Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 04, 2018 | |
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 | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 84,010,318 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 48,020 | $ 57,991 |
Restricted cash | 2,067 | 2,608 |
Accounts receivable, net allowance for doubtful accounts of $634 and $470, respectively. | 29,241 | 32,294 |
Other receivables | 437 | 418 |
Inventories | 45,809 | 45,153 |
Prepaid expenses and other current assets | 3,120 | 4,670 |
Total current assets | 128,694 | 143,134 |
Property and equipment, net | 18,598 | 19,212 |
Goodwill | 120,977 | 120,927 |
Intangibles, net | 79,380 | 80,403 |
Deposits and other assets | 1,694 | 1,371 |
Total assets | 349,343 | 365,047 |
Current liabilities: | ||
Accounts payable | 13,005 | 12,351 |
Accrued payroll | 14,519 | 15,054 |
Accrued expenses and other current liabilities | 15,571 | 16,002 |
Current portion of debt | 17,474 | 17,202 |
Revolving line of credit | 0 | 21 |
Total current liabilities | 60,569 | 60,630 |
Deferred income taxes | 201 | 201 |
Deferred rent | 7,742 | 7,724 |
Other liabilities | 3,150 | 3,877 |
Contingently issuable common stock | 8,200 | 9,300 |
Debt | 210,587 | 208,253 |
Total liabilities | 290,449 | 289,985 |
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. 84,209,056 and 83,855,824 shares issued, respectively. 83,996,817 and 83,643,585 shares outstanding, respectively. | 84 | 84 |
Treasury stock, at cost, 212,239 shares. | (2,942) | (2,942) |
Additional paid-in capital | 598,312 | 594,586 |
Accumulated deficit | (539,768) | (520,001) |
Accumulated other comprehensive income | 3,208 | 3,335 |
Total stockholders’ equity | 58,894 | 75,062 |
Total liabilities and stockholders’ equity | $ 349,343 | $ 365,047 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Allowance for doubtful accounts | $ 634 | $ 470 |
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) | 84,209,056 | 83,855,824 |
Common stock outstanding (in shares) | 83,996,817 | 83,643,585 |
Treasury stock (in shares) | 212,239 | 212,239 |
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 - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Revenue | $ 42,284 | $ 42,612 |
Cost of goods sold | 13,958 | 13,970 |
Gross profit | 28,326 | 28,642 |
Operating expenses: | ||
Research and development | 5,499 | 5,530 |
Clinical and regulatory affairs | 3,571 | 3,835 |
Marketing and sales | 21,725 | 25,900 |
General and administrative | 10,369 | 8,873 |
Restructuring costs | 233 | 166 |
Total operating expenses | 41,397 | 44,304 |
Loss from operations | (13,071) | (15,662) |
Other income (expense): | ||
Interest income | 3 | 44 |
Interest expense | (5,807) | (4,295) |
Other income (expense), net | 363 | (47) |
Change in fair value of contingent consideration related to acquisition | 1,100 | (1,200) |
Loss on debt extinguishment | (2,270) | 0 |
Total other income (expense) | (6,611) | (5,498) |
Net loss before income tax expense | (19,682) | (21,160) |
Income tax expense | (85) | (154) |
Net loss | (19,767) | (21,314) |
Other comprehensive income (loss) foreign currency translation | (127) | 356 |
Comprehensive loss | $ (19,894) | $ (20,958) |
Basic and diluted net loss per share (in dollars per share) | $ (0.24) | $ (0.26) |
Shares used in computing basic and diluted net loss per share (in shares) | 83,706 | 82,928 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (19,767) | $ (21,314) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Bad debt expense | 152 | 23 |
Depreciation and amortization | 1,992 | 2,313 |
Stock-based compensation | 3,021 | 2,954 |
Change in fair value of contingent consideration related to acquisition | (1,100) | 1,200 |
Accretion of interest & amortization of deferred financing costs on debt | 2,622 | 2,547 |
Non-cash foreign exchange (gain) loss | (326) | 4 |
Loss on debt extinguishment | 2,270 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable and other receivables | 3,081 | 5,004 |
Inventories | (784) | (1,463) |
Prepaid expenses and other current assets | 275 | 450 |
Accounts payable | 391 | (4,517) |
Accrued payroll | (585) | 131 |
Accrued expenses and other liabilities | (1,116) | (285) |
Net cash used in operating activities | (9,874) | (12,953) |
Cash flows from investing activities: | ||
Maturities of marketable securities | 0 | 2,500 |
Purchases of property and equipment | (200) | (390) |
Net cash (used in) provided by investing activities | (200) | 2,110 |
Cash flows from financing activities: | ||
Cash paid for debt extinguishment | (1,310) | 0 |
Net proceeds from revolving line of credit | (21) | 0 |
Proceeds from exercise of stock options | 706 | 131 |
Net cash (used in) provided by financing activities | (625) | 131 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | 187 | 133 |
Net increase (decrease) in cash and cash equivalents and restricted cash | (10,512) | (10,579) |
Cash, cash equivalents and restricted cash, beginning of period | 60,599 | 28,121 |
Cash, cash equivalents and restricted cash, end of period | 50,087 | 17,542 |
Restricted cash, beginning of period | 2,608 | 2,001 |
Cash and cash equivalents, beginning of period | 57,991 | 26,120 |
Restricted cash, end of period | 2,067 | 2,001 |
Cash and cash equivalents, end of period | 48,020 | 15,541 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 2,107 | 170 |
Cash paid for income taxes | 134 | 42 |
Non-cash investing and financing activities: | ||
Acquisition of property and equipment included in accounts payable | $ 147 | $ 47 |
Description of Business, Basis
Description of Business, Basis of Presentation, and Operating Segment | 3 Months Ended |
Mar. 31, 2018 | |
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 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 treatment of abdominal aortic aneurysms (“AAA”). The Company’s AAA products are built on two platforms: (i) traditional minimally-invasive endovascular repair (“EVAR”) and (ii) endovascular 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”), Endologix AFX ® Endovascular AAA System (“AFX”), the VELA ® Proximal Endograft System (“VELA”) and the Endologix IntuiTrak ® Endovascular AAA System (“IntuiTrak”). The Company’s current EVAS product is the Nellix Endovascular Aneurysm Sealing System (“Nellix EVAS System”). The Company derives all of its reported revenue from sales of its EVAR and EVAS platforms (including extensions and accessories) to hospitals in the United States and Europe and to third-party international distributors. (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 with the rules and regulations of the U.S. Securities and Exchange Commission (the "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 months ended March 31, 2018 and 2017 , there were no related party transactions. The interim financial data as of March 31, 2018 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 months ended March 31, 2018 . 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 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, 2017 , filed with the SEC on March 13, 2018. (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 months ended March 31, 2018 , 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 United States. |
Use of Estimates and Summary of
Use of Estimates and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
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 the Company's significant accounting policies, please refer to Note 2, "Use of Estimates and Summary of Significant Accounting Policies", in Part II, Item 8, of the Company's 2017 Annual Report on Form 10-K for the year ended December 31, 2017 , filed with the SEC on March 13, 2018. For an updated significant discussion of the Company's accounting policy surrounding revenue recognition as a result of the implementation of Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers”, please refer to Note 7 of the Notes to the Condensed Consolidated Financial Statements. There have been no other material changes to the Company's significant accounting policies during the three months ended March 31, 2018 . |
Balance Sheet Account Detail
Balance Sheet Account Detail | 3 Months Ended |
Mar. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Account Detail | Balance Sheet Account Detail (a) Property and Equipment Property and equipment consisted of the following: March 31, December 31, Production equipment, molds, and office furniture $ 12,137 $ 12,118 Computer hardware and software 8,151 8,115 Leasehold improvements 15,499 15,499 Construction in progress (software and related implementation, production equipment, and leasehold improvements) 1,080 743 Property and equipment, at cost $ 36,867 $ 36,475 Accumulated depreciation (18,269 ) (17,263 ) Property and equipment, net $ 18,598 $ 19,212 Depreciation expense for property and equipment for the three months ended March 31, 2018 and 2017 was $1.0 million and $1.4 million , respectively. (b) Inventories Inventories consisted of the following: March 31, December 31, Raw materials $ 12,343 $ 12,226 Work-in-process 7,489 7,736 Finished goods 25,977 25,191 Total Inventories $ 45,809 $ 45,153 (c) Goodwill and Intangible Assets The following table presents goodwill, indefinite lived intangible assets, finite lived intangible assets and related accumulated amortization: March 31, December 31, Goodwill $ 120,977 $ 120,927 Intangible assets: Indefinite lived intangibles Trademarks and trade names $ 2,708 $ 2,708 In-process research and development 11,200 11,200 Finite lived intangibles Developed technology $ 67,600 $ 67,600 Accumulated amortization (8,003 ) (7,167 ) Developed technology, net $ 59,597 $ 60,433 Customer relationships $ 7,500 $ 7,500 Accumulated amortization (1,625 ) (1,438 ) Customer relationships, net $ 5,875 $ 6,062 Intangible assets (excluding goodwill), net $ 79,380 $ 80,403 The change in the carrying amount of goodwill for the three months ended March 31, 2018 is as follows (in thousands): Balance at December 31, 2017 120,927 Foreign currency translation adjustment 50 Balance at March 31, 2018 $ 120,977 Amortization expense for intangible assets for the three months ended March 31, 2018 and 2017 was $1.0 million and $0.9 million , respectively. Estimated amortization expense for the five succeeding years and thereafter is as follows: Remainder of 2018 $ 3,071 2019 4,300 2020 4,945 2021 7,020 2022 8,734 2023 & Thereafter 37,402 Total $ 65,472 (d) 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 March 31, 2018 and December 31, 2017 : Fair value measurement at reporting date using: Quoted prices in Significant other Significant Total At March 31, 2018 Cash and cash equivalents $ 48,020 $ — $ — $ 48,020 Restricted cash $ 2,067 $ — $ — $ 2,067 Contingently issuable common stock $ — $ — $ 8,200 $ 8,200 At December 31, 2017 Cash and cash equivalents $ 57,991 $ — $ — $ 57,991 Restricted cash $ 2,608 $ — $ — $ 2,608 Contingently issuable common stock $ — $ — $ 9,300 $ 9,300 There were no re-measurements to fair value during the three months ended March 31, 2018 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 three months ended March 31, 2018 . (e) Financial Instruments Not Recorded at Fair Value on a Recurring Basis The Company measures the fair value of its 2.25% Convertible Senior Notes due 2018 and 3.25% Convertible Senior Notes due 2020 (collectively, the “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 the Senior Notes was $128.0 million as of March 31, 2018 and $131.2 million as of December 31, 2017 . The Company measures the fair value of its Term Loan (see Note 6 of the Notes to the Condensed Consolidated Financial Statements) carried at amortized cost quarterly for disclosure purposes. The estimated fair value of the Term Loan is determined by Level 3 inputs and is based primarily on unobservable inputs that are not corroborated by market data. The fair value of the Company's Term Loan was $103.2 million as of March 31, 2018 . |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
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 months ended March 31, 2018 and 2017 , was as follows: Three Months Ended March 31, 2018 2017 Cost of goods sold $ 236 $ 169 Operating expenses: Research and development 333 260 Clinical and regulatory affairs 176 260 Marketing and sales 1,114 1,058 General and administrative 1,162 1,207 Total operating expenses $ 2,785 $ 2,785 Total $ 3,021 $ 2,954 |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2018 | |
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 months ended March 31, 2018 and 2017 . Three Months Ended March 31, 2018 2017 Net loss $ (19,767 ) $ (21,314 ) Shares used in computing basic and diluted net loss per share 83,706 82,928 Basic and diluted net loss per share $ (0.24 ) $ (0.26 ) 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 March 31, 2018 2017 Common stock options 270 696 Restricted stock awards 118 120 Restricted stock units 307 252 Total 695 1,068 Conversion of Senior Notes 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 in 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. Deerfield Warrants On April 3, 2017, the Company entered into a Facility Agreement (the “Facility Agreement”) with affiliates of Deerfield Management Company, L.P. (collectively, “Deerfield”), pursuant to which Deerfield agreed to loan to the Company up to $120.0 million , subject to the terms and conditions set forth in the Facility Agreement (the “Term Loan”). Pursuant to the terms of the Facility Agreement, the Company issued warrants to Deerfield to purchase an aggregate of 6,470,000 shares of common stock of the Company at an exercise price of $9.23 per share (the “Deerfield Warrants”). The number of shares of common stock of the Company into which the Warrants are exercisable and the exercise price of the Warrants will be adjusted to reflect any stock splits, recapitalizations or similar adjustments in the number of outstanding shares of common stock of the Company. Refer to Note 6 of the Notes to the Condensed Consolidated Financial Statements for further discussion. The potential dilutive effect of these securities is shown in the chart below: Three Months Ended March 31, 2018 2017 Conversion of the Notes 11,939 14,767 Deerfield Warrants 6,470 — 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 | 3 Months Ended |
Mar. 31, 2018 | |
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 could 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: (i) 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; (ii) 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; (iii) 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 (iv) 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 2.25% Senior Notes 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. 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 as a reduction of the 2.25% Senior Convertible Notes, 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. On April 3, 2017, the Company entered into the Facility Agreement with Deerfield, pursuant to which Deerfield agreed to loan to the Company up to $120 million , subject to the terms and conditions set forth in the Facility Agreement. The Company used a portion of the proceeds from the Term Loan to repurchase $68 million aggregate principal amount of outstanding 2.25% Senior Notes, plus the accrued but unpaid interest thereon, from the holders thereof in privately negotiated transactions. Refer to the section entitled Deerfield Facility Agreement below for further discussion. The embedded conversion option of the 2.25% Senior Notes, which was originally recorded in additional paid-in capital, was reduced by $2.2 million . Additionally, $3.2 million related to the reduction of outstanding principal related to the 2.25% Senior Notes was charged to loss on debt extinguishment on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss. As of March 31, 2018 , the Company had outstanding borrowings of $17.6 million , and deferred financing costs of $0.1 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 $1.1 million to $1.5 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. In connection with the Company’s repurchase of approximately $68 million aggregate principal amount of outstanding 2.25% Senior Notes in April 2017, the Company and Bank of America, N.A. unwound the portion of the Capped Call Transactions relating to the repurchased 2.25% Senior Notes. These Capped Call Transactions were originally classified in stockholders’ equity and continued to meet the criteria for classification thereof while outstanding, and therefore were not subsequently measured at fair value. The Company did not pay or receive any compensation related to the unwind of the Capped Call Transactions. Therefore, the Company accounted for the unwind of the Capped Call Transactions by removing these options at their carrying value in additional paid-in capital and recording an offsetting entry to additional paid-in capital. As a result, the Company did not recognize any gain or loss, and the unwind had no net impact on additional paid-in capital. 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: (i) 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; (ii) 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; (iii) 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 (iv) 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 as a reduction of the 3.25% Senior Convertible Notes, 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. As of March 31, 2018 , the Company had outstanding borrowings of $109.4 million , and deferred financing costs of $1.7 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. 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 could 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 accrued 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 meant 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). The MidCap Credit Facility was secured by substantially all of the Company's assets, excluding its intellectual property (“Collateral”), and placed customary limitations on indebtedness, liens, distributions, acquisitions, investments, and other activities of the Company in a manner designed to protect the Collateral. Deferred financing costs directly related to the MidCap Credit Facility such as legal, origination, and professional services fees totaled $0.9 million , which 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. In conjunction with the Company’s termination of the Company's prior credit facility with Bank of America 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. On April 3, 2017, the Company replaced the MidCap Credit Facility with a new revolving line of credit with Deerfield ELGX Revolver, LLC. As a result, the Company wrote off approximately $0.8 million in deferred financing costs and was required to pay a $2.5 million termination fee to Midcap; the foregoing were charged to loss on debt extinguishment on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss. Deerfield Facility Agreement On April 3, 2017 (“Agreement Date”), the Company entered into a Facility Agreement (the “Facility Agreement”) with affiliates of Deerfield Management Company, L.P. (collectively, “Deerfield”), pursuant to which Deerfield agreed to loan to the Company up to $120.0 million , subject to the terms and conditions set forth in the Facility Agreement (the “Term Loan”). The Company drew the entire principal amount of the Term Loan on the Agreement Date. The Company agreed to pay Deerfield a yield enhancement fee equal to 2.25% of the principal amount of the funds disbursed on the Agreement Date. The Company also agreed to reimburse Deerfield for all reasonable out-of-pocket expenses incurred by Deerfield in connection with the negotiation and documentation of the Facility Agreement up to a capped amount. Accordingly, deferred financing costs of $5.1 million were recorded on the Company’s Condensed Consolidated Balance Sheet as a direct reduction of the Term Loan, to be subsequently amortized as interest expense over the effective period of the Term Loan. Concurrently with entering into the Facility Agreement, the Company entered into a Guaranty and Security Agreement with Deerfield (the “Security Agreement”), pursuant to which, as security for the repayment of the Company’s obligations under the Facility Agreement, the Company granted to Deerfield a first priority security interest in substantially all of the Company’s assets including intellectual property, with the priority of such security interest being pari passu with the security interest granted pursuant to the Facility Agreement. Any amounts drawn under the Facility Agreement accrue interest at a rate of 6.87% per annum, payable quarterly in arrears beginning on July 1, 2017 and on the first business day of each calendar quarter thereafter and on the Maturity Date, unless repaid earlier. The Company will be required to pay Deerfield on each of April 2, 2021, April 2, 2022 and April 2, 2023 (the “Maturity Date”), an amortization payment equal to $40 million (or, if on the Maturity Date, the remaining outstanding principal amount of the Term Loan). Upon a change of control of the Company, if the acquirer satisfies certain conditions set forth in the Facility Agreement, such acquirer may assume the outstanding principal amount under the Facility Agreement without penalty. If such acquirer does not satisfy the conditions set forth in the Facility Agreement, Deerfield may, at its option, require the Company to repay the outstanding principal balance under the Facility Agreement plus, depending on the timing of the change of control transaction, the Company may be required to pay a make-whole premium and will be required to pay a change of control fee. At any time on or after the fourth anniversary of the Agreement Date, the Company has the right to prepay any amounts owed under the Facility Agreement without premium or penalty, unless such prepayment occurs in connection with a change of control of the Company, in which case the Company must pay Deerfield a change of control fee unless such change of control occurs beyond a certain period after the Maturity Date. At any time prior to the fourth anniversary of the Agreement Date, any prepayment made by the Company will be subject to a make-whole premium and, if such prepayment occurs in connection with a change of control of the Company, a change of control fee. Any amounts drawn under the Facility Agreement may become immediately due and payable upon customary events of default, as defined in the Facility Agreement, or the consummation of certain change of control transactions, as described above. The Facility Agreement contains various representations and warranties, events of default, and affirmative and negative covenants, customary for financings of this type, including reporting requirements, requirements that the Company maintain timely reporting with the SEC and restrictions on the ability of the Company and its subsidiaries to incur additional liens on their assets, incur additional indebtedness and acquire and dispose of assets outside the ordinary course of business. As of March 31, 2018 , the Company had outstanding borrowings of $107.2 million , and deferred financing costs of $4.3 million , related to the Term Loan. Annual interest expense on these notes will range from $1.5 million to $12.7 million through maturity. Warrants In connection with the execution of the Facility Agreement, the Company issued to Deerfield warrants to purchase an aggregate of 6,470,000 shares of common stock of the Company at an exercise price of $9.23 per share (the “Deerfield Warrants”). The number of shares of common stock of the Company into which the Warrants are exercisable and the exercise price of the Warrants will be adjusted to reflect any stock splits, recapitalizations or similar adjustments in the number of outstanding shares of common stock of the Company. The Warrants expire on the seven th anniversary of the Agreement Date. Subject to certain exceptions, the Warrants contain limitations such that the Company may not issue shares of common stock of the Company to Deerfield upon the exercise of the Warrants if such issuance would result in Deerfield beneficially owning in excess of 4.985% of the total number of shares of common stock of the Company then issued and outstanding. The holders of the Warrants may exercise the Warrants for cash, on a cashless basis or through a reduction of an amount of principal outstanding under the Term Loan. In connection with certain major transactions, the holders may have the option to convert the Warrants, in whole or in part, into the right to receive the transaction consideration payable upon consummation of such major transaction in respect of a number of shares of common stock of the Company equal to the Black-Scholes value of the Warrants, as defined therein, and in the case of other major transactions, the holders may have the right to exercise the Warrants, in whole or in part, for a number of shares of common stock of the Company equal to the Black-Scholes value of the Warrants. The Company measured the initial fair value of the 6,470,000 shares underlying the Deerfield Warrants at $14.3 million , net of issuance costs of $0.4 million , and recorded the amount in additional paid-in-capital and as a direct reduction of the Term Loan, to be subsequently amortized as interest expense over the effective period of the Term Loan. Registration Rights Agreement In connection with the Term Loan and the issuance of the Warrants, the Company entered into a Registration Rights Agreement with Deerfield (the “Registration Rights Agreement”). Pursuant to the terms of the Registration Rights Agreement, the Company agreed to file a registration statement on Form S-3 (or if Form S-3 is not then available, such other form of registration statement as is then available) with the Commission on or prior to the 30th day following the Agreement Date, to register for resale the shares of common stock of the Company issuable upon the exercise of the Warrants. The aforementioned registration statement was filed on Form S-3 on May 2, 2017. Credit and Security Agreement On the Agreement Date, the Company entered into a Credit and Security Agreement (the “Credit Agreement”) with Deerfield ELGX Revolver, LLC (“Deerfield Revolver”), pursuant to which the Company could borrow up to the lesser of $50 million or its applicable borrowing base from time to time prior |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2018 | |
Geographic Areas, Revenues from External Customers [Abstract] | |
Revenue | Revenue (a) Summary The Company measures revenue based on consideration specified in a contract with a customer: hospitals and distributors. The Company excludes any amounts related to taxes assessed by governmental authorities from this revenue measurement and reduces revenue by any sales incentives offered by the Company to its customers. The Company recognizes revenue when it satisfies a performance obligation by transferring control of products to customers. Shipping and handling costs billed to customers are reported within revenue, with the corresponding costs within costs of goods sold. In addition, any shipping and handling costs related to outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of revenues. (b) Contracts with Customers The Company recognizes revenue when all of the following criteria are met: • A contract has been identified with the customer; • The performance obligations have been identified; • The transaction price has been determined and allocated to respective performance obligations; and • The performance obligations have been satisfied. Respective performance obligations are satisfied at a point in time for sales made to both hospitals and distributors. Payment terms with customers range between 30 and 180 days which reflects days from the date the Company satisfies the performance obligations. For implant-based sales, the Company recognizes revenue when the AAA products are utilized in a procedure or implanted in a patient. For shipment-based sales, the Company recognizes revenue when control over a product has transferred to the customer, which is typically at the time of shipment, without a right of return. The Company provides certain sales incentives to customers for meeting certain purchase thresholds and accordingly, the transaction price is reduced by the Company’s best estimate of this variable consideration. The Company estimates this variable consideration through the most likely amount method. (c) Revenue Disaggregation The Company disaggregated revenue in accordance with the new revenue recognition standard to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. These economic factors are primarily attributable to different geographic regions and the timing of transfer of control of products to customers. Accordingly, sales in which control of the product has passed to the customer at the time of procedure or implant into a patient or at the time of shipment have been bifurcated as “Implant-based” and “Shipment-based” revenue, respectively. The table below includes a reconciliation of disaggregated revenue with the Company’s reportable segment: Three Months Ended March 31, Three Months Ended March 31, 2018 2017 Implant-based Shipment-based Total Implant-based Shipment-based Total United States $ 28,870 $ 505 $ 29,375 $ 30,512 $ 377 $ 30,889 Total International 5,542 $ 7,367 $ 12,909 4,778 $ 6,945 $ 11,723 Revenue $ 34,412 $ 7,872 $ 42,284 $ 35,290 $ 7,322 $ 42,612 (d) Transitional Disclosures In May 2014, the Financial Accounting Standards Board (the "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. ASU No. 2014-09 replaced most existing revenue recognition guidance in U.S. GAAP when it became effective for the Company on January 1, 2018. The new revenue standard permits the use of either the full retrospective or modified retrospective transition method; these methods may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company adopted the new revenue standard in the first quarter of 2018 utilizing the modified retrospective adoption method. The new revenue standard has been applied to all contracts at the date of initial application. The Company did not record a cumulative adjustment to the opening balance of retained earnings for the Company’s first quarter of 2018 financial statements. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
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, and 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. Future minimum payments by year under non-cancelable leases with initial terms in excess of one year were as follows as of March 31, 2018 : Remainder of 2018 $ 2,658 2019 3,661 2020 3,826 2021 3,701 2022 3,800 2023 and thereafter 18,021 Total $ 35,667 Facilities rent expense for the three months ended March 31, 2018 and 2017 was $0.9 million and $0.9 million , respectively. (b) Employment Agreements and Retention Plan The Company has 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 twenty-four 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 resolved this litigation and fully and finally released 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. Steven M. Ortiz v. Endologix, Inc. On September 9, 2016, former employee Steven M. Ortiz filed a class action lawsuit against the Company in Orange County Superior Court, claiming the Company’s failure to pay all overtime wages owing; failure to provide meal periods and failure to pay meal period premiums; failure to pay all wages owed at time of termination seeking waiting time penalties under Labor Code section 203; failure to provide accurate wage statements; violations of Business and Professions Code section 17200 and alleging claims for penalties under the Private Attorneys General Act of 2004. While the Company contests the allegations asserted in the litigation, a mediation was held on February 24, 2017 at which time the parties agreed to settle the case for $750,000. The court gave final approval to the settlement agreement and the $750,000 in settlement funds that were deposited with the Class Administrator have been distributed. Stockholder Securities Litigation In January 2017, two stockholders purporting to represent a class of persons who purchased the Company’s securities between August 2, 2016 and November 16, 2016, filed lawsuits against the Company and certain of its officers in the United States District Court for the Central District of California. The lawsuits allege that the Company made materially false and misleading statements and failed to disclose material adverse facts about its business, operational and financial performance, in violation of federal securities laws, relating to U.S. Food and Drug Administration Premarket Approval for the Company’s Nellix EVAS System. On May 26, 2017, the plaintiffs filed an amended complaint extending the class period to include persons who purchased the Company’s securities between May 5, 2016 and May 18, 2017 and adding certain factual assertions and allegations regarding the Nellix EVAS System. The plaintiffs sought unspecified monetary damages on behalf of the alleged class, interest, and attorney’s fees and costs of litigation. The first lawsuit, Nguyen v. Endologix, Inc. et al., Case No. 2:17-cv-0017 AB (PLAx) (C.D. Cal.), was consolidated with the second lawsuit, Ahmed v. Endologix, Inc. et al, Case No. 8:17-cv-00061 AB (PLAx) (C.D. Cal.), and lead Nguyen plaintiff filed a consolidated First Amended Complaint. On December 5, 2017, the District Court granted Endologix’s motion to dismiss lead plaintiff’s First Amended Complaint, with leave to amend. On January 9, 2018, lead plaintiff filed a Second Amended Complaint and on March 12, 2018, the Company filed its Motion to Dismiss lead plaintiff’s Second Amended Complaint. The Company believes these lawsuits are without merit and intends to defend itself vigorously. Stockholder Derivative Litigation Four shareholders have filed derivative lawsuits on behalf of Endologix, the nominal plaintiff, based on allegations substantially similar to those alleged by lead plaintiff in Nguyen. Those actions consist of: Sindlinger v. McDermott et al., Case No. BC662280 (Los Angeles Superior Court); Abraham v. McDermott et al., Case No. 30-2018-00968971-CU-BT-CSC (Orange County Superior Court); and Green v. McDermott et al., Case No. 8:17-cv-01155-AB (PLAx), which has been consolidated with Cocco v. McDermott et al., Case No. 8:17-cv-01183-AB (PLAx) (C.D. Cal.). The Company believes these lawsuits are without merit and intends to defend itself vigorously. SEC Investigation In July 2017, the Company learned that the SEC issued a Formal Order of Investigation to investigate, among other things, events surrounding the Nellix EVAS System and the prospect of its Food and Drug Administration (“FDA“) pre-market approval. The Company is fully cooperating with the investigation, but cannot predict its outcome or the timing of the investigation’s conclusion. |
Contingently Issuable Common St
Contingently Issuable Common Stock | 3 Months Ended |
Mar. 31, 2018 | |
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, 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 March 31, 2018 the Company's stock price last closed at $4.23 per share. Thus, had the PMA Milestone been achieved on March 31, 2018 the Contingent Payment would have comprised 3.3 million shares (based on the 30 -day average closing stock price ending 5 days prior to the announcement, subjected to the stock price floor of $4.50 ), representing a value of $14.1 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, 2017 $ 9,300 Fair Value Adjustment of Contingent Payment for the three months ended March 31, 2018 (1,100 ) March 31, 2018 $ 8,200 |
Income Tax Expense
Income Tax Expense | 3 Months Ended |
Mar. 31, 2018 | |
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 $0.1 million and $0.2 million for the three months ended March 31, 2018 and 2017 , respectively. The Company's ETR was (0.4)% and (0.7)% for the three months ended March 31, 2018 , and 2017 , respectively. The Company's ETR for the three months ended March 31, 2018 differs from the U.S. federal statutory tax rate of 21% primarily as a result of nondeductible expenses (including the Nellix Contingent Payment), 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. On December 22, 2017, the President of the United States signed into law reforms of the US tax code (the “Tax Reform Act”). The legislation significantly changes US tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. The Company recorded provisional amounts as of December 31, 2017 related to the Tax Reform Act under guidance set forth in Staff Accounting Bulletin No. 118 ("SAB 118"). These amounts have not been adjusted as of March 31, 2018, and the Company will continue to monitor any changes to the provisional amounts during the measurement period or until the accounting is complete. However, the Company does not anticipate any material impact to the financial statement due to the full valuation allowance. |
Restructuring Charges
Restructuring Charges | 3 Months Ended |
Mar. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges In the three months ended March 31, 2018 , the Company recorded $0.2 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. As of March 31, 2018 , the Company estimates that it will incur a total of $12.8 million in restructuring charges upon the completion of the plan, of which $12.8 million has already been incurred since the first quarter of 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 three months ended March 31, 2018 : One-time Termination Benefits Accrual balance as of December 31, 2017 $ 1,008 Restructuring charges 233 Utilization (773 ) Accrual balance as of March 31, 2018 $ 468 The accrual balance as of March 31, 2018 is classified within accrued expenses and other current liabilities in the Company’s Condensed Consolidated Balance Sheet. |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Transition of John McDermott as Chief Executive Officer The Company previously reported that John McDermott would step down from his role as Chief Executive Officer of the Company no later than June 30, 2018, pursuant to a Severance Agreement and General Release, dated February 21, 2018. In connection with the Company’s appointment of a new Chief Executive Officer (as discussed below), Mr. McDermott has stepped down as Chief Executive Officer, effective as of May 2, 2018. Mr. McDermott will continue to serve as a non-executive employee through June 30, 2018 and will provide consulting services to the Company following his transition. Appointment of John Onopchenko as Chief Executive Officer On May 2, 2018, the Company announced that John Onopchenko has been appointed by the board of directors of the Company to serve as the Company’s Chief Executive Officer, effective as of the same date. In connection with Mr. Onopchenko’s appointment as Chief Executive Officer, upon the recommendation of the Company’s Compensation Committee, the board of directors approved, and the Company and Mr. Onopchenko entered into, an Employment Agreement, pursuant to which Mr. Onopchenko will receive, among other things: (i) an annual base salary of $600,000 , (ii) a one-time cash sign-on bonus of $666,667 , (iii) an annual cash bonus pursuant to any cash bonus plan approved by the Company’s Compensation Committee or board of directors for senior executive officers, with a target bonus opportunity in an amount equal to 100% of his base salary (iv) time-based incentive stock options with a grant date fair market value of $450,000 , (v) time-based restricted stock units with a grant date fair market value of $450,000 , (vi) reimbursement for reasonable relocation expenses (vii) a housing allowance in the amount $4,000 per month until the earlier of (a) 36 months from November 1, 2017, and (b) his purchase of a permanent residence in the Orange County, California area, and (viii) all customary and usual benefits available to senior executive officers under the Company’s benefit plans. |
Description of Business, Basi18
Description of Business, Basis of Presentation, and Operating Segment (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
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 with the rules and regulations of the U.S. Securities and Exchange Commission (the "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 months ended March 31, 2018 and 2017 , there were no related party transactions. The interim financial data as of March 31, 2018 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 months ended March 31, 2018 . 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 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, 2017 , filed with the SEC on March 13, 2018. |
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 months ended March 31, 2018 , 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 |
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) | 3 Months Ended |
Mar. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment | Property and equipment consisted of the following: March 31, December 31, Production equipment, molds, and office furniture $ 12,137 $ 12,118 Computer hardware and software 8,151 8,115 Leasehold improvements 15,499 15,499 Construction in progress (software and related implementation, production equipment, and leasehold improvements) 1,080 743 Property and equipment, at cost $ 36,867 $ 36,475 Accumulated depreciation (18,269 ) (17,263 ) Property and equipment, net $ 18,598 $ 19,212 |
Schedule of Inventories | Inventories consisted of the following: March 31, December 31, Raw materials $ 12,343 $ 12,226 Work-in-process 7,489 7,736 Finished goods 25,977 25,191 Total Inventories $ 45,809 $ 45,153 |
Schedule of Goodwill and Intangible Assets | The following table presents goodwill, indefinite lived intangible assets, finite lived intangible assets and related accumulated amortization: March 31, December 31, Goodwill $ 120,977 $ 120,927 Intangible assets: Indefinite lived intangibles Trademarks and trade names $ 2,708 $ 2,708 In-process research and development 11,200 11,200 Finite lived intangibles Developed technology $ 67,600 $ 67,600 Accumulated amortization (8,003 ) (7,167 ) Developed technology, net $ 59,597 $ 60,433 Customer relationships $ 7,500 $ 7,500 Accumulated amortization (1,625 ) (1,438 ) Customer relationships, net $ 5,875 $ 6,062 Intangible assets (excluding goodwill), net $ 79,380 $ 80,403 |
Schedule of Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the three months ended March 31, 2018 is as follows (in thousands): Balance at December 31, 2017 120,927 Foreign currency translation adjustment 50 Balance at March 31, 2018 $ 120,977 |
Schedule of Estimated Amortization Expense | Estimated amortization expense for the five succeeding years and thereafter is as follows: Remainder of 2018 $ 3,071 2019 4,300 2020 4,945 2021 7,020 2022 8,734 2023 & Thereafter 37,402 Total $ 65,472 |
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 March 31, 2018 and December 31, 2017 : Fair value measurement at reporting date using: Quoted prices in Significant other Significant Total At March 31, 2018 Cash and cash equivalents $ 48,020 $ — $ — $ 48,020 Restricted cash $ 2,067 $ — $ — $ 2,067 Contingently issuable common stock $ — $ — $ 8,200 $ 8,200 At December 31, 2017 Cash and cash equivalents $ 57,991 $ — $ — $ 57,991 Restricted cash $ 2,608 $ — $ — $ 2,608 Contingently issuable common stock $ — $ — $ 9,300 $ 9,300 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 months ended March 31, 2018 and 2017 , was as follows: Three Months Ended March 31, 2018 2017 Cost of goods sold $ 236 $ 169 Operating expenses: Research and development 333 260 Clinical and regulatory affairs 176 260 Marketing and sales 1,114 1,058 General and administrative 1,162 1,207 Total operating expenses $ 2,785 $ 2,785 Total $ 3,021 $ 2,954 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of 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 months ended March 31, 2018 and 2017 . Three Months Ended March 31, 2018 2017 Net loss $ (19,767 ) $ (21,314 ) Shares used in computing basic and diluted net loss per share 83,706 82,928 Basic and diluted net loss per share $ (0.24 ) $ (0.26 ) |
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 March 31, 2018 2017 Common stock options 270 696 Restricted stock awards 118 120 Restricted stock units 307 252 Total 695 1,068 The potential dilutive effect of these securities is shown in the chart below: Three Months Ended March 31, 2018 2017 Conversion of the Notes 11,939 14,767 Deerfield Warrants 6,470 — |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Geographic Areas, Revenues from External Customers [Abstract] | |
Schedule of Revenue by Geographic Region | The table below includes a reconciliation of disaggregated revenue with the Company’s reportable segment: Three Months Ended March 31, Three Months Ended March 31, 2018 2017 Implant-based Shipment-based Total Implant-based Shipment-based Total United States $ 28,870 $ 505 $ 29,375 $ 30,512 $ 377 $ 30,889 Total International 5,542 $ 7,367 $ 12,909 4,778 $ 6,945 $ 11,723 Revenue $ 34,412 $ 7,872 $ 42,284 $ 35,290 $ 7,322 $ 42,612 7 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 : Remainder of 2018 $ 2,658 2019 3,661 2020 3,826 2021 3,701 2022 3,800 2023 and thereafter 18,021 Total $ 35,667 |
Contingently Issuable Common 24
Contingently Issuable Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Fair Value of Contingent Payment | Fair Value of Contingently Issuable Common Stock December 31, 2017 $ 9,300 Fair Value Adjustment of Contingent Payment for the three months ended March 31, 2018 (1,100 ) March 31, 2018 $ 8,200 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve | The following table reflects the movement of activity of the restructuring reserve for the three months ended March 31, 2018 : One-time Termination Benefits Accrual balance as of December 31, 2017 $ 1,008 Restructuring charges 233 Utilization (773 ) Accrual balance as of March 31, 2018 $ 468 |
Description of Business, Basi26
Description of Business, Basis of Presentation, and Operating Segment (Details) | 3 Months Ended |
Mar. 31, 2018segment | |
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 | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, at cost | $ 36,867 | $ 36,475 | |
Accumulated depreciation | (18,269) | (17,263) | |
Property and equipment, net | 18,598 | 19,212 | |
Depreciation expense | 1,000 | $ 1,400 | |
Production equipment, molds, and office furniture | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, at cost | 12,137 | 12,118 | |
Computer hardware and software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, at cost | 8,151 | 8,115 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, at cost | 15,499 | 15,499 | |
Construction in progress (software and related implementation, production equipment, and leasehold improvements) | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, at cost | $ 1,080 | $ 743 |
Balance Sheet Account Detail (I
Balance Sheet Account Detail (Inventories) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 12,343 | $ 12,226 |
Work-in-process | 7,489 | 7,736 |
Finished goods | 25,977 | 25,191 |
Total Inventories | $ 45,809 | $ 45,153 |
Balance Sheet Account Detail (G
Balance Sheet Account Detail (Goodwill and Intangible Assets) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | $ 120,977 | $ 120,927 |
Total | 65,472 | |
Intangible assets (excluding goodwill), net | 79,380 | 80,403 |
Developed technology | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangibles | 67,600 | 67,600 |
Accumulated amortization | (8,003) | (7,167) |
Total | 59,597 | 60,433 |
Customer relationships | ||
Goodwill, Finite-lived, and Indefinite-lived Intangible Assets [Line Items] | ||
Finite lived intangibles | 7,500 | 7,500 |
Accumulated amortization | (1,625) | (1,438) |
Total | 5,875 | 6,062 |
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 | $ 11,200 |
Balance Sheet Account Detail (C
Balance Sheet Account Detail (Change in Carrying Amount of Goodwill) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 120,927 |
Foreign currency translation adjustment | 50 |
Goodwill, ending balance | $ 120,977 |
Balance Sheet Account Detail (A
Balance Sheet Account Detail (Amortization) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | ||
Amortization expense | $ 1,000 | $ 900 |
Remainder of 2018 | 3,071 | |
2,018 | 4,300 | |
2,019 | 4,945 | |
2,020 | 7,020 | |
2,021 | 8,734 | |
2023 & Thereafter | 37,402 | |
Total | $ 65,472 |
Balance Sheet Account Detail (F
Balance Sheet Account Detail (Fair Value Measurements) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Nov. 02, 2015 | Dec. 10, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash and cash equivalents | $ 48,020 | $ 57,991 | ||
Restricted cash | 2,067 | 2,608 | ||
Contingently issuable common stock | $ 8,200 | 9,300 | ||
2.25% Convertible Senior Notes | Convertible Debt | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Stated interest rate | 2.25% | 2.25% | ||
3.25% Convertible Senior Notes | Convertible Debt | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Stated interest rate | 3.25% | |||
Facility Agreement | Secured Debt | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Stated interest rate | 6.87% | |||
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 | $ 48,020 | 57,991 | ||
Restricted cash | 2,067 | 2,608 | ||
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 | 0 | ||
Contingently issuable common stock | 0 | 0 | ||
Significant other observable inputs (Level 2) | Fair Value, Measurements, Nonrecurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value of long-term debt | 128,000 | 131,200 | ||
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 | 0 | ||
Contingently issuable common stock | 8,200 | $ 9,300 | ||
Significant unobservable inputs (Level 3) | Fair Value, Measurements, Nonrecurring | Facility Agreement | Secured Debt | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value of long-term debt | $ 103,200 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | $ 3,021 | $ 2,954 |
Cost of goods sold | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | 236 | 169 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | 333 | 260 |
Clinical and regulatory affairs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | 176 | 260 |
Marketing and sales | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | 1,114 | 1,058 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | 1,162 | 1,207 |
Total operating expenses | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated stock-based compensation expense | $ 2,785 | $ 2,785 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) | 3 Months Ended | |||||
Mar. 31, 2018 | Mar. 31, 2017 | Apr. 03, 2017 | Nov. 30, 2015 | Nov. 02, 2015 | Dec. 10, 2013 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||||||
Net loss | $ (19,767,000) | $ (21,314,000) | ||||
Shares used in computing basic and diluted net loss per share (in shares) | 83,706,000 | 82,928,000 | ||||
Basic and diluted net loss per share (in dollars per share) | $ (0.24) | $ (0.26) | ||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | ||||||
Outstanding securities used in calculations (in shares) | 695,000 | 1,068,000 | ||||
Potential Dilutive Effect of Securities [Abstract] | ||||||
Conversion of the Notes (in shares) | 11,939,000 | 14,767,000 | ||||
Conversion of Deerfield Warrants (in shares) | 6,470,000 | 0 | ||||
Facility Agreement | Deerfield Warrants | Common Stock | ||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | ||||||
Warrants issued (in shares) | 6,470,000 | |||||
Exercise price of warrants issued (in dollars per share) | $ 9.23 | |||||
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 | $ 17,600,000 | $ 86,300,000 | ||||
Stated interest rate | 2.25% | 2.25% | ||||
Debt instrument face amount | $ 86,250,000 | |||||
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 | $ 109,400,000 | $ 125,000,000 | ||||
Stated interest rate | 3.25% | |||||
Debt instrument face amount | $ 125,000,000 | |||||
Secured Debt | Facility Agreement | ||||||
Securities Excluded from Calculations of Earnings Per Share Because Impact Would Have Been Anti-Dilutive [Abstract] | ||||||
Stated interest rate | 6.87% | |||||
Debt instrument face amount | $ 120,000,000 | |||||
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) | 270,000 | 696,000 | ||||
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) | 118,000 | 120,000 | ||||
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) | 307,000 | 252,000 |
Credit Facilities (Details)
Credit Facilities (Details) | Jan. 05, 2018USD ($) | Apr. 03, 2017USD ($)$ / sharesshares | Jul. 29, 2016USD ($) | Nov. 02, 2015USD ($)$ / shares | Dec. 10, 2013USD ($)$ / shares$ / security | Mar. 31, 2018USD ($)d$ / sharesshares | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017shares | Nov. 30, 2015USD ($) |
Line of Credit Facility [Line Items] | ||||||||||
Loss on debt extinguishment | $ (2,270,000) | $ 0 | ||||||||
Payments of derivative issuance costs | $ 7,400,000 | |||||||||
Common stock authorized (in shares) | shares | 135,000,000 | 135,000,000 | ||||||||
Debt termination fees | $ 1,310,000 | $ 0 | ||||||||
Revolving Credit Facility | MidCap | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Aggregate maximum borrowing capacity | $ 50,000,000 | |||||||||
Restricted cash | 2,000,000 | |||||||||
Write off of deferred financing costs | $ 800,000 | |||||||||
Debt termination fees | $ 2,500,000 | |||||||||
Revolving Credit Facility | MidCap | LIBOR | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 4.10% | |||||||||
Variable rate, maximum | 0.50% | |||||||||
Revolving Credit Facility | Deerfield Revolver | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Loss on debt extinguishment | $ (2,300,000) | |||||||||
Debt issuance costs | $ 1,200,000 | |||||||||
Aggregate maximum borrowing capacity | $ 50,000,000 | |||||||||
Restricted cash | 2,000,000 | |||||||||
Write off of deferred financing costs | 1,000,000 | |||||||||
Debt termination fees | $ 1,300,000 | |||||||||
Revolving Credit Facility | Deerfield Revolver | LIBOR | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 4.60% | |||||||||
Variable rate, floor | 1.00% | |||||||||
Other Assets | Accounting Standards Update 2015-03 | Revolving Credit Facility | MidCap | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt issuance costs, net | $ (900,000) | |||||||||
Facility Agreement | Deerfield Warrants | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Expiration date of warrants issued | 7 years | |||||||||
Warrant exercise limitation threshold | 4.985% | |||||||||
Facility Agreement | Common Stock | Deerfield Warrants | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt issuance costs | $ 400,000 | |||||||||
Shares in which warrants can be converted (in shares) | shares | 6,470,000 | |||||||||
Exercise price of warrants issued (in dollars per share) | $ / shares | $ 9.23 | |||||||||
Fair value of warrants | $ 14,300,000 | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | ||||||||||
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 | |||||||||
Redemption price percentage | 100.00% | |||||||||
Conversion of convertible securities | 41.6051 | |||||||||
Convertible conversion price (in dollars per share) | $ / shares | $ 24.04 | $ 24.04 | ||||||||
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 | |||||||||
Repurchased debt amount | 68,000,000 | |||||||||
Beneficial conversion feature adjustment | (2,200,000) | |||||||||
Loss on debt extinguishment | (3,200,000) | |||||||||
Convertible notes | $ 86,300,000 | $ 17,600,000 | ||||||||
Deferred finance costs, noncurrent, net | 100,000 | |||||||||
Periodic principal payment | 0 | |||||||||
Cap price (in dollars per security) | $ / security | 29.02 | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic interest payment | 1,100,000 | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic interest payment | $ 1,500,000 | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | Other Assets | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Unamortized discount | $ 2,900,000 | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | Additional Paid-in Capital | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Unamortized discount | $ 800,000 | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | Redemption, Period One | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold trading days | d | 20 | |||||||||
Threshold consecutive trading days | d | 30 | |||||||||
Threshold percentage of stock price trigger | 130.00% | |||||||||
Redemption price percentage | 100.00% | |||||||||
Convertible Debt | 2.25% Convertible Senior Notes | Redemption, Period Two | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold trading days | d | 20 | |||||||||
Threshold consecutive trading days | d | 5 | |||||||||
Threshold percentage of stock price trigger | 98.00% | |||||||||
Threshold consecutive business days | 30 days | |||||||||
Threshold business days | d | 5 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument face amount | $ 125,000,000 | |||||||||
Stated interest rate | 3.25% | |||||||||
Threshold consecutive trading days | d | 30 | |||||||||
Redemption price percentage | 100.00% | |||||||||
Conversion of convertible securities | 89.4314 | |||||||||
Convertible conversion price (in dollars per share) | $ / shares | $ 11.18 | |||||||||
Fair value disclosure | $ 97,800,000 | |||||||||
Beneficial conversion feature | 27,200,000 | |||||||||
Unamortized discount | 2,900,000 | |||||||||
Convertible notes | $ 109,400,000 | $ 125,000,000 | ||||||||
Periodic principal payment | $ 0 | |||||||||
Holding threshold required to declare debt due | 25.00% | |||||||||
Debt issuance costs | $ 1,700,000 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Convertible Condition One | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold trading days | d | 20 | |||||||||
Threshold consecutive trading days | d | 30 | |||||||||
Threshold percentage of stock price trigger | 130.00% | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Convertible Condition Two | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold percentage of stock price trigger | 98.00% | |||||||||
Threshold consecutive business days | 5 days | |||||||||
Threshold business days | d | 5 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Convertible Condition Three | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold trading days | d | 2 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic interest payment | $ 9,100,000 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic interest payment | $ 10,700,000 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Other Assets | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Unamortized discount | 3,700,000 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Additional Paid-in Capital | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Unamortized discount | $ 800,000 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Redemption, Period One | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold trading days | d | 30 | |||||||||
Convertible Debt | 3.25% Convertible Senior Notes | Redemption, Period Two | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold trading days | d | 2 | |||||||||
Secured Debt | Facility Agreement | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument face amount | 120,000,000 | |||||||||
Stated interest rate | 6.87% | |||||||||
Deferred finance costs, noncurrent, net | $ 5,100,000 | $ 4,300,000 | ||||||||
Yield enhancement fee | 2.25% | |||||||||
Periodic amortization payment | $ 40,000,000 | |||||||||
Amount outstanding | 107,200,000 | |||||||||
Secured Debt | Facility Agreement | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic interest payment | 1,500,000 | |||||||||
Secured Debt | Facility Agreement | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic interest payment | $ 12,700,000 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 42,284 | $ 42,612 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 29,375 | 30,889 |
Total International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 12,909 | 11,723 |
Implant-based | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 34,412 | 35,290 |
Implant-based | United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 28,870 | 30,512 |
Implant-based | Total International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 5,542 | 4,778 |
Shipment-based | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 7,872 | 7,322 |
Shipment-based | United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 505 | 377 |
Shipment-based | Total International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 7,367 | $ 6,945 |
Commitments and Contingencies37
Commitments and Contingencies (Narrative) (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2017shareholder | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | |
Operating Leased Assets [Line Items] | |||
Rent expense | $ 900 | $ 900 | |
Settlement costs from litigation | 4,700 | ||
Number of shareholders in litigation | shareholder | 2 | ||
Termination costs | $ 13,071 | $ 15,662 | |
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 | 24 months | ||
Severance payment, period following change in control | 24 months |
Commitments and Contingencies38
Commitments and Contingencies (Schedule of Future Minimum Lease Payments, Fiscal Year Maturity) (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Non-Cancelable Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Remainder of 2018 | $ 2,658 |
2,019 | 3,661 |
2,020 | 3,826 |
2,021 | 3,701 |
2,022 | 3,800 |
2023 and thereafter | 18,021 |
Total future minimum lease payments | $ 35,667 |
Contingently Issuable Common 39
Contingently Issuable Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Dec. 10, 2010 | Mar. 31, 2018 | Mar. 31, 2017 |
Fair Value of Contingently Issuable Common Stock | |||
Beginning balance | $ 9,300 | ||
Fair Value Adjustment of Contingent Payment for the three months ended March 31, 2018 | (1,100) | $ 1,200 | |
Ending balance | 8,200 | ||
Nelix Milestones | |||
Business Acquisition [Line Items] | |||
Number of shares contingently issuable (in shares) | 10.2 | ||
Estimated fair value of contingent payment | $ 28,200 | ||
PMA Milestone | |||
Business Acquisition [Line Items] | |||
Common shares value | $ 15,000 | ||
Number of shares contingently issuable (in shares) | 3.3 | ||
Share price (in dollars per share) | $ 4.5 | ||
Closing stock price (in dollars per share) | $ 4.23 | ||
Average daily closing stock price | 30 days | ||
Days prior to milestone achievement announcement | 5 days | ||
Contingent consideration, at fair value hypothetical value | $ 14,100 | ||
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 | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||
Income tax expense (benefit) | $ 85 | $ 154 |
Effective income tax rate | (0.40%) | (0.70%) |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 27 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | |
Restructuring and Related Activities [Abstract] | |||
Restructuring costs | $ 12,800 | ||
Restructuring Reserve [Roll Forward] | |||
Accrual, beginning balance | $ 1,008 | ||
Restructuring costs | 233 | $ 166 | |
Utilization | (773) | ||
Accrual, ending balance | $ 468 | $ 468 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) | May 02, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Subsequent Event [Line Items] | |||
Sign on bonus | $ 14,519,000 | $ 15,054,000 | |
Chief Executive Officer | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Salary | $ 600,000 | ||
Sign on bonus | $ 666,667 | ||
Bonus target | 100.00% | ||
Housing allowance | $ 4,000 | ||
Housing allowance period | 36 months | ||
Stock Option | Chief Executive Officer | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Eligible performance awards | $ 450,000 | ||
Restricted stock units | Chief Executive Officer | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Eligible performance awards | $ 450,000 |