Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 03, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ENDOLOGIX INC /DE/ | |
Entity Central Index Key | 1,013,606 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 82,691,080 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 22,022 | $ 124,553 |
Restricted cash | 2,001 | 0 |
Marketable securities | 38,974 | 52,768 |
Accounts receivable, net allowance for doubtful accounts of $639 and $226, respectively. | 37,356 | 28,531 |
Other receivables | 659 | 375 |
Inventories | 43,387 | 27,860 |
Prepaid expenses and other current assets | 4,064 | 2,325 |
Total current assets | 148,463 | 236,412 |
Property and equipment, net | 24,159 | 23,355 |
Goodwill | 120,917 | 28,685 |
Intangibles, net | 85,735 | 42,118 |
Deposits and other assets | 1,391 | 480 |
Total assets | 380,665 | 331,050 |
Current liabilities: | ||
Accounts payable | 12,970 | 17,549 |
Accrued payroll | 20,698 | 13,030 |
Accrued expenses and other current liabilities | 11,619 | 5,576 |
Contingently issuable common stock | 14,800 | 14,700 |
Total current liabilities | 60,087 | 50,855 |
Deferred income taxes | 879 | 879 |
Deferred rent | 7,975 | 8,051 |
Other liabilities | 3,839 | 210 |
Convertible notes | 174,734 | 167,748 |
Total liabilities | 247,514 | 227,743 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Convertible preferred stock, $0.001 par value; 5,000,000 shares authorized. No shares issued and outstanding. | 0 | 0 |
Common stock, $0.001 par value; 135,000,000 shares authorized. 82,656,358 and 68,235,179 shares issued, respectively. 82,444,119 and 68,034,386 shares outstanding, respectively. | 83 | 68 |
Treasury stock, at cost, 212,239 and 200,793 shares, respectively. | (2,942) | (2,809) |
Additional paid-in capital | 563,109 | 404,462 |
Accumulated deficit | (428,676) | (298,924) |
Accumulated other comprehensive income | 1,577 | 510 |
Total stockholders’ equity | 133,151 | 103,307 |
Total liabilities and stockholders’ equity | $ 380,665 | $ 331,050 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Allowance for doubtful accounts | $ 639 | $ 226 |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 135,000,000 | 135,000,000 |
Common stock issued (in shares) | 82,656,358 | 68,235,179 |
Common stock outstanding (in shares) | 8,244,119 | 68,034,386 |
Treasury stock (in shares) | 212,239 | 200,793 |
Convertible Preferred Stock | ||
Convertible preferred stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Convertible preferred stock authorized (in shares) | 5,000,000 | 5,000,000 |
Convertible preferred stock issued (in shares) | 0 | 0 |
Convertible preferred stock outstanding (in shares) | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenue | $ 52,122 | $ 38,231 | $ 145,462 | $ 114,380 |
Cost of goods sold | 15,191 | 11,195 | 51,131 | 36,306 |
Gross profit | 36,931 | 27,036 | 94,331 | 78,074 |
Operating expenses: | ||||
Research and development | 8,236 | 5,459 | 23,796 | 17,683 |
Clinical and regulatory affairs | 3,759 | 3,956 | 11,664 | 11,003 |
Marketing and sales | 26,007 | 19,662 | 82,749 | 59,103 |
General and administrative | 9,714 | 7,293 | 29,869 | 21,432 |
Restructuring costs | 498 | 0 | 8,612 | 0 |
Settlement costs | 0 | 0 | 4,650 | 0 |
Contract termination and business acquisition expenses | (49) | 0 | 5,856 | 0 |
Total operating expenses | 48,165 | 36,370 | 167,196 | 109,221 |
Loss from operations | (11,234) | (9,334) | (72,865) | (31,147) |
Other income (expense): | ||||
Interest income | 58 | 34 | 168 | 116 |
Interest expense | (4,084) | (1,506) | (11,681) | (4,460) |
Other income (expense), net | 189 | (89) | (723) | 735 |
Change in fair value of contingent consideration related to acquisition | 0 | 0 | (100) | (200) |
Change in fair value of derivative liabilities | 0 | 0 | (43,831) | 0 |
Total other income (expense) | (3,837) | (1,561) | (56,167) | (3,809) |
Net loss before income tax expense | (15,071) | (10,895) | (129,032) | (34,956) |
Income tax expense | (174) | (22) | (720) | (175) |
Net loss | (15,245) | (10,917) | (129,752) | (35,131) |
Other comprehensive income (loss) foreign currency translation | 153 | 463 | 1,067 | (1,207) |
Comprehensive loss | $ (15,092) | $ (10,454) | $ (128,685) | $ (36,338) |
Basic and diluted net loss per share (in dollars per share) | $ (0.18) | $ (0.16) | $ (1.61) | $ (0.52) |
Shares used in computing basic and diluted net loss per share (in shares) | 82,446 | 67,810 | 80,402 | 67,568 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (129,752) | $ (35,131) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Bad debt expense | 383 | 109 |
Depreciation and amortization | 6,566 | 4,561 |
Stock-based compensation | 9,641 | 7,169 |
Change in fair value of derivative liabilities | 43,831 | 0 |
Change in fair value of contingent consideration related to acquisition | 100 | 200 |
Accretion of interest & amortization of deferred financing costs on convertible notes | 7,037 | 2,999 |
Non-cash foreign exchange loss (gain) | 838 | (593) |
Changes in operating assets and liabilities: | ||
Restricted cash | (2,001) | 0 |
Accounts receivable and other receivables | (3,883) | (1,452) |
Inventories | 2,083 | (1,889) |
Prepaid expenses and other current assets | 535 | 148 |
Accounts payable | (6,607) | 4,730 |
Accrued payroll | 7,660 | 633 |
Accrued expenses and other liabilities | 3,498 | 182 |
Net cash used in operating activities | (60,071) | (18,334) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (20,976) | (52,420) |
Maturities of marketable securities | 37,850 | 79,340 |
Purchases of property and equipment | (2,051) | (3,572) |
Acquisition of business, net of cash acquired of $24,012 | (60,622) | 0 |
Net cash (used in) provided by investing activities | (45,799) | 23,348 |
Cash flows from financing activities: | ||
Deferred financing costs | (917) | 0 |
Proceeds from sale of common stock under employee stock purchase plan | 2,520 | 2,787 |
Proceeds from exercise of stock options | 1,777 | 1,631 |
Minimum tax withholding paid on behalf of employees for restricted stock units | (134) | (291) |
Net cash provided by financing activities | 3,246 | 4,127 |
Effect of exchange rate changes on cash and cash equivalents | 93 | (535) |
Net (decrease) increase in cash and cash equivalents | (102,531) | 8,606 |
Cash and cash equivalents, beginning of period | 124,553 | 26,798 |
Cash and cash equivalents, end of period | 22,022 | 35,404 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 3,088 | 976 |
Cash paid for income taxes | 214 | 162 |
Non-cash investing and financing activities: | ||
Landlord funded leasehold improvements | 0 | 46 |
Acquisition of property and equipment included in accounts payable | 64 | 43 |
Fair value of common stock issued for business acquisition | 100,812 | 0 |
Fair value of warrants issued for business acquisition | $ 44 | $ 0 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Statement of Cash Flows [Abstract] | |
Cash acquired in acquisition of business | $ 24,012 |
Description of Business, Basis
Description of Business, Basis of Presentation, and Operating Segment | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business, Basis of Presentation, and Operating Segment | Description of Business, Basis of Presentation, and Operating Segment (a) Description of Business Endologix, Inc. (the "Company") is a Delaware corporation with corporate headquarters in Irvine, California and production facilities located in Irvine, California and Santa Rosa, California. The Company develops, manufactures, markets, and sells innovative medical devices for the treatment of aortic disorders. The Company's products are intended for the minimally invasive endovascular treatment of abdominal aortic aneurysms ("AAA"). The Company's AAA products include innovations for minimally-invasive endovascular aneurysm repair ("EVAR") or endovascular aneurysm sealing (“EVAS”), the Company's innovative solution for sealing the aneurysm sac while maintaining blood flow through two blood flow lumens. The Company's current EVAR products include the Ovation® Abdominal Stent Graft System (“Ovation”), and the AFX® Endovascular AAA System (“AFX”) which features the VELA™ Proximal Endograft System (“VELA”) and the AFX2 Bifurcated Endograft System (“AFX2”). The Company's current EVAS product is the Nellix® EndoVascular Aneurysm Sealing System (“Nellix EVAS System”). Sales of the Company's EVAR and EVAS platforms (including extensions and accessories) to hospitals in the U.S. and Europe, and to third-party international distributors worldwide, provide the sole source of the Company's reported revenue. On February 3, 2016, the Company completed the previously announced acquisition of TriVascular Technologies, Inc. (“TriVascular”). The acquisition expanded our product offering and intellectual property, increased our sales force, and enhanced our product development capabilities. The Company’s Ovation products consist of a radiopaque nitinol stent for suprarenal fixation and a low-permeability polytetrafluoroethylene (PTFE) graft. The stent is designed with integral anchors to enable fixation to the aortic wall. To seal the graft and to provide support for the aortic body legs into which the iliac limbs are deployed, the graft contains a network of inflatable rings that are filled with a liquid polymer that solidifies during the deployment procedure. The Company's AFX products consist of (i) a cobalt chromium alloy stent covered by polytetrafluoroethylene (commonly referred to as "ePTFE") graft material (“Stent Graft”) and (ii) accompanying delivery systems. Once fixed in its proper position within the abdominal aortic bifurcation, the Company's AFX device provides a conduit for blood flow, thereby relieving pressure within the weakened or “aneurysmal” section of the vessel wall, which greatly reduces the potential for the AAA to rupture. The Company's Nellix EVAS System product consists of (i) bilateral covered stents with endobags, (ii) a biocompatible polymer injected into the endobags to seal the aneurysm and (iii) a delivery system and polymer dispenser. The Company's EVAS product seals the entire aneurysm sac effectively excluding the aneurysm reducing the likelihood of future aneurysm rupture. Additionally, it has the potential to reduce post procedural re-interventions. (b) Basis of Presentation The accompanying Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). These financial statements include the financial position, results of operations, and cash flows of the Company, including its subsidiaries, all of which are wholly-owned. All inter-company accounts and transactions have been eliminated in consolidation. For the three and nine months ended September 30, 2016 and 2015 , there were no related party transactions. The interim financial data as of September 30, 2016 is unaudited and is not necessarily indicative of the results for a full year. In the opinion of the Company's management, the interim data includes normal and recurring adjustments necessary for a fair presentation of the Company's financial results for the three and nine months ended September 30, 2016 . Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to SEC rules and regulations relating to interim financial statements. The interim financial data includes the results of TriVascular Technologies, Inc., beginning on February 3, 2016, the date of the acquisition. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the Company's audited Consolidated Financial Statements and Notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015 , filed with the SEC on February 29, 2016. On May 28, 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU ") No. 2014-09, "Revenue from Contracts with Customers", which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The FASB agreed to a one-year deferral of the revenue recognition standard's effective date for all entities. The new standard is effective for the Company on January 1, 2018. The standard permits the use of either the retrospective or cumulative effect transition method. Early application is permitted, but not before the original effective date, which would have been January 1, 2017 for the Company. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has begun its analysis of adopting the standard and evaluating the impact the standard will have on its financial reporting but has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. On April 7, 2015, the FASB issued ASU No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs", which requires debt issuance costs related to a recognized debt liability to be presented on the balance sheet as a direct deduction from the debt liability, similar to the presentation of debt discounts. The ASU was effective for the Company on January 1, 2016. The Company adopted ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs" during the first quarter of 2016, utilizing retrospective application as permitted. As a result, the Company reclassified debt issuance costs from other assets to reduce the convertible notes as of December 31, 2015 and as of September 30, 2016. In conjunction with the Company’s adoption of ASU 2015-03, the Company also adopted an update thereof or ASU 2015-15 “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of Credit Arrangements.” As a result, the Company classified debt issuance costs related to a line-of-credit arrangement as other assets. On July 22, 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory,” which requires an entity to measure inventory within the scope of the amendment at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, “Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments,” which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The new guidance also requires that the acquirer record, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The guidance is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The Company adopted this standard and has applied it to provisional amounts related to the TriVascular acquisition. On February 25, 2016, the FASB issued ASU 2016-02, which amends the FASB Accounting Standards Codification and creates Topic 842, “Leases.” The new topic supersedes Topic 840, “Leases,” and increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and requires disclosures of key information about leasing arrangements. The guidance is effective for reporting periods beginning after December 15, 2018. ASU 2016-02 mandates a modified retrospective transition method. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which includes multiple provisions intended to simplify various aspects of accounting and reporting for share-based payments. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. The Company is currently evaluating the impact this guidance will have on the Company's consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 provides guidance on the presentation and classification of specific cash flow items to improve consistency within the statement of cash flows. This guidance is effective for fiscal years, and interim periods within those fiscal years beginning after December 15, 2017, with early adoption permitted. The Company is evaluating the effect that ASU 2016-15 will have on its consolidated financial statements and related disclosures. On October 24, 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory,” which requires an entity to immediately recognize the tax consequences of intercompany transfer other than inventory. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is assessing the impact this guidance will have on its consolidated financial statements. (c) Operating Segment The Company has one operating and reporting segment that is focused exclusively on the development, manufacture, marketing, and sale of EVAR and EVAS product for the treatment of aortic disorders. For the three and nine months ended September 30, 2016 , all of the Company's revenue and related expenses were solely attributable to these activities. Substantially all of the Company's long-lived assets are located in the U.S. |
Use of Estimates and Summary of
Use of Estimates and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates and Summary of Significant Accounting Policies | Use of Estimates and Summary of Significant Accounting Policies The preparation of financial statements in conformity with GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses, and related disclosure of contingent liabilities. On an on-going basis, the Company's management evaluates its estimates, including those related to (i) collectibility of customer accounts; (ii) whether the cost of inventories can be recovered; (iii) the value of goodwill and intangible assets; (iv) realization of tax assets and estimates of tax liabilities; (v) likelihood of payment and value of contingent liabilities; and (vi) potential outcome of litigation. Such estimates are based on management's judgment which takes into account historical experience and various assumptions. Nonetheless, actual results may differ from management's estimates. For a complete summary of our significant accounting policies, please refer to Note 2, "Use of Estimates and Summary of Significant Accounting Policies", in Part II, Item 8, of our 2015 Annual Report on Form 10-K for the year ended December 31, 2015 , filed February 29, 2016. There have been no material changes to our significant accounting policies during the three and nine months ended September 30, 2016 . |
Balance Sheet Account Detail
Balance Sheet Account Detail | 9 Months Ended |
Sep. 30, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Account Detail | Balance Sheet Account Detail (a) Property and Equipment Property and equipment consisted of the following: September 30, December 31, Production equipment, molds, and office furniture $ 14,732 $ 13,603 Computer hardware and software 7,392 6,380 Leasehold improvements 15,495 14,345 Construction in progress (software and related implementation, production equipment, and leasehold improvements) 1,380 510 Property and equipment, at cost $ 38,999 $ 34,838 Accumulated depreciation (14,840 ) (11,483 ) Property and equipment, net $ 24,159 $ 23,355 Depreciation expense for property and equipment for the three months ended September 30, 2016 and 2015 was $1.3 million and $1.2 million , respectively. For the nine months ended September 30, 2016 and 2015 depreciation expense for property and equipment was $3.9 million and $3.4 million , respectively. (b) Inventories Inventories consisted of the following: September 30, December 31, Raw materials $ 11,721 $ 7,701 Work-in-process 10,473 4,355 Finished goods 21,193 15,804 Total Inventories $ 43,387 $ 27,860 (c) Goodwill and Intangible Assets The following table presents goodwill, indefinite lived intangible assets, finite lived intangible assets and related accumulated amortization: September 30, December 31, Goodwill (1) $ 120,917 $ 28,685 Intangible assets: Indefinite lived intangibles Trademarks and trade names $ 2,708 $ 2,708 In-process research and development (1) 11,200 — Finite lived intangibles Developed technology (1) $ 67,600 $ 40,100 Accumulated amortization (2,773 ) (690 ) Developed technology, net $ 64,827 $ 39,410 License $ 100 $ 100 Accumulated amortization (100 ) (100 ) License, net $ — $ — Customer relationships (1) $ 7,500 $ — Accumulated amortization (500 ) — Customer relationships, net $ 7,000 $ — Intangible assets (excluding goodwill), net $ 85,735 $ 42,118 (1) Difference in the value between these dates is mainly due to acquisition of TriVascular. Refer to Note 12 of the condensed consolidated financial statements for further discussion. Amortization expense for intangible assets for the three months ended September 30, 2016 and 2015 was $1.0 million and $0.4 million , respectively. For the nine months ended September 30, 2016 and 2015 amortization expense for intangible assets was $2.6 million and $1.2 million , respectively. Estimated amortization expense for the five succeeding years and thereafter is as follows: Remainder of 2016 $ 951 2017 4,023 2018 5,255 2019 6,801 2020 8,044 2021 & Thereafter 46,753 Total $ 71,827 (d) Marketable securities Investments in held-to-maturity marketable securities consist of the following at September 30, 2016 and December 31, 2015 : September 30, 2016 Amortized Gross Gross Fair Value Agency bonds $ 10,484 $ 5 $ — $ 10,489 Corporate bonds 10,521 — (17 ) 10,504 Commercial paper 3,977 — — 3,977 Government securities 13,992 5 — 13,997 Total $ 38,974 $ 10 $ (17 ) $ 38,967 December 31, 2015 Amortized Gross Gross Fair Value Agency bonds $ 8,000 $ — $ (20 ) $ 7,980 Corporate bonds 40,824 1 (33 ) 40,792 Commercial paper 3,944 — — 3,944 Total $ 52,768 $ 1 $ (53 ) $ 52,716 At September 30, 2016 , the Company’s investments included 5 held-to-maturity debt securities in unrealized loss positions with a total unrealized loss of approximately $17 thousand and a total fair market value of approximately $10.5 million . All investments with gross unrealized losses have been in unrealized loss positions for less than 2 months. The unrealized losses were caused by interest rate fluctuations. There was no change in the credit risk of the securities. The Company does not intend to sell the securities and it is not likely that the Company will be required to sell the securities before the expected recovery of their amortized cost bases. There were no realized gains or losses on the investments for the three and nine months ended September 30, 2016 . All of the Company's investments of held-to-maturity securities will mature within less than 12 months with an average maturity of 5 months. (e) Fair Value Measurements The following fair value hierarchy table presents information about each major category of the Company’s assets and liabilities measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2015 : Fair value measurement at reporting date using: Quoted prices in Significant other Significant Total At September 30, 2016 Cash and cash equivalents $ 22,022 $ — $ — $ 22,022 Restricted cash $ 2,001 $ — $ — $ 2,001 Contingently issuable common stock $ — $ — $ 14,800 $ 14,800 At December 31, 2015 Cash and cash equivalents $ 124,553 $ — $ — $ 124,553 Contingently issuable common stock $ — $ — $ 14,700 $ 14,700 There were no re-measurements to fair value during the nine months ended September 30, 2016 of financial assets and liabilities that are not measured at fair value on a recurring basis. There were no transfers between Level 1, Level 2 or Level 3 securities during the nine months ended September 30, 2016 . (f) Financial Instruments Not Recorded at Fair Value on a Recurring Basis We measure the fair value of our Senior Notes carried at amortized cost quarterly for disclosure purposes. The estimated fair value of the Senior Notes is determined by Level 2 inputs and is based primarily on quoted market prices for the same or similar securities. Based on the market prices, the fair value of our long-term debt was $249.1 million as of September 30, 2016 and $207.9 million as of December 31, 2015 . We measure the fair value of our held-to-maturity marketable securities carried at amortized cost quarterly for disclosure purposes. The fair value of marketable securities is determined by Level 2 inputs and is based primarily on quoted market prices for the same or similar instruments. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company classifies stock-based compensation expense in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Loss, based on the department to which the recipient belongs. Stock-based compensation expense included in cost of goods sold and operating expenses during the three and nine months ended September 30, 2016 and 2015 , was as follows: Three Months Ended September Months Ended September 30, September 30, 2016 2015 2016 2015 Cost of goods sold $ 200 $ 257 $ 730 $ 731 Operating expenses: Research and development 389 252 1,187 737 Clinical and regulatory affairs 290 321 782 749 Marketing and sales 1,004 888 3,395 2,476 General and administrative 992 832 3,547 2,476 Total operating expenses $ 2,675 $ 2,293 $ 8,911 $ 6,438 Total $ 2,875 $ 2,550 $ 9,641 $ 7,169 |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Net loss per share was calculated by dividing net loss by the weighted average number of common shares outstanding for the three and nine months ended September 30, 2016 and 2015 . Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Net loss $ (15,245 ) $ (10,917 ) $ (129,752 ) $ (35,131 ) Shares used in computing basic and diluted net loss per share 82,446 67,810 80,402 67,568 Basic and diluted net loss per share $ (0.18 ) $ (0.16 ) $ (1.61 ) $ (0.52 ) The following outstanding Company securities, using the treasury stock method, were excluded from the above calculations of net loss per share because their impact would have been anti-dilutive: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Common stock options 2,006 1,600 1,384 1,739 Restricted stock awards 138 135 133 133 Restricted stock units 465 207 358 247 Total 2,609 1,942 1,875 2,119 As discussed in Note 6, in December 2013, the Company issued $86.3 million in aggregate principal amount of 2.25% Convertible Senior Notes due 2018 (the “ 2.25% Senior Notes”) in an underwritten public offering. In November 2015, the Company also issued $125.0 million aggregate principal amount of 3.25% Convertible Senior Notes due 2020 (the “ 3.25% Senior Notes”) in an underwritten public offering. Upon any conversion, the 2.25% Senior Notes and/or 3.25% Senior Notes, (collectively the "Senior Notes") may be settled, at the Company’s election, in cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock. For purposes of calculating the maximum dilutive impact, the Company presumed that the Senior Notes will be settled in common stock with the resulting potential common shares included in diluted earnings per share if the effect is more dilutive. The effect of the conversion of the Senior Notes is excluded from the calculation of diluted loss per share because the impact of these securities would be anti-dilutive. The potential dilutive effect of these securities is shown in the chart below: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Conversion of the Notes 14,767 3,588 14,767 3,588 The effect of the contingently issuable common stock is excluded from the calculation of basic net loss per share until all necessary conditions for issuance have been satisfied. Refer to Note 9 of the Notes to the Condensed Consolidated Financial Statements for further discussion. |
Credit Facilities
Credit Facilities | 9 Months Ended |
Sep. 30, 2016 | |
Line of Credit Facility [Abstract] | |
Credit Facilities | Credit Facilities 2.25% Convertible Senior Notes On December 10, 2013, the Company issued $86.3 million in aggregate principal amount of 2.25% Convertible Senior Notes (the “ 2.25% Senior Notes”). The 2.25% Senior Notes mature on December 15, 2018 unless earlier repurchased by the Company or converted. The Company received net proceeds of approximately $82.6 million from the sale of the 2.25% Senior Notes, after deducting underwriting discounts and commissions and offering expenses payable by the Company. Interest is payable on the 2.25% Senior Notes on June 15 and December 15 of each year, beginning June 15, 2016 . The 2.25% Senior Notes are governed by the terms of a base indenture (the “Base Indenture”), as supplemented by the first supplemental indenture relating to the 2.25% Senior Notes (the “First Supplemental Indenture,” and together with the Base Indenture, the “Indenture”), between the Company and Wells Fargo Bank, National Association (the “Trustee”), each of which were entered into on December 10, 2013 . The 2.25% Senior Notes are senior unsecured obligations and are: (a) senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the 2.25% Senior Notes; (b) equal in right of payment to the Company’s existing and future unsecured indebtedness that is not so subordinated; (c) effectively junior to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and (d) and structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries. The Company may not redeem the 2.25% Senior Notes prior to December 15, 2016 . On or after December 15, 2016 , the Company may redeem for cash all or any portion of the 2.25% Senior Notes, at its option, but only if the closing sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the second trading day immediately preceding the date on which the Company provides notice of redemption, exceeds 130% of the conversion price on each applicable trading day. The redemption price will equal 100% of the principal amount of the 2.25% Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the 2.25% Senior Notes. Holders may convert their 2.25% Senior Notes at any time prior to the close of business on the business day immediately preceding September 15, 2018 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2014, if the closing sale price of the Company’s common stock, for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the calendar quarter immediately preceding the calendar quarter in which the conversion occurs, is more than 130% of the conversion price of the 2.25% Senior Notes in effect on each applicable trading day; (2) during the five consecutive business-day period following any five consecutive trading-day period in which the trading price for the 2.25% Senior Notes for each such trading day was less than 98% of the closing sale price of the Company’s common stock on such date multiplied by the then-current conversion rate; (3) if the Company calls all or any portion of the notes for redemption, at any time prior to the close of business on the second scheduled trading day prior to the redemption date; or (4) upon the occurrence of specified corporate events. On or after September 15, 2018 until the close of business on the second scheduled trading day immediately preceding the stated maturity date, holders may surrender their 2.25% Senior Notes for conversion at any time, regardless of the foregoing circumstances. Upon conversion, the Company will, at its election, pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock. The initial conversion rate of the 2.25% Senior Notes will be 41.6051 shares of the Company’s common stock for each $1,000 principal amount of 2.25% Senior Notes, which represents an initial conversion price of approximately $24.04 per share. Following certain corporate transactions that occur on or prior to the stated maturity date or the Company’s delivery of a notice of redemption, the Company will increase the conversion rate for a holder that elects to convert its 2.25% Senior Notes in connection with such a corporate transaction. If a fundamental change (as defined in the Indenture) occurs prior to the stated maturity date, holders may require the Company to purchase for cash all or any portion of their 2.25% Senior Notes at a fundamental change purchase price equal to 100% of the principal amount of the 2.25% Senior Notes to be purchased, plus accrued and unpaid interest to, but excluding, the fundamental change purchase date. The Indenture contains customary terms and covenants and events of default with respect to the 2.25% Senior Notes. If an event of default (as defined in the Indenture) occurs and is continuing, either the Trustee or the holders of at least 25% in aggregate principal amount of the outstanding 2.25% Senior Notes may declare the principal amount of the 2.25% Senior Notes to be due and payable immediately by notice to the Company (with a copy to the Trustee). If an event of default arising out of certain events of bankruptcy, insolvency or reorganization involving the Company or a significant subsidiary (as set forth in the Indenture) occurs with respect to us, the principal amount of the 2.25% Senior Notes and accrued and unpaid interest, if any, will automatically become immediately due and payable. Upon issuance and through December 31, 2015 , the Company was not required to separate the conversion option in the 2.25% Senior Notes under ASC 815, "Derivatives and Hedging", and has the ability to settle the 2.25% Senior Notes in cash, common stock or a combination of cash and common stock, at its option. In accordance with cash conversion guidance contained in ASC 470-20, "Debt with Conversion and Other Options", the Company accounted for the 2.25% Senior Notes by allocating the issuance proceeds between the liability and the equity component. The equity component is classified in stockholders’ equity and the resulting discount on the liability component is accreted such that interest expense equals the Company’s nonconvertible debt borrowing rate. The separation was performed by first determining the fair value of a similar debt that does not have an associated equity component. That amount was then deducted from the initial proceeds of the 2.25% Senior Notes as a whole to arrive at a residual amount, which was allocated to the conversion feature that is classified as equity. The initial fair value of the indebtedness was $66.9 million resulting in a $19.3 million allocation to the embedded conversion option. The embedded conversion option was recorded in stockholders’ equity and as debt discount, to be subsequently accreted to interest expense over the term of the 2.25% Senior Notes. Underwriting discounts and commissions and offering expenses totaled $3.7 million and were allocated between the liability and the equity component in proportion to the allocation of proceeds and accounted for as debt issuance costs and equity issuance costs, respectively. As a result, $2.9 million attributable to the indebtedness was recorded as deferred financing costs in other assets, to be subsequently amortized as interest expense over the term of the 2.25% Senior Notes, and $0.8 million attributable to the equity component was recorded as a reduction to additional paid-in-capital in stockholders’ equity. The Company adopted ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs" during the first quarter of 2016, utilizing retrospective application as permitted. As a result, the Company reclassified $1.9 million of debt issuance costs from other assets to reduce the convertible notes as of December 31, 2015 . As of September 30, 2016 , the Company had outstanding borrowings of $76.8 million , and deferred financing costs of $1.5 million , related to the 2.25% Senior Notes. There are no principal payments due during the term. Annual interest expense on these notes will range from $5.7 million to $6.9 million through maturity. Capped Call Transactions On December 10, 2013, in connection with the pricing of the 2.25% Senior Notes and the exercise in full of their overallotment option by the underwriters, the Company entered into privately-negotiated capped call transactions (the “Capped Call Transactions”) with Bank of America, N.A., an affiliate of Merrill Lynch, Pierce, Fenner & Smith Incorporated. The Capped Call Transactions initial conversion rate and number of options substantially corresponds to each $1,000 principal amount of 2.25% Senior Notes. The Company used approximately $7.4 million of the net proceeds from the 2.25% Senior Notes offering to pay for the cost of the Capped Call Transactions. The Capped Call Transactions are separate transactions entered into by the Company with Bank of America, N.A., are not part of the terms of the 2.25% Senior Notes and will not change the holders’ rights under the 2.25% Senior Notes. The Capped Call Transactions have anti-dilution adjustments substantially similar to those applicable to the 2.25% Senior Notes. The Capped Call Transactions are derivative instruments that are recorded within stockholders’ equity because they meet an exemption from mark-to-market derivative accounting. The Capped Call Transactions are expected generally to reduce the potential dilution and/or offset potential cash payments that the Company is required to make in excess of the principal amount upon conversion of the 2.25% Senior Notes in the event that the market price per share of the Company’s common stock, as measured under the terms of the Capped Call Transactions, is greater than the strike price of the Capped Call Transactions, which initially corresponds to the $24.04 conversion price of the 2.25% Senior Notes. If, however, the market price per share of the Company’s common stock, as measured under the terms of the Capped Call Transactions, exceeds the initial cap price of $29.02 , there would nevertheless be dilution and/or there would not be an offset of such potential cash payments, in each case, to the extent that such market price exceeds the cap price of the Capped Call Transactions. The Company will not be required to make any cash payments to Bank of America, N.A. or any of its affiliates upon the exercise of the options that are a part of the Capped Call Transactions, but will be entitled to receive from Bank of America, N.A. (or an affiliate thereof) a number of shares of the Company’s common stock and/or an amount of cash generally based on the amount by which the market price per share of the Company’s common stock, as measured under the terms of the Capped Call Transactions, is greater than the strike price of the Capped Call Transactions during the relevant valuation period under the Capped Call Transactions. However, if the market price of the Company’s common stock, as measured under the terms of the Capped Call Transactions, exceeds the cap price of the Capped Call Transactions during such valuation period under the Capped Call Transactions, the number of shares of common stock and/or the amount of cash the Company expects to receive upon exercise of the Capped Call Transactions will be capped based on the amount by which the cap price exceeds the strike price of the Capped Call Transactions. For any conversions of 2.25% Senior Notes prior to the close of business on the 55th scheduled trading day immediately preceding the stated maturity date of the 2.25% Senior Notes, including without limitation upon an acquisition of the Company or similar business combination, a corresponding portion of the Capped Call Transactions will be terminated. Upon such termination, the portion of the Capped Call Transactions being terminated will be settled at fair value (subject to certain limitations), as determined by Bank of America, N.A., in its capacity as calculation agent under the Capped Call Transactions, which the Company expects to receive from Bank of America, N.A., and no payments will be due Bank of America, N.A. The capped call expires on December 13, 2018. 3.25% Convertible Senior Notes due 2020 On November 2, 2015, the Company issued $125.0 million aggregate principal amount of 3.25% Senior Convertible Notes due 2020 (the “ 3.25% Senior Notes”). The 3.25% Senior Notes are governed by the Base Indenture, as amended and supplemented by the second supplemental indenture relating to the 3.25% Senior Notes (the “Second Supplemental Indenture,” and together with the Base Indenture, the “ 3.25% Senior Notes Indenture”), dated as of November 2, 2015, by and between the Company and the Trustee. The 3.25% Senior Notes are senior unsecured obligations and are: senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the 3.25% Senior Notes; equal in right of payment to the Company’s existing and future unsecured indebtedness that is not so subordinated, including the 2.25% Senior Notes; effectively junior to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries. The 3.25% Senior Notes accrue interest at a rate of 3.25% per year, payable semi-annually in arrears on May 1 and November 1 of each year, commencing May 1, 2016. The 3.25% Senior Notes mature on November 1, 2020, unless earlier purchased, redeemed or converted into shares of common stock in accordance with the terms of the 3.25% Senior Notes Indenture. The Company may not redeem the 3.25% Senior Notes prior to November 1, 2018. On or after November 1, 2018, the Company may redeem for cash all or any portion of the 3.25% Senior Notes, at its option, but only if the closing sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the second trading day immediately preceding the date on which the Company provides notice of redemption, exceeds 130% of the conversion price on each applicable trading day. The redemption date can be no sooner than 30 trading days from the date on which notice of redemption is provided to the holders, during which time, up until two trading days prior to the redemption, the holders may elect to convert all or a portion of the 3.25% Senior Notes into shares of the Company’s common stock. The redemption price will equal 100% of the principal amount of the 3.25% Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the 3.25% Senior Notes. The 3.25% Senior Notes are convertible at the option of the holders: (1) in the calendar quarter following any quarter in which, for at least 20 out of the 30 consecutive trading days (whether or not consecutive) ending on the last day of the quarter, the closing price of the Company’s common stock is more than 130% of the then-current conversion price of the 3.25% Senior Notes; (2) in the five business days following any five day period in which the trading price per $1,000 note was less than 98% of the product of the closing sale price of the Company’s common stock and the current conversion rate; (3) in the event that the Company has provided notice of redemption, but no later than two trading days prior to Company’s proposed redemption date; or (4) upon the occurrence of specified corporate events. On or after August 1, 2020 until the close of business on the second scheduled trading day immediately preceding the stated maturity date, holders may surrender their 3.25% Senior Notes for conversion at any time, regardless of the foregoing circumstances. The initial conversion rate of the 3.25% Senior Notes is 89.4314 shares of the Company’s common stock per 1,000 principal amount of the 3.25% Senior Notes, which is equivalent to an initial conversion price of approximately $11.18 per share. The conversion rate is subject to adjustment upon the occurrence of certain specified events. Upon conversion, the Company will at its election pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock. If a fundamental change (as defined in the 3.25% Senior Notes Indenture) occurs prior to the stated maturity date, holders may require the Company to purchase for cash all or any portion of their 3.25% Senior Notes at a fundamental change purchase price equal to 100% of the principal amount of the 3.25% Senior Notes to be purchased, plus accrued and unpaid interest. The 3.25% Senior Notes Indenture contains customary terms and covenants and events of default with respect to the 3.25% Senior Notes. If an event of default (as defined in the 3.25% Senior Notes Indenture) occurs and is continuing, either the Trustee or the holders of at least 25% in aggregate principal amount of the outstanding 3.25% Senior Notes may declare the principal amount of the 3.25% Senior Notes to be due and payable immediately by notice to the Company (with a copy to the Trustee). If an event of default arising out of certain events of bankruptcy, insolvency or reorganization involving the Company or a significant subsidiary (as set forth in the 3.25% Senior Notes Indenture) occurs with respect to us, the principal amount of the 3.25% Senior Notes and accrued and unpaid interest, if any, will automatically become immediately due and payable. Upon issuance and through December 31, 2015, the Company was not required to separate the conversion option from the 3.25% Senior Notes under ASC 815, "Derivatives and Hedging". However, because the Company has the ability to settle the 3.25% Senior Notes in cash, common stock or a combination of cash and common stock, the Company applied the cash conversion guidance contained in ASC 470-20, "Debt With Conversion and other Options", and accounted for the 3.25% Senior Notes by allocating the issuance proceeds between the liability-classified debt component and a separate equity component attributable to the conversion option. The equity component is classified in stockholders’ equity and the resulting discount on the liability component is accreted such that interest expense equals the Company’s borrowing rate for nonconvertible loan products of similar duration. The separation was performed by first determining the fair value of a similar debt that does not have an associated equity component. That amount was then deducted from the initial proceeds of the 3.25% Senior Notes as a whole to arrive at a residual amount, which was allocated to the conversion feature that is classified as equity. The initial fair value of the indebtedness was $97.8 million resulting in a $27.2 million allocation to the embedded conversion option. The embedded conversion option was recorded in stockholders’ equity and as a debt discount, to be subsequently accreted to interest expense over the term of the 3.25% Senior Notes. Underwriting discounts and commissions and offering expenses totaled $3.7 million and were allocated between the liability and the equity component in proportion to the allocation of proceeds and accounted for as debt issuance costs and equity issuance costs, respectively. As a result, $2.9 million attributable to the indebtedness was recorded as deferred financing costs in other assets, to be subsequently amortized as interest expense over the term of the 3.25% Senior Notes, and $0.8 million attributable to the equity component was recorded as a reduction to additional paid-in-capital in stockholders’ equity. The company adopted ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs" during the first quarter of 2016, utilizing retrospective application as permitted. As a result, the Company reclassified $2.9 million of debt issuance costs from other assets to reduce the convertible notes as of December 31, 2015. As of September 30, 2016 , the Company had outstanding borrowings of $101.9 million , and deferred financing costs of $2.5 million , related to the 3.25% Senior Notes. There are no principal payments due during the term. Annual interest expense on these 3.25% Senior Notes will range from $9.1 million to $10.7 million through maturity. In connection with its merger with TriVascular Technologies, Inc. ("TriVascular") in February 2016, the Company issued 13.6 million shares of common stock as consideration to the former stockholders. As a result of the Company's issuance of such shares in the merger, the quantity of authorized common shares available for future issuance was reduced to a level insufficient to honor all of the potential common shares underlying instruments then outstanding. Such instruments include the conversion options related to the 3.25% Senior Notes and 2.25% Senior Notes, employee stock options, restricted stock units, contingently issuable common stock relating to the prior Nellix acquisition, and stock warrants. The creation of this authorized share deficiency in February 2016 required the Company, during the first quarter of 2016, to separate as a stand-alone derivative the 3.25% Senior Notes conversion option and a portion of the 2.25% Senior Notes conversion option for which no authorized shares are available to effect share settlement in the event of a conversion. Accordingly, in February 2016 the Company re-classed $24.8 million of the conversion features originally recorded in stockholder’s equity of the Senior Notes to derivative liabilities which will be marked to market each period until the Company authorizes sufficient new common shares to alleviate the deficiency. On June 2, 2016, the Company amended their Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 100,000,000 to 135,000,000 , which is currently at a level sufficient to alleviate the share deficiency. Accordingly, on June 2, 2016, the Company re-classed $68.6 million of the conversion features of the Senior Notes from derivative liabilities to additional paid-in capital. For the three and nine months ended September 30, 2016 , the Company recorded $0.0 million and $43.8 million , respectively as a fair value adjustment of derivative liabilities. The primary factor causing the change in the fair value of the derivative liability was during the period February 3, 2016 through June 2, 2016 when the Company's stock price increased. Adjustments to the fair value of the derivative liabilities are recognized within other income (expense) in the Condensed Consolidated Statements of Operations and Comprehensive Loss. The value of the derivative liabilities were estimated using a “with” and “without” approach utilizing observable and unobservable inputs causing this to be a Level 3 measurement. In the “with” scenario, the value of the Senior Notes were estimated in a binomial lattice model that considers all terms of the Senior Notes, including the conversion features, with a range of probabilities and assumptions related to the timing and likelihood of the conversion features being exercised by either the Company or the holders of the Senior Notes. In the “without” scenario the value of the Senior Notes absent the conversion options were estimated. The difference between the values estimated in the “with” and “without” scenarios represents the value of the derivative liabilities. Changes in the value of the derivative liabilities were driven by changes in the Company’s stock price, expected volatility, credit spreads, and market yields. Bank of America line of credit On July 21, 2015 , the Company entered into a revolving credit facility with Bank of America, N.A. (“BOA”), whereby the Company could borrow up to $20.0 million (the “BOA Credit Facility”). All amounts owing under the BOA Credit Facility would become due and payable upon its expiration on July 21, 2017 . A sub-feature in the line of credit allowed for the issuance of up to $10.0 million in letters of credit. The BOA Credit Facility was collateralized by all of the Company's assets, except its intellectual property. The BOA Credit Facility could be terminated at any time during the two year term by the Company upon three business days ’ notice. The BOA Credit Facility usage was priced at a spread over the one, two, three and six month LIBOR rates, and was subject to a covenant related to timely providing publicly reported information and a liquidity covenant tied to “Unencumbered Liquid Assets” ("ULA") of not less than $30.0 million . If not in default, the Company had the ability to reduce the ULA covenant requirement by reducing the BOA Credit Facility, with the ULA maintained at 1.5 times the BOA Credit Facility. The Company terminated the BOA Credit Facility on July 29, 2016 concurrent with its entry into a credit and security agreement with MidCap. Japan Lifeline Co., Ltd. Credit Facility On July 4, 2016, the Company entered into a loan agreement with Japan Lifeline Co., Ltd. (“JLL”), the Company’s Japanese distributor, pursuant to which, on July 11, 2016, the Company borrowed $6.0 million (the “JLL Credit Facility”). All amounts owing under the JLL Credit Facility accrued interest at a rate of 1.5% per annum and would become due and payable upon the earlier of (a) a business day within 30 days following the termination of the Company’s distribution agreement with JLL and (b) the end of the amended Initial Term (as defined in the Distribution Agreement) of the Distribution Agreement. The JLL Credit Facility was collateralized by all of the Company's assets, except its intellectual property. The Company terminated the JLL Credit Facility on July 29, 2016 concurrent with its entry into a credit and security agreement with MidCap and repaid all amounts previously borrowed and unpaid. MidCap Credit Facility On July 29, 2016, the Company entered into a credit and security agreement with MidCap Financial Trust ("MidCap"), as agent for the lenders party thereto and as a lender, whereby the Company may borrow up to the lesser of $50.0 million or its applicable borrowing base of asset-based revolving loans (the “MidCap Credit Facility”). All amounts owing under the MidCap Credit Facility shall accrue interest at a rate equal to the LIBOR Rate plus four and one tenth percent ( 4.10% ). For purposes of the MidCap Credit Facility, LIBOR Rate means a per annum rate of interest equal to the greater of (a) one half of one percent ( 0.50% ) and (b) the rate determined by MidCap by dividing (i) the Base LIBOR Rate, meaning the base London interbank offer rate for the applicable interest period, by (ii) the sum of one minus the daily average during such interest period of the aggregate maximum reserve requirement then imposed under Regulation D of the Board of Governors of the Federal Reserve System for “Eurocurrency Liabilities” (as defined therein). At September 30, 2016, the interest rate was 4.6% . The Company is subject to other fees in addition to interest on outstanding borrowings (“Other Fees”) related to the MidCap Credit Facility. A balance minimum of the lesser of $10.0 million and average borrowing base during the immediately preceding month (“Minimum Balance”) is used in calculating Other Fees as described hereto. The Unused Line Fee is based on the difference between the preceding month’s average outstanding borrowings and the Minimum Balance, multiplied by 0.50% per annum. Additionally, a Minimum Balance Fee is assessed on the positive difference between the Minimum Balance and the preceding month’s average outstanding borrowings, multiplied by the highest, per annum, prevailing interest rate during the month per the MidCap Credit Facility agreement. Lastly, a Collateral Management Fee is assessed on the greater of the preceding month’s average outstanding borrowings or the Minimum Balance, multiplied by 0.50% per annum. Deferred financing costs directly related to the MidCap Credit Facility such as legal, origination, and professional services fees totaled $0.9 million . In conjunction with the Company’s adoption of ASU 2015-03 “Simplifying the Presentation of Debt Issuance Costs” during the first quarter of 2016, the Company also adopted an update thereof or ASU 2015-15 “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of Credit Arrangements.” As a result, $0.9 million attributable to the MidCap Credit Facility was recorded as deferred financing costs in other assets, to be subsequently amortized as interest expense over the term of the MidCap Credit Facility. The MidCap Credit Facility also contains a lockbox arrangement clause requiring the Company to maintain a lockbox bank account in favor of the MidCap Credit Facility; Company cash receipts remitted to the lockbox bank account are swept on a regular basis to reduce outstanding borrowings related to the MidCap Credit Facility. As of September 30, 2016, the Company had $0 in outstanding borrowings and $0.9 million in deferred financing costs related to the MidCap Credit Facility. The MidCap Credit Facility includes a subjective acceleration clause that would prompt outstanding borrowings under the credit facility to become immediately due and payable, together with accrued interest and Other Fees. A material adverse change in the Company’s business condition, any default in performance or compliance of the terms set in the MidCap Credit Facility, or the inability to repay the outstanding borrowings based on MidCap’s discretion, can trigger the subjective acceleration clause. The MidCap Credit Facility is secured by substantially all of the Company's assets, excluding its intellectual property (“Collateral”), and places customary limitations on indebtedness, liens, distributions, acquisitions, investments, and other activities of the Company in a manner designed to protect the Collateral. The Company could be materially affected if it violates any covenants, as MidCap could declare all outstanding borrowing related to the MidCap Credit Facility, together with accrued interest and Other Fees, to be immediately due and payable. The MidCap Credit Facility is also subject to customary affirmative and negative covenants for asset-based revolving credit facilities, including a minimum net revenue covenant. As of September 30, 2016, the Company was in compliance with all financial covenants. The MidCap Credit Facility is scheduled to terminate on July 29, 2020. In conjunction with the Company’s termination of the BOA Credit Facility and concurrent entry into a credit and security agreement with Midcap in July 2016, the Company entered into a corporate credit card agreement whereby the Company is required to maintain a $2.0 million deposit in favor of the credit card issuer. The deposit account related to these credit cards will be presented as restricted cash on the Company’s Condensed Consolidated Balance Sheet. |
Revenue by Geographic Region
Revenue by Geographic Region | 9 Months Ended |
Sep. 30, 2016 | |
Geographic Areas, Revenues from External Customers [Abstract] | |
Revenue by Geographic Region | Revenue by Geographic Region The Company's revenue by geographic region, was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 United States $ 36,305 69.7% $ 26,915 70.4% $ 102,457 70.4% $ 80,825 70.7% Total International 15,817 30.3% 11,316 29.6% 43,005 29.6% 33,555 29.3% Revenue $ 52,122 100.0% $ 38,231 100.0% $ 145,462 100.0% $ 114,380 100.0% |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies (a) Leases The Company leases its administrative, research, and manufacturing facilities located in Irvine, California, Santa Rosa, California and an administrative office located in Rosmalen, The Netherlands. These facility lease agreements require the Company to pay operating costs, including property taxes, insurance and maintenance. In addition, the Company has certain equipment under long-term agreements that are accounted for as operating leases. In conjunction with the TriVascular merger, the Company assumed the lease for TriVascular's facility in Santa Rosa, California. The facility is being used for manufacturing, research & development, and administrative purposes and consists of 110,000 square feet under an operating lease scheduled to expire in February 2018, which may be renewed for an additional 5 years , at the Company's option. Future minimum payments by year under non-cancelable leases with initial terms in excess of one year were as follows as of September 30, 2016 : Remainder of 2016 $ 949 2017 3,747 2018 2,637 2019 2,405 2020 2,504 2021 and thereafter 22,884 Total $ 35,126 Facilities rent expense for the three months ended September 30, 2016 and 2015 was $0.9 million and $0.6 million , respectively. For the nine months ended September 30, 2016 and 2015 facilities rent expense was $2.5 million and $1.8 million , respectively. (b) Employment Agreements and Retention Plan On February 1, 2014, the Company entered into new employment agreements with certain of its executive officers under which payment and benefits would become payable in the event of termination by the Company for any reason other than cause, death or disability or termination by the employee for good reason (collectively, an “Involuntary Termination”) prior to, upon or following a change in control of the Company. The severance payment will generally be in a range of six to eighteen months of the employee’s then current salary for an Involuntary Termination prior to a change in control of the Company, and will generally be in a range of eighteen to twenty-four months of the employee’s then current salary for an Involuntary Termination upon or following a change in control of the Company. (c) Legal Matters We are from time to time involved in various claims and legal proceedings of a nature we believe are normal and incidental to a medical device business. These matters may include product liability, intellectual property, employment, and other general claims. Such cases and claims may raise complex factual and legal issues and are subject to many uncertainties, including, but not limited to, the facts and circumstances of each particular case or claim, the jurisdiction in which each suit is brought, and differences in applicable law. We accrue for contingent liabilities when it is probable that a liability has been incurred and the amount can be reasonably estimated. The accruals are adjusted periodically as assessments change or as additional information becomes available. LifePort Sciences LLC v. Endologix, Inc. On December 28, 2012, LifePort Sciences, LLC ("LifePort") filed a complaint against the Company in the U.S. District Court, District of Delaware, alleging that certain of the Company's products infringe U.S. Patent Nos. 5,489,295, 5,676,696, 5,993,481, 6,117,167, 6,302,906, and 8,192,482, which were alleged to be owned by LifePort. On March 17, 2016, the Company entered into a Settlement and Patent License Agreement with LifePort (the “Settlement Agreement”) whereby LifePort granted the Company license rights to patents in exchange for a settlement of $4.7 million . The Settlement Agreement resolves this litigation and fully and finally releases the Company and LifePort from any claims arising out of or in connection with the litigation or the subject patents. The Settlement Agreement also contained a covenant not to sue for other patents owned by LifePort. However, since the subject patents were all expired and the Company was not currently using and has no plans to use the other patents owned by LifePort in products that could reach technological feasibility during the covenant not to sue period, there is no alternative future use and the full amount was recorded as settlement costs in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Loss. (d) Contract Termination In the three and nine months ended September 30, 2016 , the Company sent notices of termination to certain of its distributors providing for the termination of the respective distribution agreements. In accordance with ASC No. 420 “Exit or Disposal Cost Obligations”, the Company expensed distributor termination costs in the period in which the written notification of termination occurred. As a result, the Company incurred termination costs of $0 and $2.6 million for the three and nine months ended September 30, 2016 , respectively. Such termination costs are included in contract termination and business acquisition expenses for the three and nine months ended September 30, 2016 . |
Contingently Issuable Common St
Contingently Issuable Common Stock | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Contingently Issuable Common Stock | Contingently Issuable Common Stock On October 27, 2010, the Company entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with Nepal Acquisition Corporation, a wholly-owned subsidiary of the Company (“Merger Sub”), Nellix, Inc. ("Nellix"), certain of Nellix’s stockholders named therein and Essex Woodlands Health Ventures, Inc., as representative of the former Nellix stockholders. On December 10, 2010 (the “Nellix Closing Date”), the Company completed the merger (the “Merger”) of Merger Sub with and into Nellix pursuant to the terms of the Merger Agreement. The purchase price consisted of 3.2 million shares of the Company's common stock, issuable to the former Nellix stockholders as of the Nellix Closing Date, then representing a value of $ 19.4 million . Under the agreement, additional payments, solely in the form of shares of the Company's common stock (the “Contingent Payment”), could be made upon the achievement of a revenue milestone and a regulatory approval milestone (collectively, the “Nellix Milestones”). Under the merger agreement, the ultimate value of each Contingent Payment would be determined on the date that each Nellix Milestone is achieved. The number of issuable shares would be established using an applicable per share price, which is subject to a ceiling and/or floor, resulting at the closing of the merger in a potential maximum of 10.2 million shares issuable upon the achievement of the Nellix Milestones. As of the Closing Date, the aggregate fair value of the cash Contingent Payment was estimated to be $ 28.2 million . The Merger Agreement provides that, in addition to the shares of common stock of the Company (the “Common Stock”) issued to the former Nellix stockholders at the closing of the Merger, the former Nellix stockholders were entitled to receive shares of the Common Stock if the Company’s sales of a Nellix product (the “Nellix Product”) outside of the United States exceeded $10.0 million within a certain time period following the Company’s receipt of CE mark approval for the Nellix Product (the “OUS Milestone”). The aggregate dollar value of the shares of the Common Stock to be issued upon achievement of the OUS Milestone ranged from a high of $24.0 million , or 6.9 million shares, to a low of $10.0 million , or 1.3 million shares. The price per share of the Common Stock to be issued upon achievement of the OUS Milestone was subject to a floor of $3.50 per share and a ceiling of $7.50 per share. On June 17, 2014, the Company announced its achievement of the OUS Milestone and the issuance of an aggregate of 2.7 million unregistered shares of the Common Stock (the “OUS Milestone Shares”), plus an amount of cash in lieu of fractional shares, to the former Nellix stockholders. The Company offered and sold the OUS Milestone Shares in reliance upon exemptions from registration pursuant to Section 4(2) under the Securities Act of 1933, as amended (the “Securities Act”). The former Nellix stockholders previously gave representations to the Company regarding their investment intent, experience, financial sophistication, access to information regarding the Company and certain other matters to support the Company’s reasonable belief that it could rely upon the foregoing exemptions from registration pursuant to Section 4(2) of the Securities Act. No underwriting discounts or commissions were or will be paid in conjunction with the issuance of the OUS Milestone Shares. The Company previously filed a Registration Statement on Form S-3 (Registration No. 333-171639) (the “Form S-3”) for the purpose of registering for resale shares of the Common Stock issued or issuable pursuant to the Merger Agreement, including the OUS Milestone Shares. The Securities and Exchange Commission declared the Form S-3 effective on January 18, 2011. In addition, if the Company receives approval from the FDA to sell the Nellix Product in the United States (the “PMA Milestone”), the Company will issue additional shares of the Common Stock to the former stockholders of Nellix. The dollar value of the shares of the Common Stock to be issued upon achievement of the PMA Milestone will be equal to $15.0 million (less the dollar value of certain cash payments and other deductions). The price per share of the shares of the Common Stock to be issued upon achievement of the PMA Milestone is subject to a stock price floor of $4.50 per share, but not subject to a stock price ceiling. As of September 30, 2016 the Company's stock price last closed at $12.80 per share. Thus, had the PMA Milestone been achieved on September 30, 2016 the Contingent Payment would have comprised 1.2 million shares (based on the 30-day average closing stock price ending 5 days prior to the announcement), representing a value of $15.7 million . The value of the Contingent Payment is derived using a discounted income approach model, with a range of probabilities and assumptions related to the timing and likelihood of achievement of the PMA Milestone (which include Level 3 inputs - see Note 3(e) and the Company's stock price (Level 1 input) as of the balance sheet date). These varying probabilities and assumptions and changes in the Company's stock price have required fair value adjustments of the Contingent Payment in periods subsequent to the Nellix Closing Date. The Contingent Payment fair value will continue to be evaluated on a quarterly basis until milestone achievement occurs, or until the expiration of the "earn-out period," as defined within the Nellix purchase agreement. Adjustments to the fair value of the Contingent Payment are recognized within other income (expense) in the Condensed Consolidated Statements of Operations and Comprehensive Loss. Fair Value of Contingently Issuable Common Stock December 31, 2015 $ 14,700 Fair Value Adjustment of Contingent Payment for the nine months ended September 30, 2016 100 September 30, 2016 $ 14,800 |
Income Tax Expense
Income Tax Expense | 9 Months Ended |
Sep. 30, 2016 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |
Income Tax Expense | Income Tax Expense The Company applied an estimated annual effective tax rate (“ETR”) approach for calculating a tax provision for interim periods. The Company recorded a provision for income taxes of $0.2 million and $0.7 million for the three and nine months ended September 30, 2016 . The Company's ETR was (1.2)% and (0.6)% for the three and nine months ended September 30, 2016 . The Company's ETR for the three and nine months ended September 30, 2016 differs from the U.S. federal statutory tax rate of 34% primarily as a result of nondeductible expenses (including the Nellix Contingent Payment and mark to market adjustment of derivative liabilities), state income taxes, foreign income taxes, and the impact of a full valuation allowance on its deferred tax assets. The Company has evaluated the available evidence supporting the realization of its deferred tax assets, including the amount and timing of future taxable income, and has determined that it is more likely than not that its net deferred tax assets will not be realized in the U.S. and certain foreign jurisdictions. Due to uncertainties surrounding the realization of the deferred tax assets, the Company maintains a full valuation allowance against substantially all deferred tax assets. If/when the Company determines that it will be able to realize some portion or all of its deferred tax assets, an adjustment to its valuation allowance on its deferred tax assets would have the effect of increasing net income in the period(s) such determination is made. |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges In the nine months ended September 30, 2016 , the Company recorded $8.6 million in restructuring costs within operating expenses related to focused reductions of its workforce. The Company began substantially formulating plans around this workforce reduction during the first quarter of 2016 in conjunction with its merger of TriVascular. The targeted reductions and other restructuring activities were initiated to provide efficiencies and realign resources as well as to allow for continued investment in strategic areas and drive growth. The Company expects to incur a total of $9.0 million in restructuring charges upon the completion of the plan, which represents the Company’s best estimate as of September 30, 2016 . The recognition of restructuring charges requires that the Company make certain judgments and estimates regarding the nature, timing and amount of costs associated with the planned reductions of workforce. At the end of each reporting period, the Company will evaluate the remaining accrued balance to ensure that no excess accruals are retained and the utilization of the provisions are for their intended purpose in accordance with developed plans. The following table reflects the movement of activity of the restructuring reserve for the nine months ended September 30, 2016 : One-time Termination Benefits Accrual balance as of December 31, 2015 $ — Restructuring charges 8,612 Utilization (7,377 ) Accrual balance as of September 30, 2016 $ 1,235 The accrual balance as of September 30, 2016 is classified within accrued expenses and other current liabilities in the Company’s Condensed Consolidated Balance Sheet. |
TriVascular Merger
TriVascular Merger | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
TriVascular Merger | TriVascular Merger On February 3, 2016 , the Company completed its merger with TriVascular pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated October 26, 2015 , by and among Endologix, TriVascular and Teton Merger Sub, Inc., a Delaware corporation and direct wholly-owned subsidiary of Endologix (“Merger Sub”). Pursuant to the terms of the Merger Agreement, Endologix acquired all of TriVascular’s outstanding capital stock through the merger of Merger Sub with and into TriVascular (the “Merger”), with TriVascular surviving the Merger as a wholly-owned subsidiary of Endologix. The Company completed the merger in order to become the innovation leader with broad clinical indications for the treatment of AAA, leverage the combined company’s commercial capabilities, and provide an accelerated path to profitability. The total purchase consideration given related to the acquisition follows: Cash consideration $ 84,634 Common stock consideration 100,812 Fair value of assumed TriVascular stock warrants 44 Total purchase consideration $ 185,490 Common stock consideration consisted of 13,586,503 shares of Endologix common stock, worth $100.8 million based on the market value of $7.42 per share as of the effective date of the Merger on February 3, 2016 . In connection with the Merger, the Company assumed stock warrants, originally issued by TriVascular, and converted them to Endologix stock warrants. The fair value of the stock warrants represents a component of the total consideration for the Merger. Stock warrants assumed were valued using the Black-Scholes option pricing model as of the effective date of the Merger. The acquisition was recorded by allocating the costs of the net assets acquired based on their estimated fair values at the acquisition date. The excess of the cost of the acquisition over the fair value of the net assets acquired is recorded as goodwill. The fair values were based on management’s analysis, including work performed by third-party valuation specialists. The following presents the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed on February 3, 2016 (in thousands): Cash and cash equivalents $ 24,012 Short-term investments 3,008 Accounts receivable 5,593 Inventories 17,765 Prepaid expenses and other current assets 1,895 Property and equipment 3,152 Intangible assets 46,200 Other assets 317 Accounts payable (2,214 ) Accrued liabilities and other (6,367 ) Notes payable (61 ) Net assets acquired $ 93,300 Goodwill $ 92,190 Total preliminary purchase consideration $ 185,490 Any changes in the estimated fair values of the net assets recorded for this business combination upon the finalization of more detailed analyses of the facts and circumstances that existed at the date of the transaction will change the allocation of the purchase price. Any subsequent changes to the purchase allocation during the measurement period that are material will be recorded in the reporting period in which the adjustment amounts are determined in accordance with ASU 2015-16. The goodwill is primarily attributable to strategic opportunities that arose from the acquisition of TriVascular, such as broadening the product portfolio for the treatment of AAA and leveraging the combined company’s technology and commercial capabilities. The goodwill is not expected to be deductible for tax purposes. The changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are as follows (in thousands): Balance at January 1, 2016 28,685 Goodwill acquired from the Merger 92,190 Foreign currency translation adjustment 42 Balance at September 30, 2016 $ 120,917 During the quarter ended September 30, 2016 , the Company revised the opening net assets acquired and goodwill by $205 thousand , which comprised of the following: an increase in accounts receivable of $30 thousand ; an increase in accrued liabilities and other of $192 thousand ; and a decrease in inventories of $43 thousand as a result of gathering additional information during the measurement period. During the nine months ended September 30, 2016 , the Company revised the opening net assets acquired and goodwill by $27,201 thousand , which comprised of the following: an increase in inventories of $219 thousand ; an increase in prepaid expenses and other current assets of $77 thousand ; an increase in accounts receivable of $30 thousand ; and an increase in accrued liabilities and other of $556 thousand as a result of gathering additional information during the measurement period. The Company also revised the initial values of intangible assets by decreasing them $26,971 thousand as a result of switching from utilizing publicly available benchmarking information to determine the fair value of the intangible assets to primarily utilizing an income method based on forecasts of expected future cash flows. During the three months ended June 30, 2016, the Company recorded an adjustment to the amortization of intangible assets of $266 thousand , comprising of a $217 thousand and $49 thousand decrease within cost of goods sold and marketing and sales expense, respectively, in the Condensed Consolidated Statement of Operations and Comprehensive Loss, that would have been recorded during the three months ended March 31, 2016, if the adjustment to the intangible assets had been recognized as of the date of the Merger. Trade payables, as well as other current and non-current assets and liabilities, were valued at the existing carrying values as they represented the fair value of those items at the acquisition date, based on management’s judgments and estimates. Trade receivables included gross contractual amounts of $5.8 million and our best estimate of $0.2 million which represents contractual cash flows not expected to be collected at the acquisition date. The fair value of property, plant and equipment utilized a combination of the cost and market approaches, depending on the characteristics of the asset classification. Of the $46.2 million of acquired intangible assets, $7.5 million was assigned to customer relationships ( 10 year life), $27.5 million was assigned to developed technology ( 11 year life), and $11.2 million was assigned to in-process research and development. Due to the fact that the TriVascular acquisition has just recently occurred, the magnitude of the transaction, and the significant information to be obtained and analyzed, some of which resides in foreign jurisdictions, the Company’s fair value estimates for the purchase price allocation are preliminary and may change during the allowable measurement period, which is up to the point the Company obtains and analyzes the information that existed as of the date of the acquisition necessary to determine the fair values of the assets acquired and liabilities assumed, but in no case to exceed more than one year from the date of acquisition. As of September 30, 2016 , the Company had not finalized the determination of fair values allocated to property, plant and equipment, identifiable intangible assets, inventory, other assets, deferred taxes, goodwill, tax uncertainties, income taxes payable, and other liabilities. Any changes in the fair values of the assets acquired and liabilities assumed during the measurement period may result in material adjustments to goodwill. Pro Forma Condensed Combined Financial Information (Unaudited) The following unaudited pro forma combined financial information summarizes the results of operations for the periods indicated as if the TriVascular merger had been completed as of January 1, 2015 . Pro forma information reflects adjustments that are expected to have a continuing impact on our results of operations and are directly attributable to the merger. The unaudited pro forma results include adjustments to reflect, among other things, the amortization of the inventory step-up, direct transaction costs relating to the acquisition, the incremental intangible asset amortization to be incurred based on the preliminary values of each identifiable intangible asset, and to eliminate interest expense related to legacy TriVascular's former loans, which was repaid upon completion of the TriVascular merger. The pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the merger had occurred as of January 1, 2015 or that may be obtained in the future, and do not reflect future synergies, integration costs, or other such costs or savings. Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Pro forma net sales $ 52,122 $ 47,686 $ 148,133 $ 141,593 Pro forma net loss from continuing operations (14,941 ) (25,639 ) (127,026 ) (83,056 ) Pro forma basic and diluted net loss per share $ (0.18 ) $ (0.31 ) $ (1.55 ) $ (1.02 ) Included in the Condensed Consolidated Statement of Operations and Comprehensive Loss are net sales from products acquired as part of the TriVascular merger of $11.0 million and $28.2 million for the three and nine months ended September 30, 2016 , respectively. Net losses included in the Condensed Consolidated Statement of Operations and Comprehensive Loss from the TriVascular operations for the three and nine months ended September 30, 2016 have not been reported as it is impracticable to do so given the integration and other efficiency and cost saving measures in process during the nine months ended September 30, 2016 . |
Description of Business, Basi19
Description of Business, Basis of Presentation, and Operating Segment (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). These financial statements include the financial position, results of operations, and cash flows of the Company, including its subsidiaries, all of which are wholly-owned. All inter-company accounts and transactions have been eliminated in consolidation. For the three and nine months ended September 30, 2016 and 2015 , there were no related party transactions. The interim financial data as of September 30, 2016 is unaudited and is not necessarily indicative of the results for a full year. In the opinion of the Company's management, the interim data includes normal and recurring adjustments necessary for a fair presentation of the Company's financial results for the three and nine months ended September 30, 2016 . Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to SEC rules and regulations relating to interim financial statements. The interim financial data includes the results of TriVascular Technologies, Inc., beginning on February 3, 2016, the date of the acquisition. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the Company's audited Consolidated Financial Statements and Notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015 , filed with the SEC on February 29, 2016. |
New Accounting Pronouncements | On May 28, 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU ") No. 2014-09, "Revenue from Contracts with Customers", which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The FASB agreed to a one-year deferral of the revenue recognition standard's effective date for all entities. The new standard is effective for the Company on January 1, 2018. The standard permits the use of either the retrospective or cumulative effect transition method. Early application is permitted, but not before the original effective date, which would have been January 1, 2017 for the Company. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has begun its analysis of adopting the standard and evaluating the impact the standard will have on its financial reporting but has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. On April 7, 2015, the FASB issued ASU No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs", which requires debt issuance costs related to a recognized debt liability to be presented on the balance sheet as a direct deduction from the debt liability, similar to the presentation of debt discounts. The ASU was effective for the Company on January 1, 2016. The Company adopted ASU 2015-03, "Simplifying the Presentation of Debt Issuance Costs" during the first quarter of 2016, utilizing retrospective application as permitted. As a result, the Company reclassified debt issuance costs from other assets to reduce the convertible notes as of December 31, 2015 and as of September 30, 2016. In conjunction with the Company’s adoption of ASU 2015-03, the Company also adopted an update thereof or ASU 2015-15 “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of Credit Arrangements.” As a result, the Company classified debt issuance costs related to a line-of-credit arrangement as other assets. On July 22, 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory,” which requires an entity to measure inventory within the scope of the amendment at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, “Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments,” which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The new guidance also requires that the acquirer record, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The guidance is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The Company adopted this standard and has applied it to provisional amounts related to the TriVascular acquisition. On February 25, 2016, the FASB issued ASU 2016-02, which amends the FASB Accounting Standards Codification and creates Topic 842, “Leases.” The new topic supersedes Topic 840, “Leases,” and increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and requires disclosures of key information about leasing arrangements. The guidance is effective for reporting periods beginning after December 15, 2018. ASU 2016-02 mandates a modified retrospective transition method. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which includes multiple provisions intended to simplify various aspects of accounting and reporting for share-based payments. This standard is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2016. The Company is currently evaluating the impact this guidance will have on the Company's consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 provides guidance on the presentation and classification of specific cash flow items to improve consistency within the statement of cash flows. This guidance is effective for fiscal years, and interim periods within those fiscal years beginning after December 15, 2017, with early adoption permitted. The Company is evaluating the effect that ASU 2016-15 will have on its consolidated financial statements and related disclosures. On October 24, 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory,” which requires an entity to immediately recognize the tax consequences of intercompany transfer other than inventory. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is assessing the impact this guidance will have on its consolidated financial statements. |
Operating Segment | Operating Segment The Company has one operating and reporting segment that is focused exclusively on the development, manufacture, marketing, and sale of EVAR and EVAS product for the treatment of aortic disorders. For the three and nine months ended September 30, 2016 , all of the Company's revenue and related expenses were solely attributable to these activities. Substantially all of the Company's long-lived assets are located in the U.S. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses, and related disclosure of contingent liabilities. On an on-going basis, the Company's management evaluates its estimates, including those related to (i) collectibility of customer accounts; (ii) whether the cost of inventories can be recovered; (iii) the value of goodwill and intangible assets; (iv) realization of tax assets and estimates of tax liabilities; (v) likelihood of payment and value of contingent liabilities; and (vi) potential outcome of litigation. Such estimates are based on management's judgment which takes into account historical experience and various assumptions. Nonetheless, actual results may differ from management's estimates. |
Balance Sheet Account Detail (T
Balance Sheet Account Detail (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment | Property and equipment consisted of the following: September 30, December 31, Production equipment, molds, and office furniture $ 14,732 $ 13,603 Computer hardware and software 7,392 6,380 Leasehold improvements 15,495 14,345 Construction in progress (software and related implementation, production equipment, and leasehold improvements) 1,380 510 Property and equipment, at cost $ 38,999 $ 34,838 Accumulated depreciation (14,840 ) (11,483 ) Property and equipment, net $ 24,159 $ 23,355 |
Schedule of Inventories | Inventories consisted of the following: September 30, December 31, Raw materials $ 11,721 $ 7,701 Work-in-process 10,473 4,355 Finished goods 21,193 15,804 Total Inventories $ 43,387 $ 27,860 |
Schedule of Goodwill and Intangible Assets | The following table presents goodwill, indefinite lived intangible assets, finite lived intangible assets and related accumulated amortization: September 30, December 31, Goodwill (1) $ 120,917 $ 28,685 Intangible assets: Indefinite lived intangibles Trademarks and trade names $ 2,708 $ 2,708 In-process research and development (1) 11,200 — Finite lived intangibles Developed technology (1) $ 67,600 $ 40,100 Accumulated amortization (2,773 ) (690 ) Developed technology, net $ 64,827 $ 39,410 License $ 100 $ 100 Accumulated amortization (100 ) (100 ) License, net $ — $ — Customer relationships (1) $ 7,500 $ — Accumulated amortization (500 ) — Customer relationships, net $ 7,000 $ — Intangible assets (excluding goodwill), net $ 85,735 $ 42,118 (1) Difference in the value between these dates is mainly due to acquisition of TriVascular. Refer to Note 12 of the condensed consolidated financial statements for further discussion. |
Schedule of Estimated Amortization Expense | Estimated amortization expense for the five succeeding years and thereafter is as follows: Remainder of 2016 $ 951 2017 4,023 2018 5,255 2019 6,801 2020 8,044 2021 & Thereafter 46,753 Total $ 71,827 |
Schedule of Investments in Marketable Securities | Investments in held-to-maturity marketable securities consist of the following at September 30, 2016 and December 31, 2015 : September 30, 2016 Amortized Gross Gross Fair Value Agency bonds $ 10,484 $ 5 $ — $ 10,489 Corporate bonds 10,521 — (17 ) 10,504 Commercial paper 3,977 — — 3,977 Government securities 13,992 5 — 13,997 Total $ 38,974 $ 10 $ (17 ) $ 38,967 December 31, 2015 Amortized Gross Gross Fair Value Agency bonds $ 8,000 $ — $ (20 ) $ 7,980 Corporate bonds 40,824 1 (33 ) 40,792 Commercial paper 3,944 — — 3,944 Total $ 52,768 $ 1 $ (53 ) $ 52,716 |
Schedule of Assets and Liabilities Measured at Fair Value | The following fair value hierarchy table presents information about each major category of the Company’s assets and liabilities measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2015 : Fair value measurement at reporting date using: Quoted prices in Significant other Significant Total At September 30, 2016 Cash and cash equivalents $ 22,022 $ — $ — $ 22,022 Restricted cash $ 2,001 $ — $ — $ 2,001 Contingently issuable common stock $ — $ — $ 14,800 $ 14,800 At December 31, 2015 Cash and cash equivalents $ 124,553 $ — $ — $ 124,553 Contingently issuable common stock $ — $ — $ 14,700 $ 14,700 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation Expense | Stock-based compensation expense included in cost of goods sold and operating expenses during the three and nine months ended September 30, 2016 and 2015 , was as follows: Three Months Ended September Months Ended September 30, September 30, 2016 2015 2016 2015 Cost of goods sold $ 200 $ 257 $ 730 $ 731 Operating expenses: Research and development 389 252 1,187 737 Clinical and regulatory affairs 290 321 782 749 Marketing and sales 1,004 888 3,395 2,476 General and administrative 992 832 3,547 2,476 Total operating expenses $ 2,675 $ 2,293 $ 8,911 $ 6,438 Total $ 2,875 $ 2,550 $ 9,641 $ 7,169 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Net Loss Per Share, Basic and Diluted | Net loss per share was calculated by dividing net loss by the weighted average number of common shares outstanding for the three and nine months ended September 30, 2016 and 2015 . Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Net loss $ (15,245 ) $ (10,917 ) $ (129,752 ) $ (35,131 ) Shares used in computing basic and diluted net loss per share 82,446 67,810 80,402 67,568 Basic and diluted net loss per share $ (0.18 ) $ (0.16 ) $ (1.61 ) $ (0.52 ) |
Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share | The following outstanding Company securities, using the treasury stock method, were excluded from the above calculations of net loss per share because their impact would have been anti-dilutive: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Common stock options 2,006 1,600 1,384 1,739 Restricted stock awards 138 135 133 133 Restricted stock units 465 207 358 247 Total 2,609 1,942 1,875 2,119 The potential dilutive effect of these securities is shown in the chart below: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Conversion of the Notes 14,767 3,588 14,767 3,588 |
Revenue by Geographic Region (T
Revenue by Geographic Region (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Geographic Areas, Revenues from External Customers [Abstract] | |
Revenue by Geographic Region | The Company's revenue by geographic region, was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 United States $ 36,305 69.7% $ 26,915 70.4% $ 102,457 70.4% $ 80,825 70.7% Total International 15,817 30.3% 11,316 29.6% 43,005 29.6% 33,555 29.3% Revenue $ 52,122 100.0% $ 38,231 100.0% $ 145,462 100.0% $ 114,380 100.0% |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments by Year | Future minimum payments by year under non-cancelable leases with initial terms in excess of one year were as follows as of September 30, 2016 : Remainder of 2016 $ 949 2017 3,747 2018 2,637 2019 2,405 2020 2,504 2021 and thereafter 22,884 Total $ 35,126 |
Contingently Issuable Common 25
Contingently Issuable Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of Fair Value of Contingent Payment | Adjustments to the fair value of the Contingent Payment are recognized within other income (expense) in the Condensed Consolidated Statements of Operations and Comprehensive Loss. Fair Value of Contingently Issuable Common Stock December 31, 2015 $ 14,700 Fair Value Adjustment of Contingent Payment for the nine months ended September 30, 2016 100 September 30, 2016 $ 14,800 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve | The following table reflects the movement of activity of the restructuring reserve for the nine months ended September 30, 2016 : One-time Termination Benefits Accrual balance as of December 31, 2015 $ — Restructuring charges 8,612 Utilization (7,377 ) Accrual balance as of September 30, 2016 $ 1,235 |
TriVascular Merger (Tables)
TriVascular Merger (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Summary of Purchase Consideration Given in Acquisition | The total purchase consideration given related to the acquisition follows: Cash consideration $ 84,634 Common stock consideration 100,812 Fair value of assumed TriVascular stock warrants 44 Total purchase consideration $ 185,490 |
Summary of Allocation of Purchase Consideration | The following presents the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed on February 3, 2016 (in thousands): Cash and cash equivalents $ 24,012 Short-term investments 3,008 Accounts receivable 5,593 Inventories 17,765 Prepaid expenses and other current assets 1,895 Property and equipment 3,152 Intangible assets 46,200 Other assets 317 Accounts payable (2,214 ) Accrued liabilities and other (6,367 ) Notes payable (61 ) Net assets acquired $ 93,300 Goodwill $ 92,190 Total preliminary purchase consideration $ 185,490 |
Schedule of Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are as follows (in thousands): Balance at January 1, 2016 28,685 Goodwill acquired from the Merger 92,190 Foreign currency translation adjustment 42 Balance at September 30, 2016 $ 120,917 |
Summary of Pro Forma Financial Information of Acquisition | The pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the merger had occurred as of January 1, 2015 or that may be obtained in the future, and do not reflect future synergies, integration costs, or other such costs or savings. Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Pro forma net sales $ 52,122 $ 47,686 $ 148,133 $ 141,593 Pro forma net loss from continuing operations (14,941 ) (25,639 ) (127,026 ) (83,056 ) Pro forma basic and diluted net loss per share $ (0.18 ) $ (0.31 ) $ (1.55 ) $ (1.02 ) |
Description of Business, Basi28
Description of Business, Basis of Presentation, and Operating Segment (Details) | 9 Months Ended |
Sep. 30, 2016segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Balance Sheet Account Detail (P
Balance Sheet Account Detail (Property and Equipment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | $ 38,999 | $ 38,999 | $ 34,838 | ||
Accumulated depreciation | (14,840) | (14,840) | (11,483) | ||
Property and equipment, net | 24,159 | 24,159 | 23,355 | ||
Depreciation expense | 1,300 | $ 1,200 | 3,900 | $ 3,400 | |
Production equipment, molds, and office furniture | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 14,732 | 14,732 | 13,603 | ||
Computer hardware and software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 7,392 | 7,392 | 6,380 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 15,495 | 15,495 | 14,345 | ||
Construction in progress (software and related implementation, production equipment, and leasehold improvements) | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | $ 1,380 | $ 1,380 | $ 510 |
Balance Sheet Account Detail (I
Balance Sheet Account Detail (Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 11,721 | $ 7,701 |
Work-in-process | 10,473 | 4,355 |
Finished goods | 21,193 | 15,804 |
Total Inventories | $ 43,387 | $ 27,860 |
Balance Sheet Account Detail (G
Balance Sheet Account Detail (Goodwill and Intangible Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | $ 120,917 | $ 28,685 |
Total | 71,827 | |
Intangible assets (excluding goodwill), net | 85,735 | 42,118 |
Developed technology | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangibles | 67,600 | 40,100 |
Accumulated amortization | (2,773) | (690) |
Total | 64,827 | 39,410 |
License | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangibles | 100 | 100 |
Accumulated amortization | (100) | (100) |
Total | 0 | 0 |
Customer relationships | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangibles | 7,500 | 0 |
Accumulated amortization | (500) | 0 |
Total | 7,000 | 0 |
Trademarks and trade names | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite lived intangibles | 2,708 | 2,708 |
In-process research and development | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite lived intangibles | $ 11,200 | $ 0 |
Balance Sheet Account Detail (A
Balance Sheet Account Detail (Amortization) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Amortization expense | $ 1,000 | $ 400 | $ 2,600 | $ 1,200 |
Remainder of 2016 | 951 | 951 | ||
2,017 | 4,023 | 4,023 | ||
2,018 | 5,255 | 5,255 | ||
2,019 | 6,801 | 6,801 | ||
2,020 | 8,044 | 8,044 | ||
2021 & Thereafter | 46,753 | 46,753 | ||
Total | $ 71,827 | $ 71,827 |
Balance Sheet Account Detail (H
Balance Sheet Account Detail (Held to Maturity Marketable Securities) (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016USD ($)security | Dec. 31, 2015USD ($) | |
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 38,974 | $ 52,768 |
Gross Unrealized Gain | 10 | 1 |
Gross Unrealized Loss | (17) | (53) |
Fair Value | $ 38,967 | 52,716 |
Average maturity | 5 months | |
Agency bonds | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 10,484 | 8,000 |
Gross Unrealized Gain | 5 | 0 |
Gross Unrealized Loss | 0 | (20) |
Fair Value | 10,489 | 7,980 |
Corporate bonds | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 10,521 | 40,824 |
Gross Unrealized Gain | 0 | 1 |
Gross Unrealized Loss | (17) | (33) |
Fair Value | 10,504 | 40,792 |
Commercial paper | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 3,977 | 3,944 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | 0 | 0 |
Fair Value | 3,977 | $ 3,944 |
Government securities | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 13,992 | |
Gross Unrealized Gain | 5 | |
Gross Unrealized Loss | 0 | |
Fair Value | 13,997 | |
Corporate debt securities | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Gross Unrealized Loss | (17) | |
Fair Value | $ 10,500 | |
Held-to-maturity debt securities held | security | 5 | |
Time held in unrealized loss position | 2 months |
Balance Sheet Account Detail (F
Balance Sheet Account Detail (Fair Value Measurements) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | $ 22,022 | $ 124,553 |
Restricted cash | 2,001 | 0 |
Contingently issuable common stock | 14,800 | 14,700 |
Quoted prices in active markets for identical assets (Level 1) | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 22,022 | 124,553 |
Restricted cash | 2,001 | |
Contingently issuable common stock | 0 | 0 |
Significant other observable inputs (Level 2) | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | |
Contingently issuable common stock | 0 | 0 |
Fair value of long-term debt | 249,100 | 207,900 |
Significant unobservable inputs (Level 3) | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | |
Contingently issuable common stock | $ 14,800 | $ 14,700 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | $ 2,875 | $ 2,550 | $ 9,641 | $ 7,169 |
Cost of goods sold | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | 200 | 257 | 730 | 731 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | 389 | 252 | 1,187 | 737 |
Clinical and regulatory affairs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | 290 | 321 | 782 | 749 |
Marketing and sales | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | 1,004 | 888 | 3,395 | 2,476 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | 992 | 832 | 3,547 | 2,476 |
Total operating expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated stock-based compensation expense | $ 2,675 | $ 2,293 | $ 8,911 | $ 6,438 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Nov. 30, 2015 | Dec. 10, 2013 | |
Earnings Per Share, Basic and Diluted [Abstract] | |||||||
Net loss | $ (15,245) | $ (10,917) | $ (129,752) | $ (35,131) | |||
Shares used in computing basic and diluted net loss per share (in shares) | 82,446 | 67,810 | 80,402 | 67,568 | |||
Basic and diluted net loss per share (in dollars per share) | $ (0.18) | $ (0.16) | $ (1.61) | $ (0.52) | |||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | |||||||
Outstanding securities used in calculations (in shares) | 2,609 | 1,942 | 1,875 | 2,119 | |||
Convertible notes | $ 174,734 | $ 174,734 | $ 167,748 | ||||
Potential Dilutive Effect of Securities [Abstract] | |||||||
Conversion of the Notes (in shares) | 14,767 | 3,588 | 14,767 | 3,588 | |||
Convertible Debt | 2.25% Convertible Senior Notes | |||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | |||||||
Convertible notes | $ 76,800 | $ 76,800 | $ 86,300 | ||||
Stated interest rate | 2.25% | 2.25% | |||||
Convertible Debt | 3.25% Convertible Senior Notes | |||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | |||||||
Convertible notes | $ 101,900 | $ 101,900 | $ 125,000 | ||||
Stated interest rate | 3.25% | 3.25% | |||||
Common stock options | |||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | |||||||
Outstanding securities used in calculations (in shares) | 2,006 | 1,600 | 1,384 | 1,739 | |||
Restricted stock awards | |||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | |||||||
Outstanding securities used in calculations (in shares) | 138 | 135 | 133 | 133 | |||
Restricted stock units | |||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | |||||||
Outstanding securities used in calculations (in shares) | 465 | 207 | 358 | 247 |
Credit Facilities (Details)
Credit Facilities (Details) | Jul. 29, 2016USD ($) | Feb. 03, 2016shares | Nov. 02, 2015USD ($)$ / shares | Dec. 10, 2013USD ($)$ / shares$ / security | Feb. 29, 2016USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)d$ / sharesshares | Sep. 30, 2015USD ($) | Jul. 11, 2016USD ($) | Jun. 02, 2016shares | Dec. 31, 2015USD ($)shares | Nov. 30, 2015USD ($) | Jul. 21, 2015USD ($) |
Line of Credit Facility [Line Items] | |||||||||||||||
Convertible notes | $ 174,734,000 | $ 174,734,000 | $ 167,748,000 | ||||||||||||
Payments of derivative issuance costs | $ 7,400,000 | ||||||||||||||
Change in fair value of derivative liabilities | $ 0 | $ 0 | $ 43,831,000 | $ 0 | |||||||||||
Common stock authorized (in shares) | shares | 135,000,000 | 135,000,000 | 100,000,000 | 135,000,000 | |||||||||||
Adjustments to additional paid-in capital, conversion features of Senior Notes | $ 68,600,000 | ||||||||||||||
Restricted cash | $ 2,000,000 | $ 2,000,000 | |||||||||||||
Revolving Credit Facility | Bank of America | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Aggregate maximum borrowing capacity | $ 20,000,000 | ||||||||||||||
Minimum current ratio | 1.5 | ||||||||||||||
Revolving Credit Facility | Japan Lifeline Co., Ltd. | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Stated interest rate | 1.50% | ||||||||||||||
Amount outstanding | $ 6,000,000 | ||||||||||||||
Revolving Credit Facility | MidCap | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt issuance costs, net | 900,000 | $ 900,000 | |||||||||||||
Aggregate maximum borrowing capacity | $ 50,000,000 | ||||||||||||||
Amount outstanding | $ 0 | $ 0 | |||||||||||||
Interest rate at end of period | 4.60% | 4.60% | |||||||||||||
Maximum amount on which fees are calculated | $ 10,000,000 | ||||||||||||||
Unused line fee | 0.50% | ||||||||||||||
Collateral management fee | 0.50% | ||||||||||||||
Deferred financing costs | $ 900,000 | $ 900,000 | |||||||||||||
Letter of Credit | Bank of America | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Aggregate maximum borrowing capacity | $ 10,000,000 | ||||||||||||||
Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Reclassification of conversion features to derivative liabilities | $ 24,800,000 | ||||||||||||||
2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt instrument face amount | 86,250,000 | ||||||||||||||
Stated interest rate | 2.25% | 2.25% | |||||||||||||
Proceeds from convertible debt | 82,600,000 | ||||||||||||||
Conversion of convertible securities | 41.6051 | ||||||||||||||
Redemption price percentage | 100.00% | ||||||||||||||
Violation or event of default, declaration by note holders, percentage | 25.00% | ||||||||||||||
Fair value disclosure | 66,900,000 | ||||||||||||||
Beneficial conversion feature | 19,300,000 | ||||||||||||||
Unamortized discount | 3,700,000 | ||||||||||||||
Convertible notes | $ 86,300,000 | $ 76,800,000 | $ 76,800,000 | ||||||||||||
Deferred finance costs, noncurrent, net | $ 1,500,000 | $ 1,500,000 | |||||||||||||
Convertible conversion price | $ / shares | $ 24.04 | $ 24.04 | $ 24.04 | ||||||||||||
Cap price | $ / security | 29.02 | ||||||||||||||
3.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt instrument face amount | $ 125,000,000 | ||||||||||||||
Stated interest rate | 3.25% | 3.25% | |||||||||||||
Threshold trading days | d | 20 | ||||||||||||||
Threshold consecutive trading days | 30 days | ||||||||||||||
Threshold consecutive business days | 5 days | ||||||||||||||
Threshold percentage of stock price trigger | 130.00% | ||||||||||||||
Threshold business days | d | 5 | ||||||||||||||
Conversion of convertible securities | 89.4314 | ||||||||||||||
Redemption price percentage | 98.00% | 100.00% | |||||||||||||
Fair value disclosure | $ 97,800,000 | ||||||||||||||
Beneficial conversion feature | 27,200,000 | ||||||||||||||
Unamortized discount | $ 2,900,000 | ||||||||||||||
Convertible notes | $ 101,900,000 | $ 101,900,000 | $ 125,000,000 | ||||||||||||
Deferred finance costs, noncurrent, net | $ 2,500,000 | $ 2,500,000 | |||||||||||||
Convertible conversion price | $ / shares | $ 11.18 | ||||||||||||||
Redemption, Period One | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Threshold trading days | d | 20 | ||||||||||||||
Threshold consecutive trading days | 30 days | ||||||||||||||
Threshold percentage of stock price trigger | 130.00% | ||||||||||||||
Redemption price percentage | 100.00% | ||||||||||||||
Redemption, Period Two | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Threshold trading days | d | 20 | ||||||||||||||
Threshold consecutive trading days | 5 years | ||||||||||||||
Threshold consecutive business days | 30 days | ||||||||||||||
Threshold percentage of stock price trigger | 98.00% | ||||||||||||||
Threshold business days | d | 5 | ||||||||||||||
Other Assets | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Unamortized discount | $ 2,900,000 | ||||||||||||||
Other Assets | 3.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Unamortized discount | $ 3,700,000 | ||||||||||||||
Additional Paid-in Capital | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Unamortized discount | $ 800,000 | ||||||||||||||
Additional Paid-in Capital | 3.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Unamortized discount | $ 800,000 | ||||||||||||||
Minimum | Revolving Credit Facility | Bank of America | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Liquidation proceeds, monetary amount | $ 30,000,000 | ||||||||||||||
Minimum | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Periodic interest payment | 5,700,000 | ||||||||||||||
Minimum | 3.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Periodic interest payment | 9,100,000 | ||||||||||||||
Maximum | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Periodic interest payment | 6,900,000 | ||||||||||||||
Maximum | 3.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Periodic interest payment | $ 10,700,000 | ||||||||||||||
Accounting Standards Update 2015-03 | Other Assets | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt issuance costs, net | $ (1,900,000) | ||||||||||||||
Accounting Standards Update 2015-03 | Other Assets | 3.25% Convertible Senior Notes | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt issuance costs, net | (2,900,000) | ||||||||||||||
Accounting Standards Update 2015-03 | Long-term Debt | 2.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt issuance costs, net | 1,900,000 | ||||||||||||||
Accounting Standards Update 2015-03 | Long-term Debt | 3.25% Convertible Senior Notes | Convertible Debt | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Debt issuance costs, net | $ 2,900,000 | ||||||||||||||
TriVascular Technologies, Inc. | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Equity consideration issued in merger (in shares) | shares | 13,586,503 | ||||||||||||||
LIBOR | Revolving Credit Facility | MidCap | |||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||
Basis spread on variable rate | 4.10% | ||||||||||||||
Variable rate, maximum | 0.50% |
Revenue by Geographic Region (D
Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Schedule of Revenue by Geographic Region [Line Items] | ||||
Revenue | $ 52,122 | $ 38,231 | $ 145,462 | $ 114,380 |
Geographic Concentration Risk | Sales | ||||
Schedule of Revenue by Geographic Region [Line Items] | ||||
Concentration risk percentage | 100.00% | 100.00% | 100.00% | 100.00% |
United States | ||||
Schedule of Revenue by Geographic Region [Line Items] | ||||
Revenue | $ 36,305 | $ 26,915 | $ 102,457 | $ 80,825 |
United States | Geographic Concentration Risk | Sales | ||||
Schedule of Revenue by Geographic Region [Line Items] | ||||
Concentration risk percentage | 69.70% | 70.40% | 70.40% | 70.70% |
Total International | ||||
Schedule of Revenue by Geographic Region [Line Items] | ||||
Revenue | $ 15,817 | $ 11,316 | $ 43,005 | $ 33,555 |
Total International | Geographic Concentration Risk | Sales | ||||
Schedule of Revenue by Geographic Region [Line Items] | ||||
Concentration risk percentage | 30.30% | 29.60% | 29.60% | 29.30% |
Commitments and Contingencies39
Commitments and Contingencies (Schedule of Future Minimum Lease Payments, Fiscal Year Maturity) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Non-Cancelable Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Remainder of 2016 | $ 949 |
2,017 | 3,747 |
2,018 | 2,637 |
2,019 | 2,405 |
2,020 | 2,504 |
2021 and thereafter | 22,884 |
Total future minimum lease payments | $ 35,126 |
Commitments and Contingencies40
Commitments and Contingencies (Narrative) (Details) ft² in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016USD ($)ft² | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)ft² | Sep. 30, 2015USD ($) | |
Operating Leased Assets [Line Items] | ||||
Rent expense | $ 900,000 | $ 600,000 | $ 2,500,000 | $ 1,800,000 |
Settlement costs from litigation | 0 | 0 | 4,650,000 | 0 |
Termination (cost) income | (11,234,000) | $ (9,334,000) | (72,865,000) | $ (31,147,000) |
Contract Termination | ||||
Operating Leased Assets [Line Items] | ||||
Termination (cost) income | $ 0 | $ 2,600,000 | ||
TriVascular Technologies, Inc. | ||||
Operating Leased Assets [Line Items] | ||||
Renewal term | 5 years | |||
Minimum | ||||
Operating Leased Assets [Line Items] | ||||
Severance payment, prior to change in control | 6 months | |||
Severance payment, period following change in control | 18 months | |||
Maximum | ||||
Operating Leased Assets [Line Items] | ||||
Severance payment, prior to change in control | 18 months | |||
Severance payment, period following change in control | 24 months | |||
Manufacturing Facility | TriVascular Technologies, Inc. | ||||
Operating Leased Assets [Line Items] | ||||
Aggregate square feet | ft² | 110 | 110 |
Contingently Issuable Common 41
Contingently Issuable Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Jun. 17, 2014 | Dec. 10, 2010 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Fair Value of Contingently Issuable Common Stock | ||||||
Beginning balance | $ 14,700 | |||||
Fair Value Adjustment of Contingent Payment for the nine months ended September 30, 2016 | $ 0 | $ 0 | 100 | $ 200 | ||
Ending balance | $ 14,800 | 14,800 | ||||
Nelix Milestones | ||||||
Business Acquisition [Line Items] | ||||||
Number of shares contingently issuable (in shares) | 10.2 | |||||
Estimated fair value of contingent payment | $ 28,200 | |||||
OUS Milestone | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price common shares (in shares) | 2.7 | |||||
OUS Milestone | Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Contingent consideration, liability, value, low | 10,000 | |||||
Contingent consideration, liability, value, high | $ 24,000 | |||||
Contingent consideration, liability, shares, high (in shares) | 6.9 | |||||
Contingent consideration, liability, shares, low (in shares) | 1.3 | |||||
OUS Milestone | Common Stock | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Share price (in dollars per share) | $ 3.50 | $ 3.50 | ||||
OUS Milestone | Common Stock | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Share price (in dollars per share) | $ 7.50 | $ 7.50 | ||||
PMA Milestone | ||||||
Business Acquisition [Line Items] | ||||||
Common shares value | $ 15,000 | $ 15,000 | ||||
Number of shares contingently issuable (in shares) | 1.2 | |||||
Closing stock price (in dollars per share) | $ 12.80 | $ 12.80 | ||||
Contingent consideration, at fair value hypothetical value | $ 15,700 | $ 15,700 | ||||
PMA Milestone | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Share price (in dollars per share) | $ 4.5 | $ 4.5 | ||||
Nellix | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price common shares (in shares) | 3.2 | |||||
Common shares value | $ 19,400 |
Income Tax Expense (Details)
Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||
Income tax expense (benefit) | $ 174 | $ 22 | $ 720 | $ 175 |
Effective income tax rate | (1.20%) | (0.60%) | ||
Federal statutory income tax rate | 34.00% | 34.00% |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring, expected cost | $ 9,000 | $ 9,000 | ||
Restructuring Reserve [Roll Forward] | ||||
Accrual, beginning balance | 0 | |||
Restructuring costs | 498 | $ 0 | 8,612 | $ 0 |
Utilization | (7,377) | |||
Accrual, ending balance | $ 1,235 | $ 1,235 |
TriVascular Merger (Narrative)
TriVascular Merger (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 03, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||||
Share price (in dollars per share) | $ 7.42 | ||||
Net sales | $ 52,122 | $ 38,231 | $ 145,462 | $ 114,380 | |
TriVascular Technologies, Inc. | |||||
Business Acquisition [Line Items] | |||||
Equity consideration issued in merger (in shares) | 13,586,503 | ||||
Equity consideration issued in merger | $ 100,800 | ||||
Revision of net assets acquired and goodwill | 205 | 27,201 | |||
Adjustment to accounts receivable, increase | 30 | 30 | |||
Adjustment to accrued liabilities and other, increase | 192 | 556 | |||
Adjustment to inventories, increase (decrease) | (43) | 219 | |||
Adjustment to prepaid expenses and other current assets, increase | 77 | ||||
Adjustment to intangible assets, decrease | 26,971 | ||||
Adjustment to amortization of intangibles, decrease | 266 | ||||
Gross contractual trade receivables | 5,800 | ||||
Contractual cash flows not expected to be collected | 200 | ||||
Intangible assets | 46,200 | ||||
Net sales | $ 11,000 | 28,200 | |||
TriVascular Technologies, Inc. | Cost of goods sold | |||||
Business Acquisition [Line Items] | |||||
Adjustment to amortization of intangibles, decrease | 217 | ||||
TriVascular Technologies, Inc. | Marketing and sales | |||||
Business Acquisition [Line Items] | |||||
Adjustment to amortization of intangibles, decrease | $ 49 | ||||
TriVascular Technologies, Inc. | In-process research and development | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 11,200 | ||||
TriVascular Technologies, Inc. | Customer relationships | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 7,500 | ||||
Acquired intangible assets, useful life | 10 years | ||||
TriVascular Technologies, Inc. | Developed technology | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 27,500 | ||||
Acquired intangible assets, useful life | 11 years |
TriVascular Merger (Price Consi
TriVascular Merger (Price Consideration) (Details) - TriVascular Technologies, Inc. $ in Thousands | Feb. 03, 2016USD ($) |
Business Acquisition [Line Items] | |
Cash consideration | $ 84,634 |
Common stock consideration | 100,812 |
Fair value of assumed TriVascular stock warrants | 44 |
Total purchase consideration | $ 185,490 |
TriVascular Merger (Assets and
TriVascular Merger (Assets and Liabilities Acquired) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Feb. 03, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 120,917 | $ 28,685 | |
TriVascular Technologies, Inc. | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 24,012 | ||
Short-term investments | 3,008 | ||
Accounts receivable | 5,593 | ||
Inventories | 17,765 | ||
Prepaid expenses and other current assets | 1,895 | ||
Property and equipment | 3,152 | ||
Intangible assets | 46,200 | ||
Other assets | 317 | ||
Accounts payable | (2,214) | ||
Accrued liabilities and other | (6,367) | ||
Notes payable | (61) | ||
Net assets acquired | 93,300 | ||
Goodwill | 92,190 | $ 28,685 | |
Total preliminary purchase consideration | $ 185,490 |
TriVascular Merger (Carrying Am
TriVascular Merger (Carrying Amount of Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 28,685 |
Goodwill, ending balance | 120,917 |
TriVascular Technologies, Inc. | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 28,685 |
Goodwill acquired from the Merger | 92,190 |
Foreign currency translation adjustment | $ 42 |
TriVascular Merger (Pro-Forma I
TriVascular Merger (Pro-Forma Information) (Details) - TriVascular Technologies, Inc. - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Pro forma net loss from continuing operations | $ 52,122 | $ 47,686 | $ 148,133 | $ 141,593 |
Pro forma net loss from continuing operations | $ (14,941) | $ (25,639) | $ (127,026) | $ (83,056) |
Pro forma basic net loss per share (in dollars per share) | $ (0.18) | $ (0.31) | $ (1.55) | $ (1.02) |
Pro forma diluted net loss per share (in dollars per share) | $ (0.18) | $ (0.31) |