Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 29, 2020 | Jun. 30, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | OSUR | ||
Entity Registrant Name | ORASURE TECHNOLOGIES, INC | ||
Entity Central Index Key | 0001116463 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Shell Company | false | ||
Entity File Number | 001-16537 | ||
Entity Tax Identification Number | 36-4370966 | ||
Entity Address, Address Line One | 220 East First Street | ||
Entity Address, City or Town | Bethlehem | ||
Entity Address, State or Province | PA | ||
Entity Address, Postal Zip Code | 18015 | ||
City Area Code | 610 | ||
Local Phone Number | 882-1820 | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Document Annual Report | true | ||
Title of 12(b) Security | Common Stock, $0.000001 par value per share | ||
Security Exchange Name | NASDAQ | ||
Entity Incorporation, State or Country Code | DE | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Common Stock, Shares Outstanding | 62,002,705 | ||
Entity Public Float | $ 569,761,924 | ||
Documents Incorporated by Reference | Documents Incorporated by Reference: Portions of the Registrant’s Definitive Proxy Statement for the 2020 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 75,715 | $ 88,438 |
Short-term investments | 80,623 | 68,134 |
Accounts receivable, net of allowance for doubtful accounts of $2,666 and $418 | 36,948 | 34,842 |
Inventories | 23,155 | 22,888 |
Prepaid expenses | 2,433 | 1,925 |
Other current assets | 5,676 | 3,085 |
Total current assets | 224,550 | 219,312 |
Noncurrent Assets: | ||
Property, plant and equipment, net | 30,339 | 24,299 |
Operating right-of-use assets, net | 4,996 | |
Finance right-of-use assets, net | 1,951 | |
Intangible assets, net | 14,674 | 5,137 |
Goodwill | 36,201 | 18,521 |
Long-term investments | 33,420 | 44,752 |
Other noncurrent assets | 3,164 | 3,550 |
Total noncurrent assets | 124,745 | 96,259 |
TOTAL ASSETS | 349,295 | 315,571 |
Current Liabilities: | ||
Accounts payable | 9,567 | 10,598 |
Deferred revenue | 3,713 | 3,521 |
Accrued expenses | 14,288 | 13,861 |
Finance lease liability | 613 | |
Operating lease liability | 1,032 | |
Acquisition-related contingent consideration obligation | 3,500 | |
Total current liabilities | 32,713 | 27,980 |
Noncurrent Liabilities: | ||
Finance lease liability | 1,372 | |
Operating lease liability | 4,206 | |
Acquisition-related contingent consideration obligation | 112 | |
Other noncurrent liabilities | 2,848 | 3,312 |
Deferred income taxes | 899 | 901 |
Total noncurrent liabilities | 9,437 | 4,213 |
TOTAL LIABILITIES | 42,150 | 32,193 |
COMMITMENTS AND CONTINGENCIES (Note 15) | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, par value $.000001, 25,000 shares authorized, none issued | ||
Common stock, par value $.000001, 120,000 shares authorized, 61,731 and 61,276 shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 401,814 | 401,273 |
Accumulated other comprehensive loss | (12,136) | (18,706) |
Accumulated deficit | (82,533) | (99,189) |
Total stockholders' equity | 307,145 | 283,378 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 349,295 | $ 315,571 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,666 | $ 418 |
Preferred stock, par value | $ 0.000001 | $ 0.000001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 61,731,000 | 61,276,000 |
Common stock, shares outstanding | 61,731,000 | 61,276,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
NET REVENUES: | |||
Total revenue | $ 154,605 | $ 181,743 | $ 167,064 |
COST OF PRODUCTS SOLD | 60,022 | 68,130 | 68,108 |
Gross profit | 94,583 | 113,613 | 98,956 |
OPERATING EXPENSES: | |||
Research and development | 19,629 | 16,250 | 13,365 |
Sales and marketing | 31,869 | 30,609 | 28,532 |
General and administrative | 35,287 | 38,325 | 29,321 |
Gain on litigation settlement | (12,500) | ||
Change in the estimated fair value of acquisition-related contingent consideration | (664) | ||
Gain on sale of business | (10,149) | ||
Total operating expenses | 75,972 | 85,184 | 58,718 |
Operating income | 18,611 | 28,429 | 40,238 |
OTHER INCOME | 2,720 | 3,287 | 794 |
Income before income taxes | 21,331 | 31,716 | 41,032 |
INCOME TAX EXPENSE | 4,675 | 11,320 | 10,084 |
NET INCOME | $ 16,656 | $ 20,396 | $ 30,948 |
EARNINGS PER SHARE: | |||
BASIC | $ 0.27 | $ 0.33 | $ 0.52 |
DILUTED | $ 0.27 | $ 0.33 | $ 0.51 |
SHARES USED IN COMPUTING EARNINGS PER SHARE: | |||
BASIC | 61,675 | 61,112 | 59,050 |
DILUTED | 62,170 | 62,532 | 61,024 |
Products and Services [Member] | |||
NET REVENUES: | |||
Total revenue | $ 148,073 | $ 165,428 | $ 161,988 |
Other Revenues [Member] | |||
NET REVENUES: | |||
Total revenue | $ 6,532 | $ 16,315 | $ 5,076 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
NET INCOME | $ 16,656 | $ 20,396 | $ 30,948 |
OTHER COMPEHENSIVE INCOME (LOSS) | |||
Currency translation adjustments | 5,767 | (8,003) | 4,433 |
Unrealized gain (loss) on marketable securities | 803 | (363) | (553) |
COMPREHENSIVE INCOME | $ 23,226 | $ 12,030 | $ 34,828 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2016 | $ 185,850 | $ 350,528 | $ (14,220) | $ (150,458) | |
Beginning Balance, Shares at Dec. 31, 2016 | 56,001 | ||||
Common stock issued upon exercise of options | 31,670 | 31,670 | |||
Common stock issued upon exercise of options, Shares | 4,413 | ||||
Vesting of restricted stock | 0 | $ 0 | 0 | 0 | 0 |
Vesting of restricted stock, Shares | 378 | ||||
Purchase and retirement of common shares | (1,240) | (1,240) | |||
Purchase and retirement of common shares, Shares | (130) | ||||
Compensation cost for restricted stock | 2,705 | 2,705 | |||
Compensation cost for stock option grants | 2,045 | 2,045 | |||
Compensation cost for performance stock units | 2,223 | 2,223 | |||
NET INCOME | 30,948 | 30,948 | |||
Currency translation adjustments | 4,433 | 4,433 | |||
Unrealized gain (loss) on marketable securities | (553) | (553) | |||
Ending Balance at Dec. 31, 2017 | 258,081 | 387,931 | (10,340) | (119,510) | |
Ending Balance, Shares at Dec. 31, 2017 | 60,662 | ||||
Adoption of ASU 2014-9 | (75) | (75) | |||
Common stock issued upon exercise of options | 1,697 | 1,697 | |||
Common stock issued upon exercise of options, Shares | 227 | ||||
Vesting of restricted stock | 0 | $ 0 | 0 | 0 | 0 |
Vesting of restricted stock, Shares | 578 | ||||
Purchase and retirement of common shares | (3,592) | (3,592) | |||
Purchase and retirement of common shares, Shares | (191) | ||||
Compensation cost for restricted stock | 6,357 | 6,357 | |||
Compensation cost for stock option grants | 2,163 | 2,163 | |||
Compensation cost for performance stock units | 6,717 | 6,717 | |||
NET INCOME | 20,396 | 20,396 | |||
Currency translation adjustments | (8,003) | (8,003) | |||
Unrealized gain (loss) on marketable securities | (363) | (363) | |||
Ending Balance at Dec. 31, 2018 | 283,378 | 401,273 | (18,706) | (99,189) | |
Ending Balance, Shares at Dec. 31, 2018 | 61,276 | ||||
Common stock issued upon exercise of options | $ 196 | 196 | |||
Common stock issued upon exercise of options, Shares | 27 | 27 | |||
Vesting of restricted stock and performance stock units | $ 0 | $ 0 | 0 | 0 | 0 |
Vesting of restricted stock and performance stock units, Shares | 717 | ||||
Purchase and retirement of common shares | (3,712) | (3,712) | |||
Purchase and retirement of common shares, Shares | (289) | ||||
Compensation cost for restricted stock | 2,979 | 2,979 | |||
Compensation cost for stock option grants | 1,161 | 1,161 | |||
Compensation cost for performance stock units | (83) | (83) | |||
NET INCOME | 16,656 | 16,656 | |||
Currency translation adjustments | 5,767 | 5,767 | |||
Unrealized gain (loss) on marketable securities | 803 | 803 | |||
Ending Balance at Dec. 31, 2019 | $ 307,145 | $ 401,814 | $ (12,136) | $ (82,533) | |
Ending Balance, Shares at Dec. 31, 2019 | 61,731 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
OPERATING ACTIVITIES: | |||
Net income | $ 16,656 | $ 20,396 | $ 30,948 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Stock-based compensation | 4,057 | 15,237 | 6,973 |
Depreciation and amortization | 7,339 | 6,451 | 6,075 |
Other non-cash amortization | 391 | 771 | 327 |
Provision for doubtful accounts | 2,248 | (53) | (13) |
Unrealized foreign currency (gain) loss | 385 | (400) | 156 |
Interest expense on finance leases | 36 | ||
Deferred income taxes | (1,457) | (919) | (649) |
Loss (gain) on sale of fixed assets | 147 | (25) | |
Gain on sale of business | (10,149) | ||
Change in the estimated fair value of contingent earn-out consideration | (664) | ||
Changes in assets and liabilities | |||
Accounts receivable | (2,210) | 6,688 | (22,103) |
Inventories | (1,324) | (3,857) | (7,391) |
Prepaid expenses and other assets | 200 | (366) | (384) |
Accounts payable | (1,537) | 208 | 5,157 |
Deferred revenue | (297) | 2,240 | (93) |
Accrued expenses and other liabilities | (4,017) | (7,306) | 9,178 |
Net cash provided by operating activities | 9,804 | 39,090 | 28,156 |
INVESTING ACTIVITIES: | |||
Purchases of investments | (92,173) | (163,763) | (161,269) |
Proceeds from maturities and redemptions of investments | 93,491 | 152,680 | 69,253 |
Purchases of property and equipment | (9,314) | (6,344) | (4,337) |
Acquisition of businesses, net of cash acquired | (23,801) | ||
Proceeds from sale of business | 12,000 | ||
Net cash used in investing activities | (19,797) | (17,427) | (96,353) |
FINANCING ACTIVITIES: | |||
Repayments of loans | (724) | ||
Cash payments for lease liability | (442) | ||
Proceeds from exercise of stock options | 196 | 1,701 | 31,675 |
Repurchase of common stock | (3,712) | (3,592) | (1,240) |
Net cash provided by (used in) financing activities | (4,682) | (1,891) | 30,435 |
EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON CASH | 1,952 | (4,203) | 841 |
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (12,723) | 15,569 | (36,921) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD | 88,438 | 72,869 | 109,790 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD | $ 75,715 | $ 88,438 | $ 72,869 |
The Company
The Company | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
The Company | 1. Our business consists of two segments: our “OSUR” business consists of the development, manufacture, marketing and sale of oral fluid diagnostic products and specimen collection devices using our proprietary technologies, other diagnostic products including immunoassays and other in vitro diagnostic tests that are used on other specimen types. Our molecular collections systems or “DNAG” business consists of the manufacture and sale of kits that are used to collect, stabilize, transport and store samples of genetic material for molecular testing in the consumer genetic, clinical genetic, academic research, pharmacogenomics, personalized medicine, microbiome and animal genetics markets. Our collection kits are also used for the collection of first-void urine for liquid biopsy in the prostate and bladder cancer markets; and in the sexually transmitted infection screening market. In addition, our DNAG business provides microbiome laboratory and bioinformatics services. Our OSUR diagnostic products include tests for diseases including HIV and Hepatitis C that are performed on a rapid basis at the point of care and tests that are processed in a laboratory. These products are sold in the United States and internationally to various clinical laboratories, hospitals, clinics, and other public health organizations, distributors, government agencies, physicians’ offices, and commercial and industrial entities. Our HIV product is also sold in a consumer-friendly format in the over-the-counter (“OTC”) market in the U.S. and as a self-test to individuals in a number of other countries. We also previously manufactured and sold medical devices used for the removal of benign skin lesions by cryosurgery or freezing. These cryosurgical products were sold in both professional and OTC markets in North America, Europe, Central and South America, and Australia. We sold the assets associated with our cryosurgical systems business to a third party in August 2019. Our DNAG or molecular collection systems business is operated by our subsidiaries, DNA Genotek Inc. (“DNAG”), CoreBiome Inc. (“CoreBiome”), Novosanis NV (“Novosanis”), and Diversigen, Inc. (“Diversigen”). DNAG’s specimen collection devices provide all-in-one systems for the collection, stabilization, transportation and storage of nucleic acids from human saliva and other sample types for genetic and microbiome applications. CoreBiome and Diversigen provide laboratory and bioinformatics services. Novosanis’ Colli-Pee collection device is designed for the volumetric collection of first-void urine for use in research, screening and diagnostics for the liquid biopsy and sexually transmitted infection markets. We also sell research use only sample collection products into the microbiome market and we offer our customers a suite of genomics and microbiome services, which range from package customization and study design optimization to extraction, analysis and reporting services. We serve customers worldwide in the research, healthcare, pharmaceutical and agricultural communities |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of OraSure Technologies, Inc. (“OraSure”) and its wholly-owned subsidiaries, DNAG, CoreBiome, Novosanis and Diversigen. All intercompany transactions and balances have been eliminated. References herein to “we,” “us,” “our,” or the “Company” mean OraSure and its consolidated subsidiaries, unless otherwise indicated. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions about future events. These estimates and underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the fair value of assets acquired and liabilities assumed for business combinations, the valuation of accounts receivable and inventories and assumptions utilized in impairment testing for intangible assets and goodwill, as well as calculations related to accruals, taxes, contingent consideration and performance-based compensation expense, among others. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis, using historical experience and other factors, which management believes to be reasonable under the circumstances, including the current economic environment. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment and other factors will be reflected in the financial statements in those future periods. Supplemental Cash Flow Information In 2019, 2018 and 2017, we paid income taxes of $10,611, $17,126 and $4,309, respectively. In 2019, 2018 and 2017, we recorded through the consolidated statements of income an increase (decrease) in our allowance for doubtful accounts of $2,231, $(27) and $172, respectively. We had $110, $11 and $200 in write-offs against the allowance for doubtful accounts in 2019, 2018, and 2017, respectively. As of December 31, 2019, 2018 and 2017, we had accruals for purchases of property and equipment of $660 $ Investments We consider all investments in debt securities to be available-for-sale securities. These securities are comprised of guaranteed investment certificates and corporate bonds with purchased maturities greater than ninety days. Available-for-sale securities are carried at fair value, based upon quoted market prices, with unrealized gains and losses, if any, reported in stockholders’ equity as a component of accumulated other comprehensive loss. The following is a summary of our available-for-sale securities as of December 31, 2019 and 2018: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value December 31, 2019 Guaranteed investment certificates $ 24,632 $ — $ — $ 24,632 Corporate bonds 89,525 271 (385 ) 89,411 Total available-for-sale securities $ 114,157 $ 271 $ (385 ) $ 114,043 December 31, 2018 Guaranteed investment certificates $ 23,096 $ — $ — $ 23,096 Corporate bonds 90,707 — (917 ) 89,790 Total available-for-sale securities $ 113,803 $ — $ (917 ) $ 112,886 At December 31, 2019, maturities of our available- for-sale securities were as follows: Less than one year $ 80,754 $ 163 $ (294 ) $ 80,623 Greater than one year $ 33,403 $ 108 $ (91 ) $ 33,420 Accounts Receivable Accounts receivable have been reduced by an estimated allowance for amounts that may become uncollectible in the future. This estimated allowance is based primarily on management’s evaluation of specific balances as they become past due, the financial condition of our customers and our historical experience related to write-offs. Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis, and include the cost of raw materials, labor and overhead. The majority of our inventories are subject to expiration dating, which can be extended in certain circumstances. We continually evaluate quantities on hand and the carrying value of our inventories to determine the need for reserves for excess and obsolete inventories, based on prior experience as well as estimated forecasts of product sales. When factors indicate that impairment has occurred, either a reserve is established against the inventories’ carrying value or the inventories are completely written off, as in the case of lapsing expiration dates. In addition to reserving for these items identified through specific identification procedures, we also reserve for unidentified scrap or spoilage based on historical write-off rates. Property, Plant and Equipment furniture and fixtures are depreciated over two to ten years . Building improvements are amortized over their estimated useful lives . When assets are sold, retired, or discarded, the related property amounts are relieved from the accounts, and any gain or loss is recorded in the consolidated statements of income. Intangible Assets Intangible assets consist of customer relationships, patents and product rights, developed technology and tradenames. Patents and product rights consist of costs associated with the acquisition of patents, licenses and product distribution rights. Intangible assets are amortized using the straight-line method over their estimated useful lives of five to fifteen years. Impairment of Long-Lived Assets We assess the recoverability of our long-lived assets, which include property and equipment and definite-lived intangible assets, by determining whether the carrying value of such assets can be recovered through the sum of the undiscounted future cash flows generated from the use and eventual disposition of the asset. If indicators of impairment exist, we measure the amount of such impairment by comparing the carrying value of the assets to the fair value of these assets, which is generally determined based on the present value of the expected future cash flows associated with the use of the assets. Expected future cash flows reflect our assumptions about selling prices, volumes, costs and market conditions over a reasonable period of time. Goodwill Goodwill represents the excess of the purchase price we paid over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in our acquisition of DNAG, CoreBiome, Novosanis and Diversigen. All acquired goodwill has been allocated to our DNAG segment. Goodwill is not amortized but rather is tested annually for impairment or more frequently if we believe that indicators of impairment exist. Current U.S. generally accepted accounting principles permit us to make a qualitative evaluation about the likelihood of goodwill impairment. If we conclude that it is more likely than not that the carrying value of a reporting unit is greater than its fair value, then we would be required to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, provided the impairment charge does not exceed the total amount of goodwill allocated to the reporting unit. We performed our annual impairment assessment as of July 31, 2019 utilizing a qualitative evaluation and concluded that it was more likely than not that the fair value of our DNAG reporting unit is greater than its carrying value. We believe we have made reasonable estimates and assumptions to calculate the fair value of our reporting unit. If actual future results are not consistent with management’s estimates and assumptions, we may have to take an impairment charge in the future related to our goodwill. Future impairment tests will continue to be performed annually in the fiscal third quarter, or sooner if a triggering event occurs. As of December 31, 2019, we believe no indicators of impairment exist. Revenue In January 2018, we adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, Upon adoption, we recorded a reduction of $75 to the opening balance of accumulated deficit as of January 1, 2018. This adjustment is related to the change in revenue recognition associated with our drug testing kit sales. Sales of our drug testing kits include two performance obligations: sales of the device and laboratory services. Under this new accounting standard, we adjusted the allocation of the transaction price to the performance obligations and the estimate of unexercised rights (“breakage”) associated with the contracts. Prior to the adoption of the new guidance, we used the residual value method to allocate the transaction prices. With the adoption of ASU 2014-09, we allocated transition prices based upon the stand-alone selling price, or fair value method. This change in methodology also impacted our estimated breakage amount. The following table summarizes the impact of the new revenue standard adjustment on our opening balance sheet: Balance at New Revenue Balance at December 31, 2017 Standard Adjustment January 1, 2018 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Deferred revenue 1,314 75 1,389 STOCKHOLDERS' EQUITY Accumulated deficit (119,510 ) (75 ) (119,585 ) The adoption of this new standard had an immaterial impact on our 2018 reported total revenues and operating income, as compared to what would have been reported under the prior standard. We expect the impact of adoption in future periods to continue to be immaterial. Our accounting policies under the new standard were applied prospectively and are described below. Product sales Revenue from product sales is recognized upon transfer of control of a product to a customer based on an amount that reflects the consideration we are entitled to, net of allowances for any discounts or rebates. Our net revenues recorded for sales of the OraQuick ® In-Home HIV test represent total gross revenues, less an allowance for expected returns, and customer allowances for cooperative advertising and discounts. The allowance for expected returns is an estimate established by management, based upon currently available information, and is adjusted to reflect known changes in the factors that impact this estimate. Other customer allowances are at contractual rates and are recorded as a reduction of gross revenue when recognized in our consolidated statements of operations. Other than for sales of our OraQuick® In-Home HIV test to the retail trade and under the terms of a long-term contract with a genomics customer, we generally do not grant product return rights to our customers except for warranty returns. Historically, returns arising from warranty issues have been infrequent and immaterial. Accordingly, we expense warranty returns as incurred. As a result of the return rights granted to our customers for our OraQuick® In-Home HIV test, we have recorded an estimate of expected returns as a reduction of gross OraQuick® In-Home HIV product revenues in our consolidated statements of operations. This estimate reflects our historical sales experience to retailers and consumers, as well as other retail factors, and is reviewed regularly to ensure that it reflects potential product returns. We record shipping and handling charges billed to our customers as product revenue and the related expense as cost of products sold. Service revenues. Service revenues represent microbiome laboratory testing and analytical services. We recognize revenues and satisfy our performance obligation for services rendered when the testing is complete and the associated results are reported Arrangements with multiple-performance obligations . In arrangements involving more than one performance obligation, which largely applies to our service revenue stream, each required performance obligation is evaluated to determine whether it qualifies as a distinct performance obligation based on whether (i) the customer can benefit from the good or service either on its own or together with other resources that are readily available and (ii) the good or services is separately identifiable from other promises in the contract. The consideration under the arrangement is then allocated to each separate distinct performance obligation based on their respective relative stand-alone selling price. The estimated selling price of each deliverable reflects our best estimate of what the selling price would be if the deliverable was regularly sold by us on a stand-alone basis or using an observable cost plus margin approach if selling price on a stand-alone basis is not available. The consideration allocated to each distinct performance obligation is recognized as revenue when control is transferred for the related goods or services or when the performance obligation has been satisfied. Other revenues . Other revenues consist primarily of royalty income, funding of research and development efforts and cost reimbursements under a charitable support agreement. Royalties from licensees are based on third-party sales of licensed products and are recorded when the related third-party product sale occurs. Funding and charitable support reimbursements are recorded as the activities are being performed in accordance with the respective agreements. Deferred Revenue We record deferred revenue when funds are received prior to the recognition of the associated revenue. Deferred revenue as of December 31, 2019 and 2018 includes customer prepayments of $1,904 and $2,057, respectively. Deferred revenue as of December 31, 2019 and 2018 also included $1,809 and $1,464, respectively, associated with a long-term contract that has variable pricing based on volume. The average price over the life of contract was determined and revenue is recognized at that rate when the product is delivered to the customer. Financing and Payment . Our payment terms vary by the type and location of our customer and products or services offered. Payment terms differ by jurisdiction and customer but payment is generally required in a term ranging from 30 to 120 days from date of shipment or satisfaction of the performance obligation. For certain products or services and customer types, we may require payment before the products are delivered or services are rendered to the customer. Practical expedients and exemptions . Taxes assessed by governmental authorities, such as sales or value-added taxes, are excluded from product revenues. Sales commissions are expensed when incurred if the amortization period is one year or less. These costs are recorded in sales and marketing expense in the consolidated statements of operations. If the amortization period exceeds one year, we defer the cost of the commission and expense it over the life of the related sales contract. Revenues by product. The following table represents total net revenues by product line: Year Ended December 31, 2019 2018 2017 OraQuick® $ 56,064 $ 53,851 $ 60,558 Oragene® 46,701 69,798 67,232 ORAcollect® 10,651 6,052 1,952 Intercept® 8,105 7,709 8,125 Microbiome laboratory services 6,104 1,563 1,223 Histofreezer® (through August 16, 2019) 5,702 8,983 10,312 OMNIgene® • GUT 5,226 4,193 2,072 Other products 9,520 13,279 10,514 Net product and service revenues 148,073 165,428 161,988 Royalty income 5,116 9,653 — Research and development funding 851 4,951 4,387 Charitable support reimbursement 261 1,711 689 Grant funding 304 — — Other revenues 6,532 16,315 5,076 Net revenues $ 154,605 $ 181,743 $ 167,064 Revenues by geographic area . The following table represents total net revenues by geographic area, based on the location of the customer: December 31, 2019 2018 2017 United States $ 107,279 $ 136,847 $ 121,458 Europe 11,752 11,062 11,827 Other regions 35,574 33,834 33,779 $ 154,605 $ 181,743 $ 167,064 Customer and Vendor Concentrations One of our customers accounted for 19% and 7% of our accounts receivable as of December 31, 2019 and 2018, respectively. The same customer accounted for approximately 15%, 24% and 25% of our net consolidated revenues for the year ended December 31, 2019, 2018, and 2017 respectively. We currently purchase certain products and critical components of our products from sole-supply vendors. If these vendors are unable or unwilling to supply the required components and products, we could be subject to increased costs and substantial delays in the delivery of our products to our customers. Also, our subsidiary, DNAG, uses two third-party suppliers to manufacture its products. Our inability to have a timely supply of any of these components and products could have a material adverse effect on our business, as well as our financial condition and results of operations. Leases In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases . The standard requires lessees to recognize lease assets and lease liabilities on the balance sheet and requires expanded disclosures about leasing arrangements. We adopted this standard on January 1, 2019 on a modified retrospective basis and have not restated comparative amounts. Also, we elected the practical expedients permitted under the transition guidance, which allows us to carryforward our historical lease classification, our assessment on whether a contract is or contains a lease, and our initial direct costs for any leases that exist prior to adoption of the new standard. Leases with an initial term of 12 months or less are not recognized on the balance sheet and the associated lease payments are included in the consolidated statements of operations on a straight-line basis over the lease term. As a result, on January 1, 2019, we recorded right-of-use assets of $4,027 and lease liabilities of $4,263 on our consolidated balance sheet . Business Combinations and Contingent Consideration Acquired businesses are accounted for using the acquisition method of accounting, which requires that the purchase price be allocated to the net assets acquired at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. Amounts allocated to contingent consideration are recorded to the balance sheet at the date of acquisition based on their relative fair values. The purchase price allocation requires us to make significant estimates and assumptions, especially at the acquisition date, with respect to intangible assets. Although we believe the assumptions and estimates we have made are reasonable, they are based in part on historical experience and information obtained from the management of the acquired companies and are inherently uncertain. We account for contingent consideration in accordance with applicable guidance provided within the business combination accounting standard. As part of our consideration for the CoreBiome, Novosanis, and Diversigen acquisitions, we are contractually obligated to pay certain consideration resulting from the outcome of future events. Therefore, we are required to update our underlying assumptions each reporting period, based on new developments, and record such contingent consideration liabilities at fair value until the contingency is resolved. Changes in the fair value of the contingent consideration liabilities are recognized each reporting period and included in our consolidated statements of operations. Our estimates of fair value are based on assumptions we believe to be reasonable, but the assumptions are uncertain and involve significant judgment by management. Updates to these assumptions could have a significant impact on our results of operations in any given period and any updates to the fair value of the contingent consideration could differ materially from the previous estimates. Examples of critical estimates used in valuing certain intangible assets and contingent consideration include: • future expected cash flows from sales and acquired developed technologies; • the acquired company's trade name and customer relationships as well as assumptions about the period of time the acquired trade name and customer relationships will continue to be used in the combined company's portfolio; • the probability of meeting the future events; and • discount rates used to determine the present value of estimated future cash flows. Research and Development Research and development expenses consist of costs incurred in performing research and development activities, including salaries and benefits, facilities expenses, overhead expenses, clinical trial and related clinical manufacturing expenses, contract services and other outside expenses. Research and development costs are charged to expense as incurred. Advertising Expenses Advertising costs are charged to expense as incurred. During 2019, 2018, and 2017, we incurred $524, $763, and $717, respectively, in advertising expenses. Stock-Based Compensation We account for stock-based compensation to employees and directors using the fair value method. We recognize compensation expense for stock option and restricted stock awards issued to employees and directors on a straight-line basis over the requisite service period of the award. We recognize compensation expense related to performance-based restricted stock units based on assumptions as to what percentage of each performance target will be achieved. We evaluate these target assumptions on a quarterly basis and adjust compensation expense related to these awards, as appropriate. To satisfy the exercise of options, issuance of restricted stock, or redemption of performance-based restricted stock units, we issue new shares rather than purchase shares in the open market. Income Taxes We follow the asset and liability method for accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax basis of assets and liabilities, as well as operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates for the respective taxing jurisdiction that are expected to apply to taxable income in the years in which those temporary differences and operating loss and credit carryforwards are expected to be recovered, settled or utilized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We assess the realizability of our net deferred tax assets on a quarterly basis. If, after considering all relevant positive and negative evidence, it is more likely than not that some portion or all of the net deferred tax assets will not be realized, we reduce our net deferred tax assets by a valuation allowance. The realization of the net deferred tax assets is dependent on several factors, including the generation of sufficient taxable income prior to the expiration of our net operating loss carryforwards. Foreign Currency Translation The assets and liabilities of our foreign operations are translated into U.S. dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average exchange rates for the period. Resulting translation adjustments are reflected in accumulated other comprehensive loss, which is a separate component of stockholders’ equity. Transaction gains and losses resulting from exchange rate changes on transactions denominated in currencies other than functional currency are included in our consolidated statements of income in the period in which the change occurs. Net foreign exchange gains (losses) resulting from foreign currency transactions that are included in other income (expense) in our consolidated statements of income were $(1,339), $831, and $(1,442) for the years ended December 31, 2019, 2018, and 2017, respectively. Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed in a manner similar to basic earnings per share except that the weighted-average number of shares outstanding is increased to include incremental shares from the assumed vesting or exercise of dilutive securities, such as common stock options, unvested restricted stock or performance stock units, unless the impact is antidilutive. The number of incremental shares is calculated by assuming that outstanding stock options were exercised and unvested restricted shares and performance stock units were vested, and the proceeds from such exercises or vesting were used to acquire shares of common stock at the average market price during the reporting period. The computations of basic and diluted earnings per share are as follows: Year ended December 31, 2019 2018 2017 Net income $ 16,656 $ 20,396 $ 30,948 Weighted average shares of common stock outstanding: Basic 61,675 61,112 59,050 Dilutive effect of stock options, restricted stock, and performance stock units 495 1,420 1,974 Diluted 62,170 62,532 61,024 Earnings per share: Basic $ 0.27 $ 0.33 $ 0.52 Diluted $ 0.27 $ 0.33 $ 0.51 For the years ended December 31, 2019, 2018, and 2017, outstanding common stock options, unvested restricted stock, and unvested performance stock units representing 768, 291, and 180 shares, respectively, were excluded from the computation of diluted earnings per share as their inclusion would have been anti-dilutive. Accumulated Other Comprehensive Loss We classify items of other comprehensive income (loss) by their nature and disclose the accumulated balance of other comprehensive loss separately from accumulated deficit and additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets. We have defined the Canadian dollar as the functional currency of our Canadian subsidiary, DNAG, and we have defined the Euro as the functional currency of our Belgian subsidiary, Novosanis. The results of operations are translated into U.S. dollars, which is the reporting currency of the Company. Accumulated other comprehensive loss at December 31, 2019 consists of $12,022 of currency translation adjustments and $114 of net unrealized losses on marketable securities, which represents the fair market value adjustment for our investments portfolio. Accumulated other comprehensive loss at December 31, 2018 consists of $17,789 of currency translation adjustments and $917 of net unrealized losses on marketable securities. Fair Value of Financial Instruments As of December 31, 2019 and 2018, the carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate their respective fair values based on their short-term nature. Fair value measurements of all financial assets and liabilities that are being measured and reported on a fair value basis are required to be classified and disclosed in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). All of our available-for-sale debt securities are measured as Level 2 instruments as of December 31, 2019 and 2018. Included in cash and cash equivalents at December 31, 2019 and 2018, was $1,624 and $21,631 invested in government money market funds. These funds have investments in government securities and are measured as Level 1 instruments. We offer a nonqualified deferred compensation plan for certain eligible employees and members of our Board of Directors. The assets of the plan are held in the name of the Company at a third-party financial institution. Separate accounts are maintained for each participant to reflect the amounts deferred by the participant and all earnings and losses on those deferred amounts. The assets of the plan are held in mutual funds and Company stock. The fair value of the plan assets as of December 31, 2019 and 2018 was $3,519 and $3,884, respectively, and was calculated using the quoted market prices of the assets as of those dates. All investments in the plan are classified as trading securities and measured as Level 1 instruments. The fair value of plan assets is included in both current assets and other noncurrent assets with the same amounts included in accrued expenses and other noncurrent liabilities in the accompanying consolidated balance sheets. Recent Accounting Pronouncements In June 2016, the FASB issued guidance on the measurement of credit losses, which requires measurement and recognition of expected credit losses for financial assets, including trade receivables and capital lease receivables, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The method to determine a loss is different from the existing guidance, which requires a credit loss to be recognized when it is probable. The guidance is effective beginning in fiscal year 2020, with early adoption permitted beginning in fiscal year 2019. We have determined that this new guidance will not have a material impact on our consolidated financial statements. In February 2018, the FASB issued guidance allowing a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act. The guidance is effective in fiscal year 2020, with early adoption permitted, including adoption in an interim period. If elected, the reclassification can be applied in either the period of adoption or retrospectively to the period of the enactment of the U.S. Tax Cuts and Jobs Act (i.e., our first quarter of fiscal year 2018). We have determined that this new guidance will not have a material impact on our consolidated financial statements. In August 2018, the FASB issued guidance related to fair value measurement disclosures. This guidance removes the requirement to disclose the amount of and reasons for transfers between Levels 1 and 2 of the fair value hierarchy, the policy for determining that a transfer has occurred, and valuation processes for Level 3 fair value measurements. Additionally, this guidance modifies the disclosures related to the measurement uncertainty for recurring Level 3 fair value measurements (by removing the requirement to disclose sensitivity to future changes) and the timing of liquidation of investee assets (by removing the timing requirement in certain instances). The guidance also requires new disclosures for Level 3 financial assets and liabilities, including the amount and location of unrealized gains and losses recognized in other comprehensive income/(loss) and additional information related to significant unobservable inputs used in determining Level 3 fair value measurements. This guidance is effective beginning in fiscal year 2020. We have determined that this new guidance will not have a material impact on our consolidated financial statements. In August 2018, the FASB issued guidance related to accounting for implementation costs incurred in hosted cloud computing service arrangements. Under the new guidance, implementation costs incurred in a hosting arrangement that is a service contract should be expensed or capitalized based on the nature of the costs and the project stage during which such costs are incurred. If the implementation costs qualify for capitalization, they must be amortized over the term of the hosting arrangement and assessed for impairment. Companies must disclose the nature of any hosted cloud computing service arrangements. This guidance also provides guidance for balance sheet and income statement presentation of capitalized implementation costs and statement of cash flows presentation for the related payments. This guidance will be effective beginning in the first quarter of our fiscal year 2020. This guidance may be adopted either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We will prospectively adopt this guidance and have determined that |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | 3. BUSINESS COMBINATIONS CoreBiome and Novosanis On January 4, 2019, the Company acquired all of the outstanding stock of CoreBiome, pursuant to the terms of a merger agreement, dated January 3, 2019. Also on January 4, 2019, the Company, through a wholly-owned subsidiary, acquired all of the outstanding stock of Novosanis, pursuant to a share purchase agreement, dated January 3, 2019. We began operating these entities as of the January 4, 2019 closing date. The aggregate purchase price for both of these transactions was $13,320 adjusted for certain transaction costs, indebtedness, and holdback amounts, and was funded with cash on hand. A portion of the purchase price was deposited into escrow accounts for a limited period after closing, in order to secure the potential payment of certain indemnification obligations of the selling stockholders under each agreement noted above. During the year ended December 31, 2019, we incurred a total of $639 of acquisition-related costs in connection with these acquisitions, including success-based investment banking fees and accounting, legal and other professional fees, related to both acquisitions, all of which were expensed and reported as a component of general and administrative expenses in the consolidated statement of income. Pursuant to our acquisition agreements, we were to pay up to an additional $32,400 of contingent consideration over the next three years based on the achievement of certain performance criteria as defined under the agreements, including generating certain revenue dollars, the achievement of a large customer contract, and the development of certain new technology. The Company, with the assistance of an independent valuation specialist, utilized a Monte Carlo simulation to determine the estimated acquisition-date fair value of the acquisition-related contingent consideration of $4,350. The simulation calculates the The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date: Assets Acquired Accounts receivable $ 791 Inventories 310 Other current assets 82 Property, plant, and equipment, net 414 Other assets 5 Acquired intangible assets 8,400 Goodwill 10,368 Total assets acquired 20,370 Liabilities Assumed Current liabilities 1,180 Notes payable, short-term 730 Deferred tax liability 819 Other long-term liabilities 74 Total liabilities assumed 2,803 Net Assets Acquired 17,567 Estimated fair value of contingent consideration (4,350 ) Net Cash Paid (net of cash acquired of $103) $ 13,217 The purchase price was allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed based on their acquisition-date estimate fair values. The identifiable intangible assets principally included developed technology, customer relationships, and tradenames, all of which are subject to amortization on a straight-line basis and are being amortized over estimated useful lives as summarized below: Estimated Useful Description Life (in yrs) Amount Developed Technology 10 $ 5,000 Customer relationships 10 2,200 Tradenames 8.34 1,200 Total acquired intangibles $ 8,400 The Company, with the assistance of an independent valuation specialist, assessed the fair value of the assets of CoreBiome and Novosanis. The income approach was used to value the acquired intangibles and the fair value measurements were primarily based on significant inputs that are not observable in the market and are considered Level 3 fair value measurements. The income approach estimates fair value for an asset based on the present value of cash flows projected to be generated by the asset. Projected cash flows are discounted at a required rate of return that reflects the relative risk of achieving the cash flows and the time value of money. The useful lives of the intangible assets were estimated based on the expected future economic benefit of the assets and are being amortized over the estimated useful life in proportion to the economic benefits consumed using the straight-line method. The amortization of intangible assets is not deductible for income tax purposes. Goodwill is calculated as the difference between the acquisition date fair value of the consideration transferred and the fair value of the net assets acquired, and represents the future economic benefits that we expect to achieve as a result of the acquisition. We believe the goodwill related to the acquisitions was a result of providing us a complementary service and product offering that will enable us to leverage those services and products with existing and new customers. The goodwill is not deductible for income tax purposes. All of the goodwill identified above has been allocated to our DNAG segment. Revenues from CoreBiome primarily consist of microbiome laboratory services that utilize optimal analytical algorithms to deliver speed and scalability in the lab with precise analytics. Revenues from Novosanis primarily consist of the sale of its Colli-Pee collection device which was designed for the standard collection of first-void urine used in the liquid biopsy and sexually transmitted infection screening market. Effective as of January 4, 2019, the financial results of CoreBiome and Novosanis are included in our DNAG segment. For the year ended December 31, 2019, consolidated net revenues include combined revenues associated with the CoreBiome and Novosanis business of $5,152. Consolidated results from operations for the year ended December 31, 2019 included a net loss of $2,450 generated from the combined companies since the acquisition date. Diversigen On November 8, 2019, the Company acquired all of the outstanding stock of Diversigen, Inc. (“Diversigen”), pursuant to the terms of a merger agreement. We began operating this entity as of the November 8, 2019 closing date. The aggregate purchase price for this transaction was $12,000, adjusted for certain transaction costs, indebtedness, and holdback amounts, and was funded with cash on hand. A portion of the purchase price was deposited into an escrow account for a limited period after closing, pursuant to indemnification obligations under the merger agreement noted above. During the year ended December 31, 2019, we incurred a total of $1,198 of acquisition related costs, including investment banking fees and accounting, legal and other professional fees, all of which were expensed and reported as a component of general and administrative expenses in the consolidated statement of income for the year ended December 31, 2019. Pursuant to our acquisition agreements, we were to pay up to an additional $1,500 of contingent consideration in 2020 based on the achievement of certain 2019 revenue metrics as defined under the agreements. The estimated acquisition-date fair value of the acquisition-related contingent consideration was $0. The fair value of the contingent consideration obligation of $0 is a result of not achieving the defined revenue metrics. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of the acquisition date: Assets Acquired Accounts receivable $ 1,234 Other current assets 45 Property, plant, and equipment, net 1,916 Acquired intangible assets 3,560 Goodwill 6,443 Total assets acquired 13,198 Liabilities Assumed Current liabilities 1,123 Deferred tax liability 598 Other long-term liabilities 893 Total liabilities assumed 2,614 Net Assets Acquired 10,584 Estimated fair value of contingent consideration - Net Cash Paid (net of cash acquired of $479) $ 10,584 The purchase price was allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed based on their acquisition-date estimate fair values. The identifiable intangible assets included customer relationships and tradenames, all of which are subject to amortization on a straight-line basis and are being amortized over estimated useful lives as summarized below: Estimated Useful Description Life (in yrs) Amount Customer relationships 10 2,900 Tradenames 9 660 Total acquired intangibles $ 3,560 The Company, with the assistance of an independent valuation specialist, assessed the fair value of the assets of Diversigen. The income approach was used to value the acquired intangibles and the fair value measurements were primarily based on significant inputs that are not observable in the market and are considered Level 3 fair value measurements. The income approach estimates fair value for an asset based on the present value of cash flows projected to be generated by the asset. Projected cash flows are discounted at a required rate of return that reflects the relative risk of achieving the cash flows and the time value of money. The useful lives of the intangible assets were estimated based on the expected future economic benefit of the assets and are being amortized over the estimated useful life in proportion to the economic benefits consumed using the straight-line method. The amortization of intangible assets is not deductible for income tax purposes. Goodwill is calculated as the difference between the acquisition date fair value of the consideration transferred and the fair value of the net assets acquired, and represents the future economic benefits that we expect to achieve as a result of the acquisition. We believe the goodwill related to the acquisitions was a result of providing us a complementary service and product offering that will enable us to leverage those services and products with existing and new customers. The goodwill is not deductible for income tax purposes. All of the goodwill identified above has been allocated to our DNAG segment. We continue to evaluate the fair value of certain assets acquired and liabilities assumed. Additional information, which existed as of the acquisition date, but was at that time unknown to us, may become known during the remainder of the measurement period. Changes to amounts recorded as a result of the final determination may result in a corresponding adjustment to these assets and liabilities, including goodwill. The determination of the estimated fair values of all assets acquired is expected to be completed within one year from the date of acquisition. Revenues from Diversigen primarily consist of microbiome laboratory services that provide metagenomics sequencing, bioinformatics and statistical analysis for the study of the microbiome. Effective as of November 8, 2019, the financial results of Diversigen are included in our DNAG segment. For the year ended December 31, 2019, consolidated net revenues include revenues associated with the Diversigen business of $ 1,046 , and consolidated results from operations include a net loss of $ 47 generated since the acquisition date. Unaudited Pro Forma Financial Information The unaudited pro forma results presented below include the results of the CoreBiome, Diversigen, and Novosanis acquisitions as if they had been consummated as of January 1, 2017. The unaudited pro forma results include the amortization associated with acquired intangible assets and the estimated tax effect of adjustments to income before income taxes but do not include changes in the fair value of our contingent consideration obligations. Material nonrecurring charges, directly attributable to the transactions, including direct acquisition costs, are also excluded. In addition, the unaudited pro forma results do not include any expected benefits of the acquisitions. Accordingly, the unaudited pro forma results are not necessarily indicative of either future results of operations or results that might have been achieved had the acquisitions been consummated as of January 1, 2017. Year Ended December 31, 2019 2018 2017 Revenue $ 158,576 $ 190,487 $ 173,554 Net income 16,806 19,448 27,436 Net income per share, basic 0.27 0.32 0.46 Net income per share, diluted 0.27 0.31 0.45 |
Sale of Cryosurgical Business
Sale of Cryosurgical Business | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Sale of Cryosurgical Business | 4. SALE OF CRYOSURGICAL BUSINESS On August 16, 2019, we sold all rights and title to the assets necessary to operate our cryosurgical systems line of business to a third party for $12,000. This business consisted of medical devices used for the removal of benign skin lesions by cryosurgery or freezing. The products were sold in both the professional and OTC markets in North America, Europe, Central and South America and Australia. We also entered into a transition services agreement with CryoConcepts in which both parties agreed to provide certain transition services beginning after the closing. The Company recorded a gain on sale of business of $10,149 reflected in our statement of income for the year ended December 31, 2019. The gain includes the $12,000 of proceeds net of the fair value of the assets sold, which consisted entirely of inventory and fully-depreciated fixed assets, the legal fees associated with the transaction, and a value attributed to the transition services. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | 5 . December 31, 2019 2018 Raw materials $ 14,168 $ 14,092 Work in process 643 544 Finished goods 8,344 8,252 $ 23,155 $ 22,888 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 6 . December 31, 2019 2018 Land $ 1,118 $ 1,118 Buildings and improvements 23,231 22,480 Machinery and equipment 33,568 29,017 Computer equipment and software 11,590 9,632 Furniture and fixtures 2,791 2,681 Construction in progress 4,923 2,168 77,221 67,096 Less accumulated depreciation (46,882 ) (42,797 ) $ 30,339 $ 24,299 Depreciation expense was $4,421, $3,828, and $3,434 for 2019, 2018, and 2017, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 7 . The changes in goodwill are as follows: December 31, 2019 2018 Balance as of January 1 18,521 20,083 Goodwill acquired during the year 16,811 — Change related to foreign currency translation 869 (1,562 ) Balance as of December 31 $ 36,201 $ 18,521 Intangible assets consist of the following: December 31, 2019 Amortization Period (Years) Gross Accumulated Amortization Net Customer relationships 10 $ 14,731 $ (8,054 ) $ 6,677 Patents and product rights 10 5,400 (5,158 ) 242 Developed technology 7-10 12,410 (7,982 ) 4,428 Tradename 5-15 5,553 (2,226 ) 3,327 $ 38,094 $ (23,420 ) $ 14,674 December 31, 2018 Amortization Period (Years) Gross Accumulated Amortization Net Customer relationships 10 $ 9,186 $ (6,532 ) $ 2,654 Patents and product rights 10 5,400 (4,708 ) 692 Developed technology 7 7,135 (7,135 ) - Tradename 15 3,521 (1,730 ) 1,791 $ 25,242 $ (20,105 ) $ 5,137 Amortization expense for 2019, 2018, and 2017 was $2,522, $2,623, and $2,641, respectively. Amortization expense for each of the five succeeding fiscal years and beyond is estimated as follows: 2020 2,619 2021 2,375 2022 1,470 2023 1,470 2024 1,430 Beyond 5,310 $ 14,674 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2019 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 8 . December 31, 2019 2018 Payroll and related benefits $ 6,088 $ 8,926 Professional fees 2,769 1,541 Income taxes payable — 1,447 Other 5,431 1,947 $ 14,288 $ 13,861 |
Credit Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Credit Facility | 9 . On March 29, 2019, we terminated our credit agreement with a commercial bank which was entered into on September 30, 2016 and had a maturity date of September 30, 2019. There were no borrowings under the credit agreement during 2019, 2018, or 2017. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Lessee Disclosure [Abstract] | |
Leases | 10. LEASES: In February 2016, the FASB issued ASU No. 2016-02, Leases . The standard requires lessees to recognize lease assets and lease liabilities on the balance sheet and requires expanded disclosures about leasing arrangements. We adopted this standard on January 1, 2019 on a modified retrospective basis and will not restate comparative amounts. We determine whether an arrangement is a lease at inception. We have operating and finance leases for corporate offices, warehouse space and equipment (including vehicles). As of December 31, 2019, we are the lessee in all agreements. Our leases have remaining lease terms of 1 to 7 years, some of which include options to extend the leases based on agreed upon terms, and some of which include options to terminate the leases within 1 year. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. We have lease agreements that contain both lease and non-lease components (e.g., common-area maintenance). For these agreements, we account for lease components separate from non-lease components. The components of lease expense are as follows: Year ended December 31, 2019 Operating Lease Cost $ 964 Finance Lease Cost Amortization of right-of use assets 410 Interest on lease liabilities 36 Total Finance Lease Cost $ 446 Lease cost for the years ended December 31, 2018 and 2017 was $1,461 and $852, respectively. Supplemental cash flow information related to leases is as follows: Year ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 937 Operating cash flows from financing leases 33 Financing cash flows from financing leases 442 Non-cash activity Right-of-use assets obtained in exchange for operating lease obligations 1,829 Right-of-use assets obtained in exchange for finance lease obligations 2,069 Right of use assets obtained include those assets acquired and entered into during 2019. Supplemental balance sheet information related to leases is as follows: December 31, 2019 Operating Leases Right-of-use assets $ 4,996 Current lease liabilities 1,032 Non-current lease liabilities 4,206 Total operating lease liabilities $ 5,238 Finance Leases Right-of-use assets $ 1,951 Current lease liabilities 613 Non-current lease liabilities 1,372 Total finance lease liabilities $ 1,985 Weighted Average Remaining Lease Term Weighted-average remaining lease term—operating leases 5.21 Weighted-average remaining lease term—finance leases 3.45 Weighted Average Discount Rate Weighted-average discount rate—operating leases 4.31 % Weighted-average discount rate—finance leases 4.40 % As of December 31, 2019, minimum lease payments by period are expected to be as follows: Finance Operating 2020 685 1,273 2021 556 1,214 2022 555 1,194 2023 325 759 2024 17 777 Thereafter 4 760 Total Minimum Lease Payments 2,142 5,977 Less: imputed interest (157 ) (739 ) Present Value of Lease Liabilities $ 1,985 $ 5,238 As of December 31, 2018, minimum lease payments under non-cancelable operating leases by period were expected to be as follows: 2019 $ 903 2020 902 2021 877 2022 850 2023 506 Thereafter 737 $ 4,775 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11 . Income before income tax expense consists of the following: Years Ended December 31, 2019 2018 2017 United States $ 3,106 $ (11,728 ) $ 2,270 Foreign 18,225 43,444 38,762 $ 21,331 $ 31,716 $ 41,032 The components of income tax expense are as follows: Years Ended December 31, 2019 2018 2017 Current Federal $ — $ — $ — State 1,033 155 — Foreign 5,099 12,084 10,733 6,132 12,239 10,733 Deferred Federal 3,568 9,200 10,297 State 125 1,011 (827 ) Foreign (697 ) (919 ) (649 ) 2,996 9,292 8,821 Decrease in valuation allowance (4,453 ) (10,211 ) (9,470 ) (1,457 ) (919 ) (649 ) Total income tax expense $ 4,675 $ 11,320 $ 10,084 For the years ended December 31, 2019, 2018, and 2017 we recorded foreign income tax expense of $4,607, $11,165, and $10,084, respectively. The Tax Cuts and Jobs Act On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Tax Act”) that instituted fundamental changes to the taxation on multinational corporations. Although the Tax Act is generally effective January 1, 2018, U.S. generally accepted accounting principles requires recognition of the tax effects of new legislation during the reporting period that includes the enactment date, which was December 22, 2017. Among the numerous provisions, the Tax Act includes three provisions in particular which require consideration for financial reporting: a permanent reduction in the corporate tax rate to 21%, a one-time tax on undistributed foreign earnings, and a new U.S. tax on global intangible low taxed income (“GILTI”) which is a tax on certain earnings of foreign affiliates. The reduction in the U.S. corporate tax rate to 21% became effective in 2018. This change resulted in a re-measurement of our net deferred tax balance at the end of 2017 with no net financial statement impact due to a comparable decrease in our deferred tax valuation allowance. The one-time tax on undistributed and previously untaxed post-1986 foreign earnings and profits (E&P) of foreign affiliates owned by U.S. shareholders as of December 31, 2017 was analyzed for our Canadian subsidiary. For the 2017 federal tax return filed during 2018 our U.S. federal taxable loss exceeded and offset the provisional mandatory repatriation net inclusion and as such, no additional taxes w ere due as a result of the deemed repatriation of these foreign earnings. In addition, the Tax Act also included changes to the taxation of foreign earnings by implementing a dividend exemption system, expansion of the current anti-deferral rules, a minimum tax on low-taxed foreign earnings and new measures to deter base erosion and promote U.S. production. The Tax Act also included repeal of the corporate alternative minimum tax, expensing of capital investment, changes to the Federal net operating loss (“NOL”) utilization and carryforward rules, and limitations of the deduction for interest expense and certain employee compensation. As a result of the complex impact of the Tax Act, the SEC provided guidance under Staff Accounting Bulletin No. 118 (“SAB 118”) that allowed the Company to record provisional amounts as of December 31, 2017 for the impact of the Tax Act, provided that the provisional amounts could be reasonably determined and with the requirement that the final accounting be completed in a period not to exceed one year from the date of enactment. As of December 31, 2018, the Company has completed the accounting for the tax effects of the Tax Act, and therefore, has recorded final amounts which include: (a) The impact of the one-time transition tax on existing net operating loss and foreign tax credit carryforwards generated, as well as the related offsetting valuation allowances. The final one-time transitioned income reported on the 2017 federal tax return filed in 2018 was $17,724. This amount decreased both the net operating loss carryforward as well as the corresponding valuation allowance. (b) The valuation allowance for the Company’s deferred tax assets as of December 31, 2017, was primarily dependent on forecasted future taxable income in the U.S. and Canada and was impacted by the provisions of the Tax Act. The primary impact of the Tax Act was the lowering of the statutory rate to 21%. This lowered the deferred tax assets and corresponding valuation allowance by $11,273. The Tax Act imposed a U.S. tax on GILTI that is earned by certain foreign affiliates owned by a U.S. shareholder effective in 2018. GILTI is generally intended to impose tax on the earnings of a foreign corporation that are deemed to exceed a certain threshold return relative to the underlying tangible property. The GILTI computation for 2018 was completed and is reflected in the 2018 income tax provision. The Company has made a policy election related to its treatment of GILTI and will treat it as a current period expense in the reporting period in which the tax is incurred. A reconciliation of the statutory United States federal income tax rate to our effective tax rate for each of the years ended December 31, 2019, 2018, and 2017 is as follows: 2019 2018 2017 Statutory U.S. federal income tax rate 21.0 % 21.0 % 34.0 % Deemed repatriation tax — 10.9 7.8 GILTI tax 16.9 22.2 — Statutory rate change, deferred tax impact — — 29.4 Nondeductible executive compensation 0.4 4.8 — Impact of share-based payment awards (5.3 ) 0.6 (16.0 ) Tax effect of foreign items 4.5 6.8 (8.3 ) State income taxes, net of federal benefit 4.0 2.8 (1.1 ) Nondeductible transaction costs 1.6 — — Nondeductible expenses and other (0.7 ) (1.2 ) 1.9 Change in valuation allowance, federal and state (20.5 ) (32.2 ) (23.1 ) Effective tax rate 21.9 % 35.7 % 24.6 % Deferred income taxes reflect the tax effects of temporary differences between the basis of assets and liabilities recognized for financial reporting purposes and tax purposes, and net operating loss and tax credit carryforwards. Significant components of our deferred tax assets (liabilities) as of December 31, 2019 and 2018 are as follows: 2019 2018 Deferred tax assets (liabilities): Net operating loss carryforwards $ 9,897 $ 10,812 Inventories 2,002 1,005 Capitalized research and development costs 1,183 1,697 Accruals and reserves currently not deductible 2,272 3,767 Acquired intangible assets (3,525 ) (1,153 ) Depreciation and amortization (1,999 ) (1,082 ) Stock-based compensation 1,777 1,248 Tax credit carryforwards 2,055 1,819 Net deferred tax asset 13,662 18,113 Valuation allowance (14,561 ) (19,014 ) Net deferred tax liability $ (899 ) $ (901 ) In assessing the realizability of our deferred tax asset, we consider all relevant positive and negative evidence in determining whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The realization of the gross deferred tax assets is dependent upon several factors, including the generation of sufficient taxable income prior to the expiration of the NOL carryforwards. In 2008, we established a full valuation allowance against our U.S. deferred tax asset, and management believes the full valuation allowance is still appropriate as of December 31, 2019 and 2018 since the facts and circumstances necessitating the allowance have not changed. As a result, no U.S. federal income tax benefit was recorded for the years ended December 31, 2019, 2018, or 2017. Our Federal NOL carryforwards expire as follows: Year of Expiration NOLs 2030 - 2034 $ 22,653 2035 - 2037 $ 12,055 Non-Expiring 1,709 $ 36,417 The accounting guidance under ASU 2016-09 allows for the recognition of excess tax benefits associated with stock-based compensation awards regardless of whether the deduction reduces taxes payable. On January 1, 2017, we recorded a cumulative adjustment to retained earnings of $3,391 to recognize the increase in our net operating loss carryforwards from the cumulative excess tax benefits not recognized in periods prior to January 1, 2017. A corresponding $3,391 increase to our valuation allowance associated with this tax benefit was also recorded to retained earnings thereby resulting in no impact to retained earnings. The Tax Reform Act of 1986 contains provisions under Internal Revenue Code (“IRC”) Section 382 that limit the annual amount of federal and state NOL carryforwards that can be used in any given year in the event a significant change in ownership. We do not believe that there is a Section 382 limitation that will impair our future ability to utilize NOLs to offset our future taxable income. We continue to review ownership changes on an annual basis and we do not believe we have had a subsequent ownership change that would impact the NOLs. Effective January 1, 2018, there is a transition to a participation exemption system whereby distributions from foreign subsidiaries to U.S. shareholders are generally exempt from taxation. Our intention is to continue to permanently reinvest the historical undistributed earnings of our foreign subsidiary to the extent that we will not incur any additional tax expense associated with foreign withholding or other local tax expense on the future cash transfers. As such, deferred taxes have not been recorded on the unremitted earnings of the foreign subsidiary. As of December 31, 2019, our gross unrecognized tax benefits totaled $1,308, and based upon the valuation allowance for our U.S. operations, the recognition of any tax benefit would not impact our effective tax rate. We record interest and penalties related to unrecognized tax benefits as a component of income tax expense. Interest and penalties were immaterial in 2019, 2018 and 2017. As a result of our net operating loss carryforward position, we are subject to audit by the Internal Revenue Service since our inception, as well as by several state jurisdictions for the years ended September 30, 1998 through December 31, 2019. A reconciliation of our unrecognized tax benefits is as follows: 2019 2018 2017 Balance as of January 1 $ 1,676 $ 1,663 $ 2,084 Additions for tax positions of prior periods 4 44 - Reductions for tax positions of prior periods (372 ) (31 ) (421 ) Balance as of December 31 $ 1,308 $ 1,676 $ 1,663 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | 1 2 . Stock-Based Awards We grant stock-based awards under the OraSure Technologies, Inc. Stock Award Plan, as amended (the “Stock Plan”). The Stock Plan permits stock-based awards to employees, outside directors and consultants or other third-party advisors. Awards which may be granted under the Stock Plan include qualified incentive stock options, nonqualified stock options, stock appreciation rights, restricted awards, performance awards and other stock-based awards. As of December 31, 2019, 2,534 shares were available for future grants under the Stock Plan. Under the terms of the Stock Plan, nonqualified stock options may be granted to eligible employees, including our officers at a price not less than 75 percent of the fair market value of a share of common stock on the date of grant. The option term and vesting schedule of such awards may be either unlimited or have a specified period in which to vest and be exercised. To date, options generally have been granted with ten-year The fair value of each stock option was estimated on the date of the grant using the Black-Scholes option-pricing model using the following weighted-average assumptions: Years Ended December 31, Black-Scholes Option Valuation Assumptions 2019 2018 2017 Risk-free interest rate (1) 2.52 % 2.60 % 2.22 % Expected dividend yield — — — Expected stock price volatility (2) 41 % 43 % 43 % Expected life of stock options (in years) (2) 5 6 7 (1) Based on the constant maturity interest rate of U.S. Treasury securities whose term is consistent with the expected life of our stock options. (2) Based upon historical experience. The weighted-average grant date fair value of stock options granted during the years ended December 31, 2019, 2018 and 2017 was $5.19, $9.15 and $4.71, respectively. Compensation expense recognized in the financial statements related to stock options was as follows: Years Ended December 31, 2019 2018 2017 Total compensation cost during the year $ 1,161 $ 2,163 $ 2,045 Amounts capitalized into inventory during the year (343 ) (420 ) (371 ) Amounts recognized in cost of products sold for amounts previously capitalized 405 396 276 Amounts charged against income $ 1,223 $ 2,139 $ 1,950 The aggregate intrinsic value of options exercised during the years ended December 31, 2019, 2018, and 2017 (the amount by which the market price of the stock on the date of exercise exceeded the exercise price) was $92, $2,314, and $35,631, respectively. The following table summarizes the stock option activity under the Stock Plan: Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding on January 1, 2019 1,083 10.19 Granted 215 12.71 Exercised (27 ) 7.17 Expired (41 ) 8.68 Forfeited (37 ) 13.05 Outstanding on December 31, 2019 1,193 $ 10.68 5.89 $ 651 Vested or expected to vest as of December 31, 2019 1,193 $ 10.68 5.89 $ 651 Exercisable on December 31, 2019 896 $ 9.79 4.99 $ 630 As of December 31, 2019, there was $1,423 of unrecognized compensation expense related to unvested option awards that is expected to be recognized over a weighted-average period of 2.5 years. Net cash proceeds from the exercise of stock options were $196, $1,701 and $31,675 for the years ended December 31, 2019, 2018, and 2017, respectively. As a result of our net operating loss carryforward position, no actual income tax benefit was realized from stock option exercises for these periods. The following table summarizes information about stock options outstanding as of December 31, 2019: Options outstanding Options exercisable Range of exercise prices Number Outstanding Weighted- Average Remaining Contractual Term (in years) Weighted- Average Exercise Price Per Share Number Exercisable Weighted- Average Exercise Price Per Share $5.37 - $8.24 371 4.6 $ 6.16 352 $ 6.13 $8.87 - $14.95 657 6.1 10.82 432 10.08 $16.80 - $21.89 165 8.1 20.30 112 20.15 1,193 5.9 $ 10.68 896 $ 9.79 The Stock Plan also permits us to grant restricted shares and restricted units of our common stock to eligible employees, including officers, and our outside directors. Generally, these shares or units are nontransferable until vested and are subject to vesting requirements and/or forfeiture, as determined by our Compensation Committee or Board of Directors. The market value of these shares and units at the date of grant is recognized on a straight-line basis over the period during which the restrictions lapse. Compensation cost of $2,979, $6,357 and $2,705 related to restricted shares was recognized during the years ended December 31, 2019, 2018, and 2017, respectively. The following table summarizes restricted stock award and restricted stock units activity under the Stock Plan: Units Weighted-Average Grant Date Fair Value Issued and unvested, January 1, 2019 357 12.14 Granted 329 11.58 Vested (212 ) 10.30 Forfeited (10 ) 13.69 Issued and unvested, December 31, 2019 464 $ 12.86 Issued and expected to vest, December 31, 2019 464 $ 12.86 As of December 31, 2019, there was $3,200 of unrecognized compensation expense related to unvested restricted stock awards and unvested restricted stock units that is expected to be recognized over a weighted average period of 1.9 years. In connection with the vesting of restricted shares during the years ended December 31, 2019, 2018 and 2017, we purchased and immediately retired 76, 171 and 130 shares with aggregate values of $949, $3,291 and $1,240, respectively, in satisfaction of minimum tax withholding and exercise obligations. We grant performance-based restricted stock units (“PSUs”) to certain executives. Vesting of these PSUs is dependent upon achievement of performance-based metrics during a one-year three-year Compensation cost of $(83), $6,717 and $2,223 related to the PSUs was recognized during the years ended December 31, 2019, 2018 and 2017, respectively. The following table summarizes PSU activity under the Stock Plan: Units Weighted- Average Grant Date Fair Value Issued and unvested, January 1, 2019 661 9.26 Granted (1) 201 12.98 Performance adjustment (2) 168 12.98 Vested (505 ) 5.47 Issued and unvested, December 31, 2019 525 $ 12.52 Issued and expected to vest, December 31, 2019 525 $ 12.52 1. 2. In connection with the vesting of performance stock units during the year ended December 31, 2019 and 2018, we purchased and immediately retired 213 and 20 shares with aggregate values of $2,763 and $301, respectively. No performance stock units vested in 2017. Share Repurchase Program On August 5, 2008, our Board of Directors approved a share repurchase program pursuant to which we are permitted to acquire up to $25,000 of our outstanding common shares. No shares were purchased and retired in 2019, 2018 or 2017. |
Transition Costs
Transition Costs | 12 Months Ended |
Dec. 31, 2019 | |
Transition Costs [Abstract] | |
Transition Costs | 1 3 . TRANSITION COSTS In January 2018, we announced the retirement of our President and CEO and our CFO and Chief Operating Officer. Stephen S. Tang, Ph.D., who served as Chairman of the Board of Directors (the “Board”), was appointed as the Company’s new President and CEO, effective as of April 1, 2018. Dr. Tang replaced Douglas A. Michels, who retired as President and CEO, and as a member of the Board, on March 31, 2018. In addition, Roberto Cuca was appointed as the Company’s new CFO, effective June 8, 2018. Mr. Cuca replaced Ronald H. Spair, our former CFO and Chief Operating Officer, who retired on that same date. Charges associated with these transitions were $9,602 during 2018 and are included in general and administrative expenses in the consolidated statement of income. These charges primarily reflect non-cash charges associated with modifications to existing stock grants held by the retiring executives and expenses associated with the onboarding of the Company’s new President and CEO. |
Business Segment Information
Business Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Business Segment Information | 1 4 . Our business consists of two segments: our “OSUR” business consists of the development, manufacture, marketing and sale of oral fluid diagnostic products and specimen collection devices using our proprietary technologies, other diagnostic products including immunoassays and other in vitro We organized our operating segments according to the nature of the products included in those segments. The accounting policies of the segments are the same as those described in the summary of significant accounting policies (see Note 2). We evaluate performance of our operating segments based on revenue and operating income. We do not allocate interest income, interest expense, other income, other expenses or income taxes to our operating segments. Reportable segments have no inter-segment revenues and inter-segment expenses have been eliminated. Operating income (loss) for the year ended December 31, 2018 and 2017 has been modified to conform to the classification of the intercompany service fee presentation for 2019. Beginning with the first quarter of 2019, we have included the fees for intercompany services in our segment operating income (loss) in order to more accurately reflect the results of each segment. The following table summarizes operating segment information for the years ended December 31, 2019, 2018, and 2017, and asset information as of December 31, 2019 and 2018: Years Ended December 31, 2019 2018 2017 Net revenues: OSUR $ 78,225 $ 85,635 $ 91,965 DNAG 76,380 96,108 75,099 Total $ 154,605 $ 181,743 $ 167,064 Operating income (loss): OSUR $ 154 $ (15,188 ) $ (1,685 ) DNAG 18,457 43,617 41,923 Total $ 18,611 $ 28,429 $ 40,238 Depreciation and amortization: OSUR $ 3,039 $ 3,755 $ 3,170 DNAG 4,300 3,467 3,232 Total $ 7,339 $ 7,222 $ 6,402 Capital expenditures: OSUR $ 6,073 $ 4,893 $ 2,752 DNAG 3,241 1,451 1,585 Total $ 9,314 $ 6,344 $ 4,337 December 31, 2019 2018 Total assets: OSUR $ 163,943 $ 190,178 DNAG 185,352 125,393 Total $ 349,295 $ 315,571 The following table represents total long-lived assets by geographic area: December 31, 2019 2018 United States $ 23,846 $ 18,776 Canada 5,697 5,192 Other regions 796 331 $ 30,339 $ 24,299 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 5 . Purchase Commitments As of December 31, 2019, we had outstanding non-cancelable purchase commitments related to inventory, supplies, capital expenditures, and other goods or services as follows: 2020 10,279 2021 20 2022 20 2023 18 2024 - $ 10,337 Employment Agreements Under terms of employment agreements with certain employees, which extend through 2023, we are required to pay each individual a base salary for continuing employment with us as follows: 2020 3,110 2021 1,682 2022 460 2023 309 $ 5,561 Litigation From time to time, we are involved in certain legal actions arising in the ordinary course of business. In management’s opinion, the outcomes of such actions, either individually or in the aggregate, are not expected to have a material adverse effect on our future financial position or results of operations. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plans | 1 6 . Substantially all of our U.S. employees are eligible to participate in the OraSure Technologies, Inc. 401(k) Plan (the “401(k) Plan”). The 401(k) Plan permits voluntary employee contributions to be excluded from an employee’s current taxable income under provisions of Internal Revenue Code Section 401(k) and the regulations thereunder. The 401(k) Plan also provides for us to match employee contributions up to $4 per year. We contributed $754, $721 and $617 to the 401(k) Plan, net of forfeitures, in 2019, 2018, and 2017, respectively. In addition to our 401(k) plan, we offer a nonqualified deferred compensation plan to permit eligible directors and highly compensated employees of the Company to defer receipt and taxation of their compensation each year. We also may make discretionary contributions to the accounts of the participating employees in any amount either in cash or stock. Participants in the plan may not purchase OraSure stock as an investment vehicle. As of December 31, 2019 and 2018, the value of the assets associated with this plan was $3,519 and $3,884, respectively, and is included in current assets and other assets in our consolidated balance sheets. Our obligation related to the deferred compensation plan is included in accrued expenses and other liabilities in our consolidated balance sheets. As of December 31, 201 9 and 201 8 , our total obligation under this plan was $ and $ , respectively. Substantially all regular full-time Canadian employees are eligible to participate in the DNA Genotek Registered Retirement Savings Plan (the “RRSP”). The RRSP permits voluntary employee contributions to be excluded from an employee’s current taxable income and receive tax preferred treatment with Revenue Canada. The RRSP also provides for DNAG to match employee contributions up to $2 per year. We contributed $184, $163 and $145 to the RRSP in 2019, 2018, and 2017, respectively. |
Quarterly Data
Quarterly Data | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Data | 1 7 . The following tables summarize the quarterly results of operations for each of the quarters in 2019 and 2018. These quarterly results are unaudited, but in the opinion of management, have been prepared on the same basis as our audited financial information and include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the information set forth herein. 2019 Results Three months ended March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Net revenues $ 30,122 $ 38,826 $ 35,989 $ 49,668 Costs and expenses 33,933 33,541 22,937 (1 ) 45,583 Operating income (loss) (3,811 ) 5,285 13,052 (1 ) 4,085 Other income, net 524 524 1,195 477 Income (loss) before income taxes (3,287 ) 5,809 14,247 4,562 Income tax expense (29 ) 1,411 1,169 2,124 Net income (loss) $ (3,258 ) $ 4,398 $ 13,078 $ 2,438 Earnings (loss) per share Basic $ (0.05 ) $ 0.07 $ 0.21 $ 0.04 Diluted $ (0.05 ) $ 0.07 $ 0.21 $ 0.04 2018 Results Three months ended March 31, 2018 June 30, 2018 September 30, 2018 December 31, 2018 Net revenues $ 41,987 $ 43,625 $ 45,885 $ 50,246 Costs and expenses 42,485 38,067 35,028 37,734 Operating income (498 ) 5,558 10,857 12,512 Other income, net 412 736 510 1,629 Income before income taxes (86 ) 6,294 11,367 14,141 Income tax expense 2,033 2,173 3,271 3,843 Net income $ (2,119 ) $ 4,121 $ 8,096 $ 10,298 Earnings per share Basic $ (0.03 ) $ 0.07 $ 0.13 $ 0.17 Diluted $ (0.03 ) $ 0.07 $ 0.13 $ 0.16 (1) Includes a $10,149 gain associated with the sale of the cryosurgical business, which was recorded as a reduction of operating expenses in the indicated period. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of OraSure Technologies, Inc. (“OraSure”) and its wholly-owned subsidiaries, DNAG, CoreBiome, Novosanis and Diversigen. All intercompany transactions and balances have been eliminated. References herein to “we,” “us,” “our,” or the “Company” mean OraSure and its consolidated subsidiaries, unless otherwise indicated. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions about future events. These estimates and underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Such estimates include the fair value of assets acquired and liabilities assumed for business combinations, the valuation of accounts receivable and inventories and assumptions utilized in impairment testing for intangible assets and goodwill, as well as calculations related to accruals, taxes, contingent consideration and performance-based compensation expense, among others. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis, using historical experience and other factors, which management believes to be reasonable under the circumstances, including the current economic environment. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment and other factors will be reflected in the financial statements in those future periods. |
Supplemental Cash Flow Information | Supplemental Cash Flow Information In 2019, 2018 and 2017, we paid income taxes of $10,611, $17,126 and $4,309, respectively. In 2019, 2018 and 2017, we recorded through the consolidated statements of income an increase (decrease) in our allowance for doubtful accounts of $2,231, $(27) and $172, respectively. We had $110, $11 and $200 in write-offs against the allowance for doubtful accounts in 2019, 2018, and 2017, respectively. As of December 31, 2019, 2018 and 2017, we had accruals for purchases of property and equipment of $660 $ |
Investments | Investments We consider all investments in debt securities to be available-for-sale securities. These securities are comprised of guaranteed investment certificates and corporate bonds with purchased maturities greater than ninety days. Available-for-sale securities are carried at fair value, based upon quoted market prices, with unrealized gains and losses, if any, reported in stockholders’ equity as a component of accumulated other comprehensive loss. The following is a summary of our available-for-sale securities as of December 31, 2019 and 2018: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value December 31, 2019 Guaranteed investment certificates $ 24,632 $ — $ — $ 24,632 Corporate bonds 89,525 271 (385 ) 89,411 Total available-for-sale securities $ 114,157 $ 271 $ (385 ) $ 114,043 December 31, 2018 Guaranteed investment certificates $ 23,096 $ — $ — $ 23,096 Corporate bonds 90,707 — (917 ) 89,790 Total available-for-sale securities $ 113,803 $ — $ (917 ) $ 112,886 At December 31, 2019, maturities of our available- for-sale securities were as follows: Less than one year $ 80,754 $ 163 $ (294 ) $ 80,623 Greater than one year $ 33,403 $ 108 $ (91 ) $ 33,420 |
Accounts Receivable | Accounts Receivable Accounts receivable have been reduced by an estimated allowance for amounts that may become uncollectible in the future. This estimated allowance is based primarily on management’s evaluation of specific balances as they become past due, the financial condition of our customers and our historical experience related to write-offs. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis, and include the cost of raw materials, labor and overhead. The majority of our inventories are subject to expiration dating, which can be extended in certain circumstances. We continually evaluate quantities on hand and the carrying value of our inventories to determine the need for reserves for excess and obsolete inventories, based on prior experience as well as estimated forecasts of product sales. When factors indicate that impairment has occurred, either a reserve is established against the inventories’ carrying value or the inventories are completely written off, as in the case of lapsing expiration dates. In addition to reserving for these items identified through specific identification procedures, we also reserve for unidentified scrap or spoilage based on historical write-off rates. |
Property, Plant and Equipment | Property, Plant and Equipment furniture and fixtures are depreciated over two to ten years . Building improvements are amortized over their estimated useful lives . When assets are sold, retired, or discarded, the related property amounts are relieved from the accounts, and any gain or loss is recorded in the consolidated statements of income. |
Intangible Assets | Intangible Assets Intangible assets consist of customer relationships, patents and product rights, developed technology and tradenames. Patents and product rights consist of costs associated with the acquisition of patents, licenses and product distribution rights. Intangible assets are amortized using the straight-line method over their estimated useful lives of five to fifteen years. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We assess the recoverability of our long-lived assets, which include property and equipment and definite-lived intangible assets, by determining whether the carrying value of such assets can be recovered through the sum of the undiscounted future cash flows generated from the use and eventual disposition of the asset. If indicators of impairment exist, we measure the amount of such impairment by comparing the carrying value of the assets to the fair value of these assets, which is generally determined based on the present value of the expected future cash flows associated with the use of the assets. Expected future cash flows reflect our assumptions about selling prices, volumes, costs and market conditions over a reasonable period of time. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price we paid over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in our acquisition of DNAG, CoreBiome, Novosanis and Diversigen. All acquired goodwill has been allocated to our DNAG segment. Goodwill is not amortized but rather is tested annually for impairment or more frequently if we believe that indicators of impairment exist. Current U.S. generally accepted accounting principles permit us to make a qualitative evaluation about the likelihood of goodwill impairment. If we conclude that it is more likely than not that the carrying value of a reporting unit is greater than its fair value, then we would be required to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, provided the impairment charge does not exceed the total amount of goodwill allocated to the reporting unit. We performed our annual impairment assessment as of July 31, 2019 utilizing a qualitative evaluation and concluded that it was more likely than not that the fair value of our DNAG reporting unit is greater than its carrying value. We believe we have made reasonable estimates and assumptions to calculate the fair value of our reporting unit. If actual future results are not consistent with management’s estimates and assumptions, we may have to take an impairment charge in the future related to our goodwill. Future impairment tests will continue to be performed annually in the fiscal third quarter, or sooner if a triggering event occurs. As of December 31, 2019, we believe no indicators of impairment exist. |
Revenue | Revenue In January 2018, we adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, Upon adoption, we recorded a reduction of $75 to the opening balance of accumulated deficit as of January 1, 2018. This adjustment is related to the change in revenue recognition associated with our drug testing kit sales. Sales of our drug testing kits include two performance obligations: sales of the device and laboratory services. Under this new accounting standard, we adjusted the allocation of the transaction price to the performance obligations and the estimate of unexercised rights (“breakage”) associated with the contracts. Prior to the adoption of the new guidance, we used the residual value method to allocate the transaction prices. With the adoption of ASU 2014-09, we allocated transition prices based upon the stand-alone selling price, or fair value method. This change in methodology also impacted our estimated breakage amount. The following table summarizes the impact of the new revenue standard adjustment on our opening balance sheet: Balance at New Revenue Balance at December 31, 2017 Standard Adjustment January 1, 2018 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Deferred revenue 1,314 75 1,389 STOCKHOLDERS' EQUITY Accumulated deficit (119,510 ) (75 ) (119,585 ) The adoption of this new standard had an immaterial impact on our 2018 reported total revenues and operating income, as compared to what would have been reported under the prior standard. We expect the impact of adoption in future periods to continue to be immaterial. Our accounting policies under the new standard were applied prospectively and are described below. |
Product Sales | Product sales Revenue from product sales is recognized upon transfer of control of a product to a customer based on an amount that reflects the consideration we are entitled to, net of allowances for any discounts or rebates. Our net revenues recorded for sales of the OraQuick ® In-Home HIV test represent total gross revenues, less an allowance for expected returns, and customer allowances for cooperative advertising and discounts. The allowance for expected returns is an estimate established by management, based upon currently available information, and is adjusted to reflect known changes in the factors that impact this estimate. Other customer allowances are at contractual rates and are recorded as a reduction of gross revenue when recognized in our consolidated statements of operations. Other than for sales of our OraQuick® In-Home HIV test to the retail trade and under the terms of a long-term contract with a genomics customer, we generally do not grant product return rights to our customers except for warranty returns. Historically, returns arising from warranty issues have been infrequent and immaterial. Accordingly, we expense warranty returns as incurred. As a result of the return rights granted to our customers for our OraQuick® In-Home HIV test, we have recorded an estimate of expected returns as a reduction of gross OraQuick® In-Home HIV product revenues in our consolidated statements of operations. This estimate reflects our historical sales experience to retailers and consumers, as well as other retail factors, and is reviewed regularly to ensure that it reflects potential product returns. We record shipping and handling charges billed to our customers as product revenue and the related expense as cost of products sold. |
Service Revenues | Service revenues. Service revenues represent microbiome laboratory testing and analytical services. We recognize revenues and satisfy our performance obligation for services rendered when the testing is complete and the associated results are reported |
Arrangements with Multiple-performance Obligations | Arrangements with multiple-performance obligations . In arrangements involving more than one performance obligation, which largely applies to our service revenue stream, each required performance obligation is evaluated to determine whether it qualifies as a distinct performance obligation based on whether (i) the customer can benefit from the good or service either on its own or together with other resources that are readily available and (ii) the good or services is separately identifiable from other promises in the contract. The consideration under the arrangement is then allocated to each separate distinct performance obligation based on their respective relative stand-alone selling price. The estimated selling price of each deliverable reflects our best estimate of what the selling price would be if the deliverable was regularly sold by us on a stand-alone basis or using an observable cost plus margin approach if selling price on a stand-alone basis is not available. The consideration allocated to each distinct performance obligation is recognized as revenue when control is transferred for the related goods or services or when the performance obligation has been satisfied. |
Other Revenues | Other revenues . Other revenues consist primarily of royalty income, funding of research and development efforts and cost reimbursements under a charitable support agreement. Royalties from licensees are based on third-party sales of licensed products and are recorded when the related third-party product sale occurs. Funding and charitable support reimbursements are recorded as the activities are being performed in accordance with the respective agreements. |
Deferred Revenue | Deferred Revenue We record deferred revenue when funds are received prior to the recognition of the associated revenue. Deferred revenue as of December 31, 2019 and 2018 includes customer prepayments of $1,904 and $2,057, respectively. Deferred revenue as of December 31, 2019 and 2018 also included $1,809 and $1,464, respectively, associated with a long-term contract that has variable pricing based on volume. The average price over the life of contract was determined and revenue is recognized at that rate when the product is delivered to the customer. |
Financing and Payment | Financing and Payment . Our payment terms vary by the type and location of our customer and products or services offered. Payment terms differ by jurisdiction and customer but payment is generally required in a term ranging from 30 to 120 days from date of shipment or satisfaction of the performance obligation. For certain products or services and customer types, we may require payment before the products are delivered or services are rendered to the customer. |
Practical Expedients and Exemptions | Practical expedients and exemptions . Taxes assessed by governmental authorities, such as sales or value-added taxes, are excluded from product revenues. Sales commissions are expensed when incurred if the amortization period is one year or less. These costs are recorded in sales and marketing expense in the consolidated statements of operations. If the amortization period exceeds one year, we defer the cost of the commission and expense it over the life of the related sales contract. |
Revenues by Product | Revenues by product. The following table represents total net revenues by product line: Year Ended December 31, 2019 2018 2017 OraQuick® $ 56,064 $ 53,851 $ 60,558 Oragene® 46,701 69,798 67,232 ORAcollect® 10,651 6,052 1,952 Intercept® 8,105 7,709 8,125 Microbiome laboratory services 6,104 1,563 1,223 Histofreezer® (through August 16, 2019) 5,702 8,983 10,312 OMNIgene® • GUT 5,226 4,193 2,072 Other products 9,520 13,279 10,514 Net product and service revenues 148,073 165,428 161,988 Royalty income 5,116 9,653 — Research and development funding 851 4,951 4,387 Charitable support reimbursement 261 1,711 689 Grant funding 304 — — Other revenues 6,532 16,315 5,076 Net revenues $ 154,605 $ 181,743 $ 167,064 |
Revenues by Geographic Area | Revenues by geographic area . The following table represents total net revenues by geographic area, based on the location of the customer: December 31, 2019 2018 2017 United States $ 107,279 $ 136,847 $ 121,458 Europe 11,752 11,062 11,827 Other regions 35,574 33,834 33,779 $ 154,605 $ 181,743 $ 167,064 |
Customer and Vendor Concentrations | Customer and Vendor Concentrations One of our customers accounted for 19% and 7% of our accounts receivable as of December 31, 2019 and 2018, respectively. The same customer accounted for approximately 15%, 24% and 25% of our net consolidated revenues for the year ended December 31, 2019, 2018, and 2017 respectively. We currently purchase certain products and critical components of our products from sole-supply vendors. If these vendors are unable or unwilling to supply the required components and products, we could be subject to increased costs and substantial delays in the delivery of our products to our customers. Also, our subsidiary, DNAG, uses two third-party suppliers to manufacture its products. Our inability to have a timely supply of any of these components and products could have a material adverse effect on our business, as well as our financial condition and results of operations. |
Leases | Leases In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases . The standard requires lessees to recognize lease assets and lease liabilities on the balance sheet and requires expanded disclosures about leasing arrangements. We adopted this standard on January 1, 2019 on a modified retrospective basis and have not restated comparative amounts. Also, we elected the practical expedients permitted under the transition guidance, which allows us to carryforward our historical lease classification, our assessment on whether a contract is or contains a lease, and our initial direct costs for any leases that exist prior to adoption of the new standard. Leases with an initial term of 12 months or less are not recognized on the balance sheet and the associated lease payments are included in the consolidated statements of operations on a straight-line basis over the lease term. As a result, on January 1, 2019, we recorded right-of-use assets of $4,027 and lease liabilities of $4,263 on our consolidated balance sheet . |
Business Combinations and Contingent Consideration | Business Combinations and Contingent Consideration Acquired businesses are accounted for using the acquisition method of accounting, which requires that the purchase price be allocated to the net assets acquired at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. Amounts allocated to contingent consideration are recorded to the balance sheet at the date of acquisition based on their relative fair values. The purchase price allocation requires us to make significant estimates and assumptions, especially at the acquisition date, with respect to intangible assets. Although we believe the assumptions and estimates we have made are reasonable, they are based in part on historical experience and information obtained from the management of the acquired companies and are inherently uncertain. We account for contingent consideration in accordance with applicable guidance provided within the business combination accounting standard. As part of our consideration for the CoreBiome, Novosanis, and Diversigen acquisitions, we are contractually obligated to pay certain consideration resulting from the outcome of future events. Therefore, we are required to update our underlying assumptions each reporting period, based on new developments, and record such contingent consideration liabilities at fair value until the contingency is resolved. Changes in the fair value of the contingent consideration liabilities are recognized each reporting period and included in our consolidated statements of operations. Our estimates of fair value are based on assumptions we believe to be reasonable, but the assumptions are uncertain and involve significant judgment by management. Updates to these assumptions could have a significant impact on our results of operations in any given period and any updates to the fair value of the contingent consideration could differ materially from the previous estimates. Examples of critical estimates used in valuing certain intangible assets and contingent consideration include: • future expected cash flows from sales and acquired developed technologies; • the acquired company's trade name and customer relationships as well as assumptions about the period of time the acquired trade name and customer relationships will continue to be used in the combined company's portfolio; • the probability of meeting the future events; and • discount rates used to determine the present value of estimated future cash flows. |
Research and Development | Research and Development Research and development expenses consist of costs incurred in performing research and development activities, including salaries and benefits, facilities expenses, overhead expenses, clinical trial and related clinical manufacturing expenses, contract services and other outside expenses. Research and development costs are charged to expense as incurred. |
Advertising Expenses | Advertising Expenses |
Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation to employees and directors using the fair value method. We recognize compensation expense for stock option and restricted stock awards issued to employees and directors on a straight-line basis over the requisite service period of the award. We recognize compensation expense related to performance-based restricted stock units based on assumptions as to what percentage of each performance target will be achieved. We evaluate these target assumptions on a quarterly basis and adjust compensation expense related to these awards, as appropriate. To satisfy the exercise of options, issuance of restricted stock, or redemption of performance-based restricted stock units, we issue new shares rather than purchase shares in the open market. |
Income Taxes | Income Taxes We follow the asset and liability method for accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax basis of assets and liabilities, as well as operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates for the respective taxing jurisdiction that are expected to apply to taxable income in the years in which those temporary differences and operating loss and credit carryforwards are expected to be recovered, settled or utilized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We assess the realizability of our net deferred tax assets on a quarterly basis. If, after considering all relevant positive and negative evidence, it is more likely than not that some portion or all of the net deferred tax assets will not be realized, we reduce our net deferred tax assets by a valuation allowance. The realization of the net deferred tax assets is dependent on several factors, including the generation of sufficient taxable income prior to the expiration of our net operating loss carryforwards. |
Foreign Currency Translation | Foreign Currency Translation The assets and liabilities of our foreign operations are translated into U.S. dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average exchange rates for the period. Resulting translation adjustments are reflected in accumulated other comprehensive loss, which is a separate component of stockholders’ equity. Transaction gains and losses resulting from exchange rate changes on transactions denominated in currencies other than functional currency are included in our consolidated statements of income in the period in which the change occurs. Net foreign exchange gains (losses) resulting from foreign currency transactions that are included in other income (expense) in our consolidated statements of income were $(1,339), $831, and $(1,442) for the years ended December 31, 2019, 2018, and 2017, respectively. |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed in a manner similar to basic earnings per share except that the weighted-average number of shares outstanding is increased to include incremental shares from the assumed vesting or exercise of dilutive securities, such as common stock options, unvested restricted stock or performance stock units, unless the impact is antidilutive. The number of incremental shares is calculated by assuming that outstanding stock options were exercised and unvested restricted shares and performance stock units were vested, and the proceeds from such exercises or vesting were used to acquire shares of common stock at the average market price during the reporting period. The computations of basic and diluted earnings per share are as follows: Year ended December 31, 2019 2018 2017 Net income $ 16,656 $ 20,396 $ 30,948 Weighted average shares of common stock outstanding: Basic 61,675 61,112 59,050 Dilutive effect of stock options, restricted stock, and performance stock units 495 1,420 1,974 Diluted 62,170 62,532 61,024 Earnings per share: Basic $ 0.27 $ 0.33 $ 0.52 Diluted $ 0.27 $ 0.33 $ 0.51 For the years ended December 31, 2019, 2018, and 2017, outstanding common stock options, unvested restricted stock, and unvested performance stock units representing 768, 291, and 180 shares, respectively, were excluded from the computation of diluted earnings per share as their inclusion would have been anti-dilutive. |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss We classify items of other comprehensive income (loss) by their nature and disclose the accumulated balance of other comprehensive loss separately from accumulated deficit and additional paid-in capital in the stockholders’ equity section of our consolidated balance sheets. We have defined the Canadian dollar as the functional currency of our Canadian subsidiary, DNAG, and we have defined the Euro as the functional currency of our Belgian subsidiary, Novosanis. The results of operations are translated into U.S. dollars, which is the reporting currency of the Company. Accumulated other comprehensive loss at December 31, 2019 consists of $12,022 of currency translation adjustments and $114 of net unrealized losses on marketable securities, which represents the fair market value adjustment for our investments portfolio. Accumulated other comprehensive loss at December 31, 2018 consists of $17,789 of currency translation adjustments and $917 of net unrealized losses on marketable securities. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments As of December 31, 2019 and 2018, the carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate their respective fair values based on their short-term nature. Fair value measurements of all financial assets and liabilities that are being measured and reported on a fair value basis are required to be classified and disclosed in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). All of our available-for-sale debt securities are measured as Level 2 instruments as of December 31, 2019 and 2018. Included in cash and cash equivalents at December 31, 2019 and 2018, was $1,624 and $21,631 invested in government money market funds. These funds have investments in government securities and are measured as Level 1 instruments. We offer a nonqualified deferred compensation plan for certain eligible employees and members of our Board of Directors. The assets of the plan are held in the name of the Company at a third-party financial institution. Separate accounts are maintained for each participant to reflect the amounts deferred by the participant and all earnings and losses on those deferred amounts. The assets of the plan are held in mutual funds and Company stock. The fair value of the plan assets as of December 31, 2019 and 2018 was $3,519 and $3,884, respectively, and was calculated using the quoted market prices of the assets as of those dates. All investments in the plan are classified as trading securities and measured as Level 1 instruments. The fair value of plan assets is included in both current assets and other noncurrent assets with the same amounts included in accrued expenses and other noncurrent liabilities in the accompanying consolidated balance sheets. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued guidance on the measurement of credit losses, which requires measurement and recognition of expected credit losses for financial assets, including trade receivables and capital lease receivables, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The method to determine a loss is different from the existing guidance, which requires a credit loss to be recognized when it is probable. The guidance is effective beginning in fiscal year 2020, with early adoption permitted beginning in fiscal year 2019. We have determined that this new guidance will not have a material impact on our consolidated financial statements. In February 2018, the FASB issued guidance allowing a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act. The guidance is effective in fiscal year 2020, with early adoption permitted, including adoption in an interim period. If elected, the reclassification can be applied in either the period of adoption or retrospectively to the period of the enactment of the U.S. Tax Cuts and Jobs Act (i.e., our first quarter of fiscal year 2018). We have determined that this new guidance will not have a material impact on our consolidated financial statements. In August 2018, the FASB issued guidance related to fair value measurement disclosures. This guidance removes the requirement to disclose the amount of and reasons for transfers between Levels 1 and 2 of the fair value hierarchy, the policy for determining that a transfer has occurred, and valuation processes for Level 3 fair value measurements. Additionally, this guidance modifies the disclosures related to the measurement uncertainty for recurring Level 3 fair value measurements (by removing the requirement to disclose sensitivity to future changes) and the timing of liquidation of investee assets (by removing the timing requirement in certain instances). The guidance also requires new disclosures for Level 3 financial assets and liabilities, including the amount and location of unrealized gains and losses recognized in other comprehensive income/(loss) and additional information related to significant unobservable inputs used in determining Level 3 fair value measurements. This guidance is effective beginning in fiscal year 2020. We have determined that this new guidance will not have a material impact on our consolidated financial statements. In August 2018, the FASB issued guidance related to accounting for implementation costs incurred in hosted cloud computing service arrangements. Under the new guidance, implementation costs incurred in a hosting arrangement that is a service contract should be expensed or capitalized based on the nature of the costs and the project stage during which such costs are incurred. If the implementation costs qualify for capitalization, they must be amortized over the term of the hosting arrangement and assessed for impairment. Companies must disclose the nature of any hosted cloud computing service arrangements. This guidance also provides guidance for balance sheet and income statement presentation of capitalized implementation costs and statement of cash flows presentation for the related payments. This guidance will be effective beginning in the first quarter of our fiscal year 2020. This guidance may be adopted either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We will prospectively adopt this guidance and have determined that it will not have a material impact on our consolidated financial statements. In December 2019, the FASB issued guidance that simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in Accounting Standards Codification (“ASC”) 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The standard also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. This guidance is effective beginning in fiscal year 2020, with early adoption permitted beginning in fiscal year 2019. We have early-adopted this guidance and determined that this new guidance does not have a material impact on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Available-for-sale Securities | The following is a summary of our available-for-sale securities as of December 31, 2019 and 2018: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value December 31, 2019 Guaranteed investment certificates $ 24,632 $ — $ — $ 24,632 Corporate bonds 89,525 271 (385 ) 89,411 Total available-for-sale securities $ 114,157 $ 271 $ (385 ) $ 114,043 December 31, 2018 Guaranteed investment certificates $ 23,096 $ — $ — $ 23,096 Corporate bonds 90,707 — (917 ) 89,790 Total available-for-sale securities $ 113,803 $ — $ (917 ) $ 112,886 At December 31, 2019, maturities of our available- for-sale securities were as follows: Less than one year $ 80,754 $ 163 $ (294 ) $ 80,623 Greater than one year $ 33,403 $ 108 $ (91 ) $ 33,420 |
Disaggregation of Revenue by Product and Geographic Area | Revenues by product. The following table represents total net revenues by product line: Year Ended December 31, 2019 2018 2017 OraQuick® $ 56,064 $ 53,851 $ 60,558 Oragene® 46,701 69,798 67,232 ORAcollect® 10,651 6,052 1,952 Intercept® 8,105 7,709 8,125 Microbiome laboratory services 6,104 1,563 1,223 Histofreezer® (through August 16, 2019) 5,702 8,983 10,312 OMNIgene® • GUT 5,226 4,193 2,072 Other products 9,520 13,279 10,514 Net product and service revenues 148,073 165,428 161,988 Royalty income 5,116 9,653 — Research and development funding 851 4,951 4,387 Charitable support reimbursement 261 1,711 689 Grant funding 304 — — Other revenues 6,532 16,315 5,076 Net revenues $ 154,605 $ 181,743 $ 167,064 Revenues by geographic area . The following table represents total net revenues by geographic area, based on the location of the customer: December 31, 2019 2018 2017 United States $ 107,279 $ 136,847 $ 121,458 Europe 11,752 11,062 11,827 Other regions 35,574 33,834 33,779 $ 154,605 $ 181,743 $ 167,064 |
Computations of Basic and Diluted Earnings Per Share | The computations of basic and diluted earnings per share are as follows: Year ended December 31, 2019 2018 2017 Net income $ 16,656 $ 20,396 $ 30,948 Weighted average shares of common stock outstanding: Basic 61,675 61,112 59,050 Dilutive effect of stock options, restricted stock, and performance stock units 495 1,420 1,974 Diluted 62,170 62,532 61,024 Earnings per share: Basic $ 0.27 $ 0.33 $ 0.52 Diluted $ 0.27 $ 0.33 $ 0.51 |
ASU 2014-09 [Member] | |
Summary of Impact of New Revenue Standard Adjustment on Opening Balance Sheet | The following table summarizes the impact of the new revenue standard adjustment on our opening balance sheet: Balance at New Revenue Balance at December 31, 2017 Standard Adjustment January 1, 2018 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Deferred revenue 1,314 75 1,389 STOCKHOLDERS' EQUITY Accumulated deficit (119,510 ) (75 ) (119,585 ) |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Unaudited Pro Forma Financial Information | The unaudited pro forma results presented below include the results of the CoreBiome, Diversigen, and Novosanis acquisitions as if they had been consummated as of January 1, 2017. The unaudited pro forma results include the amortization associated with acquired intangible assets and the estimated tax effect of adjustments to income before income taxes but do not include changes in the fair value of our contingent consideration obligations. Material nonrecurring charges, directly attributable to the transactions, including direct acquisition costs, are also excluded. In addition, the unaudited pro forma results do not include any expected benefits of the acquisitions. Accordingly, the unaudited pro forma results are not necessarily indicative of either future results of operations or results that might have been achieved had the acquisitions been consummated as of January 1, 2017. Year Ended December 31, 2019 2018 2017 Revenue $ 158,576 $ 190,487 $ 173,554 Net income 16,806 19,448 27,436 Net income per share, basic 0.27 0.32 0.46 Net income per share, diluted 0.27 0.31 0.45 |
Corebiome Inc. and Novosanis NV [Member] | |
Summary of Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date: Assets Acquired Accounts receivable $ 791 Inventories 310 Other current assets 82 Property, plant, and equipment, net 414 Other assets 5 Acquired intangible assets 8,400 Goodwill 10,368 Total assets acquired 20,370 Liabilities Assumed Current liabilities 1,180 Notes payable, short-term 730 Deferred tax liability 819 Other long-term liabilities 74 Total liabilities assumed 2,803 Net Assets Acquired 17,567 Estimated fair value of contingent consideration (4,350 ) Net Cash Paid (net of cash acquired of $103) $ 13,217 |
Summary of Identifiable Intangible Assets Subject to Amortization on Straight-line Basis and Being Amortized over Estimated Useful Lives | The identifiable intangible assets principally included developed technology, customer relationships, and tradenames, all of which are subject to amortization on a straight-line basis and are being amortized over estimated useful lives as summarized below: Estimated Useful Description Life (in yrs) Amount Developed Technology 10 $ 5,000 Customer relationships 10 2,200 Tradenames 8.34 1,200 Total acquired intangibles $ 8,400 |
Diversigen, Inc. [Member] | |
Summary of Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of the acquisition date: Assets Acquired Accounts receivable $ 1,234 Other current assets 45 Property, plant, and equipment, net 1,916 Acquired intangible assets 3,560 Goodwill 6,443 Total assets acquired 13,198 Liabilities Assumed Current liabilities 1,123 Deferred tax liability 598 Other long-term liabilities 893 Total liabilities assumed 2,614 Net Assets Acquired 10,584 Estimated fair value of contingent consideration - Net Cash Paid (net of cash acquired of $479) $ 10,584 |
Summary of Identifiable Intangible Assets Subject to Amortization on Straight-line Basis and Being Amortized over Estimated Useful Lives | The identifiable intangible assets included customer relationships and tradenames, all of which are subject to amortization on a straight-line basis and are being amortized over estimated useful lives as summarized below: Estimated Useful Description Life (in yrs) Amount Customer relationships 10 2,900 Tradenames 9 660 Total acquired intangibles $ 3,560 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | December 31, 2019 2018 Raw materials $ 14,168 $ 14,092 Work in process 643 544 Finished goods 8,344 8,252 $ 23,155 $ 22,888 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | December 31, 2019 2018 Land $ 1,118 $ 1,118 Buildings and improvements 23,231 22,480 Machinery and equipment 33,568 29,017 Computer equipment and software 11,590 9,632 Furniture and fixtures 2,791 2,681 Construction in progress 4,923 2,168 77,221 67,096 Less accumulated depreciation (46,882 ) (42,797 ) $ 30,339 $ 24,299 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The changes in goodwill are as follows: December 31, 2019 2018 Balance as of January 1 18,521 20,083 Goodwill acquired during the year 16,811 — Change related to foreign currency translation 869 (1,562 ) Balance as of December 31 $ 36,201 $ 18,521 |
Summary of Intangible Assets | Intangible assets consist of the following: December 31, 2019 Amortization Period (Years) Gross Accumulated Amortization Net Customer relationships 10 $ 14,731 $ (8,054 ) $ 6,677 Patents and product rights 10 5,400 (5,158 ) 242 Developed technology 7-10 12,410 (7,982 ) 4,428 Tradename 5-15 5,553 (2,226 ) 3,327 $ 38,094 $ (23,420 ) $ 14,674 December 31, 2018 Amortization Period (Years) Gross Accumulated Amortization Net Customer relationships 10 $ 9,186 $ (6,532 ) $ 2,654 Patents and product rights 10 5,400 (4,708 ) 692 Developed technology 7 7,135 (7,135 ) - Tradename 15 3,521 (1,730 ) 1,791 $ 25,242 $ (20,105 ) $ 5,137 |
Summary of Amortization Expense | Amortization expense for each of the five succeeding fiscal years and beyond is estimated as follows: 2020 2,619 2021 2,375 2022 1,470 2023 1,470 2024 1,430 Beyond 5,310 $ 14,674 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses | December 31, 2019 2018 Payroll and related benefits $ 6,088 $ 8,926 Professional fees 2,769 1,541 Income taxes payable — 1,447 Other 5,431 1,947 $ 14,288 $ 13,861 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Lessee Disclosure [Abstract] | |
Summary of Components of Lease Expense | The components of lease expense are as follows: Year ended December 31, 2019 Operating Lease Cost $ 964 Finance Lease Cost Amortization of right-of use assets 410 Interest on lease liabilities 36 Total Finance Lease Cost $ 446 |
Summary of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases is as follows: Year ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 937 Operating cash flows from financing leases 33 Financing cash flows from financing leases 442 Non-cash activity Right-of-use assets obtained in exchange for operating lease obligations 1,829 Right-of-use assets obtained in exchange for finance lease obligations 2,069 |
Summary of Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases is as follows: December 31, 2019 Operating Leases Right-of-use assets $ 4,996 Current lease liabilities 1,032 Non-current lease liabilities 4,206 Total operating lease liabilities $ 5,238 Finance Leases Right-of-use assets $ 1,951 Current lease liabilities 613 Non-current lease liabilities 1,372 Total finance lease liabilities $ 1,985 |
Summary of Lease Term and Discount Rate | Weighted Average Remaining Lease Term Weighted-average remaining lease term—operating leases 5.21 Weighted-average remaining lease term—finance leases 3.45 Weighted Average Discount Rate Weighted-average discount rate—operating leases 4.31 % Weighted-average discount rate—finance leases 4.40 % |
Schedule of Minimum Lease Payments by Period Expected | Finance Operating 2020 685 1,273 2021 556 1,214 2022 555 1,194 2023 325 759 2024 17 777 Thereafter 4 760 Total Minimum Lease Payments 2,142 5,977 Less: imputed interest (157 ) (739 ) Present Value of Lease Liabilities $ 1,985 $ 5,238 |
Schedule of Minimum Lease Payments under Non-Cancelable Operating Leases | As of December 31, 2018, minimum lease payments under non-cancelable operating leases by period were expected to be as follows: 2019 $ 903 2020 902 2021 877 2022 850 2023 506 Thereafter 737 $ 4,775 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income (Loss) Before Income Tax Expense (Benefit) | Income before income tax expense consists of the following: Years Ended December 31, 2019 2018 2017 United States $ 3,106 $ (11,728 ) $ 2,270 Foreign 18,225 43,444 38,762 $ 21,331 $ 31,716 $ 41,032 |
Components of Income Tax Expense (Benefit) | The components of income tax expense are as follows: Years Ended December 31, 2019 2018 2017 Current Federal $ — $ — $ — State 1,033 155 — Foreign 5,099 12,084 10,733 6,132 12,239 10,733 Deferred Federal 3,568 9,200 10,297 State 125 1,011 (827 ) Foreign (697 ) (919 ) (649 ) 2,996 9,292 8,821 Decrease in valuation allowance (4,453 ) (10,211 ) (9,470 ) (1,457 ) (919 ) (649 ) Total income tax expense $ 4,675 $ 11,320 $ 10,084 |
Reconciliation of Statutory United States Federal Income Tax Rate to Domestic Effective Tax Rate | A reconciliation of the statutory United States federal income tax rate to our effective tax rate for each of the years ended December 31, 2019, 2018, and 2017 is as follows: 2019 2018 2017 Statutory U.S. federal income tax rate 21.0 % 21.0 % 34.0 % Deemed repatriation tax — 10.9 7.8 GILTI tax 16.9 22.2 — Statutory rate change, deferred tax impact — — 29.4 Nondeductible executive compensation 0.4 4.8 — Impact of share-based payment awards (5.3 ) 0.6 (16.0 ) Tax effect of foreign items 4.5 6.8 (8.3 ) State income taxes, net of federal benefit 4.0 2.8 (1.1 ) Nondeductible transaction costs 1.6 — — Nondeductible expenses and other (0.7 ) (1.2 ) 1.9 Change in valuation allowance, federal and state (20.5 ) (32.2 ) (23.1 ) Effective tax rate 21.9 % 35.7 % 24.6 % |
Components of Total Deferred Tax Assets (Liabilities) | Significant components of our deferred tax assets (liabilities) as of December 31, 2019 and 2018 are as follows: 2019 2018 Deferred tax assets (liabilities): Net operating loss carryforwards $ 9,897 $ 10,812 Inventories 2,002 1,005 Capitalized research and development costs 1,183 1,697 Accruals and reserves currently not deductible 2,272 3,767 Acquired intangible assets (3,525 ) (1,153 ) Depreciation and amortization (1,999 ) (1,082 ) Stock-based compensation 1,777 1,248 Tax credit carryforwards 2,055 1,819 Net deferred tax asset 13,662 18,113 Valuation allowance (14,561 ) (19,014 ) Net deferred tax liability $ (899 ) $ (901 ) |
Expiry Details of Federal Net Operating Losses Carryforwards | Our Federal NOL carryforwards expire as follows: Year of Expiration NOLs 2030 - 2034 $ 22,653 2035 - 2037 $ 12,055 Non-Expiring 1,709 $ 36,417 |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of our unrecognized tax benefits is as follows: 2019 2018 2017 Balance as of January 1 $ 1,676 $ 1,663 $ 2,084 Additions for tax positions of prior periods 4 44 - Reductions for tax positions of prior periods (372 ) (31 ) (421 ) Balance as of December 31 $ 1,308 $ 1,676 $ 1,663 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Weighted-Average Assumptions for Fair Value Measurement | The fair value of each stock option was estimated on the date of the grant using the Black-Scholes option-pricing model using the following weighted-average assumptions: Years Ended December 31, Black-Scholes Option Valuation Assumptions 2019 2018 2017 Risk-free interest rate (1) 2.52 % 2.60 % 2.22 % Expected dividend yield — — — Expected stock price volatility (2) 41 % 43 % 43 % Expected life of stock options (in years) (2) 5 6 7 (1) Based on the constant maturity interest rate of U.S. Treasury securities whose term is consistent with the expected life of our stock options. (2) Based upon historical experience. |
Schedule of Compensation Expense Recognized in Financial Statements Related to Stock Options | Compensation expense recognized in the financial statements related to stock options was as follows: Years Ended December 31, 2019 2018 2017 Total compensation cost during the year $ 1,161 $ 2,163 $ 2,045 Amounts capitalized into inventory during the year (343 ) (420 ) (371 ) Amounts recognized in cost of products sold for amounts previously capitalized 405 396 276 Amounts charged against income $ 1,223 $ 2,139 $ 1,950 |
Summary of Company's Stock Option Activity | The following table summarizes the stock option activity under the Stock Plan: Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding on January 1, 2019 1,083 10.19 Granted 215 12.71 Exercised (27 ) 7.17 Expired (41 ) 8.68 Forfeited (37 ) 13.05 Outstanding on December 31, 2019 1,193 $ 10.68 5.89 $ 651 Vested or expected to vest as of December 31, 2019 1,193 $ 10.68 5.89 $ 651 Exercisable on December 31, 2019 896 $ 9.79 4.99 $ 630 |
Schedule of Currently Outstanding and Exercisable Stock Options | The following table summarizes information about stock options outstanding as of December 31, 2019: Options outstanding Options exercisable Range of exercise prices Number Outstanding Weighted- Average Remaining Contractual Term (in years) Weighted- Average Exercise Price Per Share Number Exercisable Weighted- Average Exercise Price Per Share $5.37 - $8.24 371 4.6 $ 6.16 352 $ 6.13 $8.87 - $14.95 657 6.1 10.82 432 10.08 $16.80 - $21.89 165 8.1 20.30 112 20.15 1,193 5.9 $ 10.68 896 $ 9.79 |
Summary of Restricted Stock Award and Restricted Stock Units Activity Under Stock Plan | The following table summarizes restricted stock award and restricted stock units activity under the Stock Plan: Units Weighted-Average Grant Date Fair Value Issued and unvested, January 1, 2019 357 12.14 Granted 329 11.58 Vested (212 ) 10.30 Forfeited (10 ) 13.69 Issued and unvested, December 31, 2019 464 $ 12.86 Issued and expected to vest, December 31, 2019 464 $ 12.86 |
Performance Based Restricted Stock Unit [Member] | |
Summary of Performance Based Restricted Stock Unit Award Activity Under Stock Plan | The following table summarizes PSU activity under the Stock Plan: Units Weighted- Average Grant Date Fair Value Issued and unvested, January 1, 2019 661 9.26 Granted (1) 201 12.98 Performance adjustment (2) 168 12.98 Vested (505 ) 5.47 Issued and unvested, December 31, 2019 525 $ 12.52 Issued and expected to vest, December 31, 2019 525 $ 12.52 1. 2. |
Business Segment Information (T
Business Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Summary of Operating Segment and Asset Information | The following table summarizes operating segment information for the years ended December 31, 2019, 2018, and 2017, and asset information as of December 31, 2019 and 2018: Years Ended December 31, 2019 2018 2017 Net revenues: OSUR $ 78,225 $ 85,635 $ 91,965 DNAG 76,380 96,108 75,099 Total $ 154,605 $ 181,743 $ 167,064 Operating income (loss): OSUR $ 154 $ (15,188 ) $ (1,685 ) DNAG 18,457 43,617 41,923 Total $ 18,611 $ 28,429 $ 40,238 Depreciation and amortization: OSUR $ 3,039 $ 3,755 $ 3,170 DNAG 4,300 3,467 3,232 Total $ 7,339 $ 7,222 $ 6,402 Capital expenditures: OSUR $ 6,073 $ 4,893 $ 2,752 DNAG 3,241 1,451 1,585 Total $ 9,314 $ 6,344 $ 4,337 December 31, 2019 2018 Total assets: OSUR $ 163,943 $ 190,178 DNAG 185,352 125,393 Total $ 349,295 $ 315,571 |
Presentation of Total Long-Lived Assets by Geographic Area | The following table represents total long-lived assets by geographic area: December 31, 2019 2018 United States $ 23,846 $ 18,776 Canada 5,697 5,192 Other regions 796 331 $ 30,339 $ 24,299 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Outstanding Non-cancelable Purchase Commitments | As of December 31, 2019, we had outstanding non-cancelable purchase commitments related to inventory, supplies, capital expenditures, and other goods or services as follows: 2020 10,279 2021 20 2022 20 2023 18 2024 - $ 10,337 |
Schedule of Base Salary for Continuing Employment Agreement | Under terms of employment agreements with certain employees, which extend through 2023, we are required to pay each individual a base salary for continuing employment with us as follows: 2020 3,110 2021 1,682 2022 460 2023 309 $ 5,561 |
Quarterly Data (Tables)
Quarterly Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Results of Operations | The following tables summarize the quarterly results of operations for each of the quarters in 2019 and 2018. These quarterly results are unaudited, but in the opinion of management, have been prepared on the same basis as our audited financial information and include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the information set forth herein. 2019 Results Three months ended March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Net revenues $ 30,122 $ 38,826 $ 35,989 $ 49,668 Costs and expenses 33,933 33,541 22,937 (1 ) 45,583 Operating income (loss) (3,811 ) 5,285 13,052 (1 ) 4,085 Other income, net 524 524 1,195 477 Income (loss) before income taxes (3,287 ) 5,809 14,247 4,562 Income tax expense (29 ) 1,411 1,169 2,124 Net income (loss) $ (3,258 ) $ 4,398 $ 13,078 $ 2,438 Earnings (loss) per share Basic $ (0.05 ) $ 0.07 $ 0.21 $ 0.04 Diluted $ (0.05 ) $ 0.07 $ 0.21 $ 0.04 2018 Results Three months ended March 31, 2018 June 30, 2018 September 30, 2018 December 31, 2018 Net revenues $ 41,987 $ 43,625 $ 45,885 $ 50,246 Costs and expenses 42,485 38,067 35,028 37,734 Operating income (498 ) 5,558 10,857 12,512 Other income, net 412 736 510 1,629 Income before income taxes (86 ) 6,294 11,367 14,141 Income tax expense 2,033 2,173 3,271 3,843 Net income $ (2,119 ) $ 4,121 $ 8,096 $ 10,298 Earnings per share Basic $ (0.03 ) $ 0.07 $ 0.13 $ 0.17 Diluted $ (0.03 ) $ 0.07 $ 0.13 $ 0.16 (1) Includes a $10,149 gain associated with the sale of the cryosurgical business, which was recorded as a reduction of operating expenses in the indicated period. |
The Company - Additional Inform
The Company - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2019Segment | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of Segments of company | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019USD ($)Suppliershares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Jan. 01, 2019USD ($) | Jan. 01, 2018USD ($)PerformanceObligation | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Income taxes paid | $ 10,611 | $ 17,126 | $ 4,309 | ||
Increase or decrease in allowance for doubtful accounts | 2,231 | (27) | 172 | ||
Write-offs against allowance for doubtful accounts | 110 | 11 | 200 | ||
Accruals for purchases of property and equipment | 660 | 964 | 449 | ||
Accumulated deficit | (82,533) | (99,189) | (119,510) | ||
Reserve for sales return and allowances | 472 | 191 | |||
Deferred revenue | $ 3,713 | 3,521 | 1,314 | ||
Contract with customer payment terms, description | Payment terms differ by jurisdiction and customer but payment is generally required in a term ranging from 30 to 120 days from date of shipment or satisfaction of the performance obligation. | ||||
Right-of-use assets | $ 4,027 | ||||
Lease liabilities | $ 4,263 | ||||
Advertising expenses | $ 524 | 763 | 717 | ||
Net foreign exchange (losses) gains | (1,339) | 831 | $ (1,442) | ||
Accumulated foreign currency adjustments included in other comprehensive loss amounted | 12,022 | 17,789 | |||
Unrealized loss on marketable securities | 114 | 917 | |||
Cash and cash equivalents | 75,715 | 88,438 | |||
Fair value of plan assets | 3,519 | 3,884 | |||
Long-term Contract [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Deferred revenue | 1,809 | 1,464 | |||
ASU 2014-09 [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Accumulated deficit | $ (119,585) | ||||
Deferred revenue | 1,389 | ||||
ASU 2014-09 [Member] | Change in Revenue Recognition [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Accumulated deficit | (75) | ||||
Deferred revenue | $ 75 | ||||
Drug Testing Kit Sales [Member] | ASU 2014-09 [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of performance obligations | PerformanceObligation | 2 | ||||
Drug Testing Kit Sales [Member] | ASU 2014-09 [Member] | Change in Revenue Recognition [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Accumulated deficit | $ 75 | ||||
Money Market Fund [Member] | Level I Instruments [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cash and cash equivalents | $ 1,624 | $ 21,631 | |||
Common Stock Options Unvested Restricted Stock and Unvested Performance Units [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of anti-dilutive securities excluded from EPS computation | shares | 768 | 291 | 180 | ||
Up Front Payment Arrangement [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Deferred revenue | $ 1,904 | $ 2,057 | |||
Customer [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Percentage of concentration risk | 19.00% | 7.00% | |||
Customer [Member] | Net Consolidated Revenue [Member] | Customer Concentration Risk [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Percentage of concentration risk | 15.00% | 24.00% | 25.00% | ||
Minimum [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Intangible Assets, Amortization Period (Years) | 5 years | ||||
Contract with customer payment terms | 30 days | ||||
Minimum [Member] | Buildings [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 20 years | ||||
Minimum [Member] | Computer Equipment [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 2 years | ||||
Minimum [Member] | Machinery and Equipment [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 2 years | ||||
Minimum [Member] | Furniture and Fixtures [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 2 years | ||||
Maximum [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Intangible Assets, Amortization Period (Years) | 15 years | ||||
Contract with customer payment terms | 120 days | ||||
Sales commissions amortization period | 1 year | ||||
Maximum [Member] | Buildings [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 40 years | ||||
Maximum [Member] | Computer Equipment [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 10 years | ||||
Maximum [Member] | Machinery and Equipment [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 10 years | ||||
Maximum [Member] | Furniture and Fixtures [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Estimated useful lives of assets | 10 years | ||||
DNA Genotek [Member] | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Number of third-party suppliers to manufacture DNAG's products | Supplier | 2 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Available-for-sale Securities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 114,157 | $ 113,803 |
Gross Unrealized Gains | 271 | 0 |
Gross Unrealized Losses | (385) | (917) |
Fair Value | 114,043 | 112,886 |
Guaranteed Investment Certificates [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 24,632 | 23,096 |
Gross Unrealized Gains | 0 | 0 |
Fair Value | 24,632 | 23,096 |
Corporate Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 89,525 | 90,707 |
Gross Unrealized Gains | 271 | 0 |
Gross Unrealized Losses | (385) | (917) |
Fair Value | 89,411 | $ 89,790 |
Less Than One Year [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 80,754 | |
Gross Unrealized Gains | 163 | |
Gross Unrealized Losses | (294) | |
Fair Value | 80,623 | |
Greater Than One Year [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 33,403 | |
Gross Unrealized Gains | 108 | |
Gross Unrealized Losses | (91) | |
Fair Value | $ 33,420 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Impact of New Revenue Standard Adjustment on Opening Balance Sheet (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
CURRENT LIABILITIES: | ||||
Deferred revenue | $ 3,713 | $ 3,521 | $ 1,314 | |
STOCKHOLDERS' EQUITY | ||||
Accumulated deficit | $ (82,533) | $ (99,189) | $ (119,510) | |
ASU 2014-09 [Member] | ||||
CURRENT LIABILITIES: | ||||
Deferred revenue | $ 1,389 | |||
STOCKHOLDERS' EQUITY | ||||
Accumulated deficit | (119,585) | |||
New Revenue Standard Adjustment [Member] | ASU 2014-09 [Member] | ||||
CURRENT LIABILITIES: | ||||
Deferred revenue | 75 | |||
STOCKHOLDERS' EQUITY | ||||
Accumulated deficit | $ (75) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Total Net Revenues by Product Line (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | |||
Net revenues | $ 154,605 | $ 181,743 | $ 167,064 |
Product Revenues [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 148,073 | 165,428 | 161,988 |
Product Revenues [Member] | OraQuick [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 56,064 | 53,851 | 60,558 |
Product Revenues [Member] | Oragene [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 46,701 | 69,798 | 67,232 |
Product Revenues [Member] | ORAcollect [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 10,651 | 6,052 | 1,952 |
Product Revenues [Member] | Intercept [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 8,105 | 7,709 | 8,125 |
Product Revenues [Member] | Microbiome Laboratory Services [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 6,104 | 1,563 | 1,223 |
Product Revenues [Member] | Histofreezer (through August 16, 2019) [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 5,702 | 8,983 | 10,312 |
Product Revenues [Member] | O M N I Gene G U T | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 5,226 | 4,193 | 2,072 |
Product Revenues [Member] | Other Products [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 9,520 | 13,279 | 10,514 |
Other [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 6,532 | 16,315 | 5,076 |
Other [Member] | Royalty Income [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 5,116 | 9,653 | |
Other [Member] | Research and Development Funding [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 851 | 4,951 | 4,387 |
Other [Member] | Charitable Support Reimbursement [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 261 | $ 1,711 | $ 689 |
Other [Member] | Grant Funding [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | $ 304 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Summary of Total Net Revenues by Geographic Area (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | |||
Net revenues | $ 154,605 | $ 181,743 | $ 167,064 |
United States [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 107,279 | 136,847 | 121,458 |
Europe [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | 11,752 | 11,062 | 11,827 |
Other Regions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Net revenues | $ 35,574 | $ 33,834 | $ 33,779 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Computations of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
NET INCOME | $ 2,438 | $ 13,078 | $ 4,398 | $ (3,258) | $ 10,298 | $ 8,096 | $ 4,121 | $ (2,119) | $ 16,656 | $ 20,396 | $ 30,948 |
Weighted average shares of common stock outstanding: | |||||||||||
Basic | 61,675 | 61,112 | 59,050 | ||||||||
Dilutive effect of stock options, restricted stock, and performance stock units | 495 | 1,420 | 1,974 | ||||||||
Diluted | 62,170 | 62,532 | 61,024 | ||||||||
Basic | $ 0.04 | $ 0.21 | $ 0.07 | $ (0.05) | $ 0.17 | $ 0.13 | $ 0.07 | $ (0.03) | $ 0.27 | $ 0.33 | $ 0.52 |
Diluted | $ 0.04 | $ 0.21 | $ 0.07 | $ (0.05) | $ 0.16 | $ 0.13 | $ 0.07 | $ (0.03) | $ 0.27 | $ 0.33 | $ 0.51 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 08, 2019 | Jan. 04, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Oct. 31, 2019 |
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition contingent consideration, non-current | $ 112 | $ 112 | ||||||||||||
Revenues | 154,605 | $ 181,743 | $ 167,064 | |||||||||||
Net income (loss) | 2,438 | $ 13,078 | $ 4,398 | $ (3,258) | $ 10,298 | $ 8,096 | $ 4,121 | $ (2,119) | 16,656 | $ 20,396 | $ 30,948 | |||
Corebiome Inc. and Novosanis NV [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price | $ 13,320 | |||||||||||||
Acquisition-related costs | $ 639 | |||||||||||||
Business acquisition contingent consideration, non-current | $ 32,400 | |||||||||||||
Business combination contingent consideration expected payment period | 3 years | 2 years | ||||||||||||
Estimated fair value of contingent consideration | $ 4,350 | |||||||||||||
Business acquisition contingent consideration | 3,612 | $ 3,612 | $ 3,500 | |||||||||||
Revenues | 5,152 | |||||||||||||
Net income (loss) | (2,450) | |||||||||||||
Corebiome Inc. and Novosanis NV [Member] | Maximum [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition contingent consideration, non-current | 27,400 | 27,400 | ||||||||||||
Diversigen, Inc. [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price | $ 12,000 | |||||||||||||
Acquisition-related costs | 1,198 | |||||||||||||
Business acquisition contingent consideration, non-current | $ 1,500 | 1,500 | ||||||||||||
Estimated fair value of contingent consideration | 0 | |||||||||||||
Business acquisition contingent consideration | $ 0 | |||||||||||||
Revenues | 1,046 | |||||||||||||
Net income (loss) | $ (47) | |||||||||||||
Business combination contingent consideration expected payment year | 2020 |
Business Combinations - Summary
Business Combinations - Summary of Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Nov. 08, 2019 | Jan. 04, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Assets Acquired | |||||
Goodwill | $ 36,201 | $ 18,521 | $ 20,083 | ||
Corebiome Inc. and Novosanis NV [Member] | |||||
Assets Acquired | |||||
Accounts receivable | $ 791 | ||||
Inventories | 310 | ||||
Other current assets | 82 | ||||
Property, plant, and equipment, net | 414 | ||||
Other assets | 5 | ||||
Acquired intangible assets | 8,400 | ||||
Goodwill | 10,368 | ||||
Total assets acquired | 20,370 | ||||
Liabilities Assumed | |||||
Current liabilities | 1,180 | ||||
Notes payable, short-term | 730 | ||||
Deferred tax liability | 819 | ||||
Other long-term liabilities | 74 | ||||
Total liabilities assumed | 2,803 | ||||
Net Assets Acquired | 17,567 | ||||
Estimated fair value of contingent consideration | (4,350) | ||||
Net Cash Paid | 13,217 | ||||
Net Cash Paid | $ 13,217 | ||||
Diversigen, Inc. [Member] | |||||
Assets Acquired | |||||
Accounts receivable | $ 1,234 | ||||
Other current assets | 45 | ||||
Property, plant, and equipment, net | 1,916 | ||||
Acquired intangible assets | 3,560 | ||||
Goodwill | 6,443 | ||||
Total assets acquired | 13,198 | ||||
Liabilities Assumed | |||||
Current liabilities | 1,123 | ||||
Deferred tax liability | 598 | ||||
Other long-term liabilities | 893 | ||||
Total liabilities assumed | 2,614 | ||||
Net Assets Acquired | 10,584 | ||||
Estimated fair value of contingent consideration | 0 | ||||
Net Cash Paid | 10,584 | ||||
Net Cash Paid | $ 10,584 |
Business Combinations - Summa_2
Business Combinations - Summary of Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed (Parenthetical) (Detail) - USD ($) $ in Thousands | Nov. 08, 2019 | Jan. 04, 2019 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||
Net of cash acquired | $ 23,801 | ||
Corebiome Inc. and Novosanis NV [Member] | |||
Business Acquisition [Line Items] | |||
Net of cash acquired | $ 103 | ||
Diversigen, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Net of cash acquired | $ 479 |
Business Combinations - Summa_3
Business Combinations - Summary of Identifiable Intangible Assets Subject to Amortization on Straight-line Basis and Being Amortized over Estimated Useful Lives (Detail) - USD ($) $ in Thousands | Nov. 08, 2019 | Jan. 04, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Developed Technology [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Estimated Useful Life | 7 years | |||
Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Estimated Useful Life | 10 years | 10 years | ||
Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Estimated Useful Life | 15 years | |||
Corebiome Inc. and Novosanis NV [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 8,400 | |||
Corebiome Inc. and Novosanis NV [Member] | Developed Technology [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 5,000 | |||
Acquired intangibles, Estimated Useful Life | 10 years | |||
Corebiome Inc. and Novosanis NV [Member] | Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 2,200 | |||
Acquired intangibles, Estimated Useful Life | 10 years | |||
Corebiome Inc. and Novosanis NV [Member] | Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 1,200 | |||
Acquired intangibles, Estimated Useful Life | 8 years 4 months 2 days | |||
Diversigen, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 3,560 | |||
Diversigen, Inc. [Member] | Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 2,900 | |||
Acquired intangibles, Estimated Useful Life | 10 years | |||
Diversigen, Inc. [Member] | Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquired intangibles, Amount | $ 660 | |||
Acquired intangibles, Estimated Useful Life | 9 years |
Business Combinations - Summa_4
Business Combinations - Summary of Unaudited Pro Forma Financial Information (Detail) - Corebiome Inc. Diversign and Novosanis NV [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | |||
Revenue | $ 158,576 | $ 190,487 | $ 173,554 |
Net income | $ 16,806 | $ 19,448 | $ 27,436 |
Net income per share, basic | $ 0.27 | $ 0.32 | $ 0.46 |
Net income per share, diluted | $ 0.27 | $ 0.31 | $ 0.45 |
Sale of Cryosurgical Business -
Sale of Cryosurgical Business - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Aug. 16, 2019 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Gain on sale of business | $ 10,149 | |
Proceeds from sale of business | 12,000 | |
Cryosurgical Systems | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Consideration receivable from sale of business | $ 12,000 | |
Gain on sale of business | 10,149 | |
Proceeds from sale of business | $ 12,000 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Net [Abstract] | ||
Raw materials | $ 14,168 | $ 14,092 |
Work in process | 643 | 544 |
Finished goods | 8,344 | 8,252 |
Inventories | $ 23,155 | $ 22,888 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | $ 77,221 | $ 67,096 |
Less accumulated depreciation | (46,882) | (42,797) |
Property plant and equipment Net | 30,339 | 24,299 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | 1,118 | 1,118 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | 23,231 | 22,480 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | 33,568 | 29,017 |
Computer Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | 11,590 | 9,632 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | 2,791 | 2,681 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment Gross | $ 4,923 | $ 2,168 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 4,421 | $ 3,828 | $ 3,434 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill Roll Forward | ||
Beginning Balance | $ 18,521 | $ 20,083 |
Goodwill acquired during the year | 16,811 | |
Change related to foreign currency translation | 869 | (1,562) |
Ending Balance | $ 36,201 | $ 18,521 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 38,094 | $ 25,242 |
Intangible Assets, Accumulated Amortization | (23,420) | (20,105) |
Intangible Assets, Net | $ 14,674 | $ 5,137 |
Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 5 years | |
Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 15 years | |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 10 years | 10 years |
Intangible Assets, Gross | $ 14,731 | $ 9,186 |
Intangible Assets, Accumulated Amortization | (8,054) | (6,532) |
Intangible Assets, Net | $ 6,677 | $ 2,654 |
Patents and Product Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 10 years | 10 years |
Intangible Assets, Gross | $ 5,400 | $ 5,400 |
Intangible Assets, Accumulated Amortization | (5,158) | (4,708) |
Intangible Assets, Net | 242 | $ 692 |
Developed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 7 years | |
Intangible Assets, Gross | 12,410 | $ 7,135 |
Intangible Assets, Accumulated Amortization | (7,982) | $ (7,135) |
Intangible Assets, Net | $ 4,428 | |
Developed Technology [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 7 years | |
Developed Technology [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 10 years | |
Tradename [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 15 years | |
Intangible Assets, Gross | $ 5,553 | $ 3,521 |
Intangible Assets, Accumulated Amortization | (2,226) | (1,730) |
Intangible Assets, Net | $ 3,327 | $ 1,791 |
Tradename [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 5 years | |
Tradename [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period (Years) | 15 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 2,522 | $ 2,623 | $ 2,641 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Summary of Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2020 | $ 2,619 | |
2021 | 2,375 | |
2022 | 1,470 | |
2023 | 1,470 | |
2024 | 1,430 | |
Beyond | 5,310 | |
Intangible Assets, Net | $ 14,674 | $ 5,137 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accrued Liabilities Current [Abstract] | ||
Payroll and related benefits | $ 6,088 | $ 8,926 |
Professional fees | 2,769 | 1,541 |
Income taxes payable | 1,447 | |
Other | 5,431 | 1,947 |
Accrued Expenses, Total | $ 14,288 | $ 13,861 |
Credit Facility - Additional In
Credit Facility - Additional Information (Detail) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Line Of Credit Facility [Abstract] | |||
Borrowings | $ 0 | $ 0 | $ 0 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Lessee Lease Description [Line Items] | |||
Lessee operating and financing lease existence of option to terminate | true | ||
Lessee operating and financing leases, period of options to terminate | 1 year | ||
Lessee, operating and finance lease, existence of option to extend | true | ||
Lease cost | $ 1,461 | $ 852 | |
Minimum [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating and financing leases, remaining lease terms | 1 year | ||
Maximum [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating and financing leases, remaining lease terms | 7 years |
Leases - Summary of Components
Leases - Summary of Components of Lease Expense (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lease Cost [Abstract] | |
Operating Lease Cost | $ 964 |
Finance Lease Cost | |
Amortization of right-of use assets | 410 |
Interest on lease liabilities | 36 |
Total Finance Lease Cost | $ 446 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information Related to Leases (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 937 |
Operating cash flows from financing leases | 33 |
Financing cash flows from financing leases | 442 |
Non-cash activity | |
Right-of-use assets obtained in exchange for operating lease obligations | 1,829 |
Right-of-use assets obtained in exchange for finance lease obligations | $ 2,069 |
Leases - Summary of Supplemen_2
Leases - Summary of Supplemental Balance Sheet Information Related to Leases (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Operating Leases | |
Right-of-use assets | $ 4,996 |
Current lease liabilities | 1,032 |
Non-current lease liabilities | 4,206 |
Total operating lease liabilities | 5,238 |
Finance Leases | |
Right-of-use assets | 1,951 |
Current lease liabilities | 613 |
Non-current lease liabilities | 1,372 |
Total finance lease liabilities | $ 1,985 |
Leases - Summary of Lease Term
Leases - Summary of Lease Term and Discount Rate (Detail) | Dec. 31, 2019 |
Weighted Average Remaining Lease Term | |
Weighted-average remaining lease term—operating leases | 5 years 2 months 15 days |
Weighted-average remaining lease term—finance leases | 3 years 5 months 12 days |
Weighted Average Discount Rate | |
Weighted-average discount rate—operating leases | 4.31% |
Weighted-average discount rate—finance leases | 4.40% |
Leases - Schedule of Minimum Le
Leases - Schedule of Minimum Lease Payments by Period Expected (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Finance Lease Liabilities, Payments, Due [Abstract] | |
2020 | $ 685 |
2021 | 556 |
2022 | 555 |
2023 | 325 |
2024 | 17 |
Thereafter | 4 |
Total Minimum Finance Lease Payments | 2,142 |
Less: imputed interest | (157) |
Present Value of Finance Lease Liabilities | 1,985 |
Operating Lease Liabilities, Payments Due [Abstract] | |
2020 | 1,273 |
2021 | 1,214 |
2022 | 1,194 |
2023 | 759 |
2024 | 777 |
Thereafter | 760 |
Total Minimum Operating Lease Payments | 5,977 |
Less: imputed interest | (739) |
Present Value of Operating Lease Liabilities | $ 5,238 |
Leases - Schedule of Minimum _2
Leases - Schedule of Minimum Lease Payments under Non-Cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 903 |
2020 | 902 |
2021 | 877 |
2022 | 850 |
2023 | 506 |
Thereafter | 737 |
Total | $ 4,775 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income (Loss) Before Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Loss From Continuing Operations Before Income Taxes Extraordinary Items Noncontrolling Interest [Abstract] | |||||||||||
United States | $ 3,106 | $ (11,728) | $ 2,270 | ||||||||
Foreign | 18,225 | 43,444 | 38,762 | ||||||||
Income before income taxes | $ 4,562 | $ 14,247 | $ 5,809 | $ (3,287) | $ 14,141 | $ 11,367 | $ 6,294 | $ (86) | $ 21,331 | $ 31,716 | $ 41,032 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current | |||||||||||
Federal | $ 0 | $ 0 | $ 0 | ||||||||
State | 1,033,000 | 155,000 | |||||||||
Foreign | 5,099,000 | 12,084,000 | 10,733,000 | ||||||||
Total current income tax expense (benefit) | 6,132,000 | 12,239,000 | 10,733,000 | ||||||||
Deferred | |||||||||||
Federal | 3,568,000 | 9,200,000 | 10,297,000 | ||||||||
State | 125,000 | 1,011,000 | (827,000) | ||||||||
Foreign | (697,000) | (919,000) | (649,000) | ||||||||
Total deferred income tax expense (benefit) | 2,996,000 | 9,292,000 | 8,821,000 | ||||||||
Decrease in valuation allowance | $ (11,273,000) | (4,453,000) | (10,211,000) | (9,470,000) | |||||||
Deferred income taxes | (1,457,000) | (919,000) | (649,000) | ||||||||
Total income tax expense | $ 2,124,000 | $ 1,169,000 | $ 1,411,000 | $ (29,000) | $ 3,843,000 | $ 3,271,000 | $ 2,173,000 | $ 2,033,000 | $ 4,675,000 | $ 11,320,000 | $ 10,084,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Jan. 01, 2017 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Income Taxes [Line Items] | ||||||
Foreign income tax expense | $ 4,607,000 | $ 11,165,000 | $ 10,084,000 | |||
Effective income tax rate | 21.00% | 21.00% | 21.00% | 34.00% | ||
Final one-time transitioned income | $ (697,000) | $ (919,000) | $ (649,000) | |||
Decrease in deferred tax assets | $ 11,273,000 | 11,273,000 | ||||
Decrease in valuation allowance | (11,273,000) | (4,453,000) | (10,211,000) | (9,470,000) | ||
U.S. federal income tax benefits | 0 | 0 | 0 | |||
Increase valuation allowance associated with tax benefit | $ 3,391,000 | |||||
Gross unrecognized tax benefits | 1,676,000 | $ 1,308,000 | 1,676,000 | $ 1,663,000 | $ 2,084,000 | |
Accounting Standards Update 2016-09 [Member] | ||||||
Income Taxes [Line Items] | ||||||
Cumulative effect of retained earnings | $ 3,391,000 | |||||
2017 Federal Tax Return [Member] | ||||||
Income Taxes [Line Items] | ||||||
Final one-time transitioned income | 17,724,000 | |||||
Foreign tax credits | $ 0 | $ 0 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory United States Federal Income Tax Rate to Domestic Effective Tax Rate (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract] | ||||
Statutory U.S. federal income tax rate | 21.00% | 21.00% | 21.00% | 34.00% |
Deemed repatriation tax | 10.90% | 7.80% | ||
GILTI tax | 16.90% | 22.20% | ||
Statutory rate change, deferred tax impact | 29.40% | |||
Nondeductible executive compensation | 0.40% | 4.80% | ||
Impact of share-based payment awards | (5.30%) | 0.60% | (16.00%) | |
Tax effect of foreign items | 4.50% | 6.80% | (8.30%) | |
State income taxes, net of federal benefit | 4.00% | 2.80% | (1.10%) | |
Nondeductible transaction costs | $ 1,600 | |||
Nondeductible expenses and other | (0.70%) | (1.20%) | 1.90% | |
Change in valuation allowance, federal and state | (20.50%) | (32.20%) | (23.10%) | |
Effective tax rate | 21.90% | 35.70% | 24.60% |
Income Taxes - Components of To
Income Taxes - Components of Total Deferred Tax Assets (Liabilities) (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets (liabilities): | ||
Net operating loss carryforwards | $ 9,897 | $ 10,812 |
Inventories | 2,002 | 1,005 |
Capitalized research and development costs | 1,183 | 1,697 |
Accruals and reserves currently not deductible | 2,272 | 3,767 |
Acquired intangible assets | (3,525) | (1,153) |
Depreciation and amortization | (1,999) | (1,082) |
Stock-based compensation | 1,777 | 1,248 |
Tax credit carryforwards | 2,055 | 1,819 |
Net deferred tax asset | 13,662 | 18,113 |
Valuation allowance | (14,561) | (19,014) |
Net deferred tax liability | $ (899) | $ (901) |
Income Taxes - Expiry Details o
Income Taxes - Expiry Details of Federal Net Operating Losses Carryforwards (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 36,417 |
2030 - 2034 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 22,653 |
2035 - 2037 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 12,055 |
Non Expiring | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 1,709 |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward | |||
Balance as of January 1 | $ 1,676 | $ 1,663 | $ 2,084 |
Additions for tax positions of prior periods | 4 | 44 | |
Reductions for tax positions of prior periods | (372) | (31) | (421) |
Balance as of December 31 | $ 1,308 | $ 1,676 | $ 1,663 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 05, 2008 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for future grants under the Stock Plan | 2,534,000 | |||
Amount share repurchase program of common shares | $ 25,000,000 | |||
Total cost of common stock purchased and retired | $ 3,712,000 | $ 3,592,000 | $ 1,240,000 | |
Proceeds from exercise of stock options | 196,000 | 1,701,000 | 31,675,000 | |
Income tax benefit realized from stock option exercises during period | 0 | 0 | 0 | |
Total compensation cost | $ 4,057,000 | $ 15,237,000 | $ 6,973,000 | |
Share Repurchase Program [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares purchased and retired | 0 | 0 | 0 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percent of the fair market value of a share granted as Stock plan price | 75.00% | |||
Granted exercise periods | 10 years | |||
Vesting period | 4 years | |||
Vesting of Options | Options generally vest over four years, with one quarter of the options vesting one year after grant and the remainder vesting on a monthly basis over the next three years. | |||
Weighted-average grant date fair value of stock options granted | $ 5.19 | $ 9.15 | $ 4.71 | |
Aggregate intrinsic value of options exercised | $ 92,000 | $ 2,314,000 | $ 35,631,000 | |
Unrecognized compensation expense related to unvested option awards | $ 1,423,000 | |||
Expected weighted-average period for recognition of compensation expense related to unvested awards | 2 years 6 months | |||
Proceeds from exercise of stock options | $ 196,000 | 1,701,000 | 31,675,000 | |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected weighted-average period for recognition of compensation expense related to unvested awards | 1 year 10 months 24 days | |||
Total compensation cost | $ 2,979,000 | $ 6,357,000 | $ 2,705,000 | |
Unrecognized compensation expense related to unvested restricted stock awards | $ 3,200,000 | |||
Vesting of restricted shares, withholding and exercise obligations | 76,000 | 171,000 | 130,000 | |
Restricted shares of common stock, aggregate values | $ 949,000 | $ 3,291,000 | $ 1,240,000 | |
Performance Based Restricted Stock [Member] | Share-based Compensation Award, Tranche One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 1 year | |||
Performance Based Restricted Stock [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Performance Based Restricted Stock Unit [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares purchased and retired | 213,000 | 20,000 | ||
Total cost of common stock purchased and retired | $ 2,763,000 | $ 301,000 | ||
Total compensation cost | $ (83,000) | $ 6,717,000 | $ 2,223,000 | |
Performance stock units vested | 505,000 | 0 |
Stockholders' Equity - Weighted
Stockholders' Equity - Weighted-Average Assumptions for Fair Value Measurement (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Abstract] | |||
Risk-free interest rate | 2.52% | 2.60% | 2.22% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected stock price volatility | 41.00% | 43.00% | 43.00% |
Expected life of stock options (in years) | 5 years | 6 years | 7 years |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Compensation Expense Recognized in Financial Statements Related to Stock Options (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Allocation And Classification In Financial Statements [Abstract] | |||
Total compensation cost during the year | $ 1,161 | $ 2,163 | $ 2,045 |
Amounts capitalized into inventory during the year | (343) | (420) | (371) |
Amounts recognized in cost of products sold for amounts previously capitalized | 405 | 396 | 276 |
Amounts charged against income | $ 1,223 | $ 2,139 | $ 1,950 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Company's Stock Option Activity (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Roll Forward | |
Options, Outstanding, Beginning Balance | shares | 1,083 |
Options, Granted | shares | 215 |
Options, Exercised | shares | (27) |
Options, Expired | shares | (41) |
Options, Forfeited | shares | (37) |
Options, Outstanding, Ending Balance | shares | 1,193 |
Weighted-Average Exercise Price Per Share, Outstanding, Beginning Balance | $ / shares | $ 10.19 |
Options, Vested or expected to vest | shares | 1,193 |
Weighted-Average Exercise Price Per Share, Granted | $ / shares | $ 12.71 |
Options, Exercisable | shares | 896 |
Weighted-Average Exercise Price Per Share, Exercised | $ / shares | $ 7.17 |
Weighted-Average Exercise Price Per Share, Expired | $ / shares | 8.68 |
Weighted-Average Exercise Price Per Share, Forfeited | $ / shares | 13.05 |
Weighted-Average Exercise Price Per Share, Outstanding, Ending Balance | $ / shares | 10.68 |
Weighted-Average Exercise Price Per Share, Vested or expected to vest | $ / shares | 10.68 |
Weighted-Average Exercise Price Per Share, Exercisable | $ / shares | $ 9.79 |
Weighted-Average Remaining Contractual Term, Outstanding | 5 years 10 months 20 days |
Weighted-Average Remaining Contractual Term, Vested or expected to vest | 5 years 10 months 20 days |
Weighted-Average Remaining Contractual Term, Exercisable | 4 years 11 months 26 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 651 |
Aggregate Intrinsic Value, Vested or expected to vest | $ | 651 |
Aggregate Intrinsic Value, Exercisable | $ | $ 630 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Currently Outstanding and Exercisable Stock Options (Detail) shares in Thousands | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number Outstanding, Options outstanding | shares | 1,193 |
Weighted-Average Remaining Contractual Term (in years), Options outstanding | 5 years 10 months 24 days |
Weighted-Average Exercise Price Per Share, Options outstanding | $ 10.68 |
Number Exercisable, Options exercisable | shares | 896 |
Weighted-Average Exercise Price Per Share, Options exercisable | $ 9.79 |
Range One [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Lower Range Limit | 5.37 |
Range of exercise prices, Upper Range Limit | $ 8.24 |
Number Outstanding, Options outstanding | shares | 371 |
Weighted-Average Remaining Contractual Term (in years), Options outstanding | 4 years 7 months 6 days |
Weighted-Average Exercise Price Per Share, Options outstanding | $ 6.16 |
Number Exercisable, Options exercisable | shares | 352 |
Weighted-Average Exercise Price Per Share, Options exercisable | $ 6.13 |
Range Two [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Lower Range Limit | 8.87 |
Range of exercise prices, Upper Range Limit | $ 14.95 |
Number Outstanding, Options outstanding | shares | 657 |
Weighted-Average Remaining Contractual Term (in years), Options outstanding | 6 years 1 month 6 days |
Weighted-Average Exercise Price Per Share, Options outstanding | $ 10.82 |
Number Exercisable, Options exercisable | shares | 432 |
Weighted-Average Exercise Price Per Share, Options exercisable | $ 10.08 |
Range Three [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Lower Range Limit | 16.80 |
Range of exercise prices, Upper Range Limit | $ 21.89 |
Number Outstanding, Options outstanding | shares | 165 |
Weighted-Average Remaining Contractual Term (in years), Options outstanding | 8 years 1 month 6 days |
Weighted-Average Exercise Price Per Share, Options outstanding | $ 20.30 |
Number Exercisable, Options exercisable | shares | 112 |
Weighted-Average Exercise Price Per Share, Options exercisable | $ 20.15 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Restricted Stock Award and Restricted Stock Units Activity Under Stock Plan (Detail) - Restricted Stock Award and Restricted Stock Units [Member] shares in Thousands | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Issued and unvested, Beginning Balance | shares | 357 |
Shares, Granted | shares | 329 |
Shares, Vested | shares | (212) |
Shares, Forfeited | shares | (10) |
Shares, Issued and unvested, Ending Balance | shares | 464 |
Weighted-Average Grant Date Fair Value, Issued and unvested, Beginning Balance | $ / shares | $ 12.14 |
Shares, Issued and expected to vest | shares | 464 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | $ 11.58 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 10.30 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 13.69 |
Weighted-Average Grant Date Fair Value, Issued and unvested, Ending Balance | $ / shares | 12.86 |
Weighted-Average Grant Date Fair Value, Issued and expected to vest | $ / shares | $ 12.86 |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Performance Based Restricted Stock Unit Award Activity Under Stock Plan (Detail) - Performance Based Restricted Stock Unit [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares, Issued and unvested, Beginning Balance | 661,000 | |
Shares, Granted | 201,000 | |
Performance adjustment | 168,000 | |
Shares, Vested | (505,000) | 0 |
Shares, Issued and unvested, Ending Balance | 525,000 | 661,000 |
Shares, Issued and expected to vest | 525,000 | |
Weighted-Average Grant Date Fair Value, Issued and unvested, Beginning Balance | $ 9.26 | |
Weighted-Average Grant Date Fair Value, Granted | 12.98 | |
Weighted-Average Grant Date Fair Value, Performance adjustment | 12.98 | |
Weighted-Average Grant Date Fair Value, Vested | 5.47 | |
Weighted-Average Grant Date Fair Value, Issued and unvested, Ending Balance | 12.52 | $ 9.26 |
Weighted-Average Grant Date Fair Value, Issued and expected to vest | $ 12.52 |
Transition Costs - Additional I
Transition Costs - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
General and Administrative Expenses [Member] | |
Transition Costs [Line Items] | |
Non-cash charges associated with modifications to existing stock grants held by the retiring executives and expenses associated with the onboarding of the Company's new President and CEO | $ 9,602 |
Business Segment Information -
Business Segment Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments of company | 2 |
Business Segment Information _2
Business Segment Information - Summary of Operating Segment and Asset Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Net revenues | $ 154,605 | $ 181,743 | $ 167,064 | ||||||||
Operating income (loss) | $ 4,085 | $ 13,052 | $ 5,285 | $ (3,811) | $ 12,512 | $ 10,857 | $ 5,558 | $ (498) | 18,611 | 28,429 | 40,238 |
Depreciation and amortization | 7,339 | 7,222 | 6,402 | ||||||||
Capital expenditures | 9,314 | 6,344 | 4,337 | ||||||||
Total assets | 349,295 | 315,571 | 349,295 | 315,571 | |||||||
OSUR [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenues | 78,225 | 85,635 | 91,965 | ||||||||
Operating income (loss) | 154 | (15,188) | (1,685) | ||||||||
Depreciation and amortization | 3,039 | 3,755 | 3,170 | ||||||||
Capital expenditures | 6,073 | 4,893 | 2,752 | ||||||||
Total assets | 163,943 | 190,178 | 163,943 | 190,178 | |||||||
DNAG [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net revenues | 76,380 | 96,108 | 75,099 | ||||||||
Operating income (loss) | 18,457 | 43,617 | 41,923 | ||||||||
Depreciation and amortization | 4,300 | 3,467 | 3,232 | ||||||||
Capital expenditures | 3,241 | 1,451 | $ 1,585 | ||||||||
Total assets | $ 185,352 | $ 125,393 | $ 185,352 | $ 125,393 |
Business Segment Information _3
Business Segment Information - Presentation of Total Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Long-lived assets | $ 30,339 | $ 24,299 |
United States [Member] | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Long-lived assets | 23,846 | 18,776 |
Canada [Member] | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Long-lived assets | 5,697 | 5,192 |
Other Regions [Member] | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||
Long-lived assets | $ 796 | $ 331 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Outstanding Non-cancelable Purchase Commitments (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Purchase Obligation Fiscal Year Maturity [Abstract] | |
2020 | $ 10,279 |
2021 | 20 |
2022 | 20 |
2023 | 18 |
Total | $ 10,337 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Base Salary for Continuing Employment Agreement (Detail) - Employment Agreements [Member] $ in Thousands | Dec. 31, 2019USD ($) |
Contractual Obligation Fiscal Year Maturity [Line Items] | |
2020 | $ 3,110 |
2021 | 1,682 |
2022 | 460 |
2023 | 309 |
Total | $ 5,561 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Employee contributions | $ 4,000 | ||
Contributed to plan, net of forfeitures | 754,000 | $ 721,000 | $ 617,000 |
Value of the assets associated with the plan | 3,519,000 | 3,884,000 | |
Total obligation under plan | 3,519,000 | 3,884,000 | |
RRSP [Member] | DNA Genotek [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee contributions | 2,000 | ||
Contributed to plan, net of forfeitures | $ 184,000 | $ 163,000 | $ 145,000 |
Quarterly Data - Summary of Qua
Quarterly Data - Summary of Quarterly Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenues | $ 49,668 | $ 35,989 | $ 38,826 | $ 30,122 | $ 50,246 | $ 45,885 | $ 43,625 | $ 41,987 | |||
Costs and expenses | 45,583 | 22,937 | 33,541 | 33,933 | 37,734 | 35,028 | 38,067 | 42,485 | |||
Operating income | 4,085 | 13,052 | 5,285 | (3,811) | 12,512 | 10,857 | 5,558 | (498) | $ 18,611 | $ 28,429 | $ 40,238 |
Other income, net | 477 | 1,195 | 524 | 524 | 1,629 | 510 | 736 | 412 | 2,720 | 3,287 | 794 |
Income before income taxes | 4,562 | 14,247 | 5,809 | (3,287) | 14,141 | 11,367 | 6,294 | (86) | 21,331 | 31,716 | 41,032 |
Income tax expense | 2,124 | 1,169 | 1,411 | (29) | 3,843 | 3,271 | 2,173 | 2,033 | 4,675 | 11,320 | 10,084 |
NET INCOME | $ 2,438 | $ 13,078 | $ 4,398 | $ (3,258) | $ 10,298 | $ 8,096 | $ 4,121 | $ (2,119) | $ 16,656 | $ 20,396 | $ 30,948 |
Earnings (loss) per share | |||||||||||
Basic | $ 0.04 | $ 0.21 | $ 0.07 | $ (0.05) | $ 0.17 | $ 0.13 | $ 0.07 | $ (0.03) | $ 0.27 | $ 0.33 | $ 0.52 |
Diluted | $ 0.04 | $ 0.21 | $ 0.07 | $ (0.05) | $ 0.16 | $ 0.13 | $ 0.07 | $ (0.03) | $ 0.27 | $ 0.33 | $ 0.51 |
Quarterly Data - Summary of Q_2
Quarterly Data - Summary of Quarterly Results of Operations (Parenthetical) (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Gain on sale of business | $ 10,149 |
Cryosurgical Systems | |
Gain on sale of business | $ 10,149 |