52,205 | |
Income (loss) from operations | 4,663 | 19,533 | |
Operating segments | Medication Adherence | |||
Segment Reporting Information [Line Items] | |||
Revenues | 26,383 | 22,059 | |
Cost of revenues | 17,601 | 13,852 | |
Gross profit | 8,782 | 8,207 | |
Operating expenses | 11,196 | 5,611 | |
Income (loss) from operations | (2,414) | 2,596 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Operating expenses | $ 19,485 | $ 20,277 |
Restructuring Expenses (Details
Restructuring Expenses (Details) $ in Thousands | Feb. 15, 2017USD ($)Employee | Mar. 31, 2017USD ($) |
Restructuring Cost and Reserve [Line Items] | ||
Number of positions eliminated | Employee | 100 | |
Restructuring expected cost | $ 6,500 | |
Restructuring expenses | $ 3,765 | |
Cost of revenue | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 1,697 | |
Research and development | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 1,068 | |
Selling, general and administrative | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 1,000 | |
Operating segments | Automation and Analytics | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 2,752 | |
Operating segments | Automation and Analytics | Cost of revenue | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 1,266 | |
Operating segments | Automation and Analytics | Research and development | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 1,006 | |
Operating segments | Automation and Analytics | Selling, general and administrative | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 480 | |
Operating segments | Medication Adherence | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 596 | |
Operating segments | Medication Adherence | Cost of revenue | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 431 | |
Operating segments | Medication Adherence | Research and development | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 62 | |
Operating segments | Medication Adherence | Selling, general and administrative | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 103 | |
Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 417 | |
Corporate | Cost of revenue | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 0 | |
Corporate | Research and development | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 0 | |
Corporate | Selling, general and administrative | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 417 | |
Employee Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | 3,900 | |
Restructuring expenses | 3,800 | |
Payments for restructuring | 2,100 | |
Facility-related cost | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expected cost | $ 2,600 | |
Accrued compensation [Member] | Employee Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring reserve, unpaid balance in accrued compensation | $ 1,700 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Millions | Apr. 19, 2017USD ($) |
InPharmics LLC | Subsequent Event | |
Subsequent Event [Line Items] | |
Payment in all-cash acquisition | $ 5.3 |