Revenue from Contract with Customers | Revenue from Contracts with Customers The Company adopted ASC 606 on January 1, 2018 using the modified retrospective method for all contracts not completed as of the date of adoption. Under this method, the new guidance was applied to contracts that were not yet completed as of January 1, 2018 with the cumulative effect of initially applying the guidance recognized through accumulated deficit as the date of initial application. For contracts that were modified before the effective date, the Company reflected the aggregate effect of all modifications when identifying performance obligations and allocating transaction price, which did not have a material effect on the adjustment to accumulated deficit. The reported results for 2018 reflect the application of ASC 606 guidance while the reported results for 2017 were prepared under the guidance of ASC 605, Revenue Recognition (ASC 605), which is also referred to herein as the "previous guidance". The adoption of ASC 606 represents a change in accounting principle that will primarily impact how revenue is recognized for the Company's drug delivery product line and how the Company accounts for contract acquisition costs such as commissions. In accordance with ASC 606, revenue is recognized when a customer obtains control of the promised products. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these products. To achieve this core principle, the Company applies the following five steps as outlined in ASC 606: 1) Identify the contract with a customer; 2) Identify the performance obligations in the contract; 3) Determine the transaction price; 4) Allocate the transaction price to performance obligations in the contract; 5) Recognize revenue when or as the Company satisfies a performance obligation. The following table summarizes revenue from contracts with customers for the three and six months ended June 30, 2018 and 2017: Three months Six months (in thousands) 2018 2017 2018 2017 U.S. Omnipod $ 78,047 $ 65,361 $ 148,319 $ 125,016 International Omnipod 28,509 26,575 66,913 51,719 Drug Delivery 17,706 17,820 32,608 34,734 Total $ 124,262 $ 109,756 $ 247,840 $ 211,469 U.S. and International Omnipod The Company generates the majority of its revenue from sales of its Omnipod, which is sold in the U.S., Canada, Europe and Israel. The Omnipod is sold either directly to end users or indirectly through intermediaries, such as independent distributors who resell the Omnipod to end users or wholesalers who sell the Company's product to end users through the pharmacy channel. The Company's exclusive European distribution agreement with its former European distributor expired on June 30, 2018, at which time the Company assumed all commercial activities (including, among other things, distribution, sales, marketing, training and support) of the Omnipod across Europe. • Contracts with Customers. The Company's contracts with its direct customers generally consist of a physician order form, a patient information form and, if applicable, third-party insurance (payor) approval. Contracts with the Company's intermediaries are generally in the form of master service agreements against which firm purchase orders are issued. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including historical payment experience or, in the case of a new intermediary, published credit, credit references and other available financial information pertaining to the customer and in the case of a new direct customer, an investigation of insurance eligibility. • Performance Obligations. The performance obligations in contracts for the delivery of the Omnipod to new end users, either directly to end users or through intermediaries, consist of the PDM, the initial quantity of Pods ordered, training, and in Canada a service-type warranty. To the extent a contract includes multiple promised items, the Company must apply judgment to determine whether promised items are capable of being distinct and distinct in the context of the contract. If these criteria are not met the promised services are accounted for as a combined performance obligation. • Transaction Price. The price charged for the PDM and Pods is dependent on the Company's pricing as established with third party payors and intermediaries. The Company provides a right of return for sales of its Omnipod to new patients. The Company also provides for certain rebates and discounts for sales of its product through intermediaries. These rights of return, discounts and rebates represent variable consideration and reduce the transaction price at the outset of the contract based on the Company's estimates, which are primarily based on the expected value method using historical and other data related to actual product returns, discounts and rebates paid in each market in which the Omnipod is sold. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. There were no constraints recorded to variable consideration and none of the Company's contracts as of January 1, 2018 or June 30, 2018 contained a significant financing component. • Allocation of Transaction Price. The Company allocates the transaction price to each performance obligation based on its relative stand-alone selling price, which is determined based on the price at which the Company typically sells the deliverable or, if the performance obligation is not typically sold separately, the stand-alone selling price is estimated based on cost plus a reasonable profit margin or the price that a third party would charge for a similar product or service. • Recognition of Revenue. The Company transfers the Omnipod at a point in time, which is determined based on when the customer gains control of the product. Generally, intermediaries obtain control upon shipment based on the contractual terms including right to payment and transfer of title and risk of loss. For sales directly to end users, control is generally transferred at the time of delivery based on customary business practices related to risk of ownership. Training is delivered at a point in time when the end user receives the training. Service warranty revenue is recognized over the service warranty period, which is typically five years. Drug Delivery The Company's drug delivery product line includes sales of a modified version of the Omnipod to pharmaceutical and biotechnology companies who uses the Company’s technology as a delivery method for their drugs. Under ASC 606, for the majority of this product line, revenue is recognized as the product is produced pursuant to the customer’s firm purchase commitments as the Company has an enforceable right to payment for performance completed to date and the inventory has no alternative use to the Company. Judgment is required in the assessment of progress toward completion of in-process inventory. The Company recognizes revenue over time using a blend of costs incurred to date relative to total estimated costs at completion and time incurred to date relative to total production time to measure progress toward the satisfaction its performance obligations. The Company believes that both incurred cost and elapsed time reflect the value generated, which best depicts the transfer of control to the customer. Contract costs include third party costs as well as an allocation of manufacturing overhead. Changes from quarter to quarter in quantity and stage of production of in-process inventory could have a significant quarterly impact on revenue. Material Right The adoption of ASC 606 required the Company to record a contract liability, which the Company refers to as deferred revenue, on January 1, 2018, associated with a volume-based pricing discount granted to the Company's European distributor at the outset of the distribution contract in 2010. The deferred revenue was recognized as revenue through the completion of the distributor contract during the first half of 2018 as the distributor purchased the product. Costs to Obtain and Fulfill a Contract The Company capitalizes commission costs that are related to new patient starts. These costs are deferred in other assets on the Company's consolidated balance sheet, net of the short term portion included in prepaid and other current assets. The judgments made in determining the amount of costs incurred include whether the commissions are incremental and would not have occurred absent the customer contract. Costs to obtain a contract are amortized as sales and marketing expense on a straight line basis over the expected period of benefit, which considers future product upgrades for which a commission would be paid. These capitalized costs are periodically reviewed for impairment. As of June 30, 2018, capitalized contract acquisition costs were $22.1 million , including a current balance of $6.6 million and a non-current balance of $15.5 million . The Company recognized $3.3 million of amortization of capitalized commission costs during the six months ended June 30, 2018. There were no impairments to capitalized costs to obtain a contract recorded during the period. Financial Statement Impact of Adopting ASC 606 The cumulative effect of applying the new guidance to all contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to accumulated deficit as of the adoption date. The following table shows the adjustments made to accounts on the condensed consolidated balance sheet as of January 1, 2018 as a result of adopting the new guidance. The table also compares the reported condensed consolidated balance sheet accounts as of June 30, 2018 that were impacted by the new guidance to pro forma balance sheet amounts had the previous guidance been in effect. As Reported (1) Adjustments (2) As Adjusted As Reported (3) Adjustments Pro forma (4) (in thousands) 12/31/2017 1/1/2018 1/1/2018 6/30/2018 6/30/2018 6/30/2018 Assets Unbilled receivable (a) $ — $ 5,119 $ 5,119 $ 13,958 $ (13,958 ) $ — Inventories 33,793 (753 ) 33,040 40,808 2,103 42,911 Prepaid expenses and other current assets (b) 9,949 5,568 15,517 17,559 (6,554 ) 11,005 Total current assets 537,171 9,934 547,105 421,793 (18,409 ) 403,384 Other assets (b) 1,969 13,326 15,295 17,961 (15,491 ) 2,470 Total assets 816,744 23,260 840,004 838,856 (33,900 ) 804,956 Liabilities and Stockholder's Equity Deferred revenue (c) 2,356 2,625 4,981 2,338 (854 ) 1,484 Total current liabilities 86,025 2,625 88,650 76,109 (854 ) 75,255 Other long-term liabilities 6,030 271 6,301 6,480 (270 ) 6,210 Total liabilities 658,228 2,896 661,124 659,708 (1,124 ) 658,584 Accumulated deficit (707,255 ) 20,349 (686,906 ) (695,166 ) (32,786 ) (727,952 ) Total stockholders' equity 158,516 20,364 178,880 179,148 (32,776 ) 146,372 Total liabilities and stockholders' equity 816,744 23,260 840,004 838,856 (33,900 ) 804,956 (1) Financial statement amounts as reported in the Company's consolidated balance sheet as of December 31, 2017. Financial statement amounts that are not shown on the above table were not impacted by the adoption of ASC 606. (2) Adjustments made on January 1, 2018 to adopt ASC 606. (3) Financial statement amounts as reported in the interim condensed consolidated balance sheet as of June 30, 2018. Financial statement amounts that are not shown on the above table were not impacted by the adoption of ASC 606. (4) Pro forma balance sheet amounts that would have been reported as of June 30, 2018 had the Company applied the previous guidance under ASC 605. (a) U nbilled receivable that reflects revenue for a portion of the Company's drug delivery product line as the product is produced. The unbilled receivable is reclassified to accounts receivable as the product is completed and shipped to the customer. (b) Other current and non-current assets include contract acquisition costs related to the sale of the Omnipod. These costs are amortized over the estimated period of benefit. (c) The Company recorded deferred revenue for a material right associated with a volume-based pricing discount granted to the Company's European distributor at the outset of the distribution contract in 2010. The deferred revenue related to this material right was recognized as revenue through the completion of the distributor contract during the first half of 2018. The following summarizes the significant changes on the Company’s consolidated statement of operations for the three and six months ended June 30, 2018 as a result of the adoption of ASC 606 on January 1, 2018 compared to if the Company had continued to recognize revenue under ASC 605: Three months ended June 30, 2018 Six months ended June 30, 2018 (in thousands, except per share amounts) As reported Adjustments Pro forma as if the previous accounting guidance was in effect As reported Adjustments Pro forma as if the previous accounting guidance was in effect U.S. Omnipod $ 78,047 $ 77 $ 78,124 $ 148,319 $ 126 $ 148,445 International Omnipod (a) 28,509 (621 ) 27,888 66,913 (1,898 ) 65,015 Drug Delivery (b) 17,706 (8,512 ) 9,194 32,608 (8,839 ) 23,769 Revenue 124,262 (9,056 ) 115,206 247,840 (10,611 ) 237,229 Cost of revenue 42,190 (1,283 ) 40,907 89,953 (1,351 ) 88,602 Gross profit 82,072 (7,773 ) 74,299 157,887 (9,260 ) 148,627 Sales and marketing (c) 35,605 736 36,341 67,738 3,173 70,911 Total operating expenses 77,747 736 78,483 153,562 3,173 156,735 Operating income (loss) 4,325 (8,509 ) (4,184 ) 4,325 (12,433 ) (8,108 ) Loss before income taxes (1,279 ) (8,509 ) (9,788 ) (7,515 ) (12,433 ) (19,948 ) Net loss $ (1,691 ) $ (8,509 ) $ (10,200 ) $ (8,260 ) $ (12,433 ) $ (20,693 ) Net loss per basic and diluted share $ (0.03 ) $ (0.14 ) $ (0.17 ) $ (0.14 ) $ (0.21 ) $ (0.35 ) (a) International Omnipod revenue under ASC 606 includes the amortization of a material right associated with a volume-based pricing discount granted to the Company's European distributor at the outset of the distribution contract in 2010. The deferred revenue was recognized as revenue through the completion of the distributor contract during the first half of 2018. (b) ASC 606 accelerated the recognition of revenue and fulfillment costs related to certain drug delivery contracts for which recognition was previously recorded when the product was shipped to the customer and is recorded as the product is produced under ASC 606. (c) ASC 606 resulted in the amortization of capitalized commission costs that were recorded as part of the cumulative effect adjustment upon adoption and during the six months ended June 30, 2018. Amortization of these capitalized costs to selling and marketing expenses, net of commission costs that were capitalized in the three and six month periods, reduced sales and marketing expenses in each period. Six Months Ended June 30, 2018 Statement of Cash Flows (in thousands) As Reported Adjustments Pro Forma Net loss $ (8,260 ) $ (12,433 ) $ (20,693 ) Adjustments to reconcile net loss to net cash used in operating activities Non-cash items 38,131 — 38,131 Changes in operating assets and liabilities: — Accounts receivable and unbilled receivable (7,217 ) 8,839 1,622 Inventories (7,959 ) (1,351 ) (9,310 ) Prepaid expenses and other assets (4,823 ) 3,174 (1,649 ) Accounts payable, accrued expenses and other current liabilities (17,873 ) — (17,873 ) Deferred revenue (2,626 ) 1,771 (855 ) Other long-term liabilities 232 — 232 Net cash used in operating activities $ (10,395 ) $ — $ (10,395 ) The adoption of ASC 606 had no net impact on the Company’s cash used in operating, investing or financing activities. Revenue recognized during the three and six months ended June 30, 2018 from amounts included in deferred revenue at the beginning of the period was approximately $1.1 million and $2.4 million , respectively. No revenue was recognized during the three and six months ended June 30, 2018 from performance obligations satisfied or partially satisfied in previous periods. During the six months ended June 30, 2018, a $5.1 million unbilled receivable became billable. There were no contract modifications entered into during the three and six months ended June 30, 2018 impacting the Company’s unbilled receivable or deferred revenue. |