Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | May 05, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-35756 | |
Entity Registrant Name | NEOGENOMICS, INC. | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 74-2897368 | |
Entity Address, Address Line One | 9490 NeoGenomics Way, | |
Entity Address, City or Town | Fort Myers, | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33912 | |
City Area Code | (239) | |
Local Phone Number | 768-0600 | |
Title of 12(b) Security | Common stock ($0.001 par value) | |
Trading Symbol | NEO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 127,578,138 | |
Entity Central Index Key | 0001077183 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 275,609 | $ 263,180 |
Marketable securities, at fair value | 142,306 | 174,809 |
Accounts receivable, net | 118,842 | 119,711 |
Inventories | 24,432 | 24,277 |
Prepaid assets | 16,185 | 15,237 |
Other current assets | 7,622 | 8,077 |
Total current assets | 584,996 | 605,291 |
Property and equipment (net of accumulated depreciation of $138,863 and $131,930, respectively) | 102,845 | 102,499 |
Operating lease right-of-use assets | 93,784 | 96,109 |
Intangible assets, net | 399,477 | 408,260 |
Goodwill | 522,766 | 522,766 |
Other assets | 5,306 | 5,109 |
Total non-current assets | 1,124,178 | 1,134,743 |
Total assets | 1,709,174 | 1,740,034 |
Current liabilities | ||
Accounts payable | 22,712 | 20,510 |
Accrued compensation | 32,891 | 40,141 |
Accrued expenses and other liabilities | 17,964 | 15,070 |
Current portion of equipment financing obligations | 38 | 70 |
Current portion of operating lease liabilities | 6,934 | 6,584 |
Pharma contract liabilities | 6,067 | 7,557 |
Total current liabilities | 86,606 | 89,932 |
Long-term liabilities | ||
Convertible senior notes, net | 536,037 | 535,322 |
Operating lease liabilities | 67,319 | 68,952 |
Deferred income tax liabilities, net | 31,715 | 34,750 |
Other long-term liabilities | 13,035 | 13,055 |
Total long-term liabilities | 648,106 | 652,079 |
Total liabilities | 734,712 | 742,011 |
Commitments and contingencies (Note 11) | ||
Stockholders’ equity | ||
Common stock, $0.001 par value, (250,000,000 shares authorized; 127,200,491 and 126,913,992 shares issued and outstanding, respectively) | 127 | 127 |
Additional paid-in capital | 1,167,051 | 1,160,882 |
Accumulated other comprehensive loss | (2,834) | (3,899) |
Accumulated deficit | (189,882) | (159,087) |
Total stockholders’ equity | 974,462 | 998,023 |
Total liabilities and stockholders’ equity | $ 1,709,174 | $ 1,740,034 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Property and equipment, accumulated depreciation | $ 138,863 | $ 131,930 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 127,200,491 | 126,913,992 |
Common stock, shares outstanding (in shares) | 127,200,491 | 126,913,992 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Total net revenue | $ 137,220 | $ 117,169 |
COST OF REVENUE | 82,406 | 78,937 |
GROSS PROFIT | 54,814 | 38,232 |
Operating expenses: | ||
General and administrative | 61,549 | 66,248 |
Research and development | 7,395 | 7,713 |
Sales and marketing | 16,259 | 16,299 |
Restructuring charges | 4,684 | 0 |
Total operating expenses | 89,887 | 90,260 |
LOSS FROM OPERATIONS | (35,073) | (52,028) |
Interest (income) expense, net | (1,467) | 1,301 |
Other expense (income), net | 114 | (168) |
Loss before taxes | (33,720) | (53,161) |
Income tax benefit | (2,925) | (3,753) |
NET LOSS | $ (30,795) | $ (49,408) |
NET LOSS PER SHARE | ||
Basic (in dollars per share) | $ (0.25) | $ (0.40) |
Diluted (in dollars per share) | $ (0.25) | $ (0.40) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | ||
Basic (in shares) | 125,026 | 123,630 |
Diluted (in shares) | 125,026 | 123,630 |
Clinical Services | ||
Total net revenue | $ 114,869 | $ 98,791 |
COST OF REVENUE | 67,292 | 65,267 |
GROSS PROFIT | 47,577 | 33,524 |
Pharma Services | ||
Total net revenue | 22,351 | 18,378 |
COST OF REVENUE | 15,114 | 13,670 |
GROSS PROFIT | $ 7,237 | $ 4,708 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
NET LOSS | $ (30,795) | $ (49,408) |
OTHER COMPREHENSIVE GAIN (LOSS): | ||
Net unrealized gain (loss) on marketable securities, net of tax | 1,065 | (2,371) |
Total other comprehensive gain (loss), net of tax | 1,065 | (2,371) |
COMPREHENSIVE LOSS | $ (29,730) | $ (51,779) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2021 | 124,107,500 | ||||
Beginning balance at Dec. 31, 2021 | $ 1,108,277 | $ 124 | $ 1,123,628 | $ (638) | $ (14,837) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock for ESPP (in shares) | 47,853 | ||||
Issuance of common stock for ESPP | 971 | 971 | |||
Issuance of restricted stock, net of forfeitures (in shares) | 100,253 | ||||
Issuance of restricted stock, net of forfeitures | (1,049) | (1,049) | |||
Issuance of common stock for stock options (in shares) | 466,609 | ||||
Issuance of common stock for stock options | 6,480 | $ 1 | 6,479 | ||
Stock-based compensation expense - ESPP | 249 | 249 | |||
Stock-based compensation expense - options and restricted stock | 11,855 | 11,855 | |||
Net unrealized gain on marketable securities, net of tax | (2,371) | (2,371) | |||
Net loss | (49,408) | (49,408) | |||
Ending balance (in shares) at Mar. 31, 2022 | 124,722,215 | ||||
Ending balance at Mar. 31, 2022 | 1,075,004 | $ 125 | 1,142,133 | (3,009) | (64,245) |
Beginning balance (in shares) at Dec. 31, 2022 | 126,913,992 | ||||
Beginning balance at Dec. 31, 2022 | 998,023 | $ 127 | 1,160,882 | (3,899) | (159,087) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock for ESPP (in shares) | 96,733 | ||||
Issuance of common stock for ESPP | 811 | 811 | |||
Issuance of restricted stock, net of forfeitures (in shares) | 114,738 | ||||
Issuance of restricted stock, net of forfeitures | $ (147) | (147) | |||
Issuance of common stock for stock options (in shares) | 75,028 | 75,028 | |||
Issuance of common stock for stock options | $ 751 | 751 | |||
Stock issuance fees and expenses | (4) | (4) | |||
Stock-based compensation expense - ESPP | 275 | 275 | |||
Stock-based compensation expense - options and restricted stock | 4,483 | 4,483 | |||
Net unrealized gain on marketable securities, net of tax | 1,065 | 1,065 | |||
Net loss | (30,795) | (30,795) | |||
Ending balance (in shares) at Mar. 31, 2023 | 127,200,491 | ||||
Ending balance at Mar. 31, 2023 | $ 974,462 | $ 127 | $ 1,167,051 | $ (2,834) | $ (189,882) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (30,795) | $ (49,408) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 9,048 | 8,395 |
Amortization of intangibles | 8,783 | 8,490 |
Non-cash stock-based compensation | 4,758 | 12,103 |
Non-cash operating lease expense | 2,330 | 2,653 |
Amortization of convertible debt discount | 669 | 661 |
Amortization of debt issue costs | 46 | 45 |
Gain on sale of assets held for sale | 0 | (2,048) |
Impairment of assets | 923 | 0 |
Other adjustments | (31) | 1,126 |
Changes in assets and liabilities, net | ||
Accounts receivable, net | 870 | 1,334 |
Inventories | (200) | (445) |
Prepaid and other assets | (1,187) | (2,044) |
Operating lease liabilities | (1,722) | (2,832) |
Deferred income tax liabilities, net | (3,035) | (3,765) |
Accrued compensation | (7,250) | (5,985) |
Accounts payable and other liabilities | 4,101 | 2,680 |
Net cash used in operating activities | (12,692) | (29,040) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of marketable securities | (6,756) | (16,167) |
Proceeds from sales and maturities of marketable securities | 40,425 | 36,438 |
Purchases of property and equipment | (9,927) | (8,219) |
Net cash provided by investing activities | 23,742 | 12,052 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Repayment of equipment financing obligations | (32) | (346) |
Issuance of common stock, net | 1,411 | 6,403 |
Net cash provided by financing activities | 1,379 | 6,057 |
Net change in cash and cash equivalents | 12,429 | (10,931) |
Cash and cash equivalents, beginning of period | 263,180 | 316,827 |
Cash and cash equivalents, end of period | 275,609 | 305,896 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 432 | 442 |
Supplemental disclosure of non-cash investing and financing information: | ||
Increase in other current assets for the sale of assets held for sale | 0 | 12,098 |
Purchases of property and equipment included in accounts payable | $ 1,174 | $ 1,061 |
Nature of the Business
Nature of the Business | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business | Nature of the BusinessNeoGenomics, Inc., a Nevada corporation (the “Parent,” “Company,” or “NeoGenomics”), and its subsidiaries, operate as a certified, high complexity clinical laboratory in accordance with the federal government’s Clinical Laboratory Improvement Act, as amended, and is dedicated to the delivery of clinical diagnostic services to pathologists, oncologists, urologists, hospitals, and other laboratories as well as providing clinical trial services to pharmaceutical firms. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying interim Consolidated Financial Statements are unaudited and have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. All intercompany transactions and balances have been eliminated in the accompanying Consolidated Financial Statements. The accounting policies of the Company are the same as those set forth in Note 2. Summary of Significant Accounting Policies, to the audited Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, except for new accounting standards discussed under Recent Accounting Pronouncements. Unaudited Interim Financial Information Certain information and footnote disclosures normally included in the Company’s annual audited Consolidated Financial Statements and accompanying notes have been condensed or omitted in these accompanying interim Consolidated Financial Statements and footnotes. Accordingly, the accompanying interim unaudited Consolidated Financial Statements included herein should be read in conjunction with the audited Consolidated Financial Statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The results of operations presented in this Quarterly Report on Form 10-Q are not necessarily indicative of the results of operations that may be expected for any future periods. In the opinion of management, these unaudited Consolidated Financial Statements include all adjustments and accruals, consisting only of normal, recurring adjustments that are necessary for a fair statement of the results of all interim periods reported herein. Use of Estimates The Company prepares its Consolidated Financial Statements in conformity with GAAP. These principles require management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the Consolidated Financial Statements. Actual results and outcomes may differ from management’s estimates, judgments and assumptions. Significant estimates, judgments and assumptions used in these Consolidated Financial Statements include, but are not limited, to those related to revenues, accounts receivable and related allowances, contingencies, useful lives and recovery of long-term assets and intangible assets, income taxes and valuation allowances, stock-based compensation, business combinations, impairment analysis of goodwill, and restructuring reserves. These estimates, judgments, and assumptions are reviewed periodically and the effects of material revisions in estimates are reflected on the Consolidated Financial Statements prospectively from the date of the change in estimate. Sales and Marketing Expenses Sales and marketing expenses are primarily attributable to employee-related costs including sales management, sales representatives, sales and marketing consultants, and marketing and customer service personnel in the Clinical Services segment. Advertising costs are expensed at the time they are incurred and were immaterial for the three months ended March 31, 2023 and 2022. Restructuring charges Restructuring charges relate to a restructuring program to improve execution and drive efficiency across the organization. Restructuring charges consist of severance and other employee costs, costs for optimizing the Company’s geographic presence, and consulting and other costs. For further details on the Company’s restructuring activities, please refer to Note 8. Restructuring. Recent Accounting Pronouncements In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). This update amends guidance to require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Revenue from Contracts with Customers (Topic 606). At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. ASU 2021-08 is effective for fiscal years |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy has been established based on three levels of inputs, of which the first two are considered observable and the last unobservable. Level 1: Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. Level 2: Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. These are typically obtained from readily-available pricing sources for comparable instruments. Level 3: Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. Assets and Liabilities that are Measured at Fair Value on a Recurring Basis The Company measures certain financial assets at fair value on a recurring basis, including its marketable securities and certain cash equivalents. The Company considers all securities available-for-sale, including those with maturity dates beyond 12 months, and therefore these securities are classified within current assets on the Consolidated Balance Sheets as they are available to support current operational liquidity needs. The money market accounts are valued based on quoted market prices in active markets and are included in cash and cash equivalents on the Consolidated Balance Sheets. The marketable securities are generally valued based on other observable inputs for those securities (including market corroborated pricing or other models that utilize observable inputs such as interest rates and yield curves) based on information provided by independent third-party pricing entities, except for U.S. Treasury securities which are valued based on quoted market prices in active markets. The following tables set forth the amortized cost, gross unrealized gains, gross unrealized losses and fair values of the Company’s marketable securities accounted for as available-for-sale securities as of March 31, 2023 and December 31, 2022. March 31, 2023 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Financial Assets: Short-term marketable securities: U.S. Treasury securities $ 37,054 $ 1 $ (351) $ 36,704 Yankee bonds 3,357 — (78) 3,279 Agency bonds 6,010 — (74) 5,936 Municipal bonds 12,804 — (902) 11,902 Commercial paper 2,888 5 — 2,893 Asset-backed securities 21,433 — (291) 21,142 Corporate bonds 62,136 10 (1,696) 60,450 Total $ 145,682 $ 16 $ (3,392) $ 142,306 December 31, 2022 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Financial Assets: Short-term marketable securities: U.S. Treasury securities $ 56,426 $ — $ (651) $ 55,775 Yankee bonds 5,358 — (92) 5,266 Agency bonds 12,485 — (116) 12,369 Municipal bonds 12,841 — (1,030) 11,811 Commercial paper 2,846 8 — 2,854 Asset-backed securities 25,544 2 (427) 25,119 Corporate bonds 63,748 3 (2,136) 61,615 Total $ 179,248 $ 13 $ (4,452) $ 174,809 The Company had $1.0 million and $0.9 million of accrued interest receivable at March 31, 2023 and December 31, 2022, respectively, included in other current assets on its Consolidated Balance Sheets related to its marketable securities. There were no realized gains or losses on marketable securities for the three months ended March 31, 2023 and 2022. The following tables set forth the fair value of available-for-sale marketable securities by contractual maturity at March 31, 2023 and December 31, 2022. March 31, 2023 (in thousands) One Year or Less Over One Year Through Five Years Over Five Years Total Financial Assets: Marketable Securities: U.S. Treasury securities $ 29,416 $ 7,288 $ — $ 36,704 Yankee bonds 3,279 — — 3,279 Agency bonds 3,573 2,363 — 5,936 Municipal bonds — 11,902 — 11,902 Commercial paper 2,893 — — 2,893 Asset-backed securities 21,142 — — 21,142 Corporate bonds 33,083 27,367 — 60,450 Total $ 93,386 $ 48,920 $ — $ 142,306 December 31, 2022 (in thousands) One Year or Less Over One Year Through Five Years Over Five Years Total Financial Assets: Marketable Securities: U.S. Treasury securities $ 40,795 $ 14,980 $ — $ 55,775 Yankee bonds 2,734 2,532 — 5,266 Agency bonds 6,470 5,899 — 12,369 Municipal bonds — 11,811 — 11,811 Commercial paper 2,854 — — 2,854 Asset-backed securities 23,179 1,940 — 25,119 Corporate bonds 35,377 26,238 — 61,615 Total $ 111,409 $ 63,400 $ — $ 174,809 The following tables set forth the Company’s cash equivalents and marketable securities accounted for as available-for-sale securities that were measured at fair value on a recurring basis based on the fair value hierarchy as of March 31, 2023 and December 31, 2022. March 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Financial Assets: Cash equivalents: Money market funds $ 263,367 $ — $ — $ 263,367 Commercial paper — 998 — 998 Marketable securities: U.S. Treasury securities 36,704 — — 36,704 Yankee bonds 3,279 — — 3,279 Agency bonds 5,936 — — 5,936 Municipal bonds 11,902 — — 11,902 Commercial paper — 2,893 — 2,893 Asset-backed securities — 21,142 — 21,142 Corporate bonds — 60,450 — 60,450 Total $ 321,188 $ 85,483 $ — $ 406,671 December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Financial Assets: Cash equivalents: Money market funds $ 196,749 $ — $ — $ 196,749 Commercial paper — 36,965 — 36,965 Marketable securities: U.S. Treasury securities 55,775 — — 55,775 Yankee bonds 5,266 — — 5,266 Agency bonds 12,369 — — 12,369 Municipal bonds 11,811 — — 11,811 Commercial paper — 2,854 — 2,854 Asset-backed securities — 25,119 — 25,119 Corporate bonds — 61,615 — 61,615 Total $ 281,970 $ 126,553 $ — $ 408,523 There were no transfers of financial assets or liabilities into or out of Level 1, Level 2, or Level 3 for the three months ended March 31, 2023 and 2022. Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis The carrying value of cash and cash equivalents, accounts receivable, net, accounts payable, accrued expenses and other liabilities, and other current assets and liabilities, are considered reasonable estimates of their respective fair values at March 31, 2023 and December 31, 2022 due to their short-term nature. The Company also measures certain non-financial assets at fair value on a nonrecurring basis, primarily intangible assets, goodwill, and long-lived assets in connection with periodic evaluations for potential impairment. The Company estimates the fair value of these assets using primarily unobservable inputs and, as such, these are considered Level 3 fair value measurements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table summarizes the carrying amounts of goodwill by segment at March 31, 2023 and December 31, 2022 (in thousands): March 31, 2023 December 31, 2022 Clinical Services $ 458,782 $ 458,782 Pharma Services 63,984 63,984 Total $ 522,766 $ 522,766 Intangible assets consisted of the following (in thousands): March 31, 2023 Amortization Cost Accumulated Net Customer Relationships 7 - 15 $ 143,101 $ 58,117 $ 84,984 Developed Technology 10 - 15 310,226 38,447 271,779 Marketing Assets 4 549 273 276 Trademarks 15 31,473 3,748 27,725 Trade Name 2.5 2,584 1,318 1,266 Trademark - Indefinite lived — 13,447 — 13,447 Total $ 501,380 $ 101,903 $ 399,477 December 31, 2022 Amortization Cost Accumulated Net Customer Relationships 7 - 15 $ 143,101 $ 55,645 $ 87,456 Developed Technology 10 - 15 310,226 33,117 277,109 Marketing Assets 4 549 238 311 Trademarks 15 31,473 3,223 28,250 Trade Name 2.5 2,584 897 1,687 Trademark - Indefinite lived — 13,447 — 13,447 Total $ 501,380 $ 93,120 $ 408,260 The Company records amortization expense within cost of revenue and general and administrative expense on the Consolidated Statement of Operations. The following table summarizes the amortization expense for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Amortization of intangibles included in cost of revenue $ 4,853 $ 4,853 Amortization of intangibles included in general and administrative expenses 3,930 3,637 Total amortization of intangibles $ 8,783 $ 8,490 The estimated amortization expense related to amortizable intangible assets for each of the following periods as of March 31, 2023 is as follows (in thousands): Remainder of 2023 $ 26,350 2024 33,447 2025 33,343 2026 33,308 2027 32,758 Thereafter 226,824 Total $ 386,030 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt 2028 Convertible Senior Notes On January 11, 2021, the Company completed the sale of $345.0 million of Convertible Senior Notes with a stated interest rate of 0.25% and a maturity date of January 15, 2028 (the “2028 Convertible Notes”), unless earlier converted, redeemed, or repurchased. The last reported sales price of the Company’s common stock was not greater than or equal to 130.0% of the conversion price of the 2028 Convertible Notes on at least 20 of the last 30 consecutive trading days of the quarter ended December 31, 2022. Based on the terms of the 2028 Convertible Notes, the holders could not have converted all or a portion of their 2028 Convertible Notes in the first quarter of 2023. The last reported sales price of the Company’s common stock was not greater than or equal to 130.0% of the conversion price of the 2028 Convertible Notes on at least 20 of the last 30 consecutive trading days of the quarter ended March 31, 2023. Based on the terms of the 2028 Convertible Notes, the holders cannot convert all or a portion of their 2028 Convertible Notes in the second quarter of 2023. The value of the 2028 Convertible Notes, if-converted, does not exceed the principal amount based on a closing stock price of $17.41 on March 31, 2023. The interest expense recognized on the 2028 Convertible Notes includes $0.2 million, $0.4 million and $8,500 for the contractual coupon interest, the amortization of the debt discount and the amortization of the debt issuance costs, respectively, for the three months ended March 31, 2023. The interest expense recognized on the 2028 Convertible Notes includes $0.2 million, $0.4 million and $8,400 for the contractual coupon interest, the amortization of the debt discount and the amortization of the debt issuance costs, respectively, for the three months ended March 31, 2022. The effective interest rate on the 2028 Convertible Notes is 0.70%, which includes the interest on the 2028 Convertible Notes and amortization of the debt discount and debt issuance costs. The 2028 Convertible Notes bear interest at a rate of 0.25% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2021. At March 31, 2023, the estimated fair values (Level 2) of the 0.25% Convertible Senior Notes due 2028 was $258.8 million. At December 31, 2022, the estimated fair value (Level 2) of the 0.25% Convertible Senior Notes due 2028 was $218.2 million. 2025 Convertible Senior Notes On May 4, 2020, the Company completed the sale of $201.3 million of Convertible Senior Notes with a stated interest rate of 1.25% and a maturity date of May 1, 2025 (the “2025 Convertible Notes”), unless earlier converted, redeemed, or repurchased. The last reported sales price of the Company’s common stock was not greater than or equal to 130.0% of the conversion price of the 2025 Convertible Notes on at least 20 of the last 30 consecutive trading days of the quarter ended December 31, 2022. Based on the terms of the 2025 Convertible Notes, the holders could not have converted all or a portion of their 2025 Convertible Notes in the first quarter of 2023. The last reported sales price of the Company’s common stock was not greater than or equal to 130.0% of the conversion price of the 2025 Convertible Notes on at least 20 of the last 30 consecutive trading days of the quarter ended March 31, 2023. Based on the terms of the 2025 Convertible Notes, the holders cannot convert all or a portion of their 2025 Convertible Notes in the second quarter of 2023. The value of the 2025 Convertible Notes, if-converted, does not exceed the principal amount based on a closing stock price of $17.41 on March 31, 2023. The interest expense recognized on the 2025 Convertible Notes includes $0.6 million, $0.3 million and $37,600 for the contractual coupon interest, the amortization of the debt discount and the amortization of the debt issuance costs, respectively, for the three months ended March 31, 2023. The interest expense recognized on the 2025 Convertible Notes includes $0.6 million, $0.3 million and $36,800 for the contractual coupon interest, the amortization of the debt discount and the amortization of the debt issuance costs, respectively, for the three months ended March 31, 2022. The effective interest rate on the 2025 Convertible Notes is 1.96%, which includes the interest on the 2025 Convertible Notes and amortization of the debt discount and debt issuance costs. The 2025 Convertible Notes bear interest at a rate of 1.25% per annum, payable semi-annually in arrears on May 1 and November 1 of each year, which began on November 1, 2020. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company recorded approximately $4.8 million and $12.1 million for stock-based compensation in general and administrative expenses on the Consolidated Statements of Operations for the three months ended March 31, 2023 and 2022, respectively. Stock Options A summary of the stock option activity under the Company’s plans for the three months ended March 31, 2023 is as follows: Number of Weighted Average Exercise Price Outstanding at December 31, 2022 4,214,617 $ 16.48 Granted 338,792 $ 10.62 Exercised (75,028) $ 10.01 Forfeited (347,719) $ 20.56 Outstanding at March 31, 2023 4,130,662 $ 15.77 Exercisable at March 31, 2023 754,142 $ 29.45 The fair value of each stock option award granted during the three months ended March 31, 2023 was estimated as of the grant date using a Black-Scholes model with the following assumptions: Three Months Ended Expected term (in years) 4.0 - 5.5 Risk-free interest rate (%) 3.4% - 4.4% Expected volatility (%) 54.6% - 65.7% Dividend yield (%) — Weighted average grant date fair value per share $5.66 As of March 31, 2023, there was approximately $12.2 million of unrecognized stock-based compensation expense related to stock options that will be recognized over a weighted-average period of approximately 2.1 years. Restricted Stock Awards A summary of the restricted stock activity under the Company’s plans for the three months ended March 31, 2023 is as follows: Number of Restricted Weighted Average Grant Date Fair Value Nonvested at December 31, 2022 1,994,861 $ 12.71 Granted 213,710 $ 10.15 Vested (33,607) $ 23.42 Forfeited (89,836) $ 12.16 Nonvested at March 31, 2023 2,085,128 $ 12.28 As of March 31, 2023, there was approximately $15.5 million of unrecognized stock-based compensation expense related to restricted stock that will be recognized over a weighted-average period of approximately 2.3 years. Modification of Stock Option and Restricted Stock Awards |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company’s two reportable segments for which it recognizes revenue are (1) Clinical Services and (2) Pharma Services. The Clinical Services segment provides various clinical testing services to community-based pathology practices, oncology practices, hospital pathology labs, reference labs, and academic centers with reimbursement from various payers including client direct billing, commercial insurance, Medicare and other government payers, and patients. The Pharma Services segment supports pharmaceutical firms in their drug development programs by providing testing services and data analytics for clinical trials and research. Clinical Services Revenue The Company’s specialized diagnostic services are performed based on a written test requisition form or an electronic equivalent. The performance obligation is satisfied and revenues are recognized once the diagnostic services have been performed and the results have been delivered to the ordering physician. These diagnostic services are billed to various payers, including client direct billing, commercial insurance, Medicare and other government payers, and patients. Revenue is recorded for all payers based on the amount expected to be collected, which considers implicit price concessions. Implicit price concessions represent differences between amounts billed and the estimated consideration the Company expects to receive based on negotiated discounts, historical collection experience, and other anticipated adjustments, including anticipated payer denials. Pharma Services Revenue The Company’s Pharma Services segment generally enters into contracts with pharmaceutical and biotech customers as well as other contract research organizations (“CROs”) to provide research and clinical trial services. Such services also include validation studies and assay development. The Company records revenue on a unit-of-service basis based on the number of units completed towards the satisfaction of a performance obligation. In addition, certain contracts include upfront fees and the revenue for those contracts is recognized over time as services are performed. Additional offerings within the Pharma Services portfolio includes Informatics, which involves the licensing of de-identified data to pharmaceutical and biotech customers in the form of either retrospective records or prospective deliveries of data. Informatics revenue is recognized at a point in time upon delivery of retrospective data or over time for prospective data feeds. The Company negotiates billing schedules and payment terms on a contract-by-contract basis, and contract terms generally provide for payments based on a unit-of-service arrangement. Amounts collected in advance of services being provided are deferred as contract liabilities on the Consolidated Balance Sheets. The associated revenue is recognized and the contract liability is reduced as the contracted services are subsequently performed. Contract assets are established for revenue recognized but not yet billed. These contract assets are reduced once the customer is invoiced and a corresponding receivable is recorded. Additionally, Pharma Services incurs sales commissions in the process of obtaining contracts with customers. Sales commissions that are payable upon contract award are recognized as assets and amortized over the expected contract term. The amortization of commission expense is based on the weighted average contract duration for all commissionable awards in the respective business in which the commission expense is paid, which approximates the period over which goods and services are transferred to the customer. For offerings with primarily short-term contracts, such as Informatics, the Company applies the practical expedient which allows costs to obtain a contract to be expensed when incurred, if the amortization period of the assets that would otherwise have been recognized is one year or less. Contract assets and capitalized commissions are included in other current assets and other assets on the Consolidated Balance Sheets. Most contracts are terminable by the customers, either immediately or according to advance notice terms specified within the contracts. All contracts require payment of fees to the Company for services rendered through the date of termination and may require payment for subsequent services necessary to conclude the study or close out the contract. The following table summarizes the values of contract assets, capitalized commissions and contract liabilities (in thousands): March 31, 2023 December 31, 2022 Current pharma contract assets (1) $ 1,121 $ 1,898 Long-term pharma contract assets (2) — 31 Total pharma contract assets $ 1,121 $ 1,929 Current pharma capitalized commissions (1) $ 912 $ 800 Long-term pharma capitalized commissions (2) 632 715 Total pharma capitalized commissions $ 1,544 $ 1,515 Current pharma contract liabilities $ 6,067 $ 7,557 Long-term pharma contract liabilities (3) — 19 Total pharma contract liabilities $ 6,067 $ 7,576 (1) Recorded within other current assets on the Consolidated Balance Sheets. (2) Recorded within other assets on the Consolidated Balance Sheets. (3) Recorded within other long-term liabilities on the Consolidated Balance Sheets. Revenue recognized related to Pharma contract liability balances outstanding at the beginning of the period was $1.8 million and $3.1 million for the three months ended March 31, 2023 and 2022, respectively. Amortization of capitalized commissions was $0.2 million and $0.1 million for the three months ended March 31, 2023 and 2022, respectively. Disaggregation of Revenue The Company considered various factors for both its Clinical Services and Pharma Services segments in determining appropriate levels of homogeneous data for its disaggregation of revenue; including the nature, amount, timing, and uncertainty of revenue and cash flows. Clinical Services categories align with the types of customers due to similarities of billing method, level of reimbursement, and timing of cash receipts. Unbilled amounts are accrued and allocated to payer categories based on historical experience. In future periods actual billings by payer category may differ from accrued amounts. Pharma Services relate to contracts with large pharmaceutical and biotech customers as well as other CROs. Because the nature, timing, and uncertainty of revenue and cash flows are similar and primarily driven by individual contract terms Pharma Services revenue is not further disaggregated. The following table details the disaggregation of revenue for both the Clinical Services and Pharma Services segments (in thousands): Three Months Ended March 31, 2023 2022 Clinical Services: Client direct billing $ 76,823 $ 65,014 Commercial Insurance 21,355 18,288 Medicare and Medicaid 16,587 15,465 Self-Pay 104 24 Total Clinical Services $ 114,869 $ 98,791 Pharma Services 22,351 18,378 Total Revenue $ 137,220 $ 117,169 |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In 2022, the Company embarked on a restructuring program to improve execution and drive efficiency across the organization. This program is a framework for identifying, prioritizing and executing operational improvements. Restructuring charges incurred consist of severance and other employee costs, costs for optimizing the Company’s geographic presence (“Facility Footprint Optimization”), and consulting and other costs. There were no such charges for the three months ended March 31, 2022. The following table summarizes the changes in the Company’s accrued restructuring balance (in thousands): Severance and Other Employee Costs Facility Footprint Optimization Consulting and Other Costs Total Balance as of December 31, 2022 $ 559 $ — $ 960 $ 1,519 Restructuring charges incurred 3,105 913 106 4,124 Impairment of facility related assets — 560 — 560 Cash payments and other adjustments (1) (1,285) (564) (346) (2,195) Balance as of March 31, 2023 $ 2,379 $ 909 $ 720 $ 4,008 Current liabilities $ 4,008 Long-term liabilities — $ 4,008 (1) Other adjustments include non-cash asset charges related to Facility Footprint Optimization costs. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes At the end of each interim period, management estimates the annual effective tax rate based on forecasted pre-tax results of the Company’s global operations and applies such rate to its ordinary quarterly earnings to calculate income tax expense related to ordinary income. The tax effects of items significant, unusual and infrequent in nature are discretely calculated and recognized in the period during which they occur. These discrete items often relate to changes in tax laws, excess tax benefits/deficiencies related to share-based compensation or adjustments to previously reported tax expense/benefits. Management assesses the recoverability of its deferred tax assets as of the end of each quarter, weighing available positive and negative evidence, and is required to establish and maintain a valuation allowance for these assets if it is more likely than not that some or all of the deferred income tax assets will not be realized. The weight given to the evidence is commensurate with the extent to which the evidence can be objectively verified. If negative evidence exists, positive evidence is necessary to support a conclusion that a valuation allowance is not needed. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The Company presents both basic earnings per share (“EPS”) and diluted EPS. Basic EPS excludes potential dilution and is computed by dividing net loss by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if stock options were exercised, stock awards vested and if the 2028 Convertible Notes and 2025 Convertible Notes were converted. The potential dilution from stock awards is accounted for using the treasury stock method based on the average market value of the Company’s common stock. The potential dilution from conversion of the 2028 Convertible Notes and 2025 Convertible Notes is accounted for using the if-converted method, which requires that all of the shares of the Company’s common stock issuable upon conversion of the 2028 Convertible Notes and the 2025 Convertible Notes will be included in the calculation of diluted EPS assuming conversion of the 2028 Convertible Notes and the 2025 Convertible Notes at the beginning of the reporting period (or at time of issuance, if later). The following table shows the calculations (in thousands, except net loss per share amounts): Three Months Ended March 31, 2023 2022 NET LOSS $ (30,795) $ (49,408) Basic weighted average shares outstanding 125,026 123,630 Diluted weighted average shares outstanding 125,026 123,630 Basic net loss per share $ (0.25) $ (0.40) Diluted net loss per share $ (0.25) $ (0.40) The following potential dilutive shares were excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive (in thousands): Three Months Ended March 31, 2023 2022 Stock options 13 467 Restricted stock awards 942 137 2025 Convertible Notes 5,538 5,538 2028 Convertible Notes 5,215 5,215 In connection with the 2028 Convertible Notes offering, on January 11, 2021, the Company entered into separate, privately negotiated convertible note hedge transactions (collectively, the “Capped Call Transactions”) with option counterparties pursuant to capped call confirmations at a cost of approximately $29.3 million. The potential effect of the Capped Call Transactions were excluded from the calculation of diluted net loss per share in the three months ended March 31, 2023 as the Company’s closing stock price of $17.41 on March 31, 2023 did not exceed the conversion price of $85.75 per share. The Capped Call Transactions are not reflected in diluted net loss per share as they are anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments an Contingencies | Commitments and Contingencies Legal Proceedings On January 20, 2021, Natera, Inc. filed a patent infringement complaint against the Company’s newly-acquired subsidiary Inivata Limited and its subsidiary Inivata, Inc. in U.S. District Court for the district of Delaware, alleging Inivata’s InVisionFirst®-Lung cancer diagnostic test of infringing two patents. Natera then filed a second patent infringement complaint on December 20, 2022 against Inivata Limited and Inivata Inc. alleging that RaDaR ® minimal residual disease test infringes one patent. The litigation is approaching the discovery stage. The Company believes that it has good and substantial defenses to the claims alleged in the suit, but there is no guarantee that the Company will prevail. At the time of filing the outcome of this matter is not estimable or probable. On December 16, 2022, a purported shareholder class action captioned Daniel Goldenberg v. NeoGenomics, Inc., Douglas VanOort, Mark Mallon, Kathryn McKenzie, and William Bonello was filed in the United States District Court for the Southern District of New York, naming the Company and certain of the Company’s current and former officers as defendants. This lawsuit was filed by a stockholder who claims to be suing on behalf of anyone who purchased or otherwise acquired the Company’s securities between February 27, 2020 and April 26, 2022. The lawsuit alleges that material misrepresentations and/or omissions of material fact were made in the Company’s public disclosures in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. The alleged improper disclosures relate to statements regarding the Company’s menu of tests, business operations and compliance with health care laws and regulations. The plaintiff seeks unspecified monetary damages on behalf of the putative class and an award of costs and expenses, including attorney’s fees and expert fees. The Company believes that it has valid defenses to the claims alleged in this lawsuit, but there is no guarantee that the Company will prevail. At the time of filing the outcome of this matter is not estimable or probable. In April 2023, the Company made an offer to remedy a dispute and the dispute is now in pre-litigation non-binding mediation. As a result, the Company has recorded a liability in accrued expenses and other liabilities as of March 31, 2023 on the Consolidated Balance Sheets based on the offer to settle this dispute, which reflects management’s best estimate of the minimum probable loss associated with this matter. Regulatory Matter With the assistance of outside counsel, the Company voluntarily conducted an internal investigation that focused on the compliance of certain consulting and service agreements with federal healthcare laws and regulations, including those relating to fraud, waste and abuse. Based on this internal investigation, the Company voluntarily notified the Office of Inspector General of the U.S. Department of Health and Human Services (“OIG”) of the Company’s internal investigation in November 2021. The Company’s interactions with regulatory authorities and the Company’s related review of this matter are ongoing. The Company has a reserve of $11.2 million in other long-term liabilities as of March 31, 2023 and December 31, 2022 on the Consolidated Balance Sheets for potential damages and liabilities primarily associated with the federal healthcare program revenue received by the Company in connection with the agreements at issue that were identified during the course of this internal investigation. This reserve reflects management’s best estimate of the minimum probable loss associated with this matter. As a result of the internal investigation and ongoing interactions with regulatory authorities, the Company may accrue additional reserves for any related potential damages and liabilities arising out of this matter. The Company was notified on June 30, 2022 that the Department of Justice (“DOJ”) will be participating in the investigation of this matter. At this time, the Company is unable to predict the duration, scope, result or related costs associated with any further investigation, including by the OIG, DOJ, or any other governmental authority, or what penalties or remedial actions they may seek. Accordingly, at this time, the Company is unable to estimate a range of possible loss in excess of the amount reserved. Any determination that the Company’s operations or activities are not in compliance with existing laws or regulations, however, could result in the imposition of civil or criminal fines, penalties, disgorgement, restitution, equitable relief, exclusion from participation in federal healthcare programs or other losses or conduct restrictions, which could be material to the Company’s financial results or business operations. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party TransactionsThe Company has Pharma Services contracts with HOOKIPA Pharma, Inc., an entity with whom a director of the Company, Michael A. Kelly, was a director of until April 2023. In connection with these contracts, the Company recognized $0.2 million of revenue in the Consolidated Statements of Operations for the three months ended March 31, 2023. Revenue recognized in connection with these contracts for the three months ended March 31, 2022 was immaterial. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company recognizes revenue under two reportable segments, (1) Clinical Services and (2) Pharma Services. The Clinical Services segment provides various clinical testing services to community-based pathology and oncology practices, hospital pathology labs, and academic centers with reimbursement from various payers including client direct billing, commercial insurance, Medicare and other government payers, and self-pay patients. The Pharma Services segment supports pharmaceutical firms’ drug development programs by assisting with various clinical trials and research as well as providing informatics related services often supporting pharmaceutical commercialization efforts. The financial information reviewed by the Chief Operating Decision Maker (“CODM”) includes revenues, cost of revenue, and gross profit for both reportable segments. Assets are not presented at the segment level as that information is not used by the CODM. The following table summarizes segment information for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Net revenues: Clinical Services $ 114,869 $ 98,791 Pharma Services 22,351 18,378 Total revenue 137,220 117,169 Cost of revenue: Clinical Services (1) 67,292 65,267 Pharma Services (2) 15,114 13,670 Total cost of revenue 82,406 78,937 Gross Profit: Clinical Services 47,577 33,524 Pharma Services 7,237 4,708 Total gross profit 54,814 38,232 Operating expenses: General and administrative 61,549 66,248 Research and development 7,395 7,713 Sales and marketing 16,259 16,299 Restructuring charges 4,684 — Total operating expenses 89,887 90,260 Loss from operations (35,073) (52,028) Interest (income) expense, net (1,467) 1,301 Other (income) expense, net 114 (168) Loss before taxes (33,720) (53,161) Income tax benefit (2,925) (3,753) Net loss $ (30,795) $ (49,408) (1) Clinical Services cost of revenue for both the three months ended March 31, 2023 and 2022 includes $4.3 million of amortization of acquired Inivata developed technology intangible assets. (2) Pharma Services cost of revenue for both the three months ended March 31, 2023 and 2022 include $0.6 million of amortization of acquired Inivata developed technology intangible assets. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim Consolidated Financial Statements are unaudited and have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. All intercompany transactions and balances have been eliminated in the accompanying Consolidated Financial Statements. The accounting policies of the Company are the same as those set forth in Note 2. Summary of Significant Accounting Policies, to the audited Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, except for new accounting standards discussed under Recent Accounting Pronouncements. |
Use of Estimates | Use of Estimates The Company prepares its Consolidated Financial Statements in conformity with GAAP. These principles require management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the Consolidated Financial Statements. Actual results and outcomes may differ from management’s estimates, judgments and assumptions. Significant estimates, judgments and assumptions used in these Consolidated Financial Statements include, but are not limited, to those related to revenues, accounts receivable and related allowances, contingencies, useful lives and recovery of long-term assets and intangible assets, income taxes and valuation allowances, stock-based compensation, business combinations, impairment analysis of goodwill, and restructuring reserves. These estimates, judgments, and assumptions are reviewed periodically and the effects of material revisions in estimates are reflected on the Consolidated Financial Statements prospectively from the date of the change in estimate. |
Sales and Marketing Expenses | Sales and Marketing Expenses Sales and marketing expenses are primarily attributable to employee-related costs including sales management, sales representatives, sales and marketing consultants, and marketing and customer service personnel in the Clinical Services segment. Advertising costs are expensed at the time they are incurred and were immaterial for the three months ended March 31, 2023 and 2022. |
Restructuring charges | Restructuring chargesRestructuring charges relate to a restructuring program to improve execution and drive efficiency across the organization. Restructuring charges consist of severance and other employee costs, costs for optimizing the Company’s geographic presence, and consulting and other costs. |
Recently Accounting Pronouncements | Recent Accounting Pronouncements In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). This update amends guidance to require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Revenue from Contracts with Customers (Topic 606). At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. ASU 2021-08 is effective for fiscal years |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets Measured on Recurring and Nonrecurring Basis | The following tables set forth the amortized cost, gross unrealized gains, gross unrealized losses and fair values of the Company’s marketable securities accounted for as available-for-sale securities as of March 31, 2023 and December 31, 2022. March 31, 2023 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Financial Assets: Short-term marketable securities: U.S. Treasury securities $ 37,054 $ 1 $ (351) $ 36,704 Yankee bonds 3,357 — (78) 3,279 Agency bonds 6,010 — (74) 5,936 Municipal bonds 12,804 — (902) 11,902 Commercial paper 2,888 5 — 2,893 Asset-backed securities 21,433 — (291) 21,142 Corporate bonds 62,136 10 (1,696) 60,450 Total $ 145,682 $ 16 $ (3,392) $ 142,306 December 31, 2022 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Financial Assets: Short-term marketable securities: U.S. Treasury securities $ 56,426 $ — $ (651) $ 55,775 Yankee bonds 5,358 — (92) 5,266 Agency bonds 12,485 — (116) 12,369 Municipal bonds 12,841 — (1,030) 11,811 Commercial paper 2,846 8 — 2,854 Asset-backed securities 25,544 2 (427) 25,119 Corporate bonds 63,748 3 (2,136) 61,615 Total $ 179,248 $ 13 $ (4,452) $ 174,809 |
Schedule of Investments Classified by Contractual Maturity Date | The following tables set forth the fair value of available-for-sale marketable securities by contractual maturity at March 31, 2023 and December 31, 2022. March 31, 2023 (in thousands) One Year or Less Over One Year Through Five Years Over Five Years Total Financial Assets: Marketable Securities: U.S. Treasury securities $ 29,416 $ 7,288 $ — $ 36,704 Yankee bonds 3,279 — — 3,279 Agency bonds 3,573 2,363 — 5,936 Municipal bonds — 11,902 — 11,902 Commercial paper 2,893 — — 2,893 Asset-backed securities 21,142 — — 21,142 Corporate bonds 33,083 27,367 — 60,450 Total $ 93,386 $ 48,920 $ — $ 142,306 December 31, 2022 (in thousands) One Year or Less Over One Year Through Five Years Over Five Years Total Financial Assets: Marketable Securities: U.S. Treasury securities $ 40,795 $ 14,980 $ — $ 55,775 Yankee bonds 2,734 2,532 — 5,266 Agency bonds 6,470 5,899 — 12,369 Municipal bonds — 11,811 — 11,811 Commercial paper 2,854 — — 2,854 Asset-backed securities 23,179 1,940 — 25,119 Corporate bonds 35,377 26,238 — 61,615 Total $ 111,409 $ 63,400 $ — $ 174,809 |
Schedule of Fair Value, Assets Measured on Recurring Basis | The following tables set forth the Company’s cash equivalents and marketable securities accounted for as available-for-sale securities that were measured at fair value on a recurring basis based on the fair value hierarchy as of March 31, 2023 and December 31, 2022. March 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Financial Assets: Cash equivalents: Money market funds $ 263,367 $ — $ — $ 263,367 Commercial paper — 998 — 998 Marketable securities: U.S. Treasury securities 36,704 — — 36,704 Yankee bonds 3,279 — — 3,279 Agency bonds 5,936 — — 5,936 Municipal bonds 11,902 — — 11,902 Commercial paper — 2,893 — 2,893 Asset-backed securities — 21,142 — 21,142 Corporate bonds — 60,450 — 60,450 Total $ 321,188 $ 85,483 $ — $ 406,671 December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Financial Assets: Cash equivalents: Money market funds $ 196,749 $ — $ — $ 196,749 Commercial paper — 36,965 — 36,965 Marketable securities: U.S. Treasury securities 55,775 — — 55,775 Yankee bonds 5,266 — — 5,266 Agency bonds 12,369 — — 12,369 Municipal bonds 11,811 — — 11,811 Commercial paper — 2,854 — 2,854 Asset-backed securities — 25,119 — 25,119 Corporate bonds — 61,615 — 61,615 Total $ 281,970 $ 126,553 $ — $ 408,523 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes the carrying amounts of goodwill by segment at March 31, 2023 and December 31, 2022 (in thousands): March 31, 2023 December 31, 2022 Clinical Services $ 458,782 $ 458,782 Pharma Services 63,984 63,984 Total $ 522,766 $ 522,766 |
Schedule of Classes of Intangible Assets | Intangible assets consisted of the following (in thousands): March 31, 2023 Amortization Cost Accumulated Net Customer Relationships 7 - 15 $ 143,101 $ 58,117 $ 84,984 Developed Technology 10 - 15 310,226 38,447 271,779 Marketing Assets 4 549 273 276 Trademarks 15 31,473 3,748 27,725 Trade Name 2.5 2,584 1,318 1,266 Trademark - Indefinite lived — 13,447 — 13,447 Total $ 501,380 $ 101,903 $ 399,477 December 31, 2022 Amortization Cost Accumulated Net Customer Relationships 7 - 15 $ 143,101 $ 55,645 $ 87,456 Developed Technology 10 - 15 310,226 33,117 277,109 Marketing Assets 4 549 238 311 Trademarks 15 31,473 3,223 28,250 Trade Name 2.5 2,584 897 1,687 Trademark - Indefinite lived — 13,447 — 13,447 Total $ 501,380 $ 93,120 $ 408,260 |
Schedule of Intangible Asset Amortization Expense | The following table summarizes the amortization expense for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Amortization of intangibles included in cost of revenue $ 4,853 $ 4,853 Amortization of intangibles included in general and administrative expenses 3,930 3,637 Total amortization of intangibles $ 8,783 $ 8,490 |
Schedule of Estimated Amortization Expense | The estimated amortization expense related to amortizable intangible assets for each of the following periods as of March 31, 2023 is as follows (in thousands): Remainder of 2023 $ 26,350 2024 33,447 2025 33,343 2026 33,308 2027 32,758 Thereafter 226,824 Total $ 386,030 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | A summary of the stock option activity under the Company’s plans for the three months ended March 31, 2023 is as follows: Number of Weighted Average Exercise Price Outstanding at December 31, 2022 4,214,617 $ 16.48 Granted 338,792 $ 10.62 Exercised (75,028) $ 10.01 Forfeited (347,719) $ 20.56 Outstanding at March 31, 2023 4,130,662 $ 15.77 Exercisable at March 31, 2023 754,142 $ 29.45 |
Schedule of Fair Value of Each Stock Option Award Granted | The fair value of each stock option award granted during the three months ended March 31, 2023 was estimated as of the grant date using a Black-Scholes model with the following assumptions: Three Months Ended Expected term (in years) 4.0 - 5.5 Risk-free interest rate (%) 3.4% - 4.4% Expected volatility (%) 54.6% - 65.7% Dividend yield (%) — Weighted average grant date fair value per share $5.66 |
Schedule of Restricted Stock Activity | A summary of the restricted stock activity under the Company’s plans for the three months ended March 31, 2023 is as follows: Number of Restricted Weighted Average Grant Date Fair Value Nonvested at December 31, 2022 1,994,861 $ 12.71 Granted 213,710 $ 10.15 Vested (33,607) $ 23.42 Forfeited (89,836) $ 12.16 Nonvested at March 31, 2023 2,085,128 $ 12.28 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Assets and Liabilities | The following table summarizes the values of contract assets, capitalized commissions and contract liabilities (in thousands): March 31, 2023 December 31, 2022 Current pharma contract assets (1) $ 1,121 $ 1,898 Long-term pharma contract assets (2) — 31 Total pharma contract assets $ 1,121 $ 1,929 Current pharma capitalized commissions (1) $ 912 $ 800 Long-term pharma capitalized commissions (2) 632 715 Total pharma capitalized commissions $ 1,544 $ 1,515 Current pharma contract liabilities $ 6,067 $ 7,557 Long-term pharma contract liabilities (3) — 19 Total pharma contract liabilities $ 6,067 $ 7,576 (1) Recorded within other current assets on the Consolidated Balance Sheets. (2) Recorded within other assets on the Consolidated Balance Sheets. |
Schedule of Disaggregation of Revenue | The following table details the disaggregation of revenue for both the Clinical Services and Pharma Services segments (in thousands): Three Months Ended March 31, 2023 2022 Clinical Services: Client direct billing $ 76,823 $ 65,014 Commercial Insurance 21,355 18,288 Medicare and Medicaid 16,587 15,465 Self-Pay 104 24 Total Clinical Services $ 114,869 $ 98,791 Pharma Services 22,351 18,378 Total Revenue $ 137,220 $ 117,169 |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table summarizes the changes in the Company’s accrued restructuring balance (in thousands): Severance and Other Employee Costs Facility Footprint Optimization Consulting and Other Costs Total Balance as of December 31, 2022 $ 559 $ — $ 960 $ 1,519 Restructuring charges incurred 3,105 913 106 4,124 Impairment of facility related assets — 560 — 560 Cash payments and other adjustments (1) (1,285) (564) (346) (2,195) Balance as of March 31, 2023 $ 2,379 $ 909 $ 720 $ 4,008 Current liabilities $ 4,008 Long-term liabilities — $ 4,008 (1) Other adjustments include non-cash asset charges related to Facility Footprint Optimization costs. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table shows the calculations (in thousands, except net loss per share amounts): Three Months Ended March 31, 2023 2022 NET LOSS $ (30,795) $ (49,408) Basic weighted average shares outstanding 125,026 123,630 Diluted weighted average shares outstanding 125,026 123,630 Basic net loss per share $ (0.25) $ (0.40) Diluted net loss per share $ (0.25) $ (0.40) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potential dilutive shares were excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive (in thousands): Three Months Ended March 31, 2023 2022 Stock options 13 467 Restricted stock awards 942 137 2025 Convertible Notes 5,538 5,538 2028 Convertible Notes 5,215 5,215 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | (in thousands): Three Months Ended March 31, 2023 2022 Net revenues: Clinical Services $ 114,869 $ 98,791 Pharma Services 22,351 18,378 Total revenue 137,220 117,169 Cost of revenue: Clinical Services (1) 67,292 65,267 Pharma Services (2) 15,114 13,670 Total cost of revenue 82,406 78,937 Gross Profit: Clinical Services 47,577 33,524 Pharma Services 7,237 4,708 Total gross profit 54,814 38,232 Operating expenses: General and administrative 61,549 66,248 Research and development 7,395 7,713 Sales and marketing 16,259 16,299 Restructuring charges 4,684 — Total operating expenses 89,887 90,260 Loss from operations (35,073) (52,028) Interest (income) expense, net (1,467) 1,301 Other (income) expense, net 114 (168) Loss before taxes (33,720) (53,161) Income tax benefit (2,925) (3,753) Net loss $ (30,795) $ (49,408) (1) Clinical Services cost of revenue for both the three months ended March 31, 2023 and 2022 includes $4.3 million of amortization of acquired Inivata developed technology intangible assets. (2) Pharma Services cost of revenue for both the three months ended March 31, 2023 and 2022 include $0.6 million of amortization of acquired Inivata developed technology intangible assets. |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Amortized Cost (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | $ 145,682 | $ 179,248 |
Gross Unrealized Gains | 16 | 13 |
Gross Unrealized Losses | (3,392) | (4,452) |
Fair Value | 142,306 | 174,809 |
Accrued interest receivable | 1,000 | 900 |
U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 37,054 | 56,426 |
Gross Unrealized Gains | 1 | 0 |
Gross Unrealized Losses | (351) | (651) |
Fair Value | 36,704 | 55,775 |
Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 3,357 | 5,358 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (78) | (92) |
Fair Value | 3,279 | 5,266 |
Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 6,010 | 12,485 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (74) | (116) |
Fair Value | 5,936 | 12,369 |
Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 12,804 | 12,841 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (902) | (1,030) |
Fair Value | 11,902 | 11,811 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 2,888 | 2,846 |
Gross Unrealized Gains | 5 | 8 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 2,893 | 2,854 |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 21,433 | 25,544 |
Gross Unrealized Gains | 0 | 2 |
Gross Unrealized Losses | (291) | (427) |
Fair Value | 21,142 | 25,119 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amortized Cost | 62,136 | 63,748 |
Gross Unrealized Gains | 10 | 3 |
Gross Unrealized Losses | (1,696) | (2,136) |
Fair Value | $ 60,450 | $ 61,615 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value by Contractual Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | $ 93,386 | $ 111,409 |
Over One Year Through Five Years | 48,920 | 63,400 |
Over Five Years | 0 | 0 |
Total | 142,306 | 174,809 |
U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 29,416 | 40,795 |
Over One Year Through Five Years | 7,288 | 14,980 |
Over Five Years | 0 | 0 |
Total | 36,704 | 55,775 |
Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 3,279 | 2,734 |
Over One Year Through Five Years | 0 | 2,532 |
Over Five Years | 0 | 0 |
Total | 3,279 | 5,266 |
Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 3,573 | 6,470 |
Over One Year Through Five Years | 2,363 | 5,899 |
Over Five Years | 0 | 0 |
Total | 5,936 | 12,369 |
Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 0 | 0 |
Over One Year Through Five Years | 11,902 | 11,811 |
Over Five Years | 0 | 0 |
Total | 11,902 | 11,811 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 2,893 | 2,854 |
Over One Year Through Five Years | 0 | 0 |
Over Five Years | 0 | 0 |
Total | 2,893 | 2,854 |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 21,142 | 23,179 |
Over One Year Through Five Years | 0 | 1,940 |
Over Five Years | 0 | 0 |
Total | 21,142 | 25,119 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
One Year or Less | 33,083 | 35,377 |
Over One Year Through Five Years | 27,367 | 26,238 |
Over Five Years | 0 | 0 |
Total | $ 60,450 | $ 61,615 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | $ 142,306 | $ 174,809 |
U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 36,704 | 55,775 |
Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 3,279 | 5,266 |
Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 5,936 | 12,369 |
Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 11,902 | 11,811 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 2,893 | 2,854 |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 21,142 | 25,119 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 60,450 | 61,615 |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 406,671 | 408,523 |
Fair Value, Recurring | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 36,704 | 55,775 |
Fair Value, Recurring | Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 3,279 | 5,266 |
Fair Value, Recurring | Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 5,936 | 12,369 |
Fair Value, Recurring | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 11,902 | 11,811 |
Fair Value, Recurring | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 2,893 | 2,854 |
Fair Value, Recurring | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 21,142 | 25,119 |
Fair Value, Recurring | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 60,450 | 61,615 |
Fair Value, Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 263,367 | 196,749 |
Fair Value, Recurring | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 998 | 36,965 |
Fair Value, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 321,188 | 281,970 |
Fair Value, Recurring | Level 1 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 36,704 | 55,775 |
Fair Value, Recurring | Level 1 | Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 3,279 | 5,266 |
Fair Value, Recurring | Level 1 | Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 5,936 | 12,369 |
Fair Value, Recurring | Level 1 | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 11,902 | 11,811 |
Fair Value, Recurring | Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 1 | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 263,367 | 196,749 |
Fair Value, Recurring | Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 0 | 0 |
Fair Value, Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 85,483 | 126,553 |
Fair Value, Recurring | Level 2 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 2 | Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 2 | Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 2 | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 2,893 | 2,854 |
Fair Value, Recurring | Level 2 | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 21,142 | 25,119 |
Fair Value, Recurring | Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 60,450 | 61,615 |
Fair Value, Recurring | Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 0 | 0 |
Fair Value, Recurring | Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 998 | 36,965 |
Fair Value, Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 0 | 0 |
Fair Value, Recurring | Level 3 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Yankee bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Agency bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | 0 | 0 |
Fair Value, Recurring | Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents: | $ 0 | $ 0 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Goodwill [Line Items] | ||
Goodwill | $ 522,766 | $ 522,766 |
Clinical Services | ||
Goodwill [Line Items] | ||
Goodwill | 458,782 | 458,782 |
Pharma Services | ||
Goodwill [Line Items] | ||
Goodwill | $ 63,984 | $ 63,984 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Detail) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 522,766 | $ 522,766 |
Clinical Services | ||
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | 458,782 | 458,782 |
Pharma Services | ||
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 63,984 | $ 63,984 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Classes of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||
Total cost of intangibles | $ 501,380 | $ 501,380 | |
Accumulated Amortization | 101,903 | 93,120 | |
Finite-lived intangibles, net | 386,030 | ||
Intangible assets, net | 399,477 | 408,260 | |
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Trademark - Indefinite lived | 13,447 | 13,447 | |
Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 143,101 | 143,101 | |
Accumulated Amortization | 58,117 | 55,645 | |
Finite-lived intangibles, net | 84,984 | 87,456 | |
Developed Technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 310,226 | 310,226 | |
Accumulated Amortization | 38,447 | 33,117 | |
Finite-lived intangibles, net | $ 271,779 | 277,109 | |
Marketing Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 4 years | 4 years | |
Cost | $ 549 | 549 | |
Accumulated Amortization | 273 | 238 | |
Finite-lived intangibles, net | $ 276 | 311 | |
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 15 years | 15 years | |
Cost | $ 31,473 | 31,473 | |
Accumulated Amortization | 3,748 | 3,223 | |
Finite-lived intangibles, net | $ 27,725 | 28,250 | |
Trade Name | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 2 years 6 months | 2 years 6 months | |
Cost | $ 2,584 | 2,584 | |
Accumulated Amortization | 1,318 | 897 | |
Finite-lived intangibles, net | $ 1,266 | $ 1,687 | |
Minimum | Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 7 years | 7 years | |
Minimum | Developed Technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 10 years | 10 years | |
Maximum | Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 15 years | 15 years | |
Maximum | Developed Technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization Period (years) | 15 years | 15 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Total amortization of intangibles | $ 8,783 | $ 8,490 |
Amortization of intangibles included in cost of revenue | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total amortization of intangibles | 4,853 | 4,853 |
Amortization of intangibles included in general and administrative expenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total amortization of intangibles | $ 3,930 | $ 3,637 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Estimated Amortization Expense (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2023 | $ 26,350 |
2024 | 33,447 |
2025 | 33,343 |
2026 | 33,308 |
2027 | 32,758 |
Thereafter | 226,824 |
Total | $ 386,030 |
Debt (Details)
Debt (Details) - Convertible Debt | 3 Months Ended | |||||||
Mar. 31, 2023 USD ($) day | Dec. 31, 2022 USD ($) day Rate | Mar. 31, 2022 USD ($) | Mar. 31, 2023 Rate | Mar. 31, 2023 | Mar. 31, 2023 $ / shares | Jan. 11, 2021 USD ($) Rate | May 04, 2020 USD ($) Rate | |
0.25% Convertible Senior Notes | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, face amount | $ 345,000,000 | |||||||
Stated interest rate (as a percent) | Rate | 0.25% | 0.25% | 0.25% | |||||
Convertible notes, conversion price (in dollars per share) | $ / shares | $ 17.41 | |||||||
Interest expense, contractual coupon interest | $ 200,000 | $ 200,000 | ||||||
Interest expense, accretion of debt discount | 400,000 | 400,000 | ||||||
Interest expense, amortization of debt issuance costs | 8,500 | $ 8,400 | ||||||
Effective interest rate on Convertible Notes (as a percent) | 0.70% | |||||||
0.25% Convertible Senior Notes | Level 2 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Estimated fair value of debt | 258,800,000 | $ 218,200,000 | ||||||
1.25% Convertible Senior Notes | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, face amount | $ 201,300,000 | |||||||
Stated interest rate (as a percent) | 1.25% | 1.25% | 1.25% | 1.25% | ||||
Interest expense, contractual coupon interest | 600,000 | $ 600,000 | ||||||
Interest expense, accretion of debt discount | 300,000 | 300,000 | ||||||
Interest expense, amortization of debt issuance costs | 37,600 | $ 36,800 | ||||||
Effective interest rate on Convertible Notes (as a percent) | 1.96% | |||||||
1.25% Convertible Senior Notes | Level 2 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Estimated fair value of debt | $ 186,800,000 | $ 169,600,000 | ||||||
1.25% Convertible Senior Notes | Debt Instrument, Redemption, Period One | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Conversion price on applicable trading day (as a percent) | 130% | 130% | ||||||
Threshold trading days (in days) | day | 20 | 20 | ||||||
Consecutive trading days (in days) | day | 30 | 30 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock compensation expense (gain) | $ 4.8 | $ 12.1 |
Unrecognized stock-based compensation cost | $ 12.2 | |
Unrecognized share-based compensation expense, weighted-average recognition period (in years) | 2 years 1 month 6 days | |
Chief Executive Officer | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Incremental stock-based compensation for accelerated vesting | $ 5.9 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized stock-based compensation cost | $ 15.5 | |
Unrecognized share-based compensation expense, weighted-average recognition period (in years) | 2 years 3 months 18 days | |
Restricted Stock | Chief Executive Officer | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Accelerated vesting (in shares) | 142,302 | |
Incremental stock-based compensation for accelerated vesting | $ 0 | $ 3.6 |
Stock options | Chief Executive Officer | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Accelerated vesting (in shares) | 237,960 | |
Incremental stock-based compensation for accelerated vesting | $ 0 | $ 2.3 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Shares | |
Beginning balance (in shares) | shares | 4,214,617 |
Granted (in shares) | shares | 338,792 |
Exercised (in shares) | shares | (75,028) |
Forfeited (in shares) | shares | (347,719) |
Ending balance (in shares) | shares | 4,130,662 |
Exercisable at end of period (in shares) | shares | 754,142 |
Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 16.48 |
Granted (in dollars per share) | $ / shares | 10.62 |
Exercised (in dollars per share) | $ / shares | 10.01 |
Forfeited (in dollars per share) | $ / shares | 20.56 |
Ending balance (in dollars per share) | $ / shares | 15.77 |
Exercisable, ending balance (in dollars per share) | $ / shares | $ 29.45 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value of Each Stock Option Award Granted (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield (%) | 0% |
Weighted average fair value/share at grant date (in dollars per share) | $ 5.66 |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 4 years |
Risk-free interest rate (%) | 3.40% |
Expected volatility (%) | 54.60% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 5 years 6 months |
Risk-free interest rate (%) | 4.40% |
Expected volatility (%) | 65.70% |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Restricted Shares | |
Beginning balance (in shares) | shares | 1,994,861 |
Granted (in shares) | shares | 213,710 |
Vested (in shares) | shares | (33,607) |
Forfeited (in shares) | shares | (89,836) |
Ending balance (in shares) | shares | 2,085,128 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 12.71 |
Granted (in dollars per share) | $ / shares | 10.15 |
Vested (in dollars per share) | $ / shares | 23.42 |
Forfeited (in dollars per share) | $ / shares | 12.16 |
Ending balance (in dollars per share) | $ / shares | $ 12.28 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 USD ($) segment | Mar. 31, 2022 USD ($) | |
Revenue from Contract with Customer [Abstract] | ||
Number of operating segments | segment | 2 | |
Pharma contract liability, revenue recognized | $ 1.8 | $ 3.1 |
Amortization of contract commissions | $ 0.2 | $ 0.1 |
Revenue Recognition - Contract
Revenue Recognition - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Contract with Customer, Asset, Net [Abstract] | ||
Current pharma contract assets | $ 1,121 | $ 1,898 |
Long-term pharma contract assets | 0 | 31 |
Total pharma contract assets | 1,121 | 1,929 |
Capitalized Contract Cost [Abstract] | ||
Current pharma capitalized commissions | 912 | 800 |
Long-term pharma capitalized commissions | 632 | 715 |
Total pharma capitalized commissions | 1,544 | 1,515 |
Contract with Customer, Liability [Abstract] | ||
Current pharma contract liabilities | 6,067 | 7,557 |
Long-term pharma contract liabilities | 0 | 19 |
Total pharma contract liabilities | $ 6,067 | $ 7,576 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 137,220 | $ 117,169 |
Clinical Services | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 114,869 | 98,791 |
Clinical Services | Client direct billing | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 76,823 | 65,014 |
Clinical Services | Commercial Insurance | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 21,355 | 18,288 |
Clinical Services | Medicare and Medicaid | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 16,587 | 15,465 |
Clinical Services | Self-Pay | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 104 | 24 |
Pharma Services | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 22,351 | $ 18,378 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Activities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 1,519 |
Restructuring charges incurred | 4,124 |
Impairment of facility related assets | 560 |
Cash payments and other adjustments | (2,195) |
Ending balance | $ 4,008 |
Restructuring incurred cost statement of income or comprehensive income extensible enumeration not disclosed flag | Restructuring charges incurred |
Current liabilities | $ 4,008 |
Long-term liabilities | 0 |
Restructuring reserve | 4,008 |
Severance and Other Employee Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 559 |
Restructuring charges incurred | 3,105 |
Impairment of facility related assets | 0 |
Cash payments and other adjustments | (1,285) |
Ending balance | 2,379 |
Restructuring reserve | 2,379 |
Facility Footprint Optimization | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 0 |
Restructuring charges incurred | 913 |
Impairment of facility related assets | 560 |
Cash payments and other adjustments | (564) |
Ending balance | 909 |
Restructuring reserve | 909 |
Consulting and Other Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 960 |
Restructuring charges incurred | 106 |
Impairment of facility related assets | 0 |
Cash payments and other adjustments | (346) |
Ending balance | 720 |
Restructuring reserve | $ 720 |
Restructuring - Narratives (Det
Restructuring - Narratives (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | $ 3 |
Severance and Other Employee Costs | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 1 |
Facility Footprint Optimization | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 1 |
Consulting and Other Costs | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | $ 1 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Basic and Diluted Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Earnings Per Share [Abstract] | ||
NET LOSS | $ (30,795) | $ (49,408) |
Basic weighted average shares outstanding (in shares) | 125,026 | 123,630 |
Diluted weighted average shares outstanding (in shares) | 125,026 | 123,630 |
Basic net income (loss) per share (in dollars per share) | $ (0.25) | $ (0.40) |
Diluted net income (loss) per share (in dollars per share) | $ (0.25) | $ (0.40) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Antidilutive Shares (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Jan. 11, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Capped Call Transactions | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Proceeds from convertible debt | $ 29.3 | ||
Offering price per share (in dollars per share) | $ 85.75 | ||
2028 Convertible Notes | Convertible Debt | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Convertible notes, conversion price (in dollars per share) | $ 17.41 | ||
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 13,000 | 467,000 | |
Restricted Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 942,000 | 137,000 | |
Convertible Debt Securities | 2025 Convertible Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 5,538,000 | 5,538,000 | |
Convertible Debt Securities | 2028 Convertible Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 5,215,000 | 5,215,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Dec. 20, 2022 patent | Jan. 20, 2021 patent | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Patent Infringement Complaint | ||||
Contractual Obligation [Line Items] | ||||
Number of patents allegedly infringed upon | patent | 1 | 2 | ||
Federal Healthcare Program Revenue | ||||
Contractual Obligation [Line Items] | ||||
Loss contingency accrual | $ | $ 11.2 | $ 11.2 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Affiliated Entity | Pharma Services contracts with HOOKIPA Pharma, Inc | |
Related Party Transaction [Line Items] | |
Revenue from related party | $ 0.2 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) segment | Mar. 31, 2022 USD ($) | |
Segment Reporting [Abstract] | ||
Number of operating segments | segment | 2 | |
Segment Reporting Information [Line Items] | ||
Total Revenue | $ 137,220 | $ 117,169 |
Total cost of revenue | 82,406 | 78,937 |
GROSS PROFIT | 54,814 | 38,232 |
General and administrative | 61,549 | 66,248 |
Research and development | 7,395 | 7,713 |
Sales and marketing | 16,259 | 16,299 |
Restructuring charges | 4,684 | 0 |
Total operating expenses | 89,887 | 90,260 |
LOSS FROM OPERATIONS | (35,073) | (52,028) |
Interest (income) expense, net | (1,467) | 1,301 |
Other (income) expense, net | 114 | (168) |
Loss before taxes | (33,720) | (53,161) |
Income tax benefit | (2,925) | (3,753) |
NET LOSS | (30,795) | (49,408) |
Clinical Services | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 114,869 | 98,791 |
Total cost of revenue | 67,292 | 65,267 |
GROSS PROFIT | 47,577 | 33,524 |
Amortization of acquired intangible assets | 4,300 | 4,300 |
Pharma Services | ||
Segment Reporting Information [Line Items] | ||
Total Revenue | 22,351 | 18,378 |
Total cost of revenue | 15,114 | 13,670 |
GROSS PROFIT | 7,237 | 4,708 |
Amortization of acquired intangible assets | $ 600 | $ 600 |