DEBT | DEBT The following table provides information regarding the Company’s long-term debt. September 30, December 31, (In thousands) Convertible notes Notes due 2024 $ 132,000 $ — Less: unamortized discount and issuance costs (37,484 ) — Carrying amount of Notes due 2024 94,516 — Notes due 2023 5,000 65,000 Less: unamortized issuance costs (152 ) (2,361 ) Carrying amount of Notes due 2023 4,848 62,639 Term loan — 41,524 Less: unamortized discount and issuance costs — (1,059 ) Carrying amount of term loan — 40,465 Sale of long-term financing receivable recorded as debt 4,698 6,679 Total carrying amount of debt 104,062 109,783 Less: current portion term loan — (25,417 ) Less: current portion of long-term financing receivable recorded as debt (3,084 ) (2,738 ) Long-term debt $ 100,978 $ 81,628 Convertible Senior Notes due 2024 On June 5, 2019 , the Company issued $132.0 million aggregate principal amount of 1.0% convertible senior notes due 2024 (the “ Notes due 2024 ”). The Notes due 2024 are general unsecured obligations and bear interest at an annual rate of 1.0% per year, payable semi-annually on June 1 and December 1 of each year, beginning December 1, 2019 . The Notes due 2024 are governed by an indenture between the Company and U.S. Bank National Association, as trustee. The Notes due 2024 will mature on June 1, 2024 , unless earlier repurchased by the Company or converted at the option of the holders. The Company may not redeem the notes prior to the maturity date, and no sinking fund is provided for the notes. The Notes due 2024 may be converted, under certain circumstances as described below, based on an initial conversion rate of 48.7781 shares of common stock per $1,000 principal amount (which represents an initial conversion price of $20.5010 per share). The conversion rate for the Notes due 2024 will be subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid interest. In addition, upon the occurrence of a make-whole fundamental change (as defined in the relevant indenture), the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its notes in connection with such make-whole fundamental change. The Company received approximately $128.0 million in net proceeds, after deducting the initial purchasers’ discount, from the issuance of the Notes due 2024 . The Notes due 2024 may be converted on any day prior to the close of business on the business day immediately preceding December 1, 2023 , in multiples of $1,000 principal amount, at the option of the holder under any of the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2019 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to $26.6513 ( 130% of the conversion price) on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the “trading price” (as defined in the relevant indenture) per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On and after December 1, 2023 until the close of business on the second scheduled trading day immediately preceding the maturity date of June 1, 2024 , holders may convert their notes at any time, regardless of the foregoing circumstances. Upon the occurrence of a fundamental change (as defined in the relevant indenture), holders may require the Company to repurchase all or a portion of their Notes due 2024 for cash at a price equal to 100% of the principal amount of the notes to be repurchased plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Upon conversion of any of the notes, the Company will pay or deliver, as the case may be, cash, shares of common stock or a combination of cash and common stock, at the Company’s election. In accounting for the issuance of the Notes due 2024 , on June 5, 2019, the Company separated the Notes due 2024 into liability and equity components. The carrying amount of the liability component of approximately $95.6 million was calculated by using a discount rate of 7.75% , which was the Company’s borrowing rate on the date of the issuance of the notes for a similar debt instrument without the conversion feature. The carrying amount of the equity component of approximately $36.4 million , representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the Notes due 2024 . The equity component of the Notes due 2024 is included in additional paid-in capital in the condensed consolidated balance sheet and is not remeasured as long as it continues to meet the conditions for equity classification. The difference between the principal amount of the Notes due 2024 and the liability component (the “debt discount”) is amortized to interest expense using the effective interest method over the term of the Notes due 2024 . Debt issuance costs for the issuance of the Notes due 2024 were approximately $4.6 million , consisting of initial purchasers' discount and other issuance costs. In accounting for the transaction costs, the Company allocated the total amount incurred to the liability and equity components using the same proportions as the proceeds from the Notes due 2024 . Transaction costs attributable to the liability component were approximately $3.3 million , were recorded as debt issuance cost (presented as contra debt in the condensed consolidated balance sheet) and are being amortized to interest expense over the term of the Notes due 2024 . The transaction costs attributable to the equity component were approximately $1.3 million and were netted with the equity component in stockholders’ equity. As of September 30, 2019 , the unamortized deferred issuance cost for the Notes due 2024 was $3.1 million on the condensed consolidated balance sheet. The following table presents the total amount of interest cost recognized relating to the Notes due 2024 : Three Months Ended Nine Months Ended (In thousands) Contractual interest expense $ 330 $ 422 Amortization of debt discount 1,523 1,939 Amortization of debt issuance costs 165 210 Total interest cost recognized $ 2,018 $ 2,571 The effective interest rate on the liability component Notes due 2024 was 7.75% for each of the three and nine months ended September 30, 2019 , which remain unchanged from the date of issuance. The remaining unamortized debt discount was $34.4 million as of September 30, 2019 , will be amortized over approximately 4.7 years . The Company carries the Notes due 2024 at face value less unamortized discount and issuance costs on its condensed consolidated balance sheet. The fair value of the Notes due 2024 was determined to be $201.3 million based on the closing trading prices per $100 principal amount as of the last day of trading for the period. The Company considers the fair value of the Notes due 2024 to be a Level 2 measurement as they are not actively traded. Convertible Note Hedge and Warrant Transactions In connection with the offering of the Notes due 2024 , the Company entered into privately-negotiated convertible note hedge transactions pursuant to which the Company has the option to purchase a total of approximately 6.4 million shares of its common stock (subject to anti-dilution adjustments), which is the same number of shares initially issuable upon conversion of the notes, at a price of $20.5010 per share, which is the initial conversion price of the Notes due 2024 . The total cost of the convertible note hedge transactions was approximately $36.3 million . The convertible note hedge transactions are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of the Notes due 2024 and/or offset any cash payments the Company is required to make in excess of the principal amount of converted notes, as the case may be. As of September 30, 2019 , the Company had not purchased any shares under the convertible note hedge transactions. Additionally, the Company separately entered into privately-negotiated warrant transactions (the “ Warrants ”) whereby the Company sold warrants to acquire approximately 6.4 million shares of the Company’s common stock (subject to anti-dilution adjustments) at an initial strike price of $25.2320 per share. The Company received aggregate proceeds of approximately $29.8 million from the sale of the Warrants . If the market value per share of the Company’s common stock, as measured under the Warrants , exceeds the strike price of the Warrants , the Warrants will have a dilutive effect on the Company’s earnings per share, unless the Company elects, subject to certain conditions, to settle the Warrants in cash. Taken together, the purchase of the convertible note hedges and the sale of the Warrants are intended to reduce potential dilution from the conversion of the Notes due 2024 and to effectively increase the overall conversion price from $20.5010 to $25.2320 per share. The Warrants are only exercisable on the applicable expiration dates in accordance with the Warrants . Subject to the other terms of the Warrants, the first expiration date applicable to the Warrants is September 1, 2024 , and the final expiration date applicable to the Warrants is April 22, 2025 . As of September 30, 2019 , the Warrants had not been exercised and remained outstanding. Given that the transactions meet certain accounting criteria, the convertible note hedge transactions and the warrants Convertible Senior Notes due 2023 In August 2018 , the Company sold $65.0 million aggregate principal amount of 4.0% convertible senior notes due 2023 (the “ Notes due 2023 ”) in a private placement. On May 30, 2019 , the Company entered into separately and privately negotiated transactions with certain holders of the Notes due 2023 resulting in the repurchase and exchange, as of June 5, 2019 , of $60.0 million aggregate principal amount of the notes in consideration for the issuance of 10,801,080 shares of common stock and separate cash payments totaling $6.0 million . As of September 30, 2019 , $5.0 million aggregate principal amount of the Notes due 2023 remain outstanding. The remaining outstanding Notes due 2023 are general unsecured obligations and bear interest at a rate of 4.0% per year, payable semi-annually on February 1 and August 1 of each year. The Notes due 2023 are governed by an indenture between the Company and U.S. Bank National Association, as trustee. The remaining outstanding Notes due 2023 will mature on August 1, 2023 , unless earlier repurchased by the Company or converted at the option of the holders. The Company may not redeem the remaining Notes due 2023 prior to the maturity date, and no sinking fund is provided for such notes. The remaining Notes due 2023 are convertible, at a holder’s election, in multiples of $1,000 principal amount, into shares of the Company’s common stock based on the applicable conversion rate. The initial conversion rate for such notes is 180.0180 shares of common stock per $1,000 principal amount of notes (which is equivalent to an initial conversion price of approximately $5.56 per share). The conversion rate and the corresponding conversion price are subject to adjustment upon the occurrence of certain events but will not be adjusted for any accrued and unpaid interest. Holders of the remaining Notes due 2023 who convert their notes in connection with a make-whole fundamental change (as defined in the applicable indenture) are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a fundamental change, holders of the remaining Notes due 2023 may require the Company to repurchase all or a portion of their notes at a price equal to 100% of the principal amount of notes, plus any accrued and unpaid interest, including any additional interest to, but excluding, the repurchase date. Holders may convert all or any portion of their Notes due 2023 at their option at any time prior to the close of business on the business day immediately preceding the maturity date, in multiples of $1,000 principal amount. During the nine months ended September 30, 2019 , the Company recognized $6.0 million inducement cost in other expense, net on the Company’s condensed consolidated statement of operations and reclassed $2.0 million of deferred issuance costs, offset by $0.8 million in accrued interest in additional paid in capital on the Company’s condensed consolidated balance sheet as of September 30, 2019 related to the exchange of $60.0 million aggregate principal amount of the Notes due 2023 consummated by the Company on June 5, 2019 . The following table presents the amount of interest cost recognized relating to the contractual interest coupon and the amortization of debt issuance costs of the Notes due 2023 . Three Months Ended Nine Months Ended 2019 2018 2019 2018 (In thousands) Contractual interest expense $ 43 $ 325 $ 1,176 $ 325 Amortization of debt issuance costs 10 64 235 64 Total interest costs recognized $ 53 $ 389 $ 1,411 $ 389 Term Loan In July 2016 , the Company entered into a Loan and Security Agreement (the “Original Term Loan Agreement”) with lenders that are affiliates of Tennenbaum Capital Partners, LLC. In February 2017 , the Company entered into an Amended and Restated Loan and Security Agreement (the “Loan Agreement”) that amended and restated the Original Term Loan Agreement. The Loan Agreement provided for a $25.0 million secured term loan to the Company (the “New Term Loan”), which is in addition to the $25.0 million secured term loan borrowed by the Company under the Original Term Loan Agreement (together with the “New Term Loan” the “Term Loans”). On January 28, 2019, the Company repaid in full the remaining principal amount of the Term Loans of approximately $39.5 million plus accrued interest and fees . |