Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 30, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'FLDM | ' |
Entity Registrant Name | 'FLUIDIGM CORP | ' |
Entity Central Index Key | '0001162194 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 28,060,958 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $101,024 | $35,261 |
Short-term investments | 42,123 | 49,083 |
Accounts receivable (net of allowances of $54 and $36 at March 31, 2014 and December 31, 2013, respectively) | 18,790 | 10,552 |
Inventories | 13,426 | 8,148 |
Prepaid expenses and other current assets | 3,450 | 1,540 |
Total current assets | 178,813 | 104,584 |
Long-term investments | 15,130 | 1,942 |
Property and equipment, net | 9,377 | 6,818 |
Developed technology, net | 110,600 | 0 |
Goodwill | 104,245 | 0 |
Other non-current assets | 6,558 | 3,571 |
Total assets | 424,723 | 116,915 |
Current liabilities: | ' | ' |
Accounts payable | 8,001 | 4,353 |
Accrued compensation and related benefits | 4,198 | 5,485 |
Other accrued liabilities | 8,206 | 5,392 |
Deferred revenue, current portion | 5,331 | 2,721 |
Total current liabilities | 25,736 | 17,951 |
Convertible notes, net | 195,249 | 0 |
Business Acquisition, intangible assets and developed technology deferred tax liabilities from Canada and California, net of amortization | 31,708 | 0 |
Deferred revenue, net of current portion | 3,711 | 1,899 |
Other non-current liabilities | 888 | 651 |
Total liabilities | 257,292 | 20,501 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $0.001 par value, 10,000 shares authorized, no shares issued and outstanding at March 31, 2014 and December 31, 2013 | 0 | 0 |
Common stock: $0.001 par value, 200,000 shares authorized at March 31, 2014 and December 31, 2013; 28,016 and 25,811 shares issued and outstanding as of March 31, 2014 and December 31, 2013, respectively | 28 | 26 |
Additional paid-in capital | 440,921 | 354,465 |
Accumulated other comprehensive loss | -757 | -730 |
Accumulated deficit | -272,761 | -257,347 |
Total stockholders’ equity | 167,431 | 96,414 |
Total liabilities and stockholders’ equity | $424,723 | $116,915 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowances | $54 | $36 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ' | ' |
Preferred stock, shares outstanding | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 28,016,000 | 25,811,000 |
Common stock, shares outstanding | 28,016,000 | 25,811,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenue: | ' | ' |
Product revenue | $25,449 | $14,254 |
License revenue | 112 | 116 |
Grant revenue | 163 | 165 |
Total revenue | 25,724 | 14,535 |
Costs and expenses: | ' | ' |
Cost of product revenue | 8,704 | 4,259 |
Research and development | 7,646 | 4,197 |
Selling, general and administrative | 15,257 | 11,146 |
Acquisition-related expenses | 10,696 | 0 |
Total costs and expenses | 42,303 | 19,602 |
Loss from operations | -16,579 | -5,067 |
Interest expense | -1,026 | -10 |
Gain from sale of investment in Verinata | 0 | 1,777 |
Other income (expense), net | 48 | -213 |
Loss before income taxes | -17,557 | -3,513 |
Benefit from (provision for) income taxes | 2,143 | -38 |
Net loss | -15,414 | -3,551 |
Net loss per share, basic and diluted | ($0.57) | ($0.14) |
Shares used in computing net loss per share, basic and diluted | 26,900 | 25,242 |
Comprehensive loss | ($15,442) | ($3,555) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Operating activities | ' | ' |
Net loss | ($15,414) | ($3,551) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 920 | 584 |
Stock-based compensation expense | 3,379 | 1,255 |
Acquisition-related share-based awards acceleration expense | 2,648 | 0 |
Amortization of developed technology | 1,400 | 0 |
Non-cash charges for sale of inventory revalued at the date of acquisition | 517 | 0 |
Gain from sale of investment in Verinata | 0 | -1,777 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable, net | -601 | 2,933 |
Inventories | -2,511 | -439 |
Prepaid expenses and other current assets | -435 | -410 |
Other non-current assets | -3,103 | 13 |
Accounts payable | 2,514 | 1,128 |
Other current liabilities | -1,415 | -866 |
Other non-current liabilities | 1,554 | 246 |
Net cash used in operating activities | -10,547 | -884 |
Investing activities | ' | ' |
Acquisition, net of cash acquired | -113,190 | 0 |
Purchases of investments | -15,003 | -7,414 |
Proceeds from sales and maturities of investments | 8,775 | 7,390 |
Proceeds from sale of investment in Verinata | 0 | 3,117 |
Purchases of property and equipment | -1,813 | -698 |
Net cash (used in) provided by investing activities | -121,231 | 2,395 |
Financing activities | ' | ' |
Proceeds from issuance of convertible notes, net | 195,212 | 0 |
Proceeds from exercise of stock options | 2,287 | 1,767 |
Net cash provided by financing activities | 197,499 | 1,767 |
Effect of foreign exchange rate fluctuations on cash and cash equivalents | 42 | -112 |
Net increase in cash and cash equivalents | 65,763 | 3,166 |
Cash and cash equivalents at beginning of period | 35,261 | 58,649 |
Cash and cash equivalents at end of period | 101,024 | 61,815 |
Supplemental cash flow information: | ' | ' |
Issuance of common stock and options related to acquisition | $78,196 | $0 |
Description_of_Business_Notes
Description of Business (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Description of Business | ' |
Description of Business | |
Fluidigm Corporation (we, our, or us) was incorporated in the State of California in May 1999 to commercialize microfluidic technology initially developed at the California Institute of Technology. In July 2007, we were reincorporated in Delaware. Our headquarters are located in South San Francisco, California. We develop, manufacture, and market life science analytical and preparatory systems for growth markets such as single-cell biology and production genomics. We sell to leading academic institutions, clinical laboratories, and pharmaceutical, biotechnology, and agricultural biotechnology (Ag-Bio) companies worldwide. Our systems are based on proprietary microfluidics and multi-parameter mass cytometry technology, and are designed to significantly simplify experimental workflow, increase throughput, and reduce costs, while providing excellent data quality. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies (Notes) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Significant Accounting Policies | ' | ||||||||
Summary of Significant Accounting Policies | |||||||||
Basis of Presentation | |||||||||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and following the requirements of the Securities and Exchange Commission (SEC) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2013 has been derived from audited consolidated financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of our financial information. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results to be expected for the year ending December 31, 2014 or for any other interim period or for any other future year. | |||||||||
The preparation of these condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, expenses, and related disclosures. On an ongoing basis, we evaluate our estimates, including critical accounting policies or estimates related to revenue recognition, income tax provisions, stock-based compensation, inventory valuation, allowances for doubtful accounts and useful lives of long-lived assets. We base our estimates on historical experience and on various relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ significantly from these estimates. | |||||||||
The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2013 included in our Annual Report on Form 10-K filed with the SEC. | |||||||||
Reclassifications | |||||||||
Certain items previously reported in the condensed consolidated statement of cash flows have been reclassified to conform to the current period presentation. Such reclassifications do not impact previously reported net cash used in operating activities, net cash provided by investing activities, net cash provided by financing activities, or change in cash and cash equivalents. | |||||||||
Net Loss per Share | |||||||||
Our basic and diluted net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock outstanding for the period. Options to purchase common stock are considered to be potentially dilutive common shares but have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive for all periods presented. | |||||||||
The following potentially dilutive common shares were excluded from the computation of diluted net loss per share for the interim periods presented because including them would have been anti-dilutive (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Stock options and restricted stock | 3,927 | 3,731 | |||||||
Convertible notes | 3,598 | — | |||||||
Comprehensive Loss | |||||||||
The following is a summary of comprehensive loss (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Net loss | $ | (15,414 | ) | $ | (3,551 | ) | |||
Other comprehensive loss | (28 | ) | (4 | ) | |||||
Comprehensive loss | $ | (15,442 | ) | $ | (3,555 | ) | |||
Comprehensive loss is comprised of net loss, unrealized gains and losses on our investments, and foreign currency translation adjustments. | |||||||||
Investment, at cost | |||||||||
In February 2013, Illumina, Inc. acquired Verinata for $350 million in cash and up to an additional $100 million in milestone payments through 2015. In March 2013, we received cash proceeds of $3.1 million in exchange for our ownership interest in Verinata resulting in a gain of $1.8 million. If the milestone payments become payable in the future, we could receive up to $3.2 million in additional proceeds. | |||||||||
Business Combinations | |||||||||
Assets acquired and liabilities assumed as part of a business acquisition are generally recorded at their fair value at the date of acquisition. The excess of purchase price over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Determining fair value of identifiable assets, particularly intangibles, and liabilities acquired also requires management to make estimates, which are based on all available information and in some cases assumptions with respect to the timing and amount of future revenues and expenses associated with an asset. Accounting for business acquisitions requires management to make judgments as to whether a purchase transaction is a multiple element contract, meaning that it includes other transaction components such as a settlement of a preexisting relationship. This judgment and determination affects the amount of consideration paid that is allocable to assets and liabilities acquired in the business purchase transaction. | |||||||||
Long-lived Assets | |||||||||
Goodwill and intangible assets with indefinite lives are not subject to amortization, but are tested for impairment on an annual basis during the fourth quarter or whenever events or changes in circumstances indicate the carrying amount of these assets may not be recoverable. We first conduct an assessment of qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount. If we determine that it is more likely than not that the fair value of our reporting unit is less than its carrying amount, we then conduct a two-step test for impairment of goodwill. In the first step, we compare the fair value of our reporting unit to its carrying values. If the fair values of our reporting unit exceed the carrying value of the net assets, goodwill is not considered impaired and no further analysis is required. If the carrying values of the net assets exceed the fair values of the reporting unit, then the second step of the impairment test must be performed in order to determine the implied fair value of the goodwill. If the carrying value of the goodwill exceeds the implied fair value, then an impairment loss equal to the difference would be recorded. | |||||||||
Legal Matters | |||||||||
From time to time, we may be subject to various legal proceedings and claims arising in the ordinary course of business. We assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. | |||||||||
Pursuant to the terms of a patent cross license agreement with Applied Biosystems, LLC (a subsidiary of Life Technologies Corporation, or Life, and now part of Thermo Fisher Scientific), we were obligated to make a $1.0 million payment to Life upon satisfaction of certain conditions. We do not believe that the conditions triggering the payment obligation have been met; however, on October 16, 2013, Life provided notice that the $1.0 million payment was due and payable under the license agreement. We accrued a loss contingency of $1.0 million on September 30, 2013 and on January 30, 2014, we paid Life the amount due while reserving our rights with respect to such matter. Among other reasons, we made the payment to avoid what would have been, in our view, an improper termination of our license to certain Life patent filings under the agreement, which could have subjected our relevant product lines to risks associated with patent infringement litigation. | |||||||||
Recent Accounting Pronouncement | |||||||||
In June 2013, the Financial Accounting Standards Board ratified Emerging Issues Task Force (EITF) Issue 13-C, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists” which concludes an unrecognized tax benefit should be presented as a reduction of a deferred tax asset when settlement in this manner is available under the tax law. This guidance is effective for our interim and annual periods beginning January 1, 2014. We do not believe the adoption of this guidance will have a material impact on our consolidated financial statements. |
Convertible_Notes_Notes
Convertible Notes (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Convertible Notes | ' |
Convertible Notes | |
On February 4, 2014, we closed an underwritten public offering of $201.3 million aggregate principal amount of our 2.75% Senior Convertible Notes due 2034 (Notes) pursuant to an underwriting agreement, dated January 29, 2014. The Notes will accrue interest at a rate of 2.75% per year, payable semi-annually in arrears on February 1 and August 1 of each year, commencing August 1, 2014. The Notes will mature on February 1, 2034, unless earlier converted, redeemed, or repurchased in accordance with the terms of the Notes. The initial conversion rate of the Notes is 17.8750 shares of our common stock, par value $0.001 per share, per $1,000 principal amount of Notes (which is equivalent to an initial conversion price of approximately $55.94 per share). The conversion rate will be subject to adjustment upon the occurrence of certain specified events. Holders may surrender their Notes for conversion at any time prior to the stated maturity date. On or after February 6, 2018 and prior to February 6, 2021, we may redeem any or all of the Notes in cash if the closing price of our common stock exceeds 130% of the conversion price for a specified number of days, and on or after February 6, 2021, we may redeem any or all of the Notes in cash without any such condition. The redemption price of the Notes will equal 100% of the principal amount of the Notes plus accrued and unpaid interest. Holders may require us to repurchase all or a portion of their Notes on each of February 6, 2021, February 6, 2024, and February 6, 2029 at a repurchase price in cash equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. If we undergo a fundamental change, as defined in the terms of the Notes, holders may require us to repurchase the Notes in whole or in part for cash at a repurchase price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. | |
We received $195.2 million, net of underwriting discounts, from the issuance of the Notes and incurred $1.1 million in offering-related expenses. We used $126.0 million of the net proceeds to fund the cash portion of the consideration payable by us in connection with our acquisition of DVS Sciences, Inc. (now Fluidigm Sciences Inc.) (See Note 4). |
Acquisition_Notes
Acquisition (Notes) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Acquisition | ' | ||||||||
Acquisition | |||||||||
On February 13, 2014 (Acquisition Date), we acquired DVS Sciences, Inc. (DVS) primarily to broaden our addressable single-cell biology market opportunity and complement our existing product offerings. DVS develops, manufactures, markets, and sells multi-parameter single-cell protein analysis systems and related reagents and data analysis tools. DVS’s principal market is the life sciences research market consisting of drug development companies, government research centers, and universities worldwide. | |||||||||
The contractual price for the acquisition was $207.5 million, subject to certain adjustments as specified in the merger agreement. The aggregate purchase price was determined to be $199.9 million, as detailed in the table below: | |||||||||
Estimated Fair Value (in thousands) | |||||||||
Cash | $ | 126,048 | |||||||
Issued 1,759,007 shares of Fluidigm common stock | 76,805 | ||||||||
Acquisition consideration paid at Acquisition Date | 202,853 | ||||||||
Accelerated stock compensation (1) | (6,690 | ) | |||||||
Estimated fair value of vested Fluidigm equivalent stock options (2) | 4,039 | ||||||||
Working capital adjustment | (269 | ) | |||||||
Aggregate purchase price | $ | 199,933 | |||||||
-1 | As a part of the acquisition, we accelerated vesting of certain DVS stock options and shares of restricted stock, and incurred a $6.7 million expense, based upon the per share consideration paid to holders of shares of DVS common stock as of February 13, 2014. This expense is accounted for as a separate transaction and reflected in the acquisition-related expenses line of the condensed consolidated statements of operations. | ||||||||
-2 | In conjunction with the acquisition, we assumed all outstanding DVS stock options and unvested shares of restricted stock and converted, as of the Acquisition Date, the unvested stock options outstanding under the DVS stock option plan into unvested stock options to purchase approximately 143,000 shares of Fluidigm common stock and approximately 186,000 shares of restricted Fluidigm common stock, retaining the original vesting schedules. The fair value of all converted share-based awards was $14.6 million, of which $4.0 million was attributed to the pre-combination service period and was included in the calculation of purchase price. The remaining fair value will be recognized over the awards’ remaining vesting periods subsequent to the acquisition. The fair value of the Fluidigm equivalent share-based awards as of the Acquisition Date was estimated using the Black-Scholes valuation model. | ||||||||
Approximately 885,000 shares of Fluidigm common stock, with a fair value of $38.6 million, representing 50.3030% of the shares otherwise payable to the former stockholders of DVS, was deposited into escrow. These shares comprise a portion of the merger consideration and will be held in escrow to secure indemnification obligations under the merger agreement, if any, for a period of 13 to 18 months following the Acquisition Date, subject to any then pending indemnification claims. | |||||||||
Prior to the closing of the acquisition, we closed an underwritten public offering of $201.3 million aggregate principal amount of our Notes (See Note 3) to fund a portion of the cash consideration payable in connection with the acquisition. The results of DVS's operations have been included in the condensed consolidated financial statements for the period from February 13, 2014 to March 31, 2014. | |||||||||
As of March 31, 2014, the accounting for the Acquisition is preliminary due to the ongoing analysis of the developed technology relating to intellectual property rights acquired in connection with the acquisition, associated royalty obligations pursuant to third-party license agreements, and certain tax liabilities. Upon completion of this analysis and during the measurement period, we may record adjustments to the estimated amounts recorded. | |||||||||
Net Assets Acquired | |||||||||
The transaction has been accounted for using the acquisition method of accounting which requires that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The following table summarizes the assets acquired and liabilities assumed as of the Acquisition Date: | |||||||||
Allocation of purchase price (in thousands) | |||||||||
Cash and cash equivalents | $ | 8,405 | |||||||
Accounts receivable, net | 7,698 | ||||||||
Inventories | 3,489 | ||||||||
Prepaid expenses and other current assets | 1,482 | ||||||||
Property and equipment, net | 1,202 | ||||||||
Developed technology | 112,000 | ||||||||
Goodwill | 104,245 | ||||||||
Other non-current assets | 88 | ||||||||
Total assets acquired | 238,609 | ||||||||
Accounts payable | (1,114 | ) | |||||||
Accrued compensation and related benefits | (761 | ) | |||||||
Other accrued liabilities | (1,204 | ) | |||||||
Deferred revenue, current portion | (1,844 | ) | |||||||
Tax payable | (45 | ) | |||||||
Deferred tax liability | (32,079 | ) | |||||||
Deferred revenue, net of current portion | (1,629 | ) | |||||||
Net assets acquired | $ | 199,933 | |||||||
The following table is a summary of the fair value estimate of the identifiable intangible asset and its useful life: | |||||||||
Useful Life | Estimated Fair Value (in thousands) | ||||||||
Developed technology | 10 years | 112,000 | |||||||
The $104.2 million of goodwill recognized as part of the transaction is attributable primarily to expected synergies and other benefits from the acquisition and is not expected to be deductible for income tax purposes. | |||||||||
Acquisition Costs | |||||||||
Acquisition-related expenses were $10.7 million for the three months ended March 31, 2014 and primarily included accelerated vesting of certain DVS restricted stock and options, and consulting, legal, and investing banking fees. These costs are included within the acquisition-related expenses line of the condensed consolidated statements of operations. | |||||||||
Actual and Pro Forma Results | |||||||||
The amounts of total revenue and net loss of DVS included in our condensed consolidated statement of operations from the Acquisition Date to March 31, 2014 are as follows: | |||||||||
Acquisition Date to March 31, 2014 (in thousands) | |||||||||
Total revenue | $ | 2,828 | |||||||
Net loss | $ | (1,597 | ) | ||||||
The unaudited pro forma results presented below include the effects of the DVS acquisition as if it had been consummated as of January 1, 2013. The pro forma results below include adjustments related to depreciation and amortization to reflect the fair value of acquired property and equipment and identifiable intangible assets, stock-based compensation, and the associated income tax impacts. Share-based compensation associated with accelerated vesting and acquisition related costs, which are not expected to occur in future quarters, are not reflected in the pro forma calculation. The pro forma information does not necessarily reflect the actual results of operations had the acquisition been consummated at the beginning of the fiscal reporting period indicated nor is it indicative of future operating results. The pro forma information does not include any adjustment for (i) potential revenue enhancements, cost synergies or other operating efficiencies that could result from the acquisition. or (ii) transaction or integration costs relating to the acquisition. | |||||||||
March 31, 2013 (in thousands) | March 31, 2014 (in thousands) | ||||||||
Unaudited pro forma total revenue | $ | 18,735 | $ | 29,509 | |||||
Unaudited pro forma net loss | $ | (10,297 | ) | $ | (18,986 | ) |
Goodwill_Notes
Goodwill (Notes) | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||
Goodwill and Intangible Assets | ' | |||||||||||||||||||
Goodwill and Intangible Assets | ||||||||||||||||||||
Goodwill | ||||||||||||||||||||
Upon the acquisition of DVS, we acquired $104.2 million of goodwill. There were no changes in goodwill balance between the Acquisition Date and March 31, 2014. | ||||||||||||||||||||
Intangible Assets | ||||||||||||||||||||
The following table provides details of our intangible assets related to the DVS acquisition as of March 31, 2014 (in thousands, except years): | ||||||||||||||||||||
Gross | Accumulated | Net | Useful Life | |||||||||||||||||
Amortization | (years) | |||||||||||||||||||
Developed technology | $ | 112,000 | $ | (1,400 | ) | $ | 110,600 | 10 | ||||||||||||
We recognized $1.4 million in intangible asset amortization expense during the quarter ended March 31, 2014. The estimated future amortization expense of intangible assets as of March 31, 2014 is as follows (in thousands): | ||||||||||||||||||||
Amount | ||||||||||||||||||||
2014 (remainder of year) | $ | 8,400 | ||||||||||||||||||
2015 | 11,200 | |||||||||||||||||||
2016 | 11,200 | |||||||||||||||||||
2017 | 11,200 | |||||||||||||||||||
2018 | 11,200 | |||||||||||||||||||
Thereafter | 57,400 | |||||||||||||||||||
$ | 110,600 | |||||||||||||||||||
Inventories_Notes
Inventories (Notes) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventories consist of the following (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 5,467 | $ | 2,650 | |||||
Work-in-process | 1,900 | 1,627 | |||||||
Finished goods | 6,059 | 3,871 | |||||||
$ | 13,426 | $ | 8,148 | ||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments (Notes) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||||||||||||||||||
As a basis for considering fair value, we follow a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | |||||||||||||||||||||||||||||||||
Level I: observable inputs such as quoted prices in active markets; | |||||||||||||||||||||||||||||||||
Level II: inputs other than quoted prices in active markets that are observable either directly or indirectly; and | |||||||||||||||||||||||||||||||||
Level III: unobservable inputs in which there is little or no market data, which requires us to develop our own assumptions. | |||||||||||||||||||||||||||||||||
Our cash equivalents, which include money market funds, are classified as Level I because they are valued using quoted market prices. Our investments are generally classified as Level II because their value is based on valuations using significant inputs derived from or corroborated by observable market data. Depending on the security, the income and market approaches are used in the model driven valuations. Inputs of these models include recently executed transaction prices in securities of the issuer or comparable issuers and yield curves. | |||||||||||||||||||||||||||||||||
The following table sets forth our financial instruments that were measured at fair value by level within the fair value hierarchy (in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||||||||
Level I | Level II | Level III | Total | Level I | Level II | Level III | Total | ||||||||||||||||||||||||||
Assets | |||||||||||||||||||||||||||||||||
Money market funds | $ | 77,490 | $ | — | $ | — | $ | 77,490 | $ | 17,547 | $ | — | $ | — | $ | 17,547 | |||||||||||||||||
U.S. government and agency securities | — | 57,253 | — | 57,253 | — | 51,025 | — | 51,025 | |||||||||||||||||||||||||
Total assets measured at fair value | $ | 77,490 | $ | 57,253 | $ | — | $ | 134,743 | $ | 17,547 | $ | 51,025 | $ | — | $ | 68,572 | |||||||||||||||||
The following is a summary of investments at March 31, 2014 (in thousands): | |||||||||||||||||||||||||||||||||
Amortized | Gross | Gross | Estimated | ||||||||||||||||||||||||||||||
Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||||||||||||||||||
Gain | Loss | ||||||||||||||||||||||||||||||||
U.S. government and agency securities | $ | 57,239 | $ | 20 | $ | (6 | ) | $ | 57,253 | ||||||||||||||||||||||||
The contractual maturity dates of $42.1 million of our investments are within one year from March 31, 2014. The contractual maturity dates of our remaining securities are less than eighteen months from March 31, 2014. | |||||||||||||||||||||||||||||||||
The following is a summary of our cash and cash equivalents (in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2014 | 31-Dec-13 | ||||||||||||||||||||||||||||||||
Cash | $ | 23,534 | $ | 17,714 | |||||||||||||||||||||||||||||
Money market funds | 77,490 | 17,547 | |||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 101,024 | $ | 35,261 | |||||||||||||||||||||||||||||
Line_of_Credit_Notes
Line of Credit (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Line of Credit | ' |
Line of Credit | |
A bank line of credit, as amended, provides us with the ability to borrow up to $10.0 million, of which $6.0 million is available on a non-formula basis, subject to certain covenants and other restrictions. The balance of $4.0 million is available based on eligible receivables. The line of credit expires in December 2014 and is collateralized by our assets, excluding our intellectual property, and bears interest at a rate equal to the greater of (i) 3.75% or (ii) the prime rate plus 0.50% per year. At March 31, 2014, there was no outstanding balance on the line of credit. On May 9, 2014, we entered into a modification agreement with the lender to amend and waive certain financial covenants under the financing agreement, effective as of March 31, 2014. Except to the extent specifically amended pursuant to the modification agreement, the financing agreement remains in full force and effect. We are in compliance with all applicable covenants under the financing agreement. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies Disclosure [Text Block] | ' |
Commitments and Contingencies | |
Operating Leases | |
On April 9, 2013, we entered into an amendment (the Amendment) to the lease agreement dated September 4, 2010 (as amended, the Lease) relating to the lease of office and laboratory space at our headquarters located at 7000 Shoreline Court, South San Francisco, California. The Amendment provided for an expansion of the premises covered under the Lease, effective April 1, 2014; an extension of the term of the Lease to April 30, 2020 with an option to renew for an additional five years; payment of base rent with rent escalation; and payment of certain operating expenses during the term of the Lease. The Amendment also provided for an allowance of approximately $0.7 million for tenant improvements, which, to the extent not used by March 31, 2015, will be used to offset base rent obligations, and an additional allowance of approximately $0.5 million for tenant improvements, which, if used, will be repaid in equal monthly payments with interest at a rate of 9% per annum over the remaining term of the Lease. | |
On October 14, 2013, Fluidigm Singapore accepted an offer of tenancy (Lease) from HSBC Institutional Trust Services (Singapore) Limited, as trustee of Ascendas Real Estate Investment Trust (Landlord), relating to the lease of a facility located at Block 5008, Ang Mo Kio Avenue 5, TECHplace II, Singapore 569874. Pursuant to the terms of the Lease, Fluidigm Singapore took possession of the facility commencing on March 3, 2014 for a term of 99 months, and the Lease and rental obligations thereunder will commence on June 3, 2014. The Lease also provides Fluidigm Singapore with an option to renew the Lease for an additional 60 months at the then prevailing market rent, and on similar terms as the existing Lease, and a right of first refusal on certain additional space in the building beginning June 2, 2014 until June 1, 2015. The leases for Fluidigm Singapore’s existing facilities terminate on August 31, 2014. Fluidigm Singapore intends to consolidate its manufacturing operations in the new space in the third quarter of 2014. | |
In connection with our acquisition of DVS (See Note 4), we assumed the operating leases for facilities in Sunnyvale, California and Markham, Ontario, Canada, which expire in January 2016 and July 2016, respectively. The Canada lease includes an option to renew the lease for an additional five years at the then prevailing market rent, and on similar terms as the existing lease. We recognize rent expense on a straight-line basis over the non-cancelable lease term. Rent expense for the period February 13, 2014 to March 31, 2014 was $44,000. The total operating lease obligations for the assumed operating leases in Sunnyvale, California and Markham, Ontario, Canada are $716,000 as of March 31, 2014. |
StockBased_Compensation_Notes
Stock-Based Compensation (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Stock-Based Compensation | ' |
Stock-Based Compensation | |
During the three months ended March 31, 2014, we granted to certain employees options to purchase 352,000 shares of common stock with exercise prices ranging from $44.07 to $47.55 per share. These options had a total grant date fair value of $9.2 million that will be recognized as expense over their respective 4-year vesting periods. We also granted 285,000 restricted stock units to certain employees with fair market values ranging from $42.43 to $47.55 per share. These restricted stock units had a total grant date fair value of $13.2 million that will be recognized as expense over the respective 4-year vesting periods. | |
We recognized stock-based compensation expense of $3.4 million and $1.3 million during the three months ended March 31, 2014 and 2013, respectively. As of March 31, 2014, we had $25.2 million and $20.1 million of unrecognized stock-based compensation costs related to stock options and restricted stock units, respectively, which are expected to be recognized over a weighted average period of 2.9 years and 3.9 years, respectively. |
Income_Taxes_Notes
Income Taxes (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
Income taxes are primarily comprised of state and foreign income taxes. The provision or benefit for income taxes for the periods presented differs from the 34% U.S. Federal statutory rate primarily due to maintaining a valuation allowance for U.S. losses and tax assets, which we do not consider to be realizable. Income tax expense primarily consists of amounts payable in foreign jurisdictions. As a result of the intangible assets arising from the DVS acquisition (See Note 4), we recorded foreign and California deferred tax liabilities of $30.0 million and $2.0 million, respectively. The related valuation allowance associated with our California deferred tax assets was released and recorded as an income tax benefit in the quarter ended March 31, 2014. |
Information_About_Geographic_A
Information About Geographic Areas (Notes) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Information About Geographic Areas | ' | ||||||||
Information About Geographic Areas | |||||||||
We operate in one reporting segment, which is the development, manufacturing, and commercialization of life science analytical and preparatory systems consisting of instruments and consumables for academic institutions, clinical laboratories, and pharmaceutical, biotechnology, and Ag-Bio companies in growth markets, such as single-cell biology and production genomics. | |||||||||
The following table presents our product revenue by geography based on the billing address of our customers for each period presented (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
United States | $ | 11,238 | $ | 6,919 | |||||
Europe | 6,382 | 3,501 | |||||||
Japan | 4,354 | 1,499 | |||||||
Asia-Pacific | 2,092 | 1,915 | |||||||
Other | 1,383 | 420 | |||||||
Total | $ | 25,449 | $ | 14,254 | |||||
Our license and grant revenues are primarily generated in the United States. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and following the requirements of the Securities and Exchange Commission (SEC) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of December 31, 2013 has been derived from audited consolidated financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of our financial information. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results to be expected for the year ending December 31, 2014 or for any other interim period or for any other future year. | |
The preparation of these condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, expenses, and related disclosures. On an ongoing basis, we evaluate our estimates, including critical accounting policies or estimates related to revenue recognition, income tax provisions, stock-based compensation, inventory valuation, allowances for doubtful accounts and useful lives of long-lived assets. We base our estimates on historical experience and on various relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ significantly from these estimates. | |
The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2013 included in our Annual Report on Form 10-K filed with the SEC. | |
Reclassifications | ' |
Reclassifications | |
Certain items previously reported in the condensed consolidated statement of cash flows have been reclassified to conform to the current period presentation. Such reclassifications do not impact previously reported net cash used in operating activities, net cash provided by investing activities, net cash provided by financing activities, or change in cash and cash equivalents. | |
Net Loss per Share | ' |
Net Loss per Share | |
Our basic and diluted net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock outstanding for the period. Options to purchase common stock are considered to be potentially dilutive common shares but have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive for all periods presented. | |
Comprehensive Loss | ' |
Comprehensive loss is comprised of net loss, unrealized gains and losses on our investments, and foreign currency translation adjustments. | |
Business Combinations | ' |
Business Combinations | |
Assets acquired and liabilities assumed as part of a business acquisition are generally recorded at their fair value at the date of acquisition. The excess of purchase price over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Determining fair value of identifiable assets, particularly intangibles, and liabilities acquired also requires management to make estimates, which are based on all available information and in some cases assumptions with respect to the timing and amount of future revenues and expenses associated with an asset. Accounting for business acquisitions requires management to make judgments as to whether a purchase transaction is a multiple element contract, meaning that it includes other transaction components such as a settlement of a preexisting relationship. This judgment and determination affects the amount of consideration paid that is allocable to assets and liabilities acquired in the business purchase transaction. | |
Long-lived Assets | ' |
Long-lived Assets | |
Goodwill and intangible assets with indefinite lives are not subject to amortization, but are tested for impairment on an annual basis during the fourth quarter or whenever events or changes in circumstances indicate the carrying amount of these assets may not be recoverable. We first conduct an assessment of qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount. If we determine that it is more likely than not that the fair value of our reporting unit is less than its carrying amount, we then conduct a two-step test for impairment of goodwill. In the first step, we compare the fair value of our reporting unit to its carrying values. If the fair values of our reporting unit exceed the carrying value of the net assets, goodwill is not considered impaired and no further analysis is required. If the carrying values of the net assets exceed the fair values of the reporting unit, then the second step of the impairment test must be performed in order to determine the implied fair value of the goodwill. If the carrying value of the goodwill exceeds the implied fair value, then an impairment loss equal to the difference would be recorded. | |
Legal Matters | ' |
Legal Matters | |
From time to time, we may be subject to various legal proceedings and claims arising in the ordinary course of business. We assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. | |
Recent Accounting Pronouncement | ' |
Recent Accounting Pronouncement | |
In June 2013, the Financial Accounting Standards Board ratified Emerging Issues Task Force (EITF) Issue 13-C, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists” which concludes an unrecognized tax benefit should be presented as a reduction of a deferred tax asset when settlement in this manner is available under the tax law. This guidance is effective for our interim and annual periods beginning January 1, 2014. We do not believe the adoption of this guidance will have a material impact on our consolidated financial statements. | |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments | |
As a basis for considering fair value, we follow a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | |
Level I: observable inputs such as quoted prices in active markets; | |
Level II: inputs other than quoted prices in active markets that are observable either directly or indirectly; and | |
Level III: unobservable inputs in which there is little or no market data, which requires us to develop our own assumptions. | |
Our cash equivalents, which include money market funds, are classified as Level I because they are valued using quoted market prices. Our investments are generally classified as Level II because their value is based on valuations using significant inputs derived from or corroborated by observable market data. Depending on the security, the income and market approaches are used in the model driven valuations. Inputs of these models include recently executed transaction prices in securities of the issuer or comparable issuers and yield curves. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Potential Common Shares Excluded from Computations of Diluted Net Loss Per Share Attributed to Common Stockholders | ' | ||||||||
The following potentially dilutive common shares were excluded from the computation of diluted net loss per share for the interim periods presented because including them would have been anti-dilutive (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Stock options and restricted stock | 3,927 | 3,731 | |||||||
Convertible notes | 3,598 | — | |||||||
Summary of Comprehensive Loss | ' | ||||||||
The following is a summary of comprehensive loss (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Net loss | $ | (15,414 | ) | $ | (3,551 | ) | |||
Other comprehensive loss | (28 | ) | (4 | ) | |||||
Comprehensive loss | $ | (15,442 | ) | $ | (3,555 | ) |
Acquisition_Tables
Acquisition (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Schedule of Consideration Transferred | ' | ||||||||
Estimated Fair Value (in thousands) | |||||||||
Cash | $ | 126,048 | |||||||
Issued 1,759,007 shares of Fluidigm common stock | 76,805 | ||||||||
Acquisition consideration paid at Acquisition Date | 202,853 | ||||||||
Accelerated stock compensation (1) | (6,690 | ) | |||||||
Estimated fair value of vested Fluidigm equivalent stock options (2) | 4,039 | ||||||||
Working capital adjustment | (269 | ) | |||||||
Aggregate purchase price | $ | 199,933 | |||||||
-1 | As a part of the acquisition, we accelerated vesting of certain DVS stock options and shares of restricted stock, and incurred a $6.7 million expense, based upon the per share consideration paid to holders of shares of DVS common stock as of February 13, 2014. This expense is accounted for as a separate transaction and reflected in the acquisition-related expenses line of the condensed consolidated statements of operations. | ||||||||
-2 | In conjunction with the acquisition, we assumed all outstanding DVS stock options and unvested shares of restricted stock and converted, as of the Acquisition Date, the unvested stock options outstanding under the DVS stock option plan into unvested stock options to purchase approximately 143,000 shares of Fluidigm common stock and approximately 186,000 shares of restricted Fluidigm common stock, retaining the original vesting schedules. The fair value of all converted share-based awards was $14.6 million, of which $4.0 million was attributed to the pre-combination service period and was included in the calculation of purchase price. The remaining fair value will be recognized over the awards’ remaining vesting periods subsequent to the acquisition. The fair value of the Fluidigm equivalent share-based awards as of the Acquisition Date was estimated using the Black-Scholes valuation model. | ||||||||
Schedule of consideration transferred and assets acquired and liabilities assumed | ' | ||||||||
The following table summarizes the assets acquired and liabilities assumed as of the Acquisition Date: | |||||||||
Allocation of purchase price (in thousands) | |||||||||
Cash and cash equivalents | $ | 8,405 | |||||||
Accounts receivable, net | 7,698 | ||||||||
Inventories | 3,489 | ||||||||
Prepaid expenses and other current assets | 1,482 | ||||||||
Property and equipment, net | 1,202 | ||||||||
Developed technology | 112,000 | ||||||||
Goodwill | 104,245 | ||||||||
Other non-current assets | 88 | ||||||||
Total assets acquired | 238,609 | ||||||||
Accounts payable | (1,114 | ) | |||||||
Accrued compensation and related benefits | (761 | ) | |||||||
Other accrued liabilities | (1,204 | ) | |||||||
Deferred revenue, current portion | (1,844 | ) | |||||||
Tax payable | (45 | ) | |||||||
Deferred tax liability | (32,079 | ) | |||||||
Deferred revenue, net of current portion | (1,629 | ) | |||||||
Net assets acquired | $ | 199,933 | |||||||
Fair value estimate of identifiable intangibles assets acquired | ' | ||||||||
The following table is a summary of the fair value estimate of the identifiable intangible asset and its useful life: | |||||||||
Useful Life | Estimated Fair Value (in thousands) | ||||||||
Developed technology | 10 years | 112,000 | |||||||
Business combination, pro forma information | ' | ||||||||
The amounts of total revenue and net loss of DVS included in our condensed consolidated statement of operations from the Acquisition Date to March 31, 2014 are as follows: | |||||||||
Acquisition Date to March 31, 2014 (in thousands) | |||||||||
Total revenue | $ | 2,828 | |||||||
Net loss | $ | (1,597 | ) | ||||||
The pro forma information does not include any adjustment for (i) potential revenue enhancements, cost synergies or other operating efficiencies that could result from the acquisition. or (ii) transaction or integration costs relating to the acquisition. | |||||||||
March 31, 2013 (in thousands) | March 31, 2014 (in thousands) | ||||||||
Unaudited pro forma total revenue | $ | 18,735 | $ | 29,509 | |||||
Unaudited pro forma net loss | $ | (10,297 | ) | $ | (18,986 | ) |
Goodwill_Tables
Goodwill (Tables) | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||
Schedule of intangible assets | ' | |||||||||||||||||||
The following table provides details of our intangible assets related to the DVS acquisition as of March 31, 2014 (in thousands, except years): | ||||||||||||||||||||
Gross | Accumulated | Net | Useful Life | |||||||||||||||||
Amortization | (years) | |||||||||||||||||||
Developed technology | $ | 112,000 | $ | (1,400 | ) | $ | 110,600 | 10 | ||||||||||||
Schedule of future amortization expense of intangible assets | ' | |||||||||||||||||||
We recognized $1.4 million in intangible asset amortization expense during the quarter ended March 31, 2014. The estimated future amortization expense of intangible assets as of March 31, 2014 is as follows (in thousands): | ||||||||||||||||||||
Amount | ||||||||||||||||||||
2014 (remainder of year) | $ | 8,400 | ||||||||||||||||||
2015 | 11,200 | |||||||||||||||||||
2016 | 11,200 | |||||||||||||||||||
2017 | 11,200 | |||||||||||||||||||
2018 | 11,200 | |||||||||||||||||||
Thereafter | 57,400 | |||||||||||||||||||
$ | 110,600 | |||||||||||||||||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventories | ' | ||||||||
Inventories consist of the following (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 5,467 | $ | 2,650 | |||||
Work-in-process | 1,900 | 1,627 | |||||||
Finished goods | 6,059 | 3,871 | |||||||
$ | 13,426 | $ | 8,148 | ||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||||||||||
Financial Instruments Measured at Fair Value by Level within the Fair Value Hierarchy | ' | ||||||||||||||||||||||||||||||||
The following table sets forth our financial instruments that were measured at fair value by level within the fair value hierarchy (in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||||||||
Level I | Level II | Level III | Total | Level I | Level II | Level III | Total | ||||||||||||||||||||||||||
Assets | |||||||||||||||||||||||||||||||||
Money market funds | $ | 77,490 | $ | — | $ | — | $ | 77,490 | $ | 17,547 | $ | — | $ | — | $ | 17,547 | |||||||||||||||||
U.S. government and agency securities | — | 57,253 | — | 57,253 | — | 51,025 | — | 51,025 | |||||||||||||||||||||||||
Total assets measured at fair value | $ | 77,490 | $ | 57,253 | $ | — | $ | 134,743 | $ | 17,547 | $ | 51,025 | $ | — | $ | 68,572 | |||||||||||||||||
Summary of Investments | ' | ||||||||||||||||||||||||||||||||
The following is a summary of investments at March 31, 2014 (in thousands): | |||||||||||||||||||||||||||||||||
Amortized | Gross | Gross | Estimated | ||||||||||||||||||||||||||||||
Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||||||||||||||||||
Gain | Loss | ||||||||||||||||||||||||||||||||
U.S. government and agency securities | $ | 57,239 | $ | 20 | $ | (6 | ) | $ | 57,253 | ||||||||||||||||||||||||
Summary of Cash and Cash Equivalents | ' | ||||||||||||||||||||||||||||||||
The following is a summary of our cash and cash equivalents (in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2014 | 31-Dec-13 | ||||||||||||||||||||||||||||||||
Cash | $ | 23,534 | $ | 17,714 | |||||||||||||||||||||||||||||
Money market funds | 77,490 | 17,547 | |||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 101,024 | $ | 35,261 | |||||||||||||||||||||||||||||
Information_About_Geographic_A1
Information About Geographic Areas (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Product Revenue by Geography Based on Billing Address of Customers | ' | ||||||||
The following table presents our product revenue by geography based on the billing address of our customers for each period presented (in thousands): | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
United States | $ | 11,238 | $ | 6,919 | |||||
Europe | 6,382 | 3,501 | |||||||
Japan | 4,354 | 1,499 | |||||||
Asia-Pacific | 2,092 | 1,915 | |||||||
Other | 1,383 | 420 | |||||||
Total | $ | 25,449 | $ | 14,254 | |||||
Description_of_Business_Detail
Description of Business (Details) | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Incorporation of the company | 11-May-99 |
Reincorporation of the company | '2007-07 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies Potential Common Shares Excluded from Computations of Diluted Net Loss Per Share Attributed to Common Stockholders (Details) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Stock options and restricted stock | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Stock options and restricted stock | 3,927 | 3,731 |
Convertible notes | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Stock options and restricted stock | 3,598 | 0 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies Summary of Comprehensive Loss (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Accounting Policies [Abstract] | ' | ' |
Net loss | ($15,414) | ($3,551) |
Other comprehensive loss | -28 | -4 |
Comprehensive loss | ($15,442) | ($3,555) |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 1 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Feb. 28, 2013 | |
Life Technologies | Cost-method Investments | Cost-method Investments | |||
Verinata | Verinata | ||||
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Cost Method Investments, Aggregate Disposal Value | ' | ' | ' | $350,000,000 | ' |
Contingent Milestone Payment Receivable Total For Shareholders In Cost Method Investment | ' | ' | ' | ' | 100,000,000 |
Proceeds from sale of investment in Verinata | 0 | 3,117,000 | ' | 3,100,000 | ' |
Gain on sale of cost method investment | 0 | 1,777,000 | ' | 1,800,000 | ' |
Loss contingency estimate of possible loss | ' | ' | 1,000,000 | ' | ' |
Expected Milestone Receivable | ' | ' | ' | $3,200,000 | ' |
Convertible_Notes_Details
Convertible Notes (Details) (USD $) | 3 Months Ended | 0 Months Ended | |||||||
Mar. 31, 2014 | Mar. 31, 2013 | Feb. 04, 2014 | Dec. 31, 2013 | Feb. 04, 2014 | Feb. 04, 2014 | Feb. 04, 2014 | Feb. 04, 2014 | Feb. 13, 2014 | |
Convertible Debt | February 6, 2018 - February 6, 2021 | On or after February 6, 2021 | February 5, 2021, February 6, 2024, and February 6, 2029 | DVS Sciences, Inc. | |||||
Senior Convertible Notes due 2034 | Convertible Debt | Convertible Debt | Convertible Debt | ||||||
Senior Convertible Notes due 2034 | Senior Convertible Notes due 2034 | Senior Convertible Notes due 2034 | |||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face amount of Notes | ' | ' | ' | ' | $201,300,000 | ' | ' | ' | ' |
Interest rate on Notes (percent) | ' | ' | ' | ' | 2.75% | ' | ' | ' | ' |
Initial conversion rate of Notes | ' | ' | ' | ' | 17.875 | ' | ' | ' | ' |
Common stock, par value | $0.00 | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' |
Initial conversion price of stock | ' | ' | ' | ' | $55.94 | ' | ' | ' | ' |
Debt redemption conditioned upon common stock value exceeding a percentage of the conversion price (in percent) | ' | ' | ' | ' | ' | 130.00% | ' | ' | ' |
Debt instrument redemption price (in percent) | ' | ' | ' | ' | ' | ' | 100.00% | 100.00% | ' |
Debt instrument redemption price when undergo fundamental change (in percent) | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Proceeds from issuance of convertible notes, net | 195,212,000 | 0 | ' | ' | 195,200,000 | ' | ' | ' | ' |
Debt offering-related expenses | ' | ' | ' | ' | 1,100,000 | ' | ' | ' | ' |
Cash payment in a business combination, Gross | ' | ' | ' | ' | ' | ' | ' | ' | $126,048,000 |
Acquisition_Details
Acquisition (Details) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | ||||||
Share data in Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Feb. 13, 2014 | Mar. 31, 2014 | Feb. 04, 2014 | Feb. 13, 2014 | Feb. 13, 2014 | Feb. 13, 2014 | Feb. 13, 2014 | |
DVS Sciences, Inc. | DVS Sciences, Inc. | Senior Convertible Notes due 2034 | Stock Options | Restricted Stock | Minimum | Maximum | |||||
Convertible Debt | DVS Sciences, Inc. | DVS Sciences, Inc. | DVS Sciences, Inc. | DVS Sciences, Inc. | |||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Contractual price for the acquisition | ' | ' | ' | $207,500,000 | ' | ' | ' | ' | ' | ' | |
Estimated purchase price consideration | ' | ' | ' | 199,933,000 | ' | ' | ' | ' | ' | ' | |
Cash payment in a business combination, Gross | ' | ' | ' | 126,048,000 | ' | ' | ' | ' | ' | ' | |
Fluidigm common stock issued at merger | ' | ' | ' | 76,805,000 | ' | ' | ' | ' | ' | ' | |
Percentage of shares issued in a business combination deposited in escrow to secure indemnification obligations | ' | ' | ' | 50.30% | ' | ' | ' | ' | ' | ' | |
Business Combination, Indemnification Equity Interest Held In Escrow Period | ' | ' | ' | ' | ' | ' | ' | ' | '13 months | '18 months | |
Fair value of shares deposited into escrow to secure indemnification obligations | ' | ' | ' | 38,600,000 | ' | ' | ' | ' | ' | ' | |
Face amount of Notes | ' | ' | ' | ' | ' | 201,300,000 | ' | ' | ' | ' | |
Goodwill | 104,245,000 | ' | 0 | 104,245,000 | ' | ' | ' | ' | ' | ' | |
Accelerated stock compensation | ' | ' | ' | 6,690,000 | [1] | 6,690,000 | ' | ' | ' | ' | ' |
Option to purchase shares of Fluidigm common stock in an acquisition (in shares) | ' | ' | ' | ' | ' | ' | 143 | 186 | ' | ' | |
Option to purchase shares of Fluidigm common stock | ' | ' | ' | ' | ' | ' | 14,600,000 | ' | ' | ' | |
Estimated fair value of vested Fluidigm equivalent stock options | ' | ' | ' | 4,039,000 | [2] | ' | ' | 4,000,000 | ' | ' | ' |
Number of shares deposited into escrow to secure indemnification obligations (in shares) | ' | ' | ' | 885 | ' | ' | ' | ' | ' | ' | |
Acquisition related costs | $10,696,000 | $0 | ' | ' | $10,696,000 | ' | ' | ' | ' | ' | |
[1] | As a part of the acquisition, we accelerated vesting of certain DVS stock options and shares of restricted stock, and incurred a $6.7 million expense, based upon the per share consideration paid to holders of shares of DVS common stock as of February 13, 2014. This expense is accounted for as a separate transaction and reflected in the acquisition-related expenses line of the condensed consolidated statements of operations. | ||||||||||
[2] | In conjunction with the acquisition, we assumed all outstanding DVS stock options and unvested shares of restricted stock and converted, as of the Acquisition Date, the unvested stock options outstanding under the DVS stock option plan into unvested stock options to purchase approximately 143,000 shares of Fluidigm common stock and approximately 186,000 shares of restricted Fluidigm common stock, retaining the original vesting schedules. The fair value of all converted share-based awards was $14.6 million, of which $4.0 million was attributed to the pre-combination service period and was included in the calculation of purchase price. The remaining fair value will be recognized over the awards’ remaining vesting periods subsequent to the acquisition. The fair value of the Fluidigm equivalent share-based awards as of the Acquisition Date was estimated using the Black-Scholes valuation model. |
Acquisition_Schedule_of_Consid
Acquisition - Schedule of Consideration Transferred and Identifiable Assets and Liabilities (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Feb. 13, 2014 | Mar. 31, 2014 | |
In Thousands, unless otherwise specified | DVS Sciences, Inc. | DVS Sciences, Inc. | |||
Business Combination, Consideration Transferred [Abstract] | ' | ' | ' | ' | |
Cash | ' | ' | $126,048 | ' | |
Issued 1,759,007 shares of Fluidigm common stock at Acquisition Date | ' | ' | 76,805 | ' | |
Acquisition consideration paid at Acquisition Date | ' | ' | 202,853 | ' | |
Accelerated stock compensation | ' | ' | -6,690 | [1] | -6,690 |
Estimated fair value of vested Fluidigm equivalent stock options | ' | ' | 4,039 | [2] | ' |
Working capital adjustment | ' | ' | -269 | ' | |
Aggregate purchase price | ' | ' | 199,933 | ' | |
Recognized Assets [Abstract] | ' | ' | ' | ' | |
Cash and cash equivalents | ' | ' | 8,405 | ' | |
Accounts receivable, net | ' | ' | 7,698 | ' | |
Inventories | ' | ' | 3,489 | ' | |
Prepaid expenses and other current assets | ' | ' | 1,482 | ' | |
Property and equipment, net | ' | ' | 1,202 | ' | |
Developed technology | ' | ' | 112,000 | ' | |
Other non-current assets | ' | ' | 88 | ' | |
Goodwill | 104,245 | 0 | 104,245 | ' | |
Total assets acquired | ' | ' | 238,609 | ' | |
Recognized Liabilities [Abstract] | ' | ' | ' | ' | |
Accounts payable | ' | ' | -1,114 | ' | |
Accrued compensation and related benefits | ' | ' | -761 | ' | |
Other accrued liabilities | ' | ' | -1,204 | ' | |
Deferred revenue, current portion | ' | ' | -1,844 | ' | |
Tax payable | ' | ' | -45 | ' | |
Deferred tax liability | ' | ' | -32,079 | ' | |
Deferred revenue, net of current portion | ' | ' | -1,629 | ' | |
Net assets acquired | ' | ' | $199,933 | ' | |
[1] | As a part of the acquisition, we accelerated vesting of certain DVS stock options and shares of restricted stock, and incurred a $6.7 million expense, based upon the per share consideration paid to holders of shares of DVS common stock as of February 13, 2014. This expense is accounted for as a separate transaction and reflected in the acquisition-related expenses line of the condensed consolidated statements of operations. | ||||
[2] | In conjunction with the acquisition, we assumed all outstanding DVS stock options and unvested shares of restricted stock and converted, as of the Acquisition Date, the unvested stock options outstanding under the DVS stock option plan into unvested stock options to purchase approximately 143,000 shares of Fluidigm common stock and approximately 186,000 shares of restricted Fluidigm common stock, retaining the original vesting schedules. The fair value of all converted share-based awards was $14.6 million, of which $4.0 million was attributed to the pre-combination service period and was included in the calculation of purchase price. The remaining fair value will be recognized over the awards’ remaining vesting periods subsequent to the acquisition. The fair value of the Fluidigm equivalent share-based awards as of the Acquisition Date was estimated using the Black-Scholes valuation model. |
Acquisition_Acquired_Intangibl
Acquisition - Acquired Intangible Assets (Details) (Developed Technology Rights, DVS Sciences, Inc., USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Feb. 13, 2014 |
Developed Technology Rights | DVS Sciences, Inc. | ' |
Business Acquisition [Line Items] | ' |
Useful Life | '10 years |
Estimated fair value of intangible assets acquired | $112,000 |
Acquisition_Pro_forma_informat
Acquisition - Pro forma information (Details) (USD $) | 3 Months Ended | 14 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 |
DVS Sciences, Inc. | DVS Sciences, Inc. | ||
Business Acquisition [Line Items] | ' | ' | ' |
Total revenue of acquiree since acquisition date | ' | ' | $2,828 |
Net loss of acquiree since acquisition date | ' | ' | -1,597 |
Unaudited pro forma total revenue | 29,509 | 18,735 | ' |
Unaudited pro forma net loss | ($18,986) | ($10,297) | ' |
Goodwill_Details
Goodwill (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Feb. 13, 2014 |
In Thousands, unless otherwise specified | Developed Technology Rights | DVS Sciences, Inc. | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Goodwill | $104,245 | $0 | ' | $104,245 |
Finite-Lived Intangible Assets, Gross | ' | ' | 112,000 | ' |
Finite-Lived Intangible Assets, Accumulated Amortization | ' | ' | -1,400 | ' |
Finite-Lived Intangible Assets, Net | 110,600 | ' | 110,600 | ' |
Useful Life (years) | ' | ' | '10 years | ' |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ' | ' | ' | ' |
2014 (remainder of year) | 8,400 | ' | ' | ' |
2015 | 11,200 | ' | ' | ' |
2016 | 11,200 | ' | ' | ' |
2017 | 11,200 | ' | ' | ' |
2018 | 11,200 | ' | ' | ' |
Thereafter | 57,400 | ' | ' | ' |
Finite-Lived Intangible Assets, Net | $110,600 | ' | $110,600 | ' |
Inventories_Details
Inventories (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $5,467 | $2,650 |
Work-in-process | 1,900 | 1,627 |
Finished goods | 6,059 | 3,871 |
Inventories | $13,426 | $8,148 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments Fair Value of Financial Instruments (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | $134,743 | $68,572 |
Money market funds | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 77,490 | 17,547 |
U.S. government and agency securities | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 57,253 | 51,025 |
Level I | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 77,490 | 17,547 |
Level I | Money market funds | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 77,490 | 17,547 |
Level I | U.S. government and agency securities | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 0 | 0 |
Level II | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 57,253 | 51,025 |
Level II | Money market funds | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 0 | 0 |
Level II | U.S. government and agency securities | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 57,253 | 51,025 |
Level III | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 0 | 0 |
Level III | Money market funds | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | 0 | 0 |
Level III | U.S. government and agency securities | ' | ' |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Total assets measured at fair value | $0 | $0 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments Summary of Investments and Cash Equivalents (Details) (U.S. government and agency securities, USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
U.S. government and agency securities | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Amortized Cost | $57,239 |
Gross Unrealized Gain | 20 |
Gross Unrealized Loss | -6 |
Estimated Fair Value | $57,253 |
Fair_Value_of_Financial_Instru4
Fair Value of Financial Instruments - Additional Information (Detail) (USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Fair Value Disclosures [Abstract] | ' |
U.S. government and agency securities maturing within one year | $42.10 |
Summary_of_Cash_and_Cash_Equiv
Summary of Cash and Cash Equivalents (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||||
Cash and Cash Equivalents [Abstract] | ' | ' | ' | ' |
Cash | $23,534 | $17,714 | ' | ' |
Money market funds | 77,490 | 17,547 | ' | ' |
Cash and cash equivalents | $101,024 | $35,261 | $61,815 | $58,649 |
Line_of_Credit_Details
Line of Credit (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Line of Credit Facility [Line Items] | ' |
Maximum ability to borrow under Line of Credit | $10,000,000 |
Interest rate, first among the two described rate | 3.75% |
Additional interest rate | 0.50% |
Non Formula Basis Availability | ' |
Line of Credit Facility [Line Items] | ' |
Maximum ability to borrow under Line of Credit | 6,000,000 |
Eligible Receivables Basis Availability | ' |
Line of Credit Facility [Line Items] | ' |
Maximum ability to borrow under Line of Credit | $4,000,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 14 Months Ended | 1 Months Ended | 0 Months Ended |
Mar. 31, 2014 | Apr. 09, 2013 | Oct. 14, 2013 | |
Lease Obligation | SINGAPORE | ||
Commitments And Contingencies Disclosure [Line Items] | ' | ' | ' |
Additional Tenant Improvement Allowance | ' | $500,000 | ' |
Lease Expiration Date | ' | 30-Apr-20 | ' |
Lessee Leasing Arrangements, Operating Leases, Renewal Term | ' | '5 years | '60 months |
Allowance For Tenant Improvements | ' | 700,000 | ' |
Effective Interest Rate Of Facility Leases | ' | 9.00% | ' |
Lessee Leasing Arrangements, Operating Leases, Term of Contract | ' | ' | '99 months |
Rent expense since acquisition | 44,000 | ' | ' |
Operating Leases, Future Minimum Payments Due | $716,000 | ' | ' |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | ||||||||||
Share data in Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 13, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Stock Options | Stock Options | Stock Options | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | DVS Sciences, Inc. | DVS Sciences, Inc. | DVS Sciences, Inc. | DVS Sciences, Inc. | ||||
Minimum | Maximum | Minimum | Maximum | Stock Options | Restricted Stock Units (RSUs) | ||||||||
Stock-based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Employee stock options granted | ' | ' | 352 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Exercise price of options granted | ' | ' | ' | $44.07 | $47.55 | ' | ' | ' | ' | ' | ' | ' | |
Total grant date fair value | ' | ' | $9,200,000 | ' | ' | $13,200,000 | ' | ' | ' | ' | ' | ' | |
Vesting period of the grant date fair value | ' | ' | '4 years | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | |
Number of stock units granted | ' | ' | ' | ' | ' | 285 | ' | ' | ' | ' | ' | ' | |
Weighted average fair value per stock units granted | ' | ' | ' | ' | ' | ' | $42.43 | $47.55 | ' | ' | ' | ' | |
Stock-based compensation expense | 3,400,000 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Compensation expense related with the acceleration of vesting employee stock options under DVS Sciences Inc | ' | ' | ' | ' | ' | ' | ' | ' | 6,690,000 | [1] | 6,690,000 | ' | ' |
Total unrecognized compensation cost related to stock-based compensation arrangements | ' | ' | $25,200,000 | ' | ' | $20,100,000 | ' | ' | ' | ' | $2,200,000 | $7,000,000 | |
Unrecognized compensation cost related to stock-based compensation arrangements average recognition period | ' | ' | '2 years 10 months 12 days | ' | ' | '3 years 10 months 12 days | ' | ' | ' | ' | '2 years | '9 months 18 days | |
[1] | As a part of the acquisition, we accelerated vesting of certain DVS stock options and shares of restricted stock, and incurred a $6.7 million expense, based upon the per share consideration paid to holders of shares of DVS common stock as of February 13, 2014. This expense is accounted for as a separate transaction and reflected in the acquisition-related expenses line of the condensed consolidated statements of operations. |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Deferred Tax Liabilities [Line Items] | ' |
Tax provision or benefit at federal statutory rate | 34.00% |
Foreign Tax Authority | ' |
Deferred Tax Liabilities [Line Items] | ' |
Deferred tax liabilities resulted from acquired intangible assets | 30,038 |
State and Local Jurisdiction | ' |
Deferred Tax Liabilities [Line Items] | ' |
Deferred tax liabilities resulted from acquired intangible assets | 2,000 |
Information_About_Geographic_A2
Information About Geographic Areas (Details) | 3 Months Ended |
Mar. 31, 2014 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reporting segment | 1 |
Information_About_Geographic_A3
Information About Geographic Areas Product Revenue by Geography (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Total product revenue | ' | ' |
Total | $25,449 | $14,254 |
United States | ' | ' |
Total product revenue | ' | ' |
Total | 11,238 | 6,919 |
Europe | ' | ' |
Total product revenue | ' | ' |
Total | 6,382 | 3,501 |
Japan | ' | ' |
Total product revenue | ' | ' |
Total | 4,354 | 1,499 |
Asia-Pacific | ' | ' |
Total product revenue | ' | ' |
Total | 2,092 | 1,915 |
Other | ' | ' |
Total product revenue | ' | ' |
Total | $1,383 | $420 |