Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 09, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | FLDM | ||
Entity Registrant Name | FLUIDIGM CORP | ||
Entity Central Index Key | 1,162,194 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding (shares) | 38,812,314 | ||
Entity Public Float | $ 87,539,609 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 58,056 | $ 35,045 |
Short-term investments | 5,080 | 24,385 |
Accounts receivable (net of allowances of $391 and $502 at December 31, 2017 and 2016, respectively) | 15,049 | 14,610 |
Inventories | 15,088 | 20,114 |
Prepaid expenses and other current assets | 1,528 | 2,517 |
Total current assets | 94,801 | 96,671 |
Property and equipment, net | 12,301 | 16,525 |
Other non-current assets | 7,541 | 9,291 |
Developed technology, net | 68,600 | 79,800 |
Goodwill | 104,108 | 104,108 |
Total assets | 287,351 | 306,395 |
Current liabilities: | ||
Accounts payable | 4,211 | 3,967 |
Accrued compensation and related benefits | 10,535 | 3,996 |
Other accrued liabilities | 8,490 | 12,374 |
Deferred revenue, current | 10,238 | 9,163 |
Total current liabilities | 33,474 | 29,500 |
Convertible notes, net | 195,238 | 194,951 |
Deferred tax liability | 16,919 | 21,140 |
Deferred revenue, non-current | 4,960 | 4,315 |
Other non-current liabilities | 5,825 | 3,256 |
Total liabilities | 256,416 | 253,162 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 10,000 shares authorized, no shares issued and outstanding at either December 31, 2017 or 2016 | 0 | 0 |
Common stock: $0.001 par value, 200,000 shares authorized at December 31, 2017 and 2016; 38,787 and 29,208 shares issued and outstanding at December 31, 2017 and 2016, respectively | 39 | 29 |
Additional paid-in capital | 531,666 | 493,441 |
Accumulated other comprehensive loss | (574) | (760) |
Accumulated deficit | (500,196) | (439,477) |
Total stockholders’ equity | 30,935 | 53,233 |
Total liabilities and stockholders’ equity | $ 287,351 | $ 306,395 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 391 | $ 502 |
Preferred stock, par value (usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (shares) | 38,787,000 | 29,208,000 |
Common stock, shares outstanding (shares) | 38,787,000 | 29,208,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue: | |||
Product revenue | $ 84,399 | $ 89,003 | $ 102,140 |
Service revenue | 17,348 | 15,205 | 12,315 |
License revenue | 190 | 238 | 257 |
Total revenue | 101,937 | 104,446 | 114,712 |
Costs and expenses: | |||
Cost of product revenue | 45,039 | 41,110 | 43,001 |
Cost of service revenue | 4,916 | 4,899 | 3,629 |
Research and development | 30,826 | 38,415 | 39,264 |
Selling, general and administrative | 79,516 | 93,212 | 82,959 |
Gain on escrow settlement | 0 | 0 | (3,986) |
Total costs and expenses | 160,297 | 177,636 | 164,867 |
Loss from operations | (58,360) | (73,190) | (50,155) |
Interest expense | (5,824) | (5,820) | (5,808) |
Gain from sale of investment in Verinata | 0 | 0 | 2,330 |
Other income (expense), net | 385 | (1,167) | (1,157) |
Loss before income taxes | (63,799) | (80,177) | (54,790) |
Benefit from income taxes | 3,264 | 4,192 | 1,475 |
Net loss | $ (60,535) | $ (75,985) | $ (53,315) |
Net loss per share, basic and diluted (usd per share) | $ (1.84) | $ (2.62) | $ (1.86) |
Shares used in computing net loss per share, basic and diluted (shares) | 32,980 | 29,008 | 28,711 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (60,535) | $ (75,985) | $ (53,315) |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustment | 183 | 314 | (327) |
Unrealized gain (loss) on available-for-sale securities, net | 3 | 70 | (23) |
Other comprehensive income (loss) | 186 | 384 | (350) |
Comprehensive loss | $ (60,349) | $ (75,601) | $ (53,665) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning Balance (shares) at Dec. 31, 2014 | 28,341 | ||||
Beginning Balance at Dec. 31, 2014 | $ 150,419 | $ 28 | $ 461,362 | $ (794) | $ (310,177) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock options for cash and release of restricted stock units (shares) | 673 | ||||
Issuance of common stock upon exercise of stock options for cash and release of restricted stock units | 5,303 | $ 1 | 5,302 | ||
Gain on escrow settlement (shares) | (170) | ||||
Gain from escrow settlement | (3,986) | (3,986) | |||
Stock-based compensation expense | 16,830 | 16,830 | |||
Net loss | (53,315) | (53,315) | |||
Other comprehensive loss | (350) | (350) | |||
Ending Balance (shares) at Dec. 31, 2015 | 28,844 | ||||
Ending Balance at Dec. 31, 2015 | 114,901 | $ 29 | 479,508 | (1,144) | (363,492) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock options for cash and release of restricted stock units (shares) | 364 | ||||
Issuance of common stock upon exercise of stock options for cash and release of restricted stock units | 75 | 75 | |||
Gain from escrow settlement | 0 | ||||
Stock-based compensation expense | 13,858 | 13,858 | |||
Net loss | (75,985) | (75,985) | |||
Other comprehensive loss | $ 384 | 384 | |||
Ending Balance (shares) at Dec. 31, 2016 | 29,208 | 29,208 | |||
Ending Balance at Dec. 31, 2016 | $ 53,233 | $ 29 | 493,441 | (760) | (439,477) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock options for cash and release of restricted stock units (shares) | 25 | 488 | |||
Issuance of common stock upon exercise of stock options for cash and release of restricted stock units | $ 157 | $ 1 | 156 | ||
At-the-market offering (shares) | 9,091 | ||||
At-the-market offering | 28,802 | $ 9 | 28,793 | ||
Gain from escrow settlement | 0 | ||||
Cumulative-effect of new accounting standard | 0 | 184 | (184) | ||
Stock-based compensation expense | 9,092 | 9,092 | |||
Net loss | (60,535) | ||||
Other comprehensive loss | $ 186 | 186 | |||
Ending Balance (shares) at Dec. 31, 2017 | 38,787 | 38,787 | |||
Ending Balance at Dec. 31, 2017 | $ 30,935 | $ 39 | $ 531,666 | $ (574) | $ (500,196) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating activities | |||
Net loss | $ (60,535) | $ (75,985) | $ (53,315) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 7,409 | 6,738 | 4,915 |
Stock-based compensation expense | 9,092 | 13,858 | 16,830 |
Amortization of developed technology | 11,200 | 11,200 | 11,200 |
Other non-cash items | (603) | 252 | 137 |
Loss on disposal of property and equipment | 135 | 87 | 87 |
Gain from escrow settlement | 0 | 0 | (3,986) |
Gain from sale of investment in Verinata | 0 | 0 | (2,330) |
Changes in assets and liabilities: | |||
Accounts receivable | (554) | 10,521 | (2,762) |
Inventories | 4,596 | (3,387) | (3,741) |
Prepaid expenses and other assets | 1,583 | (457) | (1,127) |
Accounts payable | 585 | (2,271) | 769 |
Deferred revenue | 1,636 | (274) | 2,613 |
Other liabilities | 1,358 | 580 | (4,023) |
Net cash used in operating activities | (24,098) | (39,138) | (34,733) |
Investing activities | |||
Purchases of investments | (6,276) | (38,594) | (66,973) |
Proceeds from sales and maturities of investments | 25,550 | 86,431 | 103,369 |
Proceeds from sale of investment in Verinata | 0 | 2,330 | 0 |
Purchases of intangible assets | (50) | 0 | (6,670) |
Purchases of property and equipment | (1,566) | (5,065) | (3,982) |
Net cash provided by investing activities | 17,658 | 45,102 | 25,744 |
Financing activities | |||
Proceeds from issuance of common stock | 29,015 | 0 | 0 |
Payments for taxes related to net share settlement of equity awards | 100 | 227 | 5,491 |
Payments for taxes related to net share settlement of equity awards | (118) | (111) | (151) |
Net cash provided by financing activities | 28,997 | 116 | 5,340 |
Effect of foreign exchange rate fluctuations on cash and cash equivalents | 454 | (152) | (947) |
Net increase (decrease) in cash and cash equivalents | 23,011 | 5,928 | (4,596) |
Cash and cash equivalents at beginning of period | 35,045 | 29,117 | 33,713 |
Cash and cash equivalents at end of period | 58,056 | 35,045 | 29,117 |
Supplemental disclosures of cash flow information | |||
Cash paid for interest | 5,534 | 5,534 | 5,538 |
Cash paid for income taxes, net of refunds | $ 245 | $ 355 | $ 189 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2017 | |
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 create, manufacture, and market innovative technologies and tools for life sciences research. We sell instruments and consumables, including integrated fluidic circuits, or IFCs, assays and reagents, to academic institutions, clinical research laboratories, and biopharmaceutical, biotechnology, and agricultural biotechnology, or Ag-Bio, companies and contract research organizations, or CROs. Our technologies and tools are directed at the analysis of deoxyribonucleic acid, or DNA, ribonucleic acid, or RNA, and proteins in a variety of different sample types, from individual cells to bulk tissue. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (U.S. GAAP) and include the accounts of our wholly-owned subsidiaries. As of December 31, 2017 , we had wholly-owned subsidiaries in Singapore, Canada, the Netherlands, Japan, France, the United Kingdom, China, and Germany. All subsidiaries, except for Singapore, use their local currency as their functional currency. The Singapore subsidiary uses the U.S. dollar as its functional currency. All intercompany transactions and balances have been eliminated in consolidation. Certain prior period amounts in the consolidated statements of cash flows were reclassified to conform with the current period presentation. Payments for cash settled equity awards were reclassified from Proceeds from issuance of common stock under financing activities to Changes in other liabilities under operating activities in the consolidated statements of cash flows. Proceeds from exercise of stock options and Payments for taxes related to net share settlement of equity awards, which were previously included in the Proceeds from issuance of common stock are presented as separated line items under financing activities in the consolidated statements of cash flows. These reclassifications were immaterial and did not affect prior period total assets, total liabilities, stockholders' equity, total revenue, total costs and expenses, loss from operations or net loss. Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions believed to be reasonable, which together form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from these estimates and could have a material adverse effect on our consolidated financial statements. Foreign Currency Assets and liabilities of non-U.S. subsidiaries that use the local currency as their functional currency are translated into U.S. dollars at exchange rates in effect on the balance sheet date. The adjustments resulting from the foreign currency translations are recorded in accumulated other comprehensive loss, a separate component of stockholders’ equity. Income and expense accounts are translated at monthly average exchange rates during the year. Cash and Cash Equivalents We consider all highly liquid financial instruments with maturities at the time of purchase of three months or less to be cash equivalents. Cash and cash equivalents may consist of cash on deposit with banks, money market funds, and notes from government-sponsored agencies. Investments Short and long-term investments are comprised of notes from government-sponsored agencies. All investments are recorded at estimated fair value. Any unrealized gains and losses from investments are reported in accumulated other comprehensive loss, a separate component of stockholders’ equity. We evaluate our investments to assess whether investments with unrealized loss positions are other-than-temporarily impaired. An investment is considered to be other-than-temporarily impaired if the impairment is related to deterioration in credit risk or if it is likely that we will sell the securities before the recovery of their cost basis. No investment has been assessed as other than temporarily impaired, and realized gains and losses were immaterial during the years presented. The cost of securities sold or the amount reclassified out of accumulated other comprehensive income into earnings is based on the specific-identification method. Fair Value of Financial Instruments Our financial instruments consist primarily of cash and cash equivalents, investments, accounts receivable, accounts payable, and convertible notes. Our cash equivalents, investments, accounts receivable, and accounts payable have short maturity or payment periods. Accordingly, their carrying values approximated their fair values at December 31, 2017 and 2016 . The convertible notes are presented at their carrying value, with fair value disclosures made in Note 4. 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 for which there is little or no market data, which requires us to develop our own assumptions. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Our cash equivalents, which include money market funds, are classified as Level I because they are valued using quoted market prices. Our investments and convertible notes 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. Accounts Receivable Trade accounts receivable are recorded at net invoice value. We review our exposure to accounts receivable and provide allowances of specific amounts if collectability is no longer reasonably assured based on historical experience and specific customer collection issues. We evaluate such allowances on a regular basis and adjust them as needed. Concentrations of Business and Credit Risk Financial instruments that potentially subject us to credit risk consist of cash, cash equivalents, investments, and accounts receivable. Our cash, cash equivalents, and investments may consist of deposits held with banks, money market funds, and other highly liquid investments that may at times exceed federally insured limits. Cash equivalents and investments are financial instruments that potentially subject us to concentrations of risk. Under our investment policy, we invest primarily in securities issued by the U.S. government. The goals of our investment policy, in order of priority, are as follows: preserve capital, meet liquidity needs, and optimize returns. We generally do not require collateral to support credit sales. To reduce credit risk, we perform credit evaluations of our customers. No single customer represented more than 10% of total revenue for 2017 , 2016 , or 2015 , and no single customer represented more than 10% of total accounts receivable at December 31, 2017 , 2016 , or 2015 . Our products include components that are currently procured from a single source or a limited number of sources. We believe that other vendors would be able to provide similar components; however, the qualification of such vendors may require start-up time. In order to mitigate any adverse impacts from a disruption of supply, we attempt to maintain an adequate supply of critical limited-source components. Inventories Inventories are stated at the lower of cost (on a first-in, first-out basis) or net realizable value. Inventory costs include direct materials, direct labor, and normal manufacturing overhead. Finished goods that are used for research and development are expensed as consumed or depreciated over their period of use. Provisions for slow-moving, excess, and obsolete inventories are recorded when required to reduce inventory values to their estimated net realizable values based on product life cycle, development plans, product expiration, and quality issues. Property and Equipment and Long-Lived Assets Property and equipment, including leasehold improvements, are stated at cost less accumulated depreciation. Accumulated depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the estimated useful lives of the assets or the remaining term of the lease, whichever is shorter. The estimated useful lives of our property and equipment are generally as follows: computer equipment and software, three to four years; laboratory and manufacturing equipment, two to five years; and office furniture and fixtures, five years. Depreciation expense for the years ended December 31, 2017 , 2016 and 2015 was $5.9 million , $5.1 million and $3.6 million , respectively. We evaluate our long-lived assets for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If any indicator of impairment exists, we assess the recoverability of the affected long-lived assets by determining whether the carrying value of the asset can be recovered through undiscounted future operating cash flows. If impairment is indicated, we estimate the asset’s fair value using future discounted cash flows associated with the use of the asset, and adjust the carrying value of the asset accordingly. We did not recognize any impairment of long-lived assets for any of the periods presented herein. Investment, at Cost In February 2013, Illumina, Inc. acquired Verinata Health, Inc. (Verinata), a privately-held company, for $350 million in cash and up to an additional $100 million in milestone payments through December 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 . During 2014, we received cash proceeds of $0.3 million from the escrow account related to the acquisition. We recorded these amounts as Gain from sale of investment in Verinata in the accompanying consolidated statements of operations for the years ended December 31, 2013 and 2014. The final milestones related to the sale of Verinata to Illumina were met in December 2015 and, accordingly, we recorded our share of these milestone payment obligations in the amount of $2.3 million in Other Assets and Gain from sale of investment in Verinata in the accompanying consolidated statement of operations for the year ended December 31, 2015. In January 2016, we received payment of $2.3 million and it was recorded in net cash provided by investing activities in the consolidated statement of cash flows. Intangible Assets Our intangible assets include developed technology, patents and licenses. We evaluate our intangible assets for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If any indicator of impairment exists, we assess the recoverability of the affected intangible assets by determining whether the carrying value of the asset can be recovered through undiscounted future operating cash flows. If impairment is indicated, we estimate the asset’s fair value using future discounted cash flows associated with the use of the asset, and adjust the carrying value of the asset accordingly. We did not recognize any impairment on intangible assets for any of the periods presented herein. Product Warranties We generally provide a one -year warranty on our instruments. We accrue for estimated warranty obligations at the time of product shipment. We periodically review our warranty liability and record adjustments based on the terms of warranties provided to customers, and historical and anticipated warranty claim experience. This expense is recorded as a component of cost of product revenue in the consolidated statements of operations. Revenue Recognition We generate revenue from sales of our products, services and license agreements. Our products consist of instruments and consumables, including IFCs, assays, and reagents. Our service revenue consists of post-warranty service contracts, preventive maintenance plans, instrument parts, installation, and training. We recognize revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the customer is fixed or determinable, and collectability is reasonably assured. We assess collectability based on factors such as the customer’s creditworthiness and past collection history, if applicable. If collection is not reasonably assured, revenue recognition is deferred until receipt of payment. We also assess whether a price is fixed or determinable by, among other things, reviewing contractual terms and conditions related to payment. Delivery occurs when there is a transfer of title and risk of loss passes to the customer. Revenue excludes taxes collected from our customers. Product and Service Revenue Certain of our sales contracts involve the delivery of multiple products and services within contractually binding arrangements. Multiple-deliverable sales transactions typically consist of the sale and delivery of one or more instruments and consumables together with one or more of our installation, training and/or customer support services. Significant judgment is sometimes required to determine the appropriate accounting for such arrangements, including whether the deliverables specified in a multiple element arrangement should be treated as separate units of accounting for revenue recognition purposes and, if so, how the related sales price should be allocated among the elements, when to recognize revenue for each element, and the period over which revenue should be recognized. For sales contracts that include multiple deliverables, we allocate the contract consideration at the inception of the contract to each unit of accounting based upon its relative selling price. We may use our best estimate of selling price for individual deliverables when vendor specific objective evidence or third-party evidence is unavailable. A delivered item is considered to be a separate unit of accounting when it has value to the customer on a stand-alone basis. Our products, other than service contracts, are typically delivered within a short time frame, generally within one to three months of the contract date. Service contracts are entered into for terms of one to three years, following the expiration of the warranty period. Our products are generally sold without the right of return. Amounts received before revenue recognition criteria are met are classified in the consolidated balance sheets as deferred revenue or customer deposits, depending on the terms of the arrangement. License Revenue License and royalty revenue from license agreements is recognized when received, which is generally in the quarter following the quarter in which the corresponding sales occur. Shipping and Handling Costs Shipping and handling costs incurred for product shipments are included within cost of product revenue in the consolidated statements of operations. Research and Development We recognize research and development expenses in the period incurred. Research and development expenses consist of personnel costs, independent contractor costs, prototype and materials expenses, allocated facilities and information technology expenses, and related overhead expenses. Advertising Costs We expense advertising costs as incurred. We incurred advertising costs of $1.8 million , $2.3 million and $2.9 million during 2017 , 2016 , and 2015 , respectively. Income Taxes We use the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are provided when the expected realization of deferred tax assets does not meet a “more likely than not” criterion. We make estimates and judgments about our future taxable income that are based on assumptions that are consistent with our plans and estimates. Should the actual amounts differ from our estimates, the amount of our valuation allowance could be materially impacted. Changes in these estimates may result in significant increases or decreases to our tax provision in a period in which such estimates are changed, which in turn would affect net income or loss. We recognize the financial statement effects of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. Any interest and penalties related to uncertain tax positions are reflected in the income tax provision. Stock-Based Compensation We account for stock options and restricted stock units granted to employees and directors and stock purchases under ESPP based on the fair value of the awards. We recognize stock-based compensation expense on a straight-line basis over the requisite service periods. For performance-based stock awards, stock-based compensation expense is recognized over the requisite service period when the achievement of each individual performance goal becomes probable. Comprehensive Loss Comprehensive loss is comprised of net loss and other comprehensive income (loss). Other comprehensive income (loss) consists of unrealized gains and losses on our investments and foreign currency translation adjustments. Total comprehensive loss for all periods presented has been disclosed in the consolidated statements of comprehensive loss. The components of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2017 , 2016 , and 2015 are as follows (in thousands): Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Investments Accumulated Other Comprehensive Income (Loss) Ending balance at December 31, 2015 $ (1,072 ) $ (72 ) $ (1,144 ) Change during the year 314 70 384 Ending balance at December 31, 2016 (758 ) (2 ) (760 ) Change during the year 183 3 186 Ending balance at December 31, 2017 $ (575 ) $ 1 $ (574 ) Immaterial amounts of unrealized gains and losses have been reclassified into the consolidated statement of operations for the years ended December 31, 2017 , 2016 and 2015 . Goodwill, Intangible Assets and Other Long-Lived Assets Goodwill, which has an indefinite useful life, represents the excess of cost over fair value of net assets acquired. Our identifiable intangible assets are typically comprised of acquired core technologies, licensed technologies, license agreements and patents. The cost of identifiable intangible assets with finite lives is generally amortized on a straight-line basis over the assets’ respective estimated useful lives. 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 value. If the fair value of our reporting unit exceeds its carrying value, goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceed its fair value, 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 its implied fair value, then an impairment loss equal to the difference would be recorded. We evaluate our finite-lived intangible assets and other long-lived assets for indicators of possible impairment when events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If any indicator of impairment exists, we assess the recoverability of the affected intangible asset by determining whether the carrying value of the asset can be recovered through undiscounted future operating cash flows. If impairment is indicated, we estimate the asset’s fair value using future discounted cash flows associated with the use of the asset, and adjust the carrying value of the asset accordingly. 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. Restricted stock units and options to purchase our 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 computations of diluted net loss per share for the periods presented because including them would have been anti-dilutive (in thousands): December 31, 2017 2016 2015 Stock options, restricted stock units and performance awards 3,501 4,622 3,905 Convertible notes 3,598 3,598 3,598 Total 7,099 8,220 7,503 Recent Accounting Changes and Accounting Pronouncements Adoption of New Accounting Guidance In July 2015, the FASB issued ASU 2015-11 Inventory (Topic 330): Simplifying the Measurement of Inventory, which changes the measurement principle for inventory from the lower of cost or market to the lower of cost or net realizable value. ASU 2015-11 defines net realizable value as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We adopted this standard in the first quarter of 2017. The adoption of this ASU did not have a material impact on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplified several aspects of the accounting for share-based payments, including changing the threshold to qualify for equity classification up to the employees’ maximum statutory tax rates, allowing an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures as they occur, and clarifying the classification on the statement of cash flows of employee taxes paid when an employer withholds shares for tax-withholding purposes. We adopted this standard in the first quarter of 2017 by recording the cumulative impact of applying this guidance to retained earnings. We also elected to account for forfeitures as they occur, as permitted by ASU 2016-09. The adoption of this ASU did not have a material impact on our consolidated financial statements. See Note 9 for the impact on deferred tax assets. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-09 regarding ASC (Topic 606) Revenue from Contracts with Customers. ASU 2014-09 and subsequent amendments provide principles for recognizing revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU permits two methods of adoption, the full retrospective method applying the standard to each prior reporting period presented, or the modified retrospective method with a cumulative effect of initially applying the new standard recognized at the date of initial application. This ASU also allows entities to apply certain practical expedients at their discretion. The new standard will be effective for our fiscal year beginning January 1, 2018. We adopted ASU 2014-09 in the first quarter of 2018 using the modified retrospective method. The adoption is not expected to have a material impact on our consolidated financial statements. The new standard’s broader definition of variable consideration requires us to estimate and record certain payments from customers. This ASU requires that the transaction price received from customers be allocated to each separate and distinct performance obligation. We have determined that our service plans do not contain separate and distinct performance obligations. Therefore, the fees we receive for our service plans will be recognized as revenue ratably over the term of the service plan, which is our current practice. The requirement in the new standard is to capitalize incremental costs to obtain contracts with our customers and amortize those costs over the term of the contract. This is a change from our current practice of expensing sales commissions as incurred. We are utilizing the practical expedient provision permitting expensing of costs to obtain a contract when the expected amortization period is one year or less. Under the modified retrospective method, periods prior to the adoption of ASU 2014-09 are not restated and the cumulative effect of initially applying the new standard is reflected in the opening balance of retained earnings as of January 1, 2018. Additional disclosures are required for significant differences between the reported results under the new standard and those that would have been reported under the legacy standard. While we continue to evaluate the effect of the new standard on our ongoing financial reporting, we currently do not expect the cumulative effect of the new standard to be material. We continue to identify the appropriate changes to our business processes, systems, and controls to support revenue recognition and disclosure under the new standard. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842). This ASU requires lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases with the exception of short-term leases. For lessees, leases will continue to be classified as either operating or finance leases in the income statement. Lessor accounting under this ASU is similar to the current model but updated to align with certain changes to the lessee model. Lessors will continue to classify leases as operating, direct financing or sales-type leases. ASU 2016-02 will be effective for our fiscal year beginning January 1, 2019 and early adoption is permitted. We are currently evaluating the accounting, transition, and disclosure requirements of the standard. We have not yet determined whether we will elect early adoption of the standard and cannot currently estimate the financial statement impact of adoption. In November 2016, the FASB issued ASU 2016-18 Statement of Cash Flows (Topic 230): Restricted Cash, a consensus of the FASB’s Emerging Issues Task Force, amending the presentation of restricted cash within the statement of cash flows. The new guidance requires that restricted cash be included within cash and cash equivalents on the statement of cash flows. ASU 2016-18 will be effective for our fiscal year beginning January 1, 2018. We adopted this ASU in the first quarter of 2018. The adoption is not expected to have a material impact on our consolidated financial statements. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, net | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Goodwill and Intangible Assets, net | Goodwill and Intangible Assets, net Goodwill In connection with our acquisition of DVS in February 2014, we recognized goodwill of $104.2 million . The only change to goodwill after the Acquisition Date was an adjustment of $0.1 million to the deferred taxes liability resulting from the final tax analysis during the measurement period in 2014. Goodwill is tested for impairment annually during the fourth quarter unless a triggering event requires an expedited analysis. During the fourth quarters of 2017 and 2016, we completed our annual impairment assessments and we concluded that goodwill was not impaired in any of these years. Developed Technology In connection with our acquisition of DVS in February 2014, we acquired developed technology with a gross fair value of $112.0 million . These acquired intangible assets are being amortized to cost of product revenue over their useful life of ten years. Related amortization expense for each of the years ended December 31, 2017 , 2016 and 2015 was $11.2 million , respectively. Patents On June 28, 2013, we acquired certain patents, patent applications, and licenses from Helicos Biosciences Corporation (Helicos) relating to Helicos’ next-generation sequencing technology. The rights acquired by us are subject to certain licenses and sublicenses granted by Helicos prior to or contemporaneously with our acquisition. The assets were acquired for $1.0 million and we incurred transaction costs of approximately $0.3 million . The patents, patent applications, and licenses have an alternative future use and, as a result, the acquired assets and transaction costs are capitalized as intangible assets and are included in other non-current assets. The acquired assets from Helicos are being amortized to research and development expense over their useful life of ten years. Related amortization expense was $0.1 million for each of the years ended 2017 , 2016 and 2015 . On November 4, 2015, we entered into a patent purchase agreement with PerkinElmer Health Sciences, Inc. (PerkinElmer) pursuant to which we purchased the Patents for a purchase price of $6.5 million and a patent assignment agreement pursuant to which PerkinElmer transferred and assigned to us all rights, title, privileges, and interest in and to the Patents and the Original License Agreement, between Fluidigm Canada Inc. and PerkinElmer. Accordingly, we have no further financial obligations to PerkinElmer under the Original License Agreement. The Patents are being amortized to cost of product revenue through their useful life. Related amortization expense for the years ended December 31, 2017 , 2016 and 2015 was $0.9 million , $0.9 million and $0.1 million , respectively. Licenses In May 2011, we entered into an agreement with Caliper Life Sciences, Inc., which subsequently became a PerkinElmer company (Caliper), to license Caliper’s existing patent portfolio in certain fields, including non-invasive prenatal diagnostics, and obtained an option to extend this license to cover additional fields. Additional payments are due if we exercise our option to extend the license. Under this agreement, we made an up-front payment of $0.6 million and our obligation to pay royalties to Caliper commenced in January 2012. In August 2011, we entered into an amendment to the agreement with Caliper and made an additional up-front payment of $0.5 million . Pursuant to the amendment, the rates for royalties payable to Caliper were substantially reduced and the period for which we are obligated to make royalty payments was shortened, with the last payment due in mid-2018 for our existing products at the time of amendment and their future equivalents. If any of our future products are determined to infringe Caliper’s patents, the same reduced royalty rates will apply until the respective patents expire. The aggregate $1.1 million of payments to Caliper are being amortized to cost of product revenue on a straight-line basis through July 2018, when our royalty payment obligations are expected to terminate based upon our current utilization of the patents. We recognized $0.2 million in cost of product revenue during each year of 2017 , 2016 , and 2015 , respectively. Our future royalty payments are not expected to be material. Intangible assets include developed technology as a result of the DVS acquisition and other intangible assets included in Other non-current assets. Intangible assets, net were as follows (in thousands): December 31, 2017 Gross Amount Accumulated Amortization Net Weighted-Average Amortization Period Developed technology $ 112,000 $ (43,400 ) $ 68,600 10.0 years Patents and licenses 11,274 (5,721 ) 5,553 7.8 years Total intangible assets, net $ 123,274 $ (49,121 ) $ 74,153 December 31, 2016 Gross Amount Accumulated Amortization Net Weighted-Average Amortization Period Developed technology $ 112,000 $ (32,200 ) $ 79,800 10.0 years Patents and licenses 11,224 (4,533 ) 6,691 7.9 years Total intangible assets, net $ 123,224 $ (36,733 ) $ 86,491 Based on the carrying value of intangible assets, net as of December 31, 2017 , the annual amortization expense for intangible assets, net is expected to be as follows (in thousands): Fiscal Year Amortization Expense 2018 $ 12,334 2019 12,243 2020 12,242 2021 12,088 2022 12,004 Thereafter 13,242 Total $ 74,153 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The following tables summarize our cash and available-for-sale securities that were measured at fair value by significant investment category within the fair value hierarchy (in thousands): December 31, 2017 Carrying Amount Gross Unrealized Gain Gross Unrealized Loss Fair Value Cash and Cash Equivalents Short-Term Marketable Securities Assets: Cash $ 20,129 $ — $ — $ 20,129 $ 20,129 $ — Available-for-sale: Level I: Money market funds 16,142 — — 16,142 16,142 — U.S. treasury securities 497 — — 497 — 497 Level II: U.S. government and agency securities 26,369 — (1 ) 26,368 21,785 4,583 Total $ 63,137 $ — $ (1 ) $ 63,136 $ 58,056 $ 5,080 December 31, 2016 Carrying Amount Gross Unrealized Gain Gross Unrealized Loss Fair Value Cash and Cash Equivalents Short-Term Marketable Securities Assets: Cash $ 13,984 $ — $ — $ 13,984 $ 13,984 $ — Available-for-sale: Level I: Money market funds 21,061 — — 21,061 21,061 — Level II: U.S. government and agency securities 24,388 1 (4 ) 24,385 — 24,385 Total $ 59,433 $ 1 $ (4 ) $ 59,430 $ 35,045 $ 24,385 The contractual maturity periods of $5.1 million of debt securities are within one year from December 31, 2017 . There were no transfers between Level I and Level II measurements during the year ended December 31, 2017 , and there were no changes in the valuation techniques used. Based on an evaluation of securities that were in a loss position, we did not recognize any other-than-temporary impairment charges for the years ended December 31, 2017 , 2016 , and 2015 . None of our investments have been in a continuous loss position for more than 12 months. We concluded that the declines in market value of our available-for-sale securities investment portfolio were temporary in nature and did not consider any of our investments to be other-than-temporarily impaired. The estimated fair value of the 2.75% Convertible Notes is based on a market approach (See Note 6 for Convertible Notes). The estimated fair value was approximately $166.2 million and $139.7 million (par value $201.3 million ) as of December 31, 2017 and December 31, 2016 |
Balance Sheet Data
Balance Sheet Data | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Data | Balance Sheet Data Cash and Cash Equivalents Cash and cash equivalents consisted of the following as of December 31, 2017 and 2016 (in thousands): December 31, Cash and cash equivalents: 2017 2016 Cash $ 20,129 $ 13,984 Money market funds 16,142 21,061 U.S. Government and agency securities 21,785 — Total $ 58,056 $ 35,045 Inventories Inventories consisted of the following as of December 31, 2017 and 2016 (in thousands): December 31, Inventories: 2017 2016 Raw materials $ 7,566 $ 8,919 Work-in-process 929 1,742 Finished goods 6,593 9,453 Total inventories, net $ 15,088 $ 20,114 Property and Equipment Property and equipment consisted of the following as of December 31, 2017 and 2016 (in thousands): December 31, Property and equipment: 2017 2016 Computer equipment and software $ 4,179 $ 5,497 Laboratory and manufacturing equipment 20,069 23,670 Leasehold improvements 7,799 8,747 Office furniture and fixtures 1,892 2,084 Property and equipment, gross 33,939 39,998 Less accumulated depreciation and amortization (21,646 ) (24,084 ) Construction-in-progress 8 611 Property and equipment, net $ 12,301 $ 16,525 Product Warranties We accrue for estimated warranty obligations at the time of product shipment. Management periodically reviews the estimated fair value of its warranty liability and records adjustments based on the terms of warranties provided to customers, historical and anticipated warranty claim experience. Activity for our warranty accrual for the years ended December 31, 2017 and 2016 , which are included in other accrued liabilities, is summarized below (in thousands): Year Ended December 31, 2017 2016 Beginning balance $ 1,023 $ 1,076 Accrual for current period warranties 695 885 Warranty costs incurred (1,019 ) (938 ) Ending balance $ 699 $ 1,023 |
Convertible Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2017 | |
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 (Original Notes) pursuant to an underwriting agreement, dated January 29, 2014. The Original Notes accrue interest at a rate of 2.75% per year, payable semi-annually in arrears on February 1 and August 1 of each year. The Original Notes will mature on February 1, 2034, unless earlier converted, redeemed, or repurchased in accordance with the terms of the Original Notes. The initial conversion rate of the Original Notes is 17.8750 shares of our common stock, par value $0.001 per share, per $1,000 principal amount of Original 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 Original 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 Original 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 Original Notes in cash without any such condition. The redemption price of the Original Notes will equal 100% of the principal amount of the Original Notes plus accrued and unpaid interest. Holders may require us to repurchase all or a portion of their Original 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 Original Notes plus accrued and unpaid interest. If we undergo a fundamental change, as defined in the terms of the Original Notes, holders may require us to repurchase the Original Notes in whole or in part for cash at a repurchase price equal to 100% of the principal amount of the Original Notes plus accrued and unpaid interest. In February 2014, we received $195.2 million , net of underwriting discounts, from the issuance of the Original Notes and incurred approximately $1.1 million in offering-related expenses. The underwriting discount of $6.0 million and the debt issuance costs of $1.1 million were recorded as offsets to the proceeds. In February 2014, we used $113.2 million of the net proceeds to fund the cash portion of the consideration payable by us in connection with our acquisition of DVS (now Fluidigm Sciences Inc.). Interest expense related to the Original Notes was approximately $5.8 million during each of the years ended December 31, 2017 , 2016 and 2015 , respectively. Accrued interest related to the Original Notes as of December 31, 2017 and 2016 were both $2.3 million , respectively, which were included in Other current liabilities. Approximately $5.5 million of interest under the Original Notes were paid for each year ended December 31, 2017 and 2016 , respectively. The carrying values of the components of the convertible notes are as follows (in thousands): December 31, 2017 2016 Principal amount of Original Notes $ 201,250 $ 201,250 Unamortized debt discount (5,087 ) (5,330 ) Unamortized debt issuance cost (925 ) (969 ) Net carrying value of convertible notes $ 195,238 $ 194,951 In March 2018, we entered into privately negotiated transactions with certain holders of our Original Notes to exchange approximately $125.0 million in aggregate principal amount of the Original Notes for approximately $125.0 million in aggregate principal amount of our new 2.75% Exchange Convertible Senior Notes due 2034 (Exchange Notes), leaving approximately $76.3 million |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases We have entered into various long-term non-cancelable operating lease agreements for equipment and facilities expiring at various times through March 2026. We lease office space under non-cancelable leases in the United States, Canada, Singapore, Japan, China, France and United Kingdom. Certain facility leases also contain rent escalation clauses. Our lease payments are expensed on a straight-line basis over the life of the leases. Rental expense under operating leases, net of amortization of lease incentives and sublease income for the years ended December 31, 2017 , 2016 and 2015 was $4.7 million , $6.3 million and $5.2 million , respectively. Future minimum lease payments and minimum sublease income under non-cancelable operating leases as of December 31, 2017 are as follows (in thousands): Fiscal Year Minimum Lease Payments Minimum Sublease Income Net Operating Leases 2018 $ 4,239 $ (1,019 ) $ 3,220 2019 4,140 (1,070 ) 3,070 2020 2,166 (410 ) 1,756 2021 1,273 — 1,273 2022 873 — 873 Thereafter 1,935 — 1,935 Total $ 14,626 $ (2,499 ) $ 12,127 Other Commitments In the normal course of business, we enter into various contractual and legally binding purchase commitments. As of December 31, 2017 , these commitments were approximately $1.3 million . Indemnifications From time to time, we have entered into indemnification provisions under certain of our agreements in the ordinary course of business, typically with business partners, customers, and suppliers. Pursuant to these agreements, we may indemnify, hold harmless, and agree to reimburse the indemnified parties on a case-by-case basis for losses suffered or incurred by the indemnified parties in connection with any patent or other intellectual property infringement claim by any third party with respect to our products. The term of these indemnification provisions is generally perpetual from the time of the execution of the agreement. The maximum potential amount of future payments we could be required to make under these indemnification provisions is typically not limited to a specific amount. In addition, we have entered into indemnification agreements with our officers, directors, and certain other employees. With certain exceptions, these agreements provide for indemnification for related expenses including, among others, attorneys' fees, judgments, fines and settlement amounts incurred by any of these individuals in any action or proceeding. We incurred legal expenses between October 2015 and the third quarter of 2017 to defend claims by Thermo Fisher Scientific, Inc., (Thermo) against one of our employees. In December 2015, Thermo Fisher Scientific, Inc., (Thermo) filed a complaint in the Circuit Court for the County of Kalamazoo, Michigan against one of its former employees who had recently been hired by us alleging, among other claims, misappropriation of proprietary information and breach of contractual and fiduciary obligations to Thermo while such individual was still an employee of Thermo. In November 2016, Thermo amended its complaint to add us as a party to the litigation, making various commercial and employment-related claims and seeking damages and injunctive relief. In July 2017, we entered into a settlement agreement with Thermo. Pursuant to the terms of the settlement agreement, we agreed to pay Thermo a one-time payment of $3.0 million in exchange for a release and dismissal of all claims with prejudice upon payment of the settlement. In August 2017, we paid the settlement of $3.0 million and received an insurance recovery payment of $1.0 million related to this matter. Contingencies |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2011 Equity Incentive Plan On January 28, 2011, our board of directors adopted the 2011 Equity Incentive Plan (the 2011 Plan) under which incentive stock options, non-statutory stock options, restricted stock units (RSUs), stock appreciation rights, performance units, and performance shares may be granted to our employees, directors, and consultants. Incentive stock options and non-statutory stock options granted under the 2011 Plan have a term of no more than ten years from the date of grant and an exercise price of at least 100% of the fair market value of the underlying common stock on the date of grant. If a participant owns stock representing more than 10% of the voting power of all classes of our stock on the grant date, an incentive stock option awarded to the participant will have a term of no more than five years from the date of grant and an exercise price of at least 110% of the fair market value of the underlying common stock on the date of grant. Generally, options vest at a rate of either 25% on the first anniversary of the option grant date and ratably each month over the remaining period of 36 months , or ratably each month over 48 months . We may grant options with different vesting terms from time to time. Our board of directors sets the terms, conditions, and restrictions related to our ESPP and the grant of stock options and RSUs, including the number of restricted stock units to grant. Our board of directors also sets vesting criteria and, depending on the extent to which the criteria are met, our board of directors will determine the number of restricted stock units to be paid out. In general, RSUs vest on a quarterly basis over a period of four years from the date of grant at a rate of 25% on the first anniversary of the grant date and ratably each quarter over the remaining 12 quarters, subject to the employees' continued employment. Our board of directors sets the performance objectives and other vesting provisions in determining the number of shares or value of performance units and performance shares that will be paid out. Such payout will be a function of the extent to which performance objectives or other vesting provisions have been achieved. As of December 31, 2017 , the 2011 Plan had a total of 5.6 million shares authorized for future issuance, of which 2.3 million shares were available for future grants. 2009 Equity Incentive Plan and 1999 Stock Option Plan Our 2009 Equity Incentive Plan (the 2009 Plan) terminated on the date the 2011 Plan was adopted, and the 1999 Stock Option Plan (the 1999 Plan) expired in 2009. Options granted or shares issued under the 2009 Plan and the 1999 Plan that were outstanding on the date the 2011 Plan became effective remained subject to the terms of their respective plans. 2017 Inducement Award Plan On January 5, 2017, we adopted the Fluidigm Corporation 2017 Inducement Award Plan (the “Inducement Plan”) and reserved 2 million shares of the Company’s common stock for issuance pursuant to equity awards granted under the Inducement Plan. The Inducement Plan provides for the grant of equity-based awards and its terms are substantially similar to the 2011 Plan. In accordance with Rule 5635(c)(4) of the Nasdaq Listing Rules, awards under the Inducement Plan may only be made to individuals not previously employees or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals’ entry into employment with the Company or in connection with a merger or acquisition, to the extent permitted by Rule 5635(c)(3) of the Nasdaq Listing Rules. There were no material equity awards granted under the Inducement Plan in 2017. As of December 31, 2017 , the Inducement Plan had a total of 2.0 million shares authorized for future issuance, of which 2.0 million shares were available for future grants. 2017 Employee Stock Purchase Plan On August 1, 2017, our stockholders approved our 2017 Employee Stock Purchase Plan (ESPP) at the annual meeting of stockholders. Our ESPP offers U.S. and some non-U.S. employees the right to purchase shares of our common stock. Our ESPP has a six -month offering period, with a new period commencing on the first trading day on or after May 31 and November 30 of each year. Employees are eligible to participate through payroll deductions of up to 10% of their compensation and may not purchase more than $25,000 of stock in any calendar year. The purchase price at which shares are sold under the ESPP is 85% of the lower of the fair market value of a share of our common stock on the first day of the offering period or the last day of the offering period. Our first ESPP offering period began on October 1, 2017 with a shorter offering period ending on November 30, 2017. As of December 31, 2017 , 0.9 million shares were available for future issuance under the ESPP. Sales under the ESPP were 0.1 million shares of common stock at an average price of $5.20 per share for 2017. Valuation and Expense Information We use the Black-Scholes option-pricing model to estimate the fair value of stock options granted under our equity incentive plans and stock purchases under our ESPP. The weighted average assumptions used to estimate the fair value were as follows: Year Ended December 31, 2017 2016 2015 Stock options: Expected volatility 65.0 % 43.4 % 46.3 % Expected term 4.2 years 6.0 years 5.9 years Risk-free interest rate 1.7 % 1.4 % 1.8 % Dividend yield — — — Weighted-average fair value per share $ 2.97 $ 3.19 $ 13.89 ESPP shares: Expected volatility 74.4 % Expected term 0.4 years Risk-free interest rate 1.3 % Dividend yield — Weighted-average fair value per share $ 1.93 We determine the expected volatility based on our historical stock price volatility generally commensurate with the estimated expected term of the stock awards. The expected term of an award is based on historical forfeiture experience, exercise activity, and the terms and conditions of the stock awards. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to each grant’s expected life. Each of these inputs is subjective and generally requires significant judgment by us. Also required to compute the fair value calculation of options and ESPP shares is the fair value of the underlying common stock. We account for forfeitures as they occur. We grant stock options at exercise prices not less than the fair value of our common stock at the date of grant. The fair value of RSUs granted to employees was estimated on the date of grant by multiplying the number of shares granted by the fair market value of our common stock on the grant date. Activity under the 2011 Plan, the 2009 Plan, the 1999 Plan and the Inducement Plan is as follows (in thousands, except per share amounts and terms): Restricted Stock units: Number of Shares Weighted-Average Balance at December 31, 2016 1,065 $ 15.31 RSUs granted 916 $ 5.73 RSUs vested (445 ) $ 15.57 RSUs canceled (368 ) $ 13.11 Balance at December 31, 2017 1,168 $ 8.55 Expected to vest at December 31, 2017 1,127 $ 8.59 The total intrinsic value of RSUs vested and released during the year ended December 31, 2017 , 2016 and 2015 were approximately $2.3 million , $2.4 million and $1.8 million , respectively. The intrinsic value of vested and released RSUs is calculated by multiplying the fair market value of our common stock on the vesting date by the number of shares vested. As of December 31, 2017 , the unrecognized compensation costs related to outstanding unvested RSUs under our equity incentive plans were $8.6 million . We expect to recognize those costs over a weighted average period of 2.4 years. Stock options : Number of Weighted-Average Weighted- Aggregate Balance at December 31, 2016 3,560 $ 16.62 Options granted 1,364 $ 5.61 Options exercised (25 ) $ 4.07 Options canceled/forfeited (2,735 ) $ 16.33 Balance at December 31, 2017 2,164 $ 10.41 Vested at December 31, 2017 990 $ 15.15 4.9 $ 315 Expected to vest at December 31, 2017 1,149 $ 5.58 9.3 726 (1) Aggregate intrinsic value was calculated as the difference between the closing price per share of our common stock on the last trading day of 2017 , which was $5.89 , and the exercise price of the options, multiplied by the number of in-the-money options. The total intrinsic value of options exercised during 2017 , 2016 and 2015 was $0.1 million , $0.3 million and $13.7 million , respectively. As of December 31, 2017 , the unrecognized compensation costs related to outstanding unvested options under our equity incentive plans were $ 3.7 million . We expect to recognize those costs over a weighted average period of 2.9 years. The total stock-based compensation recognized during 2017 , 2016 , and 2015 was $9.1 million , $13.9 million and $16.8 million , respectively. There were no stock-based compensation tax benefits recognized during 2017 , 2016 or 2015 . Capitalized stock-based compensation costs were insignificant at December 31, 2017 , 2016 and 2015 . In 2016, we granted 184,050 and 87,620 performance-based stock options and performance-based restricted stock units (each, a “performance award”), respectively, to executive officers and employees, which were accounted for as equity awards. The number of performance awards that ultimately vest depends on the achievement of certain performance criteria set by the Compensation Committee of the Company’s Board of Directors. The performance-based stock options have an exercise price per share of $7.10 . The Company recognizes stock-based compensation expense over the vesting period of the performance awards when achievement of the performance criteria becomes probable. We did not recognize any expense related to these performance awards in 2017 or 2016. Stock Option Exchange Program On August 23, 2017, we launched a one-time stock option exchange program (the Program), which eligible employees were able to exchange certain outstanding stock options (Eligible Options), whether vested or unvested, with an exercise price greater than $4.37 per share and greater than the closing price of a share of our common stock on the NASDAQ Global Select Market on the expiration date of the exchange offer (the Offer), for restricted stock units or stock options (New Awards) covering a lesser number of shares than were subject to the Eligible Options exchanged immediately before being canceled in the Offer. Non-employee members of our Board of Directors were not eligible to participate in the Program. The Program expired on September 20, 2017, with a closing price of $5.13 per share. 115 employees elected to surrender Eligible Options to purchase a total of 1,204,198 shares of our common stock, representing approximately 50.02% of the total shares of common stock underlying the Eligible Options. All surrendered options were canceled effective as of the expiration date, and immediately thereafter, in exchange for such surrendered options, we issued (i) new options to purchase an aggregate of 399,117 shares of our common stock with an exercise price of $5.13 ; and (ii) restricted stock units representing 54,944 shares of our common stock, each, pursuant to the terms of the Offer and our 2011 Equity Incentive Plan. The new awards granted under the Program generally vest over three years. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our loss before income taxes consists of the following (in thousands): Year Ended December 31, 2017 2016 2015 Domestic $ (56,885 ) $ (65,211 ) $ (46,757 ) International (6,914 ) (14,966 ) (8,033 ) Loss before income taxes $ (63,799 ) $ (80,177 ) $ (54,790 ) Significant components of our benefit for income taxes are as follows (in thousands): Year Ended December 31, 2017 2016 2015 Current: Federal $ — $ — $ (30 ) State (17 ) (14 ) (14 ) Foreign (501 ) 286 (1,319 ) Total current tax (expense) benefit (518 ) 272 (1,363 ) Deferred: State — — — Foreign 3,782 3,920 2,838 Total deferred benefit 3,782 3,920 2,838 Total benefit for income taxes $ 3,264 $ 4,192 $ 1,475 Reconciliation of income taxes at the statutory rate to the benefit from (provision for) income taxes recorded in the statements of operations is as follows: Year Ended December 31, 2017 2016 2015 Tax benefit at federal statutory rate 34.0 % 34.0 % 34.0 % State tax expense, net of federal benefit 5.5 2.2 1.4 Foreign tax benefit (expense) 0.4 (0.7 ) (1.9 ) Change in valuation allowance 39.2 (31.2 ) (28.6 ) Federal research and development credit 1.9 1.3 2.6 Unrecognized tax benefit (0.6 ) (1.3 ) (1.8 ) Return to provision reconciliation — 1.5 (1.2 ) Impact of the Tax Act (74.6 ) — — Other, net (0.7 ) (0.6 ) (1.9 ) Effective tax rate 5.1 % 5.2 % 2.6 % The Tax Act was enacted in December 2017. The Tax Act introduced a broad range of tax reform measures that significantly change U.S. federal income tax laws. Among other provisions, the Tax Act reduces the federal tax rate from 34% to 21% and imposes a one-time transition tax on post-1986 foreign unremitted earnings. We have remeasured our deferred taxes as of December 31, 2017 using the reduced U.S. federal tax rate of 21%. Accordingly, our gross deferred tax assets, which primarily include our net operating loss carryforwards, decreased by $29.9 million with a corresponding decrease in our valuation allowance. There is no net impact on our income tax provision from the remeasurement of existing deferred taxes due to a full valuation allowance. In addition, the Tax Act requires companies to pay a one-time transition tax for accumulated foreign earnings not previously subject to U.S. income tax. We have reviewed the accumulated undistributed foreign earnings after previously taxed income and currently we do not anticipate a transition tax liability due to our estimated aggregate foreign deficit. We have made reasonable estimates to reflect the impact of the Tax Act and recorded provisional amounts, in accordance with SAB 118, for the remeasurement of deferred taxes and the one-time transition tax as of December 31, 2017 . We continue to analyze additional information and new guidance issued by relevant authorities related to the Tax Act, which could impact the determination of the net deferred taxes subject to the remeasurement, the related impact to the assessment of our valuation allowance, and the one-time transition tax. The prospects of supplemental legislation or regulatory processes to address questions that arise because of the Tax Act, or evolving technical interpretations of the tax law, may cause the final impact from the Tax Act to differ materially from the recorded amounts. We will finalize and record any adjustments related to the Tax Act within the one-year measurement period provided under SAB 118. As of December 31, 2017 , we changed our permanent reinvestment assertion and will not permanently reinvest our foreign earnings outside the United States. The cash generated from some of our foreign subsidiaries may be used domestically to fund operations. Any domestic, foreign and state taxes that may be due upon future repatriation of earnings is not expected to be significant. In addition, we currently do not anticipate any significant impact from the one-time transition tax liability under the Tax Act due to our estimated aggregate foreign deficit. Our Development and Expansion Incentive, or DEI, in Singapore was terminated in 2017 and we did not benefit from the reduced tax rate of 5% for qualifying income in Singapore because certain milestones were not met. In addition, the capital allowance provision under the Singapore Productivity and Innovation Credit Scheme ended in 2017. Due to the termination of our DEI and capital allowance deduction, we released the valuation allowance and are subject to the statutory tax rate for Singapore. Significant components of our deferred tax assets and liabilities are as follows (in thousands): December 31, 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 91,701 $ 123,913 Reserves and accruals 3,927 4,281 Depreciation and amortization 5,591 712 Tax credit carryforwards 14,838 12,584 Stock-based compensation 5,994 7,057 Total gross deferred tax assets 122,051 148,547 Valuation allowance on deferred tax assets (119,228 ) (146,285 ) Total deferred tax assets, net of valuation allowance 2,823 2,262 Deferred tax liabilities: Fixed asset and intangibles (18,912 ) (22,000 ) Total deferred tax liabilities (18,912 ) (22,000 ) Net deferred tax liability $ (16,089 ) $ (19,738 ) Upon adoption of ASU 2016-09 (see Note 2), we recorded to the opening balance of retained earnings $9.3 million in deferred tax assets for previously unrecognized excess tax benefits that existed as of January 1, 2017, and a corresponding increase of $9.3 million in valuation allowances against these deferred tax assets as substantially all of our U.S. deferred tax assets, net of deferred tax liabilities, were subject to a full valuation allowance. The net impact to retained earnings as a result of these adjustments was zero. We evaluate a number of factors to determine the realizability of our deferred tax assets. Recognition of deferred tax assets is appropriate when realization of these assets is more likely than not. Assessing the realizability of deferred tax assets is dependent upon several factors including historical financial results. The deferred tax assets have been partially offset by a valuation allowance because we have incurred losses since our inception. The valuation allowance decreased by $27.1 million and increased by $22.1 million during 2017 and 2016 , respectively. The change in valuation allowance during 2017 is mainly due to the change in Federal statutory rate from 34% to 21%, offset by a significant increase in the taxable loss in 2017. The change in valuation allowance during 2016 is primarily due to a significant increase in the taxable loss in 2016 and an increase in research development credits. The valuation allowances of $119.2 million and $146.3 million as of December 31, 2017 and 2016 , respectively, primarily relate to temporary tax differences, net operating losses and research and development credits generated in the current and prior years. We believe it is more likely than not that U.S. federal, California and Japan deferred tax assets relating to temporary differences, net operating losses and research and development credits are not realizable. As such, full valuation allowances have been applied against the deferred tax assets relating to jurisdictions of the federal U.S., the state of California and Japan. A reconciliation of the beginning and ending amount of the valuation allowance for the years ended December 31, 2017 , 2016 , or 2015 is as follows (in thousands): Valuation Allowance December 31, 2014 $ 110,167 Charges to earnings — Charges to other accounts 13,970 December 31, 2015 124,137 Charges to earnings — Charges to other accounts 22,148 December 31, 2016 146,285 Charges to earnings 830 Charges to other accounts (27,887 ) December 31, 2017 $ 119,228 As of December 31, 2017 , we had net operating loss carryforwards for U.S. federal income tax purposes of $402.7 million , which expire in the years 2021 through 2038, and U.S. federal research and development tax credits of $8.3 million , which expire in the years 2021 through 2038. As of December 31, 2017 , we had net operating loss carryforwards for state income tax purposes of $163.6 million , which expire beginning in 2018 through 2038, and California research and development tax credits of $10.4 million , which do not expire. As of December 31, 2017 , we had foreign net operating loss carryforwards of $1.6 million , which expire in the years 2018 through 2038. Utilization of the net operating loss carryforwards and credits may be subject to a substantial annual limitation due to the ownership change limitations provided by Section 382 of the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. In 2015, we completed a Section 382 analysis for the period from our inception in May 1999 through December 31, 2015, which excluded the net operating loss carryforwards for DVS prior to the acquisition, and determined that an ownership change as defined under Section 382 occurred in November 2001, which resulted in a reduction to our U.S. federal net operating losses by $1.2 million . In 2016 and 2017, we continued the Section 382 analysis through December 31, 2017 and determined that an ownership change did not occur during the periods. Uncertain Tax Positions The aggregate changes in the balance of our gross unrecognized tax benefits during 2017 , 2016 , and 2015 were as follows (in thousands): December 31, 2014 $ 7,672 Increases in balances related to tax positions taken during current period 1,049 Decreases in balances related to tax position taken during prior period (59 ) December 31, 2015 8,662 Increases in balances related to tax positions taken during a prior period 46 Increases in balances related to tax positions taken during current period 1,673 Decreases in balances related to tax positions taken during prior period (1,048 ) December 31, 2016 9,333 Increases in balances related to tax positions taken during a prior period — Increases in balances related to tax positions taken during current period 61 Decreases in balances related to tax positions taken during prior period (2,077 ) December 31, 2017 $ 7,317 Accrued interest and penalties related to unrecognized tax benefits were included in the income tax provision and are immaterial as of December 31, 2017 and 2016 . As of December 31, 2017 , there are no unrecognized tax benefits that, if recognized, would affect our effective tax rate. We do not anticipate that our existing unrecognized tax benefits will significantly increase or decrease within the next 12 months . |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans We sponsor a 401(k) savings plan for our employees in the United States that stipulates that eligible employees may elect to contribute to the plan, subject to certain limitations, up to the lesser of 90% of eligible compensation or the maximum amount allowed by the U.S. Internal Revenue Service. In 2015, the Company implemented a match formula of 100% up to $2,000 annually, following a 4 -year vesting schedule. Employer matching contributions to the 401(k) plan for the year ended December 31, 2017 , 2016 and 2015 was $0.5 million , $0.6 million and $0.5 million |
Information About Geographic Ar
Information About Geographic Areas | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Information About Geographic Areas | Information About Geographic Areas We operate in one reporting segment that develops, manufacturers and commercializes tools for life sciences research. Our chief executive officer manages our operations and evaluates our financial performance on a consolidated basis. For purposes of allocating resources and evaluating regional financial performance, our chief executive officer reviews separate sales information for the different regions of the world. Our general and administrative expenses and our research and development expenses are not allocated to any specific region. Most of our principal operations, other than manufacturing, and our decision-making functions are located at our corporate headquarters in the United States. The following table represents our total revenue by geographic area of our customers for each year presented (in thousands): Year Ended December 31, 2017 2016 2015 United States $ 45,820 $ 52,637 $ 55,404 Europe 32,642 29,739 36,772 Asia-Pacific 20,005 18,478 16,967 Other 3,470 3,592 5,569 Total $ 101,937 $ 104,446 $ 114,712 Our license revenue is primarily generated in the United States. We had long-lived assets consisting of property and equipment, net of accumulated depreciation, in the following geographic areas for each year presented (in thousands): December 31, 2017 2016 United States $ 3,500 $ 6,145 Singapore 5,167 6,830 Canada 3,481 3,503 Europe 125 43 Asia-Pacific 28 4 Total $ 12,301 $ 16,525 Sales to customers in China represented 11% or $11.1 million |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity Tax Benefit Preservation Plan On August 1, 2017, the Tax Benefit Preservation Plan (Tax Plan) dated as of November 21, 2016 expired and all of the preferred share purchase rights distributed to the holders of our common stock pursuant to the Tax Plan expired. At-The-Market Offering On August 3, 2017, we entered into a Sales Agreement with Cowen and Company, LLC (Cowen) to sell shares of our common stock having aggregate sales proceeds of up to $30 million , from time to time, through an “at-the-market” equity offering program under which Cowen would act as sales agent. Under the Sales Agreement, we set the parameters for the sale of shares, including the number of shares to be issued, the time period during which sales are requested to be made, limitation on the number of shares that may be sold in any one trading day and any minimum price below which sales may not be made. On August 10, 2017, we sold 9.1 million shares of our common stock, $0.001 par value per share, through Cowen acting as our agent, for aggregate gross proceeds of $30 million . Our aggregate net proceeds from such sales were approximately $28.8 million , after deducting related expenses, including commissions to Cowen of approximately $0.7 million and issuance costs of approximately $0.5 million |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) Selected quarterly results of operations for the years ended December 31, 2017 and 2016 are as follows (in thousands, except for per share amounts): 2017 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 25,533 $ 23,912 $ 24,747 $ 27,745 Net loss $ (17,202 ) $ (16,933 ) $ (15,944 ) $ (10,456 ) Net loss per share, basic and diluted $ (0.59 ) $ (0.58 ) $ (0.46 ) $ (0.27 ) 2016 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 29,003 $ 28,168 $ 22,191 $ 25,084 Net loss $ (19,884 ) $ (18,617 ) $ (19,787 ) $ (17,697 ) Net loss per share, basic and diluted $ (0.69 ) $ (0.64 ) $ (0.68 ) $ (0.61 ) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Event On March 2, 2018, we entered into separate privately negotiated agreements with certain holders our Original Notes to exchange in a private placement (Exchange Transactions) approximately $125.0 million in aggregate principal amount of our Original Notes for approximately $125.0 million in aggregate principal amount of our Exchange Notes. Each $1,000 principal amount of Original Notes was exchanged for $1,000 principal amount of Exchange Notes. Approximately $76.3 million in aggregate principal amount of Original Notes will remain outstanding. The issuance of the Exchange Notes in the Exchange Transactions closed on March 6, 2018 and in connection with the Exchange Transactions, we entered into a Second Supplemental Indenture (Supplemental Indenture) to the Indenture, dated February 4, 2014, with U.S. Bank National Association, as trustee (Base Indenture, and together with the Supplemental Indenture, the Indenture). The Exchange Notes have an interest rate of 2.75% per year per $1,000 , which accrue on the principal amount of Exchange Notes, payable in cash semi-annually in arrears on February 1 and August 1 of each year, beginning February 1, 2018, and will mature on February 1, 2034, unless earlier repurchased, redeemed or converted. The Exchange Notes have an initial conversion rate of 126.9438 shares of our common stock, par value $0.001 per share, per $1,000 principal amount (which is equivalent to an initial conversion price of approximately $7.88 per share), subject to adjustment, and are convertible into cash, shares of our common stock or a combination of cash and common stock, at our election. The Exchange Notes are convertible at the option of the holder at any time prior to the business day immediately preceding the maturity date for the Exchange Notes. The Exchange Notes are also convertible at our option upon certain conditions specified in the Indenture for the Exchange Notes (the issuer’s conversion option). Holders of the Exchange Notes have the right, at their option, to require us to purchase their Exchange Notes (i) on February 6, 2023, February 6, 2026 and February 6, 2029 or (ii) in the event of a “fundamental change” as defined in the Indenture, in each case, at a repurchase price equal to 100% of the accreted principal amount (i.e., up to 120% of the outstanding principal amount) of the Exchange Notes on the fundamental change repurchase date, plus accrued and unpaid interest. Holders who convert their Exchange Notes voluntarily prior to our exercise of the issuer’s conversion option or in connection with a make-whole fundamental change prior to February 6, 2023 are entitled, under certain circumstances, to a make-whole premium in the form of an increase in the conversion rate determined by reference to a make-whole table set forth in the Indenture. On or after February 6, 2022, we may elect to redeem all or any portion of the Exchange Notes at a redemption price equal to 100% of the accreted principal amount (i.e., up to 120% of the outstanding principal amount) of the Exchange Notes on the redemption date of the Exchange Notes, plus accrued and unpaid interest. |
Schedule II-Valuation And Quali
Schedule II-Valuation And Qualifying Accounts And Reserves | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II-Valuation And Qualifying Accounts And Reserves | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS AND RESERVES In thousands Balance at Beginning of Period Additions/ Charged to Expense Deductions Balance at End of Period Year ended December 31, 2017 Accounts receivable allowance $ 502 $ 24 $ (135 ) $ 391 Year ended December 31, 2016 Accounts receivable allowance $ 103 $ 484 $ (85 ) $ 502 Year ended December 31, 2015 Accounts receivable allowance $ 120 $ 23 $ (40 ) $ 103 In thousands Balance at Beginning of Period Additions/ Charged to Expense Deductions Balance at End of Period Year ended December 31, 2017 Warranty allowance $ 1,023 $ 695 $ (1,019 ) $ 699 Year ended December 31, 2016 Warranty allowance $ 1,076 $ 885 $ (938 ) $ 1,023 Year ended December 31, 2015 Warranty allowance $ 1,178 $ 672 $ (774 ) $ 1,076 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (U.S. GAAP) and include the accounts of our wholly-owned subsidiaries. As of December 31, 2017 , we had wholly-owned subsidiaries in Singapore, Canada, the Netherlands, Japan, France, the United Kingdom, China, and Germany. All subsidiaries, except for Singapore, use their local currency as their functional currency. The Singapore subsidiary uses the U.S. dollar as its functional currency. All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates |
Foreign Currency | Foreign Currency |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Investments | Investments |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Our financial instruments consist primarily of cash and cash equivalents, investments, accounts receivable, accounts payable, and convertible notes. Our cash equivalents, investments, accounts receivable, and accounts payable have short maturity or payment periods. Accordingly, their carrying values approximated their fair values at December 31, 2017 and 2016 . The convertible notes are presented at their carrying value, with fair value disclosures made in Note 4. 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 for which there is little or no market data, which requires us to develop our own assumptions. |
Accounts Receivable | Accounts Receivable |
Concentrations of Business and Credit Risk | Concentrations of Business and Credit Risk Financial instruments that potentially subject us to credit risk consist of cash, cash equivalents, investments, and accounts receivable. Our cash, cash equivalents, and investments may consist of deposits held with banks, money market funds, and other highly liquid investments that may at times exceed federally insured limits. Cash equivalents and investments are financial instruments that potentially subject us to concentrations of risk. Under our investment policy, we invest primarily in securities issued by the U.S. government. The goals of our investment policy, in order of priority, are as follows: preserve capital, meet liquidity needs, and optimize returns. We generally do not require collateral to support credit sales. To reduce credit risk, we perform credit evaluations of our customers. No single customer represented more than 10% of total revenue for 2017 , 2016 , or 2015 , and no single customer represented more than 10% of total accounts receivable at December 31, 2017 , 2016 , or 2015 . |
Inventories | Inventories |
Property and Equipment and Long-Lived Assets | Property and Equipment and Long-Lived Assets Property and equipment, including leasehold improvements, are stated at cost less accumulated depreciation. Accumulated depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized using the straight-line method over the estimated useful lives of the assets or the remaining term of the lease, whichever is shorter. The estimated useful lives of our property and equipment are generally as follows: computer equipment and software, three to four years; laboratory and manufacturing equipment, two to five years; and office furniture and fixtures, five years. Depreciation expense for the years ended December 31, 2017 , 2016 and 2015 was $5.9 million , $5.1 million and $3.6 million , respectively. |
Intangible Assets | Intangible Assets |
Product Warranties | Product Warranties We generally provide a one |
Revenue Recognition | Revenue Recognition We generate revenue from sales of our products, services and license agreements. Our products consist of instruments and consumables, including IFCs, assays, and reagents. Our service revenue consists of post-warranty service contracts, preventive maintenance plans, instrument parts, installation, and training. We recognize revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the customer is fixed or determinable, and collectability is reasonably assured. We assess collectability based on factors such as the customer’s creditworthiness and past collection history, if applicable. If collection is not reasonably assured, revenue recognition is deferred until receipt of payment. We also assess whether a price is fixed or determinable by, among other things, reviewing contractual terms and conditions related to payment. Delivery occurs when there is a transfer of title and risk of loss passes to the customer. Revenue excludes taxes collected from our customers. Product and Service Revenue Certain of our sales contracts involve the delivery of multiple products and services within contractually binding arrangements. Multiple-deliverable sales transactions typically consist of the sale and delivery of one or more instruments and consumables together with one or more of our installation, training and/or customer support services. Significant judgment is sometimes required to determine the appropriate accounting for such arrangements, including whether the deliverables specified in a multiple element arrangement should be treated as separate units of accounting for revenue recognition purposes and, if so, how the related sales price should be allocated among the elements, when to recognize revenue for each element, and the period over which revenue should be recognized. For sales contracts that include multiple deliverables, we allocate the contract consideration at the inception of the contract to each unit of accounting based upon its relative selling price. We may use our best estimate of selling price for individual deliverables when vendor specific objective evidence or third-party evidence is unavailable. A delivered item is considered to be a separate unit of accounting when it has value to the customer on a stand-alone basis. Our products, other than service contracts, are typically delivered within a short time frame, generally within one to three months of the contract date. Service contracts are entered into for terms of one to three years, following the expiration of the warranty period. Our products are generally sold without the right of return. Amounts received before revenue recognition criteria are met are classified in the consolidated balance sheets as deferred revenue or customer deposits, depending on the terms of the arrangement. License Revenue License and royalty revenue from license agreements is recognized when received, which is generally in the quarter following the quarter in which the corresponding sales occur. |
Shipping and Handling Costs | Shipping and Handling Costs |
Research and Development | Research and Development |
Advertising Costs | Advertising Costs |
Income Taxes | Income Taxes We use the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are provided when the expected realization of deferred tax assets does not meet a “more likely than not” criterion. We make estimates and judgments about our future taxable income that are based on assumptions that are consistent with our plans and estimates. Should the actual amounts differ from our estimates, the amount of our valuation allowance could be materially impacted. Changes in these estimates may result in significant increases or decreases to our tax provision in a period in which such estimates are changed, which in turn would affect net income or loss. |
Stock-Based Compensation | Stock-Based Compensation |
Comprehensive Loss | Comprehensive Loss |
Goodwill, Intangible Assets and Other Long-Lived Assets | Goodwill, Intangible Assets and Other Long-Lived Assets Goodwill, which has an indefinite useful life, represents the excess of cost over fair value of net assets acquired. Our identifiable intangible assets are typically comprised of acquired core technologies, licensed technologies, license agreements and patents. The cost of identifiable intangible assets with finite lives is generally amortized on a straight-line basis over the assets’ respective estimated useful lives. 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 value. If the fair value of our reporting unit exceeds its carrying value, goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceed its fair value, 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 its implied fair value, then an impairment loss equal to the difference would be recorded. |
Net Loss per Share | Net Loss per Share |
Recent Accounting Changes and Accounting Pronouncements | Recent Accounting Changes and Accounting Pronouncements Adoption of New Accounting Guidance In July 2015, the FASB issued ASU 2015-11 Inventory (Topic 330): Simplifying the Measurement of Inventory, which changes the measurement principle for inventory from the lower of cost or market to the lower of cost or net realizable value. ASU 2015-11 defines net realizable value as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We adopted this standard in the first quarter of 2017. The adoption of this ASU did not have a material impact on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplified several aspects of the accounting for share-based payments, including changing the threshold to qualify for equity classification up to the employees’ maximum statutory tax rates, allowing an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures as they occur, and clarifying the classification on the statement of cash flows of employee taxes paid when an employer withholds shares for tax-withholding purposes. We adopted this standard in the first quarter of 2017 by recording the cumulative impact of applying this guidance to retained earnings. We also elected to account for forfeitures as they occur, as permitted by ASU 2016-09. The adoption of this ASU did not have a material impact on our consolidated financial statements. See Note 9 for the impact on deferred tax assets. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-09 regarding ASC (Topic 606) Revenue from Contracts with Customers. ASU 2014-09 and subsequent amendments provide principles for recognizing revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU permits two methods of adoption, the full retrospective method applying the standard to each prior reporting period presented, or the modified retrospective method with a cumulative effect of initially applying the new standard recognized at the date of initial application. This ASU also allows entities to apply certain practical expedients at their discretion. The new standard will be effective for our fiscal year beginning January 1, 2018. We adopted ASU 2014-09 in the first quarter of 2018 using the modified retrospective method. The adoption is not expected to have a material impact on our consolidated financial statements. The new standard’s broader definition of variable consideration requires us to estimate and record certain payments from customers. This ASU requires that the transaction price received from customers be allocated to each separate and distinct performance obligation. We have determined that our service plans do not contain separate and distinct performance obligations. Therefore, the fees we receive for our service plans will be recognized as revenue ratably over the term of the service plan, which is our current practice. The requirement in the new standard is to capitalize incremental costs to obtain contracts with our customers and amortize those costs over the term of the contract. This is a change from our current practice of expensing sales commissions as incurred. We are utilizing the practical expedient provision permitting expensing of costs to obtain a contract when the expected amortization period is one year or less. Under the modified retrospective method, periods prior to the adoption of ASU 2014-09 are not restated and the cumulative effect of initially applying the new standard is reflected in the opening balance of retained earnings as of January 1, 2018. Additional disclosures are required for significant differences between the reported results under the new standard and those that would have been reported under the legacy standard. While we continue to evaluate the effect of the new standard on our ongoing financial reporting, we currently do not expect the cumulative effect of the new standard to be material. We continue to identify the appropriate changes to our business processes, systems, and controls to support revenue recognition and disclosure under the new standard. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842). This ASU requires lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases with the exception of short-term leases. For lessees, leases will continue to be classified as either operating or finance leases in the income statement. Lessor accounting under this ASU is similar to the current model but updated to align with certain changes to the lessee model. Lessors will continue to classify leases as operating, direct financing or sales-type leases. ASU 2016-02 will be effective for our fiscal year beginning January 1, 2019 and early adoption is permitted. We are currently evaluating the accounting, transition, and disclosure requirements of the standard. We have not yet determined whether we will elect early adoption of the standard and cannot currently estimate the financial statement impact of adoption. In November 2016, the FASB issued ASU 2016-18 Statement of Cash Flows (Topic 230): Restricted Cash, a consensus of the FASB’s Emerging Issues Task Force, amending the presentation of restricted cash within the statement of cash flows. The new guidance requires that restricted cash be included within cash and cash equivalents on the statement of cash flows. ASU 2016-18 will be effective for our fiscal year beginning January 1, 2018. We adopted this ASU in the first quarter of 2018. The adoption is not expected to have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying The Test for Goodwill Impairment. The ASU eliminates the requirement for an entity to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an entity performs its annual, or interim, goodwill impairment testing by comparing the fair value of a reporting unit with its carrying amount and recording an impairment charge for the amount by which the carrying amount exceeds the fair value. This ASU will be effective for annual and interim goodwill impairment testing performed for our fiscal year beginning January 1, 2020, with early adoption permitted. We are currently evaluating the adoption of this ASU and cannot estimate the financial statement impact of adoption. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Components of accumulated other comprehensive loss | The components of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2017 , 2016 , and 2015 are as follows (in thousands): Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Investments Accumulated Other Comprehensive Income (Loss) Ending balance at December 31, 2015 $ (1,072 ) $ (72 ) $ (1,144 ) Change during the year 314 70 384 Ending balance at December 31, 2016 (758 ) (2 ) (760 ) Change during the year 183 3 186 Ending balance at December 31, 2017 $ (575 ) $ 1 $ (574 ) |
Summary of potential common shares excluded from computations of net loss per share attributed to common stockholders | The following potentially dilutive common shares were excluded from the computations of diluted net loss per share for the periods presented because including them would have been anti-dilutive (in thousands): December 31, 2017 2016 2015 Stock options, restricted stock units and performance awards 3,501 4,622 3,905 Convertible notes 3,598 3,598 3,598 Total 7,099 8,220 7,503 |
Goodwill and Intangible Asset25
Goodwill and Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of finite-lived intangible assets | Intangible assets include developed technology as a result of the DVS acquisition and other intangible assets included in Other non-current assets. Intangible assets, net were as follows (in thousands): December 31, 2017 Gross Amount Accumulated Amortization Net Weighted-Average Amortization Period Developed technology $ 112,000 $ (43,400 ) $ 68,600 10.0 years Patents and licenses 11,274 (5,721 ) 5,553 7.8 years Total intangible assets, net $ 123,274 $ (49,121 ) $ 74,153 December 31, 2016 Gross Amount Accumulated Amortization Net Weighted-Average Amortization Period Developed technology $ 112,000 $ (32,200 ) $ 79,800 10.0 years Patents and licenses 11,224 (4,533 ) 6,691 7.9 years Total intangible assets, net $ 123,224 $ (36,733 ) $ 86,491 |
Estimated future intangible asset amortization expense | Based on the carrying value of intangible assets, net as of December 31, 2017 , the annual amortization expense for intangible assets, net is expected to be as follows (in thousands): Fiscal Year Amortization Expense 2018 $ 12,334 2019 12,243 2020 12,242 2021 12,088 2022 12,004 Thereafter 13,242 Total $ 74,153 |
Fair Value of Financial Instr26
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value measurements | The following tables summarize our cash and available-for-sale securities that were measured at fair value by significant investment category within the fair value hierarchy (in thousands): December 31, 2017 Carrying Amount Gross Unrealized Gain Gross Unrealized Loss Fair Value Cash and Cash Equivalents Short-Term Marketable Securities Assets: Cash $ 20,129 $ — $ — $ 20,129 $ 20,129 $ — Available-for-sale: Level I: Money market funds 16,142 — — 16,142 16,142 — U.S. treasury securities 497 — — 497 — 497 Level II: U.S. government and agency securities 26,369 — (1 ) 26,368 21,785 4,583 Total $ 63,137 $ — $ (1 ) $ 63,136 $ 58,056 $ 5,080 December 31, 2016 Carrying Amount Gross Unrealized Gain Gross Unrealized Loss Fair Value Cash and Cash Equivalents Short-Term Marketable Securities Assets: Cash $ 13,984 $ — $ — $ 13,984 $ 13,984 $ — Available-for-sale: Level I: Money market funds 21,061 — — 21,061 21,061 — Level II: U.S. government and agency securities 24,388 1 (4 ) 24,385 — 24,385 Total $ 59,433 $ 1 $ (4 ) $ 59,430 $ 35,045 $ 24,385 |
Balance Sheet Data (Tables)
Balance Sheet Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Summary of cash and cash equivalents | Cash and cash equivalents consisted of the following as of December 31, 2017 and 2016 (in thousands): December 31, Cash and cash equivalents: 2017 2016 Cash $ 20,129 $ 13,984 Money market funds 16,142 21,061 U.S. Government and agency securities 21,785 — Total $ 58,056 $ 35,045 |
Inventories | Inventories consisted of the following as of December 31, 2017 and 2016 (in thousands): December 31, Inventories: 2017 2016 Raw materials $ 7,566 $ 8,919 Work-in-process 929 1,742 Finished goods 6,593 9,453 Total inventories, net $ 15,088 $ 20,114 |
Property and equipment | Property and equipment consisted of the following as of December 31, 2017 and 2016 (in thousands): December 31, Property and equipment: 2017 2016 Computer equipment and software $ 4,179 $ 5,497 Laboratory and manufacturing equipment 20,069 23,670 Leasehold improvements 7,799 8,747 Office furniture and fixtures 1,892 2,084 Property and equipment, gross 33,939 39,998 Less accumulated depreciation and amortization (21,646 ) (24,084 ) Construction-in-progress 8 611 Property and equipment, net $ 12,301 $ 16,525 |
Activity of warranty accrual | Activity for our warranty accrual for the years ended December 31, 2017 and 2016 , which are included in other accrued liabilities, is summarized below (in thousands): Year Ended December 31, 2017 2016 Beginning balance $ 1,023 $ 1,076 Accrual for current period warranties 695 885 Warranty costs incurred (1,019 ) (938 ) Ending balance $ 699 $ 1,023 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The carrying values of the components of the convertible notes are as follows (in thousands): December 31, 2017 2016 Principal amount of Original Notes $ 201,250 $ 201,250 Unamortized debt discount (5,087 ) (5,330 ) Unamortized debt issuance cost (925 ) (969 ) Net carrying value of convertible notes $ 195,238 $ 194,951 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum lease payments under non-cancelable operating leases | Future minimum lease payments and minimum sublease income under non-cancelable operating leases as of December 31, 2017 are as follows (in thousands): Fiscal Year Minimum Lease Payments Minimum Sublease Income Net Operating Leases 2018 $ 4,239 $ (1,019 ) $ 3,220 2019 4,140 (1,070 ) 3,070 2020 2,166 (410 ) 1,756 2021 1,273 — 1,273 2022 873 — 873 Thereafter 1,935 — 1,935 Total $ 14,626 $ (2,499 ) $ 12,127 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based compensation determined using Black-Sholes option-pricing model and weighted average assumptions | We use the Black-Scholes option-pricing model to estimate the fair value of stock options granted under our equity incentive plans and stock purchases under our ESPP. The weighted average assumptions used to estimate the fair value were as follows: Year Ended December 31, 2017 2016 2015 Stock options: Expected volatility 65.0 % 43.4 % 46.3 % Expected term 4.2 years 6.0 years 5.9 years Risk-free interest rate 1.7 % 1.4 % 1.8 % Dividend yield — — — Weighted-average fair value per share $ 2.97 $ 3.19 $ 13.89 ESPP shares: Expected volatility 74.4 % Expected term 0.4 years Risk-free interest rate 1.3 % Dividend yield — Weighted-average fair value per share $ 1.93 |
Employee Stock Purchase Plan, valuation assumptions | We use the Black-Scholes option-pricing model to estimate the fair value of stock options granted under our equity incentive plans and stock purchases under our ESPP. The weighted average assumptions used to estimate the fair value were as follows: Year Ended December 31, 2017 2016 2015 Stock options: Expected volatility 65.0 % 43.4 % 46.3 % Expected term 4.2 years 6.0 years 5.9 years Risk-free interest rate 1.7 % 1.4 % 1.8 % Dividend yield — — — Weighted-average fair value per share $ 2.97 $ 3.19 $ 13.89 ESPP shares: Expected volatility 74.4 % Expected term 0.4 years Risk-free interest rate 1.3 % Dividend yield — Weighted-average fair value per share $ 1.93 |
Activity under restricted stock units | Restricted Stock units: Number of Shares Weighted-Average Balance at December 31, 2016 1,065 $ 15.31 RSUs granted 916 $ 5.73 RSUs vested (445 ) $ 15.57 RSUs canceled (368 ) $ 13.11 Balance at December 31, 2017 1,168 $ 8.55 Expected to vest at December 31, 2017 1,127 $ 8.59 |
Activity under stock options | Stock options : Number of Weighted-Average Weighted- Aggregate Balance at December 31, 2016 3,560 $ 16.62 Options granted 1,364 $ 5.61 Options exercised (25 ) $ 4.07 Options canceled/forfeited (2,735 ) $ 16.33 Balance at December 31, 2017 2,164 $ 10.41 Vested at December 31, 2017 990 $ 15.15 4.9 $ 315 Expected to vest at December 31, 2017 1,149 $ 5.58 9.3 726 (1) Aggregate intrinsic value was calculated as the difference between the closing price per share of our common stock on the last trading day of 2017 , which was $5.89 , and the exercise price of the options, multiplied by the number of in-the-money options. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Loss before income taxes | Our loss before income taxes consists of the following (in thousands): Year Ended December 31, 2017 2016 2015 Domestic $ (56,885 ) $ (65,211 ) $ (46,757 ) International (6,914 ) (14,966 ) (8,033 ) Loss before income taxes $ (63,799 ) $ (80,177 ) $ (54,790 ) |
Significant components of provision for income taxes | Significant components of our benefit for income taxes are as follows (in thousands): Year Ended December 31, 2017 2016 2015 Current: Federal $ — $ — $ (30 ) State (17 ) (14 ) (14 ) Foreign (501 ) 286 (1,319 ) Total current tax (expense) benefit (518 ) 272 (1,363 ) Deferred: State — — — Foreign 3,782 3,920 2,838 Total deferred benefit 3,782 3,920 2,838 Total benefit for income taxes $ 3,264 $ 4,192 $ 1,475 |
Reconciliation of income taxes at statutory rate to (provision for)/benefit from income taxes recorded in statements of operations | Reconciliation of income taxes at the statutory rate to the benefit from (provision for) income taxes recorded in the statements of operations is as follows: Year Ended December 31, 2017 2016 2015 Tax benefit at federal statutory rate 34.0 % 34.0 % 34.0 % State tax expense, net of federal benefit 5.5 2.2 1.4 Foreign tax benefit (expense) 0.4 (0.7 ) (1.9 ) Change in valuation allowance 39.2 (31.2 ) (28.6 ) Federal research and development credit 1.9 1.3 2.6 Unrecognized tax benefit (0.6 ) (1.3 ) (1.8 ) Return to provision reconciliation — 1.5 (1.2 ) Impact of the Tax Act (74.6 ) — — Other, net (0.7 ) (0.6 ) (1.9 ) Effective tax rate 5.1 % 5.2 % 2.6 % |
Significant components of deferred tax assets and liabilities | Significant components of our deferred tax assets and liabilities are as follows (in thousands): December 31, 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 91,701 $ 123,913 Reserves and accruals 3,927 4,281 Depreciation and amortization 5,591 712 Tax credit carryforwards 14,838 12,584 Stock-based compensation 5,994 7,057 Total gross deferred tax assets 122,051 148,547 Valuation allowance on deferred tax assets (119,228 ) (146,285 ) Total deferred tax assets, net of valuation allowance 2,823 2,262 Deferred tax liabilities: Fixed asset and intangibles (18,912 ) (22,000 ) Total deferred tax liabilities (18,912 ) (22,000 ) Net deferred tax liability $ (16,089 ) $ (19,738 ) |
Summary of valuation allowance | A reconciliation of the beginning and ending amount of the valuation allowance for the years ended December 31, 2017 , 2016 , or 2015 is as follows (in thousands): Valuation Allowance December 31, 2014 $ 110,167 Charges to earnings — Charges to other accounts 13,970 December 31, 2015 124,137 Charges to earnings — Charges to other accounts 22,148 December 31, 2016 146,285 Charges to earnings 830 Charges to other accounts (27,887 ) December 31, 2017 $ 119,228 |
Aggregate changes in balance of gross unrecognized tax benefits | The aggregate changes in the balance of our gross unrecognized tax benefits during 2017 , 2016 , and 2015 were as follows (in thousands): December 31, 2014 $ 7,672 Increases in balances related to tax positions taken during current period 1,049 Decreases in balances related to tax position taken during prior period (59 ) December 31, 2015 8,662 Increases in balances related to tax positions taken during a prior period 46 Increases in balances related to tax positions taken during current period 1,673 Decreases in balances related to tax positions taken during prior period (1,048 ) December 31, 2016 9,333 Increases in balances related to tax positions taken during a prior period — Increases in balances related to tax positions taken during current period 61 Decreases in balances related to tax positions taken during prior period (2,077 ) December 31, 2017 $ 7,317 |
Information About Geographic 32
Information About Geographic Areas (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Product revenue by geography based on billing address of customers | The following table represents our total revenue by geographic area of our customers for each year presented (in thousands): Year Ended December 31, 2017 2016 2015 United States $ 45,820 $ 52,637 $ 55,404 Europe 32,642 29,739 36,772 Asia-Pacific 20,005 18,478 16,967 Other 3,470 3,592 5,569 Total $ 101,937 $ 104,446 $ 114,712 |
Net long-lived assets consisting of property and equipment in different geographic areas | We had long-lived assets consisting of property and equipment, net of accumulated depreciation, in the following geographic areas for each year presented (in thousands): December 31, 2017 2016 United States $ 3,500 $ 6,145 Singapore 5,167 6,830 Canada 3,481 3,503 Europe 125 43 Asia-Pacific 28 4 Total $ 12,301 $ 16,525 |
Quarterly Results of Operatio33
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly results of operations | Selected quarterly results of operations for the years ended December 31, 2017 and 2016 are as follows (in thousands, except for per share amounts): 2017 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 25,533 $ 23,912 $ 24,747 $ 27,745 Net loss $ (17,202 ) $ (16,933 ) $ (15,944 ) $ (10,456 ) Net loss per share, basic and diluted $ (0.59 ) $ (0.58 ) $ (0.46 ) $ (0.27 ) 2016 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 29,003 $ 28,168 $ 22,191 $ 25,084 Net loss $ (19,884 ) $ (18,617 ) $ (19,787 ) $ (17,697 ) Net loss per share, basic and diluted $ (0.69 ) $ (0.64 ) $ (0.68 ) $ (0.61 ) |
Description of Business (Detail
Description of Business (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Incorporation of the company | 1999-05 |
Reincorporation of the company | 2007-07 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Jan. 31, 2016 | Mar. 31, 2013 | Feb. 28, 2013 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Depreciation | $ 5,900,000 | $ 5,100,000 | $ 3,600,000 | ||||
Impairment of long-lived assets | 0 | 0 | 0 | ||||
Proceeds from sale of investment in Verinata | 0 | 2,330,000 | 0 | ||||
Gain from sale of investment in Verinata | $ 0 | 0 | 2,330,000 | ||||
Product warranty term | 1 year | ||||||
Advertising costs incurred | $ 1,800,000 | $ 2,300,000 | 2,900,000 | ||||
Cost-method Investments | Verinata | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Total agreed amount on acquisition | $ 350,000,000 | ||||||
Total payment to all Verinata investors on achievement of milestone | $ 100,000,000 | ||||||
Proceeds from sale of investment in Verinata | $ 3,100,000 | ||||||
Gain from sale of investment in Verinata | $ 1,800,000 | $ 300,000 | |||||
Expected milestone receivable | $ 2,300,000 | ||||||
Minimum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Product contracts delivery period | 1 month | ||||||
Service contracts delivery period | 1 year | ||||||
Maximum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Product contracts delivery period | 3 months | ||||||
Service contracts delivery period | 3 years | ||||||
Other Assets | Cost-method Investments | Verinata | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Proceeds from contingent milestone payments for shareholders in cost method investment | $ 2,300,000 | ||||||
Computer equipment and software | Minimum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment, estimated useful lives | 3 years | ||||||
Computer equipment and software | Maximum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment, estimated useful lives | 4 years | ||||||
Laboratory and manufacturing equipment | Minimum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment, estimated useful lives | 2 years | ||||||
Laboratory and manufacturing equipment | Maximum | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment, estimated useful lives | 5 years | ||||||
Office furniture and fixtures | |||||||
Schedule Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment, estimated useful lives | 5 years |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | $ (760) | ||
Change during the year | 186 | $ 384 | $ (350) |
Accumulated other comprehensive loss, Ending balance | (574) | (760) | |
Foreign Currency Translation Adjustment | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | (758) | (1,072) | |
Change during the year | 183 | 314 | |
Accumulated other comprehensive loss, Ending balance | (575) | (758) | (1,072) |
Unrealized Gain (Loss) on Investments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | (2) | (72) | |
Change during the year | 3 | 70 | |
Accumulated other comprehensive loss, Ending balance | 1 | (2) | (72) |
Accumulated Other Comprehensive Income (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive loss, beginning balance | (760) | (1,144) | |
Change during the year | 186 | 384 | |
Accumulated other comprehensive loss, Ending balance | $ (574) | $ (760) | $ (1,144) |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Potential Common Shares Excluded from Computations of Diluted Net Loss Per Share Attributed to Common Stockholders (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computations of net loss per share | 7,099 | 8,220 | 7,503 |
Stock options, restricted stock units and performance awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computations of net loss per share | 3,501 | 4,622 | 3,905 |
Convertible notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computations of net loss per share | 3,598 | 3,598 | 3,598 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets, net - Narrative (Details) - USD ($) $ in Thousands | Nov. 04, 2015 | Jun. 28, 2013 | Feb. 28, 2014 | Aug. 31, 2011 | May 31, 2011 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | |||||||||
Amortization of developed technology | $ 11,200 | $ 11,200 | $ 11,200 | ||||||
DVS Sciences, Inc. | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Business combination, preliminary goodwill | $ 104,200 | ||||||||
Adjustment to deferred taxes from acquisition | $ 100 | ||||||||
Developed technology | DVS Sciences, Inc. | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Finite-lived intangible assets acquired | $ 112,000 | ||||||||
Useful life in years | 10 years | ||||||||
Amortization of developed technology | 11,200 | 11,200 | 11,200 | ||||||
Patents | Helicos Biosciences Corporation | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Finite-lived intangible assets acquired | $ 1,000 | ||||||||
Useful life in years | 10 years | ||||||||
Amortization of developed technology | 100 | 100 | 100 | ||||||
Transaction costs | $ 300 | ||||||||
Licensing Agreements | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Cost of revenue | 200 | 200 | 200 | ||||||
PerkinElmer | Patents | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Finite-lived intangible assets acquired | $ 6,500 | ||||||||
Amortization of developed technology | 900 | $ 900 | $ 100 | ||||||
PerkinElmer | Licensing Agreements | |||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||
Payment for license upfront fees | $ 500 | $ 600 | |||||||
Prepaid royalties | $ 1,100 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets, net - Schedule of Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 123,274 | $ 123,224 |
Accumulated Amortization | (49,121) | (36,733) |
Net | 74,153 | 86,491 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 112,000 | 112,000 |
Accumulated Amortization | (43,400) | (32,200) |
Net | $ 68,600 | $ 79,800 |
Weighted-Average Amortization Period | 10 years | 10 years |
Patents and licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 11,274 | $ 11,224 |
Accumulated Amortization | (5,721) | (4,533) |
Net | $ 5,553 | $ 6,691 |
Weighted-Average Amortization Period | 7 years 9 months 18 days | 7 years 10 months 24 days |
Goodwill and Intangible Asset40
Goodwill and Intangible Assets, net - Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,018 | $ 12,334 | |
2,019 | 12,243 | |
2,020 | 12,242 | |
2,021 | 12,088 | |
2,022 | 12,004 | |
Thereafter | 13,242 | |
Net | $ 74,153 | $ 86,491 |
Fair Value of Financial Instr41
Fair Value of Financial Instruments - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Carrying Amount | $ 63,137 | $ 59,433 |
Gross Unrealized Gain | 0 | 1 |
Gross Unrealized Loss | (1) | (4) |
Fair Value | 63,136 | 59,430 |
Cash and Cash Equivalents | 58,056 | 35,045 |
Short-Term Marketable Securities | 5,080 | 24,385 |
Cash | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Carrying Amount | 20,129 | 13,984 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | 0 | 0 |
Fair Value | 20,129 | 13,984 |
Cash and Cash Equivalents | 20,129 | 13,984 |
Short-Term Marketable Securities | 0 | 0 |
Money market funds | Level I | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Carrying Amount | 16,142 | 21,061 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | 0 | 0 |
Fair Value | 16,142 | 21,061 |
Cash and Cash Equivalents | 16,142 | 21,061 |
Short-Term Marketable Securities | 0 | 0 |
U.S. treasury securities | Level I | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Carrying Amount | 497 | |
Gross Unrealized Gain | 0 | |
Gross Unrealized Loss | 0 | |
Fair Value | 497 | |
Cash and Cash Equivalents | 0 | |
Short-Term Marketable Securities | 497 | |
U.S. government and agency securities | Level II | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Carrying Amount | 26,369 | 24,388 |
Gross Unrealized Gain | 0 | 1 |
Gross Unrealized Loss | (1) | (4) |
Fair Value | 26,368 | 24,385 |
Cash and Cash Equivalents | 21,785 | 0 |
Short-Term Marketable Securities | $ 4,583 | $ 24,385 |
Fair Value of Financial Instr42
Fair Value of Financial Instruments - Summary of Investments and Cash Equivalents (Details) $ in Thousands | Dec. 31, 2017USD ($)Investment | Dec. 31, 2016USD ($) | Feb. 04, 2014USD ($) |
Schedule of Available-for-sale Securities [Line Items] | |||
Short-term investments | $ 5,080 | $ 24,385 | |
Number of investment in unrealized loss positions | Investment | 0 | ||
Convertible Debt | Senior Convertible Notes due 2034 | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Interest rate on notes | 2.75% | 2.75% | |
Estimated fair value of notes | $ 166,200 | 139,700 | |
Aggregate principal amount of Notes | $ 201,300 | $ 201,300 | $ 201,300 |
Balance Sheet Data - Summary of
Balance Sheet Data - Summary of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Balance Sheet Related Disclosures [Abstract] | ||||
Cash | $ 20,129 | $ 13,984 | ||
Money market funds | 16,142 | 21,061 | ||
U.S. Government and agency securities | 21,785 | 0 | ||
Total | $ 58,056 | $ 35,045 | $ 29,117 | $ 33,713 |
Balance Sheet Data - Inventorie
Balance Sheet Data - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 7,566 | $ 8,919 |
Work-in-process | 929 | 1,742 |
Finished goods | 6,593 | 9,453 |
Total inventories, net | $ 15,088 | $ 20,114 |
Balance Sheet Data - Property a
Balance Sheet Data - Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 33,939 | $ 39,998 |
Less accumulated depreciation and amortization | (21,646) | (24,084) |
Construction-in-progress | 8 | 611 |
Property and equipment, net | 12,301 | 16,525 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 4,179 | 5,497 |
Laboratory and manufacturing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 20,069 | 23,670 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 7,799 | 8,747 |
Office furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 1,892 | $ 2,084 |
Balance Sheet Data - Warranty A
Balance Sheet Data - Warranty Accrual (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Beginning balance | $ 1,023 | $ 1,076 |
Accrual for current period warranties | 695 | 885 |
Warranty costs incurred | (1,019) | (938) |
Ending balance | $ 699 | $ 1,023 |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) | Mar. 06, 2018 | Feb. 04, 2014 | Feb. 28, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||
Acquisition, net of cash acquired | $ 113,200,000 | |||||
Interest expense | $ 5,824,000 | $ 5,820,000 | $ 5,808,000 | |||
Cash paid for interest | 5,534,000 | 5,534,000 | 5,538,000 | |||
Convertible Debt | Senior Convertible Notes due 2034 | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount of Notes | $ 201,300,000 | $ 201,300,000 | 201,300,000 | |||
Interest rate on notes | 2.75% | 2.75% | ||||
Initial conversion rate of notes (shares) | 17.8750 | |||||
Principal amount of notes | $ 1,000 | |||||
Initial conversion price of stock (usd per share) | $ 55.94 | |||||
Debt instrument, redemption price when undergo fundamental change | 100.00% | |||||
Net proceeds from issuance of convertible notes, net | 195,200,000 | |||||
Debt issuance costs | 1,100,000 | |||||
Underwriting discount | $ 6,000,000 | |||||
Interest expense | $ 5,800,000 | 5,800,000 | $ 5,800,000 | |||
Accrued interest | 2,300,000 | 2,300,000 | ||||
Cash paid for interest | $ 5,500,000 | $ 5,500,000 | ||||
February 6, 2018 - February 6, 2021 | Convertible Debt | Senior Convertible Notes due 2034 | ||||||
Debt Instrument [Line Items] | ||||||
Debt redemption conditioned upon common stock value exceeding a percentage of the conversion price | 130.00% | |||||
On or after February 6, 2021 | Convertible Debt | Senior Convertible Notes due 2034 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument redemption price | 100.00% | |||||
February 5, 2021, February 6, 2024, and February 6, 2029 | Convertible Debt | Senior Convertible Notes due 2034 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument redemption price | 100.00% | |||||
Subsequent Event | Convertible Debt | Senior Convertible Notes due 2034 | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount of notes | $ 1,000 | |||||
Aggregate principal amount of debt exchanged | 125,000,000 | |||||
Carrying value of debt outstanding | 76,300,000 | |||||
Subsequent Event | Convertible Debt | Exchange Convertible Senior Notes due 2034 | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount of Notes | $ 125,000,000 | |||||
Interest rate on notes | 2.75% | |||||
Initial conversion rate of notes (shares) | 126.9438 | |||||
Common stock, par value (usd per share) | $ 0.001 | |||||
Principal amount of notes | $ 1,000 | |||||
Initial conversion price of stock (usd per share) | $ 7.88 | |||||
Debt instrument redemption price | 100.00% | |||||
Debt instrument, redemption price when undergo fundamental change | 100.00% |
Convertible Notes - Schedule of
Convertible Notes - Schedule of Debt (Details) - Convertible Notes Payable - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Principal amount of Original Notes | $ 201,250,000 | $ 201,250,000 |
Unamortized debt discount | (5,087,000) | (5,330,000) |
Unamortized debt issuance cost | (925,000) | (969,000) |
Net carrying value of convertible notes | $ 195,238,000 | $ 194,951,000 |
Commitments and Contingencies
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Aug. 30, 2017 | Jul. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Loss Contingencies [Line Items] | ||||||
Rent expense | $ 4.7 | $ 6.3 | $ 5.2 | |||
Purchase commitment due in the next year | $ 1.3 | |||||
Thermo | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation settlement amount awarded to other party | $ 3 | |||||
Payments for legal settlements | $ 3 | |||||
Insurance recoveries | $ 1 |
Commitments and Contingencies50
Commitments and Contingencies - Future Minimum Lease Payments Under Non-Cancelable Operating Leases (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Minimum Lease Payments | |
2,018 | $ 4,239 |
2,019 | 4,140 |
2,020 | 2,166 |
2,021 | 1,273 |
2,022 | 873 |
Thereafter | 1,935 |
Total | 14,626 |
Minimum Sublease Income | |
2,018 | (1,019) |
2,019 | (1,070) |
2,020 | (410) |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | (2,499) |
Net Operating Leases [Abstract] | |
2,018 | 3,220 |
2,019 | 3,070 |
2,020 | 1,756 |
2,021 | 1,273 |
2,022 | 873 |
Thereafter | 1,935 |
Total | $ 12,127 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) | Sep. 20, 2017employee$ / sharesshares | Aug. 01, 2017USD ($) | Jan. 28, 2011shares | Sep. 20, 2017employee$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($) | Sep. 30, 2017 | Aug. 23, 2017$ / shares | Jan. 05, 2017shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total intrinsic value of options exercised | $ | $ 100,000 | $ 300,000 | $ 13,700,000 | |||||||
Share-based compensation | $ | 9,092,000 | 13,858,000 | 16,830,000 | |||||||
Stock-based compensation tax benefits recognized during period | $ | 0 | 0 | 0 | |||||||
Total unrecognized compensation cost related to stock-based compensation arrangements | $ | $ 3,700,000 | |||||||||
Unrecognized compensation cost related to stock-based compensation arrangements average recognition period | 2 years 10 months 24 days | |||||||||
Number of participating employees | employee | 115 | 115 | ||||||||
Weighted-average exercise price per share, Total vested and expected to vest, net of forfeitures (usd per share) | $ / shares | $ 5.13 | $ 5.13 | ||||||||
Minimum | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Weighted-average exercise price per share, Total vested and expected to vest, net of forfeitures (usd per share) | $ / shares | $ 4.37 | |||||||||
Restricted Stock Units (RSUs) | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Award vesting period | 4 years | |||||||||
Vesting restrictions in year one (shares) | 0 | |||||||||
Remaining vesting period over 12 quarters | 3 years | |||||||||
Aggregate intrinsic value, vested | $ | $ 2,300,000 | $ 2,400,000 | $ 1,800,000 | |||||||
Total unrecognized compensation cost related to stock-based compensation arrangements | $ | $ 8,600,000 | |||||||||
Unrecognized compensation cost related to stock-based compensation arrangements average recognition period | 2 years 4 months 24 days | |||||||||
RSUs granted (shares) | 916,000 | |||||||||
RSUs granted (usd per share) | $ / shares | $ 5.73 | |||||||||
2011 Equity Incentive Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Rate at which outstanding options vest on the first anniversary of the option grant date | 25.00% | |||||||||
Awards authorized for issuance (shares) | 5,600,000 | |||||||||
Number of shares available for grant (shares) | 2,300,000 | |||||||||
2011 Equity Incentive Plan | Vesting Scenario One | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock option grants exercise price minimum percentage on fair market value | 100.00% | |||||||||
2011 Equity Incentive Plan | Vesting Scenario One | Maximum | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based compensation, expiration period | 10 years | |||||||||
2011 Equity Incentive Plan | Vesting Scenario Two | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock option grants exercise price minimum percentage on fair market value | 110.00% | |||||||||
Percentage of voting power which impacts the term of equity incentive plan | 10.00% | |||||||||
2011 Equity Incentive Plan | Vesting Scenario Two | Maximum | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based compensation, expiration period | 5 years | |||||||||
2011 Equity Incentive Plan | Stock Options, Vesting One | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of months over which options vest ratably | 36 months | |||||||||
2011 Equity Incentive Plan | Stock Options, Vesting Two | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of months over which options vest ratably | 48 months | |||||||||
2011 Equity Incentive Plan | Stock Appreciation Rights (SARs) | Maximum | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based compensation, expiration period | 10 years | |||||||||
2017 Inducement Award Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Awards authorized for issuance (shares) | 2,000,000 | 2,000,000 | ||||||||
Number of shares available for grant (shares) | 2,000,000 | |||||||||
2017 Employee Stock Purchase Plan | Employee Stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Maximum employee subscription rate | 10.00% | |||||||||
Maximum employee purchase amount | $ | $ 25,000 | |||||||||
Purchase price of common stock, percent | 85.00% | |||||||||
Sale of shares during period (shares) | 100,000 | |||||||||
Average price of shares sold during period (usd per share) | $ / shares | $ 5.20 | |||||||||
Number of shares available for grant (shares) | 900,000 | |||||||||
RSUs granted (usd per share) | $ / shares | $ 1.93 | |||||||||
Duration of offering period | 6 months | |||||||||
Stock Option Exchange Program | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares of common stock purchased (shares) | 1,204,198 | |||||||||
Percentage of outstanding stock underlying eligible options | 50.02% | |||||||||
Stock Option Exchange Program | Restricted Stock Units (RSUs) | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Award vesting period | 3 years | |||||||||
Shares issued in period (shares) | 54,944 | |||||||||
Stock Option Exchange Program | Stock options, restricted stock units and performance awards | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares issued in period (shares) | 399,117 | |||||||||
Executive Officer | Restricted Stock Units (RSUs) | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
RSUs granted (shares) | 87,620 | |||||||||
Executive Officer | Performance Shares | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
RSUs granted (shares) | 184,050 | |||||||||
RSUs granted (usd per share) | $ / shares | $ 7.10 |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted-average Assumptions (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 65.00% | 43.40% | 46.30% |
Expected term | 4 years 2 months 12 days | 6 years | 5 years 10 months 24 days |
Risk-free interest rate | 1.70% | 1.40% | 1.80% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Stock Option Weighted-average fair value per share (usd per share) | $ 2.97 | $ 3.19 | $ 13.89 |
2017 Employee Stock Purchase Plan | Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 74.40% | ||
Expected term | 12 days | ||
Risk-free interest rate | 1.30% | ||
Dividend yield | 0.00% | ||
ESPP shares Weighted-average fair value per share (usd per share) | $ 1.93 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) shares in Thousands | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Number of Nonvested and Outstanding Units | |
Beginning Balance (shares) | shares | 1,065 |
RSUs granted (shares) | shares | 916 |
RSUs vested (shares) | shares | (445) |
RSUs canceled (shares) | shares | (368) |
Ending Balance (shares) | shares | 1,168 |
Weighted-Average Grant Date Fair Value per Share | |
Beginning Balance (usd per share) | $ / shares | $ 15.31 |
RSUs granted (usd per share) | $ / shares | 5.73 |
RSUs vested (usd per share) | $ / shares | 15.57 |
RSUs canceled (usd per share) | $ / shares | 13.11 |
Ending Balance (usd per share) | $ / shares | $ 8.55 |
Equity Instruments Other than Options, Additional Disclosures | |
Number of RSUs outstanding and expected to vest (shares) | shares | 1,127 |
Weighted Average Grant Date Fair Value, expected to vest (usd per share) | $ / shares | $ 8.59 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity Under 2011 Plan, 2009 Plan, and 1999 Plan (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Sep. 20, 2017 | |
Number of Shares | ||
Beginning Balance (shares) | 3,560 | |
Options granted (shares) | 1,364 | |
Option exercised (shares) | (25) | |
Options canceled (shares) | (2,735) | |
Ending Balance (shares) | 2,164 | |
Weighted-Average Exercise Price per Share | ||
Beginning Balance (usd per share) | $ 16.62 | |
Options granted (usd per share) | 5.61 | |
Options exercised (usd per share) | 4.07 | |
Options canceled (usd per share) | 16.33 | |
Ending Balance (usd per share) | $ 10.41 | |
Options, Additional Disclosures | ||
Number of shares, vested (shares) | 990 | |
Weighted-average exercise price per share, vested (usd per share) | $ 15.15 | |
Weighted-average remaining contractual life, vested | 4 years 10 months 24 days | |
Aggregate intrinsic value, vested | $ 315 | |
Number of shares, expected to vest, net of forfeitures (shares) | 1,149 | |
Weighted-average exercise price per share, Expected to vest, net of forfeitures (usd per share) | $ 5.58 | |
Weighted-average remaining contractual life, Expected to vest, net of forfeitures | 9 years 3 months 18 days | |
Aggregate intrinsic value, Expected to vest, net of forfeitures | $ 726 | |
Weighted-average exercise price per share, Total vested and expected to vest, net of forfeitures (usd per share) | $ 5.13 | |
Share price (usd per share) | $ 5.89 | $ 5.13 |
Income Taxes - Loss Before Inco
Income Taxes - Loss Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (56,885) | $ (65,211) | $ (46,757) |
International | (6,914) | (14,966) | (8,033) |
Loss before income taxes | $ (63,799) | $ (80,177) | $ (54,790) |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ 0 | $ 0 | $ (30) |
State | (17) | (14) | (14) |
Foreign | (501) | 286 | (1,319) |
Total current tax (expense) benefit | (518) | 272 | (1,363) |
Deferred: | |||
State | 0 | 0 | 0 |
Foreign | 3,782 | 3,920 | 2,838 |
Total deferred benefit | 3,782 | 3,920 | 2,838 |
Total benefit for income taxes | $ 3,264 | $ 4,192 | $ 1,475 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Taxes at Statutory Rate (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Tax benefit at federal statutory rate | 34.00% | 34.00% | 34.00% |
State tax expense, net of federal benefit | 5.50% | 2.20% | 1.40% |
Foreign tax benefit (expense) | 0.40% | (0.70%) | (1.90%) |
Change in valuation allowance | 39.20% | (31.20%) | (28.60%) |
Federal research and development credit | 1.90% | 1.30% | 2.60% |
Unrecognized tax benefit | (0.60%) | (1.30%) | (1.80%) |
Return to provision reconciliation | 0.00% | 1.50% | (1.20%) |
Impact of the Tax Act | (74.60%) | 0.00% | 0.00% |
Other, net | (0.70%) | (0.60%) | (1.90%) |
Effective tax rate | 5.10% | 5.20% | 2.60% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 91,701 | $ 123,913 |
Reserves and accruals | 3,927 | 4,281 |
Depreciation and amortization | 5,591 | 712 |
Tax credit carryforwards | 14,838 | 12,584 |
Stock-based compensation | 5,994 | 7,057 |
Total deferred tax assets | 122,051 | 148,547 |
Valuation allowance on deferred tax assets | (119,228) | (146,285) |
Total deferred tax assets, net of valuation allowance | 2,823 | 2,262 |
Deferred Tax Liabilities, Gross [Abstract] | ||
Fixed asset and intangibles | (18,912) | (22,000) |
Total deferred tax liabilities | (18,912) | (22,000) |
Net deferred tax liability | $ (16,089) | $ (19,738) |
Income Taxes - Narrative (Deta
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||||
Tax Cuts and Jobs Act, reduction in deferred tax asset | $ 29,900,000 | ||||
Deferred tax assets | 122,051,000 | $ 122,051,000 | $ 148,547,000 | ||
Valuation allowance | 119,228,000 | 119,228,000 | 146,285,000 | ||
Increase (decrease) in valuation allowance | (27,100,000) | 22,100,000 | |||
Valuation allowances | 119,228,000 | 119,228,000 | 146,285,000 | $ 124,137,000 | $ 110,167,000 |
Net operating loss carryforwards | 91,701,000 | 91,701,000 | $ 123,913,000 | ||
Impact on current tax if foreign earnings were repatriated | 0 | ||||
Domestic Tax Authority | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 402,700,000 | 402,700,000 | |||
Reduction in net operating losses | $ 1,200,000 | ||||
Domestic Tax Authority | Research and Development Expense | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforward | 8,300,000 | 8,300,000 | |||
State and Local Jurisdiction | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 163,600,000 | 163,600,000 | |||
State and Local Jurisdiction | Research and Development Expense | |||||
Income Taxes [Line Items] | |||||
Tax credit carryforward | 10,400,000 | 10,400,000 | |||
Foreign Tax Authority | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards | 1,600,000 | $ 1,600,000 | |||
Singapore | |||||
Income Taxes [Line Items] | |||||
Development and expansion incentive, reduced tax rate | 5.00% | ||||
Accounting Standards Update 2016-09, Excess Tax Benefit Component | |||||
Income Taxes [Line Items] | |||||
Deferred tax assets | 9,300,000 | $ 9,300,000 | |||
Valuation allowance | 9,300,000 | 9,300,000 | |||
Accumulated Deficit | Accounting Standards Update 2016-09, Excess Tax Benefit Component | |||||
Income Taxes [Line Items] | |||||
Cumulative effect of new accounting principle | $ 0 | $ 0 |
Income Taxes - Valuation Allowa
Income Taxes - Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Valuation Allowances [Roll Forward] | |||
Beginning Balance | $ 146,285 | $ 124,137 | $ 110,167 |
Charges to earnings | 830 | 0 | 0 |
Charges to other accounts | (27,887) | 22,148 | 13,970 |
Ending Balance | $ 119,228 | $ 146,285 | $ 124,137 |
Income Taxes - Aggregate Change
Income Taxes - Aggregate Changes in Balance of Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning Balance | $ 9,333 | $ 8,662 | $ 7,672 |
Increases in balances related to tax positions taken during a prior period | 0 | 46 | |
Increases in balances related to tax positions taken during current period | 61 | 1,673 | 1,049 |
Decreases in balances related to tax positions taken during prior period | (2,077) | (1,048) | (59) |
Ending Balance | $ 7,317 | $ 9,333 | $ 8,662 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Compensation Plan [Line Items] | |||
Percent of employee match | 100.00% | ||
Maximum annual employee contribution matched by employer | $ 2,000 | ||
Vesting period | 4 years | ||
Employer matching contributions expense | $ 500,000 | $ 600,000 | $ 500,000 |
Maximum | |||
Compensation Plan [Line Items] | |||
Percentage of employees eligible compensation | 90.00% |
Information About Geographic 63
Information About Geographic Areas - Narrative (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
Segment Reporting [Abstract] | |
Number of reporting segment | 1 |
Information About Geographic 64
Information About Geographic Areas - Product Revenue by Geography (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 101,937 | $ 104,446 | $ 114,712 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 45,820 | 52,637 | 55,404 |
Europe | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 32,642 | 29,739 | 36,772 |
Asia-Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 20,005 | 18,478 | 16,967 |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 3,470 | $ 3,592 | $ 5,569 |
Information About Geographic 65
Information About Geographic Areas - Long-lived Assets by Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Total property and equipment, net | $ 12,301 | $ 16,525 | $ 12,301 | $ 16,525 | |||||||
Total revenue | 27,745 | $ 24,747 | $ 23,912 | $ 25,533 | 25,084 | $ 22,191 | $ 28,168 | $ 29,003 | 101,937 | 104,446 | $ 114,712 |
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total property and equipment, net | 3,500 | 6,145 | 3,500 | 6,145 | |||||||
Singapore | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total property and equipment, net | 5,167 | 6,830 | 5,167 | 6,830 | |||||||
Canada | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total property and equipment, net | 3,481 | 3,503 | 3,481 | 3,503 | |||||||
Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total property and equipment, net | 125 | 43 | 125 | 43 | |||||||
Asia-Pacific | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total property and equipment, net | $ 28 | $ 4 | $ 28 | $ 4 | |||||||
Sales Revenue, Net [Member] | China | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Concentration risk | 11.00% | 11.00% | |||||||||
Total revenue | $ 11,100 | $ 11,100 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Aug. 10, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 03, 2017 | Feb. 04, 2014 |
Shareholders' Equity [Line Items] | ||||||
Equity offering program, authorized amount (up to) | $ 30,000 | |||||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||
Proceeds from issuance of common stock | $ 29,015 | $ 0 | $ 0 | |||
At-the-market Equity Offering Program | ||||||
Shareholders' Equity [Line Items] | ||||||
Common stock, par value (usd per share) | $ 0.001 | |||||
Gross proceeds from issuance of common stock through at-the-market offering | $ 30,000 | |||||
Proceeds from issuance of common stock | 28,800 | |||||
Commission expense | $ 700 | |||||
Common Stock | ||||||
Shareholders' Equity [Line Items] | ||||||
Shares sold (shares) | 9,091 | |||||
Common Stock | At-the-market Equity Offering Program | ||||||
Shareholders' Equity [Line Items] | ||||||
Shares sold (shares) | 9,100 | |||||
Stock issuance costs | $ 500 |
Quarterly Results of Operatio67
Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenue | $ 27,745 | $ 24,747 | $ 23,912 | $ 25,533 | $ 25,084 | $ 22,191 | $ 28,168 | $ 29,003 | $ 101,937 | $ 104,446 | $ 114,712 |
Net loss | $ (10,456) | $ (15,944) | $ (16,933) | $ (17,202) | $ (17,697) | $ (19,787) | $ (18,617) | $ (19,884) | |||
Net loss per share, basic and diluted (usd per share) | $ (0.27) | $ (0.46) | $ (0.58) | $ (0.59) | $ (0.61) | $ (0.68) | $ (0.64) | $ (0.69) | $ (1.84) | $ (2.62) | $ (1.86) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Mar. 06, 2018 | Feb. 04, 2014 | Dec. 31, 2017 | Dec. 31, 2016 |
Subsequent Event [Line Items] | ||||
Common stock, par value (usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | |
Senior Convertible Notes due 2034 | Convertible Debt | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount of Notes | $ 201,300,000 | $ 201,300,000 | $ 201,300,000 | |
Principal amount of notes | $ 1,000 | |||
Interest rate on notes | 2.75% | 2.75% | ||
Initial conversion rate of notes (shares) | 17.8750 | |||
Initial conversion price of stock (usd per share) | $ 55.94 | |||
Debt instrument, redemption price when undergo fundamental change | 100.00% | |||
Senior Convertible Notes due 2034 | Convertible Debt | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount of debt exchanged | $ 125,000,000 | |||
Principal amount of notes | 1,000 | |||
Carrying value of debt outstanding | 76,300,000 | |||
Exchange Convertible Senior Notes due 2034 | Convertible Debt | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount of Notes | 125,000,000 | |||
Principal amount of notes | $ 1,000 | |||
Interest rate on notes | 2.75% | |||
Initial conversion rate of notes (shares) | 126.9438 | |||
Common stock, par value (usd per share) | $ 0.001 | |||
Initial conversion price of stock (usd per share) | $ 7.88 | |||
Debt instrument redemption price | 100.00% | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 120.00% | |||
Debt instrument, redemption price when undergo fundamental change | 100.00% | |||
Debt instrument, redemption price, percentage of outstanding principal amount, fundamental change | 120.00% |
Schedule II-Valuation And Qua69
Schedule II-Valuation And Qualifying Accounts And Reserve (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at Beginning of Period | $ 502 | ||
Balance at End of Period | 391 | $ 502 | |
Accounts receivable allowance | |||
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at Beginning of Period | 502 | 103 | $ 120 |
Additions/Charged to Expense | 24 | 484 | 23 |
Deductions | (135) | (85) | (40) |
Balance at End of Period | 391 | 502 | 103 |
Warranty allowance | |||
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at Beginning of Period | 1,023 | 1,076 | 1,178 |
Additions/Charged to Expense | 695 | 885 | 672 |
Deductions | (1,019) | (938) | (774) |
Balance at End of Period | $ 699 | $ 1,023 | $ 1,076 |