Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 26, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39293 | |
Entity Registrant Name | Inari Medical, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-2902923 | |
Entity Address, Address Line One | 6001 Oak Canyon | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92618 | |
City Area Code | 877 | |
Local Phone Number | 923-4747 | |
Title of 12(b) Security | Common stock, $0.001 par value per share | |
Trading Symbol | NARI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 58,138,159 | |
Entity Central Index Key | 0001531048 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 66,707,000 | $ 38,597,000 |
Restricted cash | 500,000 | 611,000 |
Short-term investments in debt securities | 34,595,000 | 76,855,000 |
Accounts receivable, net | 78,621,000 | 70,119,000 |
Inventories, net | 44,650,000 | 42,900,000 |
Prepaid expenses and other current assets | 8,240,000 | 6,481,000 |
Total current assets | 233,313,000 | 235,563,000 |
Property and equipment, net | 20,761,000 | 20,929,000 |
Operating lease right-of-use assets | 47,610,000 | 48,407,000 |
Goodwill | 209,642,000 | 214,335,000 |
Intangible assets | 145,774,000 | 150,884,000 |
Deposits and other assets | 4,676,000 | 4,117,000 |
Total assets | 661,776,000 | 674,235,000 |
Current liabilities | ||
Accounts payable | 12,026,000 | 10,577,000 |
Payroll-related accruals | 38,748,000 | 48,706,000 |
Accrued expenses and other current liabilities | 33,544,000 | 15,364,000 |
Operating lease liabilities, current portion | 1,719,000 | 1,692,000 |
Total current liabilities | 86,037,000 | 76,339,000 |
Operating lease liabilities, noncurrent portion | 29,773,000 | 30,355,000 |
Deferred tax liability | 35,395,000 | 36,231,000 |
Other long-term liability | 63,341,000 | 66,400,000 |
Total liabilities | 214,546,000 | 209,325,000 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of March 31, 2024 and December 31, 2023 | 0 | 0 |
Common stock, $0.001 par value, 300,000,000 shares authorized as of March 31, 2024 and December 31, 2023; 58,001,145 and 57,762,414 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively | 58,000 | 58,000 |
Additional paid in capital | 518,338,000 | 504,453,000 |
Accumulated other comprehensive income | 1,522,000 | 8,885,000 |
Accumulated deficit | (72,688,000) | (48,486,000) |
Total stockholders' equity | 447,230,000 | 464,910,000 |
Total liabilities and stockholders' equity | $ 661,776,000 | $ 674,235,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, issued (in shares) | 58,001,145 | 57,762,414 |
Common stock, outstanding (in shares) | 58,001,145 | 57,762,414 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Revenue | $ 143,194,000 | $ 116,167,000 |
Cost of goods sold | 18,893,000 | 13,741,000 |
Gross profit | 124,301,000 | 102,426,000 |
Operating expenses | ||
Research and development | 26,880,000 | 22,064,000 |
Selling, general and administrative | 103,055,000 | 85,700,000 |
Change in fair value of contingent consideration | 6,303,000 | 0 |
Amortization of intangible asset | 2,461,000 | 0 |
Acquisition-related expenses | 2,779,000 | 0 |
Total operating expenses | 141,478,000 | 107,764,000 |
Loss from operations | (17,177,000) | (5,338,000) |
Other income (expense) | ||
Interest income | 1,191,000 | 4,145,000 |
Interest expense | (78,000) | (40,000) |
Other (expense) income | (23,000) | 39,000 |
Total other income | 1,090,000 | 4,144,000 |
Loss before income taxes | (16,087,000) | (1,194,000) |
Provision for income taxes | 8,115,000 | 1,024,000 |
Net loss | (24,202,000) | (2,218,000) |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | (7,359,000) | 9,000 |
Unrealized loss on available-for-sale debt securities | (4,000) | (865,000) |
Total other comprehensive loss | (7,363,000) | (856,000) |
Comprehensive loss | $ (31,565,000) | $ (3,074,000) |
Net loss per share | ||
Basic (in dollars per share) | $ (0.42) | $ (0.04) |
Diluted (in dollars per share) | $ (0.42) | $ (0.04) |
Weighted average common shares used to compute net loss per share | ||
Basic (in shares) | 57,938,115 | 54,756,024 |
Diluted (in shares) | 57,938,115 | 54,756,024 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Balance at beginning of period (in shares) at Dec. 31, 2022 | 54,021,656 | ||||
Balance at beginning of period at Dec. 31, 2022 | $ 417,002 | $ 54 | $ 462,949 | $ 849 | $ (46,850) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Options exercised for common stock (in shares) | 209,966 | ||||
Options exercised for common stock | 226 | 226 | |||
Shares issued under Employee Stock Purchase Plan (in shares) | 86,051 | ||||
Shares issued under Employee Stock Purchase Plan | 4,172 | 4,172 | |||
Issuance of common stock upon vesting of equity awards, net of shares withheld for taxes (in shares) | 2,766,043 | ||||
Issuance of common stock upon vesting of equity awards, net of shares withheld for taxes | (1,929) | $ 3 | (1,932) | ||
Share-based compensation expense | 10,339 | 10,339 | |||
Other comprehensive income (loss) | (856) | (856) | |||
Net loss | (2,218) | (2,218) | |||
Balance at end of period (in shares) at Mar. 31, 2023 | 57,083,716 | ||||
Balance at end of period at Mar. 31, 2023 | $ 426,736 | $ 57 | 475,754 | (7) | (49,068) |
Balance at beginning of period (in shares) at Dec. 31, 2023 | 57,762,414 | 57,762,414 | |||
Balance at beginning of period at Dec. 31, 2023 | $ 464,910 | $ 58 | 504,453 | 8,885 | (48,486) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Options exercised for common stock (in shares) | 81,952 | ||||
Options exercised for common stock | 145 | 145 | |||
Shares issued under Employee Stock Purchase Plan (in shares) | 82,816 | ||||
Shares issued under Employee Stock Purchase Plan | 3,983 | 3,983 | |||
Issuance of common stock upon vesting of equity awards, net of shares withheld for taxes (in shares) | 73,963 | ||||
Issuance of common stock upon vesting of equity awards, net of shares withheld for taxes | (3,113) | (3,113) | |||
Share-based compensation expense | 12,870 | 12,870 | |||
Other comprehensive income (loss) | (7,363) | (7,363) | |||
Net loss | $ (24,202) | (24,202) | |||
Balance at end of period (in shares) at Mar. 31, 2024 | 58,001,145 | 58,001,145 | |||
Balance at end of period at Mar. 31, 2024 | $ 447,230 | $ 58 | $ 518,338 | $ 1,522 | $ (72,688) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities | ||
Net loss | $ (24,202) | $ (2,218) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,864 | 1,348 |
Amortization of deferred financing costs | 22 | 8 |
Amortization of right-of-use assets | 752 | 1,625 |
Share-based compensation expense | 12,870 | 10,339 |
Allowance for credit losses, net | 0 | 91 |
Loss on disposal of fixed assets | 8 | 26 |
Amortization of premium and discount on marketable securities | (553) | (3,810) |
Change in fair value of contingent consideration liability | 6,303 | 0 |
Changes in: | ||
Accounts receivable | (8,672) | 2,827 |
Inventories | (2,090) | (3,825) |
Prepaid expenses, deposits and other assets | (625) | 504 |
Accounts payable | 1,493 | (317) |
Payroll-related accruals, accrued expenses and other liabilities | (953) | (7,787) |
Operating lease liabilities | (505) | (366) |
Lease prepayments for lessor's owned leasehold improvements | 0 | (458) |
Net cash used in operating activities | (12,288) | (2,013) |
Cash flows from investing activities | ||
Purchases of property and equipment | (1,250) | (964) |
Purchases of marketable securities | (21,501) | (122,054) |
Maturities of marketable securities | 62,573 | 119,300 |
Purchases of other investments | 0 | (325) |
Capitalized software development costs | (660) | 0 |
Net cash provided by (used in) investing activities | 39,162 | (4,043) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock under employee stock purchase plan | 3,983 | 4,172 |
Proceeds from exercise of stock options | 145 | 226 |
Payment of taxes related to vested equity awards | (3,113) | (1,932) |
Net cash provided by financing activities | 1,015 | 2,466 |
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | 110 | (70) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 27,999 | (3,660) |
Cash, cash equivalents and restricted cash beginning of period | 39,208 | 60,222 |
Cash, cash equivalents and restricted cash end of period | $ 67,207 | $ 56,562 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | ORGANIZATION Description of Business Inari Medical, Inc. (the “Company”) was incorporated in Delaware in July 2011 and is headquartered in Irvine, California. The Company purpose builds and markets a variety of medical products, including minimally invasive, novel, catheter-based mechanical thrombectomy systems for the unique characteristics of specific disease states. On November 15, 2023, the Company acquired LimFlow S.A. (“LimFlow”), a medical device company focused in limb salvage for patients with chronic limb-threatening ischemia (CLTI). LimFlow focuses on transforming the treatment of CLTI, an advanced stage of peripheral artery disease that is associated with increased mortality, risk of amputation and impaired quality of life. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and include the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The interim condensed consolidated balance sheet as of March 31, 2024 and the condensed consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows for the three months ended March 31, 2024 and 2023 are unaudited. The consolidated balance sheet as of December 31, 2023 included herein was derived from the audited consolidated financial statements as of that date. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s condensed consolidated financial position as of March 31, 2024 and its consolidated results of operations and cash flows for the three months ended March 31, 2024 and 2023. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three months ended March 31, 2024 and 2023 are also unaudited. The condensed consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future annual or interim period. These interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Management Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made in the accompanying condensed consolidated financial statements may include, but are not limited to, contingent consideration liability, collectability of receivables, recoverability of long-lived assets, valuation of inventory, operating lease right-of-use (“ROU”) assets and liabilities, other investments, fair value of stock options, recoverability of net deferred tax assets and related valuation allowance, and certain accruals. Estimates are based on historical experience and on various assumptions that the Company believes are reasonable under current circumstances. Actual results could differ materially from those estimates. Management periodically evaluates such estimates and assumptions, and they are adjusted prospectively based upon such periodic evaluation. Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers . Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company sells its products primarily to hospitals in the United States through its direct sales force and also sells its products directly and through distributors in select international markets. The Company recognizes revenue for arrangements where the Company has satisfied its performance obligation of shipping or delivering the product. For sales where the Company’s sales representatives hand-deliver products directly to the hospitals, control of the products transfers to the customers upon such hand-delivery. For sales where products are shipped, control of the products transfers either upon shipment or delivery of the products to the customer, depending on the shipping terms and conditions. Revenue from product sales is comprised of product revenue, net of product returns, discounts, administrative fees and sales rebates. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control as a fulfillment activity, and not a separate performance obligation. Performance Obligation —The Company has revenue arrangements that consist of a single performance obligation, the shipping or delivery of the Company’s products. The satisfaction of this performance obligation occurs with the transfer of control of the Company’s product to its customers, either upon shipment or delivery of the product. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods. The amount of revenue recognized is based on the transaction price, which represents the invoiced amount, net of discounts, administrative fees and sales rebates, where applicable. The Company provides a standard 30-day unconditional right of return period. The Company establishes estimated provisions for returns at the time of sale based on historical experience. Historically, the actual product returns have been immaterial to the Company’s condensed consolidated financial statements. As of March 31, 2024 and December 31, 2023, the Company recorded $1.0 million and $1.2 million, respectively, of unbilled receivables, which are included in accounts receivable, net, in the accompanying condensed consolidated balance sheets. The Company disaggregates revenue between Venous Thromboembolism (“VTE”) and Emerging Therapies. VTE comprises revenue from the sale of the Company’s ClotTriever and FlowTriever systems. Emerging Therapies comprises revenues from the sale of the Company’s solutions addressing chronic venous disease, CLTI, small vessel thrombosis and arterial thromboembolism. Revenue from VTE and Emerging Therapies is as follows (in thousands): Three Months Ended March 31, 2024 2023 VTE $ 137,193 $ 114,058 Emerging Therapies 6,001 2,109 Total Revenue $ 143,194 $ 116,167 Revenue from the Company's products by geographic area, based on the location where title transfers, is as follows (in thousands): Three Months Ended March 31, 2024 2023 United States $ 133,683 $ 111,846 International 9,511 4,321 Total revenue $ 143,194 $ 116,167 The Company offers payment terms to its customers of less than three months and these terms do not include a significant financing component. The Company excludes taxes assessed by governmental authorities on revenue-producing transactions from the measurement of the transaction price. The Company offers its standard warranty to all customers. The Company does not sell any warranties on a standalone basis. The Company’s warranty provides that its products are free of material defects and conform to specifications, and includes an offer to repair, replace or refund the purchase price of defective products. This assurance does not constitute a service and is not considered a separate performance obligation. The Company estimates warranty liabilities at the time of revenue recognition and records it as a charge to cost of goods sold. Costs associated with product sales include commissions and are recorded in selling, general and administrative (“SG&A”) expenses. The Company applies the practical expedient and recognizes commissions as an expense when incurred because the amortization period is less than one year. Equity Investments The Company has strategic investments in certain privately held companies, with no readily determinable fair value. The Company elected the measurement alternative under which it measures these investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investments. The Company will monitor the information that becomes available from time to time and adjust the carrying values of these investments if there are identified events or changes in circumstances that have a significant adverse effect on the fair values or if there are observable changes in fair value. Impairment loss, which is generally the difference between the carrying value and the fair value of the investment, is recorded in other income (expense) in the consolidated statements of operations and comprehensive income (loss). As of March 31, 2024 and December 31, 2023, the Company’s equity investments were $1.5 million and were included in deposits and other assets on the condensed consolidated balance sheets. There was no impairment loss recorded during the three months ended March 31, 2024 and 2023. Significant Accounting Policies As of March 31, 2024, there were no changes to the Company’s significant accounting policies as described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Recently Issued Not Yet Adopted Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting, Topic 280, which requires enhanced disclosures primarily around segment expenses for all public entities, including public entities with a single reportable segment. On an annual and interim basis, entities are required to disclose significant segment expenses that are regularly provided to the CODM. The ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures. In December 2023, FASB issued ASU 2023-09, Income Tax, Topic 740, which requires public companies to disclose specific categories in the rate reconciliation, disaggregate information related to income taxes paid, income or loss from operations before income tax expense or benefit, and income tax expense or benefit from operations. The ASU is effective for annual fiscal years beginning after December 15, 2024, with early adoption permitted. Amendments are applicable on a prospective basis with retrospective application permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures. Supplemental Cash Flow Information Supplemental cash flow information includes the following (in thousands): Three Months Ended March 31, 2024 2023 Supplemental disclosures of cash flow information: Cash paid for income taxes $ 245 $ 104 Cash paid for interest $ 57 $ 32 Noncash investing and financing: Lease liabilities arising from obtaining new right-of-use assets $ — $ 1,030 Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 66,707 $ 56,562 Restricted cash 500 — Total cash, cash equivalents and restricted cash as shown in the statement of cash flows $ 67,207 $ 56,562 |
Business Combination
Business Combination | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | BUSINESS COMBINATION Acquisition of LimFlow S.A. On November 15, 2023, the Company completed its acquisition of LimFlow, a medical device company focused on limb salvage for patients with CLTI. As a result of the acquisition, LimFlow’s stockholders received as consideration (i) cash, and (ii) contingent consideration related to certain commercial and reimbursement milestones. The results of operations of LimFlow have been included in the condensed consolidated financial statements from the date of the acquisition. Purchase Price The total purchase price as of the date of the acquisition consisted of the following (in thousands): As of November 15, 2023 Cash $ 242,001 Fair value of previously held investment 10,235 Fair value of contingent consideration 65,931 Total purchase price $ 318,167 Contingent Consideration The LimFlow stockholders can achieve up to $165.0 million of additional contingent consideration if certain commercial and reimbursement milestones are achieved, as outlined under the Contingent Payments section of the share purchase agreement with LimFlow. Such payments include (i) up to $140.0 million based on net revenue generated from the sale of the LimFlow System for the year 2024 through 2026 and (ii) up to $25.0 million based on the achievement of certain reimbursement milestones related to the LimFlow System. The acquisition-date fair value of the contingent consideration was measured using a Monte Carlo simulation which represents Level 3 measurements because they are supported by little or no market activity and reflect the Company’s assumptions in measuring fair value. Estimates and assumptions used in the fair value assessment included forecasted revenues for LimFlow, revenue risk premium, revenue volatility, operational leverage ratio, counterparty credit spread, and weighted average cost of capital. The Company has determined that the range of the potential payments on such contingencies is $65.9 million to $165.0 million. The fair value of the contingent consideration was $65.9 million as of the acquisition date. Previously Held Investment Prior to the acquisition, the Company held an investment in LimFlow, which represented approximately 3.7% of LimFlow's outstanding equity, and was recorded at cost minus impairment. Authoritative guidance on accounting for business combinations requires that an acquirer remeasure its previously held equity investment in the acquiree at its acquisition-date fair value and recognize the resulting gain or loss in earnings. In connection with acquiring the remaining 96.3% equity interest of LimFlow, the Company remeasured its previously held equity investment to its fair value, as of the date of acquisition, based on the fair value of total consideration transferred. Estimates and assumptions used in the remeasurement represent a Level 3 measurement because they are supported by little or no market activity and reflect the Company’s assumptions in measuring the fair value. As a result of the remeasurement, the Company valued its previously held equity investment in LimFlow at $10.2 million and recognized a gain of $3.5 million, included in other income (expense) in the consolidated statements of operations and comprehensive income (loss) during the year ended December 31, 2023. Transaction Costs The transaction costs associated with the acquisition of LimFlow consisted primarily of legal and financial advisory fees of approximately $8.7 million in addition to $1.7 million of severance and integration related costs, which were expensed as incurred as SG&A expense during the year ended December 31, 2023. Net Assets Acquired and Liabilities Assumed The preliminary fair values of assets acquired and liabilities assumed were (in thousands): As of November 15, 2023 Cash and cash equivalents $ 1,582 Accounts receivable 919 Inventories 2,635 Property and equipment 266 Goodwill 207,800 Intangible asset 146,000 Other current and noncurrent assets 2,155 Accounts payable (2,509) Deferred tax liability (36,500) Other current and noncurrent liabilities (4,181) Total net assets acquired $ 318,167 The Company is in the process of finalizing the allocation of the purchase price. As a result, the fair value estimates assigned to intangible asset, goodwill and the related tax impacts of the acquisition, among other items, are subject to change as additional information is received to complete the analysis, including final adjustments to net working capital. The Company expects to finalize the valuation as soon as practicable, but no later than one year after the acquisition date. The preliminary fair value assigned to the intangible asset acquired was as following (in thousands, except for estimated useful life which is in years): Fair value Useful life Developed technology $ 146,000 15 years The preliminary fair value assigned to identifiable intangible asset, the developed technology, acquired as part of the LimFlow acquisition, was estimated using the multi-period excess earnings method. Under this method, an intangible asset’s fair value is equal to the present value of future economic benefits to be derived from ownership of the asset. The estimated fair value was developed by discounting future net cash flows to their present value at market-based rates of return. Such assumptions included forecasted revenues, cost of sales and operating expenses, technology obsolescence, and weighted average cost of capital. The useful life of the developed technology for amortization purposes was determined by considering the period of expected cash flows used to measure the fair values of the intangible asset adjusted as appropriate for entity-specific factors including competitive, economic and other factors that may limit the useful life. The developed technology asset will be amortized on a straight-line basis over its estimated useful life. Unaudited Pro Forma Financial Information The following unaudited pro forma financial information summarizes the combined results of operations of the Company and LimFlow as if the companies had been combined as of the beginning of the fiscal year 2023 (in thousands): Three Months Ended March 31, 2023 Revenue $ 116,646 Net Loss $ (13,730) The unaudited pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved had the acquisition been completed at the beginning of the fiscal year 2023. In addition, the unaudited pro forma financial information is not a projection of future results of operations of the combined company nor does it reflect the expected realization of any synergies or cost savings associated with the acquisition. The unaudited pro forma financial information includes adjustments to reflect the elimination of intercompany transactions, incremental amortization of the identifiable intangible asset and elimination of the remeasurement the Company’s previously held investment in LimFlow. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Investments in debt securities have been classified as available-for-sale and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. As of March 31, 2024, all of the Company's investments in debt securities had maturities of less than 12 months and were classified as short-term investments on the condensed consolidated balance sheets. The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 Level 1 Level 2 Level 3 Aggregate Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 40,081 $ — $ — $ 40,081 U.S. Treasury securities 5,973 — — 5,973 Total included in cash and cash equivalents 46,054 — — 46,054 Investments: U.S. Treasury securities 33,596 — — 33,596 Corporate debt securities and commercial paper — 999 — 999 Total included in short-term investments 33,596 999 — 34,595 Total financial assets $ 79,650 $ 999 $ — $ 80,649 Financial Liability Contingent consideration $ — $ — $ 72,234 $ 72,234 Total financial liabilities $ — $ — $ 72,234 $ 72,234 December 31, 2023 Level 1 Level 2 Level 3 Aggregate Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 2,753 $ — $ — $ 2,753 Total included in cash and cash equivalents 2,753 — — 2,753 Investments: U.S. Treasury securities 41,685 — — 41,685 U.S. Government agencies — 26,238 — 26,238 Corporate debt securities and commercial paper — 8,932 — 8,932 Total included in short-term investments 41,685 35,170 — 76,855 Total financial assets $ 44,438 $ 35,170 $ — $ 79,608 Financial Liability Contingent consideration $ — $ — $ 65,931 $ 65,931 Total financial liabilities $ — $ — $ 65,931 $ 65,931 There were no transfers between Levels 1, 2 or 3 for the periods presented. Contingent payments are related to the acquisition of LimFlow and consist of commercial and reimbursement milestones, which were valued using a Monte Carlo simulation and probability weighted discounted cash flow analysis, respectively, and represent Level 3 measurements because they are based upon significant unobservable inputs such as forecasted revenues of LimFlow, revenue risk premium, revenue volatility, operational leverage ratio, credit risk, weighted average cost of capital, and probability assumptions in achieving certain milestones. The following table summarizes the changes in the estimated fair value of the Company’s contingent consideration liabilities (in thousands): Contingent Consideration Fair Value Balance as of December 31, 2023 $ 65,931 Change in estimated fair value 6,303 Balance as of March 31, 2024 $ 72,234 The fair value of the contingent consideration was $65.9 million as of December 31, 2023, recorded within other long-term liabilities, and $72.2 million as of March 31, 2024, of which $9.3 million was recorded within accrued expenses and other current liabilities and $62.9 million was recorded within other long-term liabilities. The change in estimated fair value of contingent consideration was recorded in operating expenses within the condensed consolidated statements of operations and comprehensive income (loss). |
Cash Equivalents and Investment
Cash Equivalents and Investments | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | CASH EQUIVALENTS AND INVESTMENTS The following is a summary of the Company’s cash equivalents and investments in debt securities as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 Amortized Cost Basis Unrealized Gain Unrealized Loss Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 40,081 $ — $ — $ 40,081 U.S. Treasury securities 5,973 — — 5,973 Total included in cash and cash equivalents 46,054 — — 46,054 Investments: U.S. Treasury securities 33,599 — (3) 33,596 Corporate debt securities and commercial paper 1,000 — (1) 999 Total included in short-term investments 34,599 — (4) 34,595 Total financial assets $ 80,653 $ — $ (4) $ 80,649 December 31, 2023 Amortized Cost Basis Unrealized Gain Unrealized Loss Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 2,753 $ — $ — $ 2,753 Total included in cash and cash equivalents 2,753 — — 2,753 Investments: U.S. Treasury securities 41,672 13 — 41,685 U.S. Government agencies 26,248 — (10) 26,238 Corporate debt securities and commercial paper 8,935 — (3) 8,932 Total included in short-term investments 76,855 13 (13) 76,855 Total financial assets $ 79,608 $ 13 $ (13) $ 79,608 The Company regularly reviews any changes to the rating of its debt securities and reasonably monitors the surrounding economic conditions to assess the risk of expected credit losses. As of March 31, 2024, the risk of expected credit losses was not significant. |
Inventories, net
Inventories, net | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories, net | INVENTORIES, NET Inventories, net of reserves, consist of the following (in thousands): March 31, December 31, Raw materials $ 13,750 $ 14,310 Work-in-process 6,377 5,330 Finished goods 24,523 23,260 Total inventories, net $ 44,650 $ 42,900 |
Property and Equipment, net
Property and Equipment, net | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | PROPERTY AND EQUIPMENT, NET Property and equipment consist of the following (in thousands): March 31, December 31, Manufacturing equipment $ 17,178 $ 16,653 Computer hardware 5,763 5,641 Leasehold improvements 4,846 4,682 Furniture and fixtures 4,543 4,491 Assets in progress 3,431 3,135 Total property and equipment, gross 35,761 34,602 Accumulated depreciation (15,000) (13,673) Total property and equipment, net $ 20,761 $ 20,929 Depreciation expense of $1.1 million was included in operating expenses and $0.3 million was included in cost of goods sold for both the three months ended March 31, 2024 and 2023, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS Goodwill The changes in carrying amount of goodwill were as follows (in thousands): March 31, Balance as of December 31, 2023 $ 214,335 Foreign currency translation adjustments (4,693) Balance as of March 31, 2024 $ 209,642 Intangible Assets The intangible assets consist of the following (in thousands): March 31, 2024 Gross Carrying Amount Accumulated Amortization Intangible Assets, Net Developed technology $ 147,306 $ (3,683) $ 143,623 Capitalized software (a) 2,151 — 2,151 Total intangible assets, net $ 149,457 $ (3,683) $ 145,774 December 31, 2023 Gross Carrying Amount Accumulated Amortization Intangible Assets, Net Developed technology $ 150,649 $ (1,256) $ 149,393 Capitalized software (a) 1,491 — 1,491 Total intangible assets, net $ 152,140 $ (1,256) $ 150,884 _____________ (a) The useful life of the capitalized software will be determined once the asset is put into service. No amortization expense has been recorded related to the capitalized software during the three months ended March 31, 2024 and 2023. The gross carrying amount and the accumulated amortization of the developed technology asset is subject to foreign currency translation effects. During the three months ended March 31, 2024, $2.5 million of amortization expense was recorded in operating expenses within the condensed consolidated statements of operations and comprehensive income (loss) related to the developed technology asset. There were no intangible assets and no amortization recorded for the three months ended March 31, 2023. The estimated future annual amortization of the intangible assets in service is the following (in thousands): Year ending December 31: Amount Remainder of 2024 $ 7,365 2025 9,820 2026 9,820 2027 9,820 2028 9,820 Thereafter 96,978 Total $ 143,623 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Operating Leases The Company has operating leases for facilities and certain equipment. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. Lease expense for operating leases is recognized on a straight-line basis over the lease term. For lease agreements, other than long-term real estate leases, the Company combines lease and non-lease components. The variable lease payments primarily relate to common area maintenance, property taxes, and insurance. The operating leases for facilities expire at various dates through July 2041 and some contain renewal options, the longest of which is for five years. The ROU asset and lease liability includes renewal options if the Company is reasonably certain to exercise such renewal options. The interest rate implicit in lease agreements is typically not readily determinable, and as such the Company used the incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The incremental borrowing rate is defined as the interest rate the Company would incur to borrow on a collateralized basis, considering factors such as length of lease term. The following table presents the weighted average remaining lease term and discount rate: March 31, 2024 2023 Weighted average remaining term 17.4 years 18.9 years Weighted average discount rate 6.1 % 6.1 % Cash paid for amounts included in the measurement of operating leases were as follows (in thousands): Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities $ 882 $ 846 Total lease costs are as follows (in thousands): Three Months Ended March 31, 2024 2023 Operating lease cost $ 1,175 $ 1,180 Short-term lease cost 35 22 Variable lease cost 305 166 Total lease costs $ 1,515 $ 1,368 Future minimum lease payments under operating leases liabilities as of March 31, 2024 are as follows (in thousands): Year ending December 31: Amount Remainder of 2024 $ 2,680 2025 3,049 2026 2,927 2027 2,993 2028 2,886 Thereafter 36,012 Total lease payments 50,547 Less imputed interest (19,055) Total lease liabilities 31,492 Less: lease liabilities - current portion (1,719) Lease liabilities - noncurrent portion $ 29,773 The Company signed a ten-year lease for real estate in October 2023, with total undiscounted contractual payments of the lease of approximately $7.2 million, which is expected to commence in the fourth quarter of 2024. Indemnification In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and may provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. To date, the Company has not been subject to any claims or required to defend any action related to its indemnification obligations. The Company’s amended and restated certificate of incorporation contains provisions limiting the liability of directors, and its amended and restated bylaws provide that the Company will indemnify each of its directors to the fullest extent permitted under Delaware law. The Company’s amended and restated certificate of incorporation and amended and restated bylaws also provide its board of directors with discretion to indemnify its officers and employees when determined appropriate by the board. In addition, the Company has entered and expects to continue to enter into agreements to indemnify its directors and executive officers. Legal Proceedings From time to time, the Company is involved in various claims and proceedings arising in the ordinary course of its business. Management does not believe that any existing claims and proceedings, including potential losses relating to such contingencies, will have a material adverse effect on its consolidated financial position, results of operations or cash flows. In December 2023, the Company received a civil investigative demand (“CID”) from the U.S. Department of Justice, Civil Division, in connection with an investigation under the federal Anti-Kickback Statute and Civil False Claims Act (the “Investigation”). The CID requests information and documents primarily relating to meals and consulting service payments provided to health care professionals. The Company is cooperating with the Investigation. The Company is unable to express a view at this time regarding the likely duration, or ultimate outcome, of the Investigation or estimate the possibility of, or amount or range of, any possible financial impact. Depending on the outcome of the Investigation, there may be a material impact on the Company’s business, results of operations, or financial condition. |
Concentrations
Concentrations | 3 Months Ended |
Mar. 31, 2024 | |
Risks and Uncertainties [Abstract] | |
Concentrations | CONCENTRATIONS The Company’s revenue is derived primarily from the sale of catheter-based therapeutic devices in the United States. For the three months ended March 31, 2024 and 2023, there were no customers which accounted for more than 10% of the Company’s revenue. As of March 31, 2024 and December 31, 2023, there were no customers that accounted for more than 10% of the Company’s accounts receivable. No vendor accounted for more than 10% of the Company’s purchases for the three months ended March 31, 2024 and 2023. There were no vendors that accounted for more than 10% of the Company’s accounts payable as of March 31, 2024 and December 31, 2023. |
Related Party
Related Party | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Party | RELATED PARTY The Company utilizes MRI The Hoffman Group (“MRI”), a recruiting services company owned by the brother of the former Chief Executive Officer and President and current member of the board of directors of the Company. The Company paid for recruiting services provided by MRI amounting to $10,000 and $30,000 for the three months ended March 31, 2024 and 2023, respectively, which was recorded in SG&A expenses within the condensed consolidated statements of operations and comprehensive income (loss). As of March 31, 2024 and December 31, 2023, there was no balance payable to MRI. |
Credit Facility
Credit Facility | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Credit Facility | CREDIT FACILITY Bank of America Credit Facility On December 16, 2022, the Company amended its senior secured revolving credit facility with Bank of America (the “Previously Amended Credit Agreement”) under which the Company may borrow loans up to a maximum principal amount of $40.0 million and increase the optional accordion to $120.0 million. Advances under the Previously Amended Credit Agreement will bear interest at a base rate per annum (“the Base Rate”) plus an applicable margin (the “Margin”). The Base Rate equals the greater of (i) the Prime Rate, (ii) the Federal funds rate plus 0.50%, or (iii) the Bloomberg Short-Term Bank Yield Index (“the BSBY”) rate based upon an interest period of one month plus 1.00%, in any case has a floor of 0%. The Margin ranges, depending on average daily availability, from 0.50% to 1.00% in the case of Prime Rate and the Federal funds rate loans, and 1.50% to 2.00% in the case of BSBY Rate loans. As a condition to entering into the Previously Amended Credit Agreement, the Company was obligated to pay a nonrefundable fee of $10,000. The Company is also required to pay an unused line fee at an annual rate of 0.25% per annum of the average daily unused portion of the aggregate revolving credit commitments under the Previously Amended Credit Agreement. The Previously Amended Credit Agreement also includes a Letter of Credit subline facility (the “LC Facility”) of up to $5.0 million. In February 2023, the Company amended the LC Facility to increase the limit to up to $10.0 million. The Company is required to pay the following fees under the LC Facility: (a) a fee equal to the applicable margin in effect for BSBY loans (currently 2.25%) times the average daily stated amount of outstanding letters of credit; and (b) a fronting fee equal to 0.125% per annum on the stated amount of each letter of credit outstanding. On November 1, 2023, the Company further amended its credit facility (the “Amended Credit Agreement”) to, among other things, increase the amount available for borrowing to up to a maximum principal amount of $75.0 million. Additionally, advances under the amended credit agreement will bear interest at the Base Rate or the BSBY rate, plus the Margin. The Margin ranges from 0.60% to 1.10% in the case of the Base Rate loans and 1.60% to 2.10% in the case of the BSBY rate loans depending on average daily availability, in each case with a floor of 0%. As a condition of entering into the amended credit agreement, the Company was obligated to pay a nonrefundable fee of $88,000. Lastly, the Company amended the LC Facility to increase the limit up to $18.8 million. This amendment was accounted for as a debt modification in accordance ASC 470, Debt . The Amended Credit Agreement contains certain customary covenants subject to certain exceptions, including, among others, the following: a fixed charge coverage ratio covenant, and limitations of indebtedness, liens, investments, asset sales, mergers, consolidations, liquidations, dispositions, restricted payments, transactions with affiliates and prepayments of certain debt. The Amended Credit Agreement also contains certain events of default subject to certain customary grace periods, including, among others, payment defaults, breaches of any representation, warranty or covenants, judgment defaults, cross defaults to certain other contracts, bankruptcy and insolvency defaults, material judgment defaults and a change of control default. As of March 31, 2024, the amount available to borrow under the Amended Credit Agreement is approximately $59.8 million, and the Company had four letters of credit in the aggregated amount of $2.4 million outstanding under the LC Facility and as a result, the Company had $16.4 million of unused letter of credit. The aggregate stated amount outstanding of letter of credits reduces the total borrowing base available under the Amended Credit Agreement. As of March 31, 2024, there was no principal amount outstanding, and no cash was pledged under the Amended Credit Agreement, and the Company was in compliance with its covenant requirement. Obligations under the Amended Credit Agreement are secured by substantially all of the Company’s assets, excluding intellectual property. The Amended Credit Agreement matures on December 16, 2027. Deferred Financing Costs As of March 31, 2024 and December 31, 2023, costs incurred directly related to debt are presented in other assets and are being amortized over the five-year life of the Credit Agreement on the straight-line basis as follows (in thousands): March 31, 2024 December 31, 2023 Deferred financing costs $ 1,454 $ 1,454 Accumulated amortization (404) (382) Unamortized deferred financing costs $ 1,050 $ 1,072 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY Accumulated Other Comprehensive Income (Loss) The following is a summary of the changes in accumulated balances of other comprehensive income (loss) for the three months ended March 31, 2024 and 2023 (in thousands): Unrealized Loss on Investments Foreign Currency Translation Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2023 $ (9) $ 8,894 $ 8,885 Other comprehensive loss (4) (7,359) (7,363) Balance, March 31, 2024 $ (13) $ 1,535 $ 1,522 Unrealized Gain (Loss) on Investments Foreign Currency Translation Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2022 $ 1,820 $ (971) $ 849 Other comprehensive (loss) income (865) 9 (856) Balance, March 31, 2023 $ 955 $ (962) $ (7) |
Equity Incentive Plans
Equity Incentive Plans | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans | EQUITY INCENTIVE PLANS In 2011, the Company adopted the 2011 Equity Incentive Plan (the “2011 Plan”) to permit the grant of share-based awards, such as stock grants and incentives and non-qualified stock options to employees and directors. The Board has the authority to determine to whom awards will be granted, the number of shares, the term and the exercise price. In March 2020, the Company adopted the 2020 Incentive Award Plan (the “2020 Plan”), which became effective in connection with the Company’s initial public offering in May 2020. As a result, the Company may not grant any additional awards under the 2011 Plan. The 2011 Plan will continue to govern outstanding equity awards granted thereunder. In addition, the number of shares of common stock reserved for issuance under the 2020 Plan will automatically increase on the first day of January for a period of up to ten years, commencing on January 1, 2021, in an amount equal to 3% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year, or a lesser number of shares determined by the Company’s board of directors. As of March 31, 2024, there were 7,361,592 shares available for issuance under the 2020 Plan, including 1,732,872 additional shares reserved effective January 1, 2024. 2011 Equity Incentive Plan Stock Options A summary of stock option activity under the 2011 Plan for the three months ended March 31, 2024 is as follows (intrinsic values in thousands): Number of Options Weighted Weighted Intrinsic Outstanding, December 31, 2023 937,696 $ 2.24 5.20 $ 58,778 Exercised (81,686) $ 1.59 $ 4,420 Cancelled (29) $ 9.05 Outstanding, March 31, 2024 855,981 $ 2.30 5.00 $ 39,102 Vested and exercisable at March 31, 2024 855,981 $ 2.30 5.00 $ 39,102 Vested and expected to vest at March 31, 2024 855,981 $ 2.30 5.00 $ 39,102 The aggregate intrinsic values of options outstanding, vested and exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the estimated fair market value of the Company’s common stock. 2020 Incentive Award Plan Restricted Stock Units Restricted stock units (“RSUs”) are share awards that entitle the holder to receive freely tradable shares of the Company’s common stock upon vesting. The RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. The RSUs generally vest over a four-year period with straight-line vesting and a 25% one-year cliff or over a three-year period in equal amounts on a quarterly basis, provided the employee remains continuously employed with the Company. The fair value of the RSUs is equal to the closing price of the Company’s common stock on the grant date. RSU activity under the 2020 Plan is set forth below: Number of Weighted Outstanding, December 31, 2023 1,307,998 $ 67.91 Granted 619,143 48.19 Vested (123,878) 72.49 Cancelled (22,093) 64.11 Outstanding, March 31, 2024 1,781,170 $ 60.78 The total fair value of RSUs vested under the 2020 Plan was $8.0 million and $5.2 million for the three months ended March 31, 2024 and 2023, respectively. Performance Stock Units During the three months ended March 31, 2024, the Company granted performance stock units (“PSUs”) to certain employees that will vest three years from the award date, based on achieving certain revenue based performance targets. The number of shares that may be earned can range from 0% to 200% of the target amount. The fair value of PSUs are determined by the closing stock price of the Company’s common stock on the awards’ grant date. The stock-based compensation expense associated with PSUs is recognized on a straight-line basis based on the estimated number of awards that are expected to vest. At each reporting period, the Company monitors the probability of achieving the performance targets and adjusts the stock-based compensation expense associated with PSUs accordingly. PSU activity under the 2020 Plan is set forth below: Number of Weighted Outstanding, December 31, 2023 — $ — Granted 90,488 55.48 Outstanding, March 31, 2024 90,488 $ 55.48 Stock Options The Company grants non-qualified stock options to certain employees with vesting over a four-year period on a quarterly basis. The fair value of the stock options was calculated using the Black-Scholes option pricing model. The fair value for options granted was calculated using the following weighted average assumptions: Three Months Ended March 31, 2024 2023 Expected term (in years) 4.48 years to 4.5 years 4.56 years Expected volatility 48.7% to 48.9% 50.4% Dividend yield 0.0% 0.0% Risk free interest rate 4.2% to 4.3% 4.1% Weighted-average fair value of options granted $24.89 per share $25.98 per share A summary of stock option activities under the 2020 Plan for the three months ended March 31, 2024 is as follows (intrinsic values in thousands): Number of Options Weighted Weighted Intrinsic Outstanding, December 31, 2023 166,203 $ 56.00 6.10 $ 1,483 Granted 210,188 $ 54.83 Exercised (270) $ 56.00 $ — Cancelled (541) $ 56.00 Outstanding, March 31, 2024 375,580 $ 55.35 6.40 $ 209 Vested and exercisable at March 31, 2024 39,985 $ 56.00 5.90 $ — Vested and expected to vest at March 31, 2024 341,226 $ 55.37 6.40 $ 184 Employee Stock Purchase Plan In May 2020, the Company adopted the 2020 Employee Stock Purchase Plan (“ESPP”), which became effective on the date the ESPP was adopted by the Company’s board of directors. Each offering to the employees to purchase stock under the ESPP will begin on each August 1 and February 1 and will end on the following January 31 and July 31, respectively. The first offering period began on August 1, 2020. On each purchase date, which falls on the last date of each offering period, ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the ESPP are subject to the determinations of the Compensation Committee, in its sole discretion. The number of shares available for issuance under the ESPP increases automatically on January 1 of each calendar year of the Company beginning in 2021 and ending in 2030, in an amount equal to the lesser of (i) 1% of the aggregate number of outstanding shares of the Company’s common stock on the final day of the immediately preceding calendar year and (ii) such smaller number of shares determined by the Company’s board of directors. The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model with the following assumptions: Three Months Ended March 31, 2024 2023 Expected term (in years) 0.50 0.50 Expected volatility 60.8% 49.9% Dividend yield 0.0% 0.0% Risk free interest rate 5.2% 4.8% As of March 31, 2024, a total of (i) 505,925 shares of common stock, including 82,816 shares purchased in January 2024, have been purchased under the ESPP, and (ii) 2,598,437 shares of common stock are reserved under the ESPP for future purchases, including 577,624 additional shares, which were automatically added to the reserve on January 1, 2024 pursuant to the terms of the ESPP. Stock-based Compensation Expense Total compensation cost for all share-based payment arrangements recognized, including $1.0 million for both the three months ended March 31, 2024 and 2023, respectively, of stock-based compensation expense related to the ESPP, was as follows (in thousands): Three Months Ended March 31, 2024 2023 Cost of goods sold $ 508 $ 525 Research and development 1,778 1,590 Selling, general and administrative 10,584 8,224 Total stock-based compensation expense $ 12,870 $ 10,339 Total compensation costs as of March 31, 2024 related to all non-vested awards to be recognized in future periods was $99.9 million and is expected to be recognized over the remaining weighted average period of 2.8 years. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The following table reflects the Company’s provision for income taxes for the periods indicated (in thousands): Three Months Ended March 31, 2024 2023 Loss before income taxes $ (16,087) $ (1,194) Provision for income taxes 8,115 1,024 Net loss $ (24,202) $ (2,218) Provision for income taxes as a percentage of income (loss) before income taxes (50.4%) (85.8%) The effective tax rate for all periods is driven by pre-tax income/(loss), business credits, equity compensation, state taxes, and the change in valuation allowance. The Company's income tax provision for interim reporting periods historically has been calculated by applying an estimate of the annual effective income tax rate for the full year to “ordinary” income (loss) for the interim reporting period. In addition, the tax effects of certain significant or unusual items are recognized discretely in the quarter in which they occur. For the three months ended March 31, 2024, the Company calculated the income tax provision using this methodology. For the three months ended March 31, 2023, a discrete effective income tax rate method was used as if the interim year to date period was an annual period. Valuation Allowance ASC 740, Income Taxes requires that the tax benefit of net operating losses, or NOLs, temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is “more likely than not”. Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryback or carryforward periods. As of December 31, 2023, the Company was in a net deferred tax liability position due to the LimFlow acquisition. However, a valuation allowance was maintained against certain deferred tax assets. As of March 31, 2024, the Company believes that the net deferred tax assets are currently not considered more likely than not to be realized and, accordingly, maintains a valuation allowance against certain deferred tax assets. The Company will continue to assess its position on the realizability of its deferred tax assets, until such time as sufficient positive evidence may become available to allow the Company to reach a conclusion that a significant portion of the valuation allowance will no longer be needed. Any release of the valuation allowance will result in a material benefit recognized in the quarter of release. Uncertain Tax Positions The Company has recorded uncertain tax positions related to its federal and California research and development credit carryforwards. No interest or penalties have been recorded related to the uncertain tax positions due to credit carryforwards that are available to offset the uncertain tax positions. It is not expected that there will be a significant change in the uncertain tax position in the next 12 months. The Company is subject to U.S. federal and state income tax as well as to income tax in various foreign jurisdictions. In the normal course of business, the Company is subject to examination by tax authorities. As of the date of the financial statements, there are no income tax examinations in progress. The statute of limitations for tax years ended after December 31, 2020, December 31, 2019, and December 31, 2020 are open for federal, state, and foreign tax purposes, respectively. |
Retirement Plan
Retirement Plan | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
Retirement Plan | RETIREMENT PLAN In December 2017, the Company adopted the Inari Medical, Inc. 401(k) Plan which allows eligible |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHARE Basic net income (loss) per share is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period, without consideration for potential dilutive common shares. Diluted net income (loss) per share is computed using the treasury stock method by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock and potentially dilutive securities outstanding for the period. For purposes of the diluted net income (loss) per share calculation, shares from common stock options and equity awards are potentially dilutive securities. For the periods the Company is in a net loss position, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential dilutive common shares would have been anti-dilutive. The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended March 31, 2024 2023 Stock options 1,231,561 1,427,294 Equity awards 1,871,658 1,497,342 Total potentially dilutive common stock equivalents excluded from calculation due to anti-dilutive effect 3,103,219 2,924,636 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and include the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The interim condensed consolidated balance sheet as of March 31, 2024 and the condensed consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows for the three months ended March 31, 2024 and 2023 are unaudited. The consolidated balance sheet as of December 31, 2023 included herein was derived from the audited consolidated financial statements as of that date. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s condensed consolidated financial position as of March 31, 2024 and its consolidated results of operations and cash flows for the three months ended March 31, 2024 and 2023. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three months ended March 31, 2024 and 2023 are also unaudited. The condensed consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future annual or interim period. These interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. |
Management Estimates | Management Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made in the accompanying condensed consolidated financial statements may include, but are not limited to, contingent consideration liability, collectability of receivables, recoverability of long-lived assets, valuation of inventory, operating lease right-of-use (“ROU”) assets and liabilities, other investments, fair value of stock options, recoverability of net deferred tax assets and related valuation allowance, and certain accruals. Estimates are based on historical experience and on various assumptions that the Company believes are reasonable under current circumstances. Actual results could differ materially from those estimates. Management periodically evaluates such estimates and assumptions, and they are adjusted prospectively based upon such periodic evaluation. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers . Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company sells its products primarily to hospitals in the United States through its direct sales force and also sells its products directly and through distributors in select international markets. The Company recognizes revenue for arrangements where the Company has satisfied its performance obligation of shipping or delivering the product. For sales where the Company’s sales representatives hand-deliver products directly to the hospitals, control of the products transfers to the customers upon such hand-delivery. For sales where products are shipped, control of the products transfers either upon shipment or delivery of the products to the customer, depending on the shipping terms and conditions. Revenue from product sales is comprised of product revenue, net of product returns, discounts, administrative fees and sales rebates. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control as a fulfillment activity, and not a separate performance obligation. Performance Obligation —The Company has revenue arrangements that consist of a single performance obligation, the shipping or delivery of the Company’s products. The satisfaction of this performance obligation occurs with the transfer of control of the Company’s product to its customers, either upon shipment or delivery of the product. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods. The amount of revenue recognized is based on the transaction price, which represents the invoiced amount, net of discounts, administrative fees and sales rebates, where applicable. The Company provides a standard 30-day unconditional right of return period. The Company establishes estimated provisions for returns at the time of sale based on historical experience. Historically, the actual product returns have been immaterial to the Company’s condensed consolidated financial statements. As of March 31, 2024 and December 31, 2023, the Company recorded $1.0 million and $1.2 million, respectively, of unbilled receivables, which are included in accounts receivable, net, in the accompanying condensed consolidated balance sheets. The Company disaggregates revenue between Venous Thromboembolism (“VTE”) and Emerging Therapies. VTE comprises revenue from the sale of the Company’s ClotTriever and FlowTriever systems. Emerging Therapies comprises revenues from the sale of the Company’s solutions addressing chronic venous disease, CLTI, small vessel thrombosis and arterial thromboembolism. Revenue from VTE and Emerging Therapies is as follows (in thousands): Three Months Ended March 31, 2024 2023 VTE $ 137,193 $ 114,058 Emerging Therapies 6,001 2,109 Total Revenue $ 143,194 $ 116,167 Revenue from the Company's products by geographic area, based on the location where title transfers, is as follows (in thousands): Three Months Ended March 31, 2024 2023 United States $ 133,683 $ 111,846 International 9,511 4,321 Total revenue $ 143,194 $ 116,167 The Company offers payment terms to its customers of less than three months and these terms do not include a significant financing component. The Company excludes taxes assessed by governmental authorities on revenue-producing transactions from the measurement of the transaction price. The Company offers its standard warranty to all customers. The Company does not sell any warranties on a standalone basis. The Company’s warranty provides that its products are free of material defects and conform to specifications, and includes an offer to repair, replace or refund the purchase price of defective products. This assurance does not constitute a service and is not considered a separate performance obligation. The Company estimates warranty liabilities at the time of revenue recognition and records it as a charge to cost of goods sold. Costs associated with product sales include commissions and are recorded in selling, general and administrative (“SG&A”) expenses. The Company applies the practical expedient and recognizes commissions as an expense when incurred because the amortization period is less than one year. |
Equity Investments | Equity Investments |
Recently Issued Not Yet Adopted Accounting Pronouncements | Recently Issued Not Yet Adopted Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting, Topic 280, which requires enhanced disclosures primarily around segment expenses for all public entities, including public entities with a single reportable segment. On an annual and interim basis, entities are required to disclose significant segment expenses that are regularly provided to the CODM. The ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures. In December 2023, FASB issued ASU 2023-09, Income Tax, Topic 740, which requires public companies to disclose specific categories in the rate reconciliation, disaggregate information related to income taxes paid, income or loss from operations before income tax expense or benefit, and income tax expense or benefit from operations. The ASU is effective for annual fiscal years beginning after December 15, 2024, with early adoption permitted. Amendments are applicable on a prospective basis with retrospective application permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue from VTE and Emerging Therapies is as follows (in thousands): Three Months Ended March 31, 2024 2023 VTE $ 137,193 $ 114,058 Emerging Therapies 6,001 2,109 Total Revenue $ 143,194 $ 116,167 Revenue from the Company's products by geographic area, based on the location where title transfers, is as follows (in thousands): Three Months Ended March 31, 2024 2023 United States $ 133,683 $ 111,846 International 9,511 4,321 Total revenue $ 143,194 $ 116,167 |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental cash flow information includes the following (in thousands): Three Months Ended March 31, 2024 2023 Supplemental disclosures of cash flow information: Cash paid for income taxes $ 245 $ 104 Cash paid for interest $ 57 $ 32 Noncash investing and financing: Lease liabilities arising from obtaining new right-of-use assets $ — $ 1,030 Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 66,707 $ 56,562 Restricted cash 500 — Total cash, cash equivalents and restricted cash as shown in the statement of cash flows $ 67,207 $ 56,562 |
Business Combination (Tables)
Business Combination (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Total Purchase Price Consideration | The total purchase price as of the date of the acquisition consisted of the following (in thousands): As of November 15, 2023 Cash $ 242,001 Fair value of previously held investment 10,235 Fair value of contingent consideration 65,931 Total purchase price $ 318,167 |
Schedule of Fair Values of Assets Acquired and Liabilities Assumed | The preliminary fair values of assets acquired and liabilities assumed were (in thousands): As of November 15, 2023 Cash and cash equivalents $ 1,582 Accounts receivable 919 Inventories 2,635 Property and equipment 266 Goodwill 207,800 Intangible asset 146,000 Other current and noncurrent assets 2,155 Accounts payable (2,509) Deferred tax liability (36,500) Other current and noncurrent liabilities (4,181) Total net assets acquired $ 318,167 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The preliminary fair value assigned to the intangible asset acquired was as following (in thousands, except for estimated useful life which is in years): Fair value Useful life Developed technology $ 146,000 15 years |
Schedule of Pro Forma Information | The following unaudited pro forma financial information summarizes the combined results of operations of the Company and LimFlow as if the companies had been combined as of the beginning of the fiscal year 2023 (in thousands): Three Months Ended March 31, 2023 Revenue $ 116,646 Net Loss $ (13,730) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value | The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 Level 1 Level 2 Level 3 Aggregate Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 40,081 $ — $ — $ 40,081 U.S. Treasury securities 5,973 — — 5,973 Total included in cash and cash equivalents 46,054 — — 46,054 Investments: U.S. Treasury securities 33,596 — — 33,596 Corporate debt securities and commercial paper — 999 — 999 Total included in short-term investments 33,596 999 — 34,595 Total financial assets $ 79,650 $ 999 $ — $ 80,649 Financial Liability Contingent consideration $ — $ — $ 72,234 $ 72,234 Total financial liabilities $ — $ — $ 72,234 $ 72,234 December 31, 2023 Level 1 Level 2 Level 3 Aggregate Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 2,753 $ — $ — $ 2,753 Total included in cash and cash equivalents 2,753 — — 2,753 Investments: U.S. Treasury securities 41,685 — — 41,685 U.S. Government agencies — 26,238 — 26,238 Corporate debt securities and commercial paper — 8,932 — 8,932 Total included in short-term investments 41,685 35,170 — 76,855 Total financial assets $ 44,438 $ 35,170 $ — $ 79,608 Financial Liability Contingent consideration $ — $ — $ 65,931 $ 65,931 Total financial liabilities $ — $ — $ 65,931 $ 65,931 |
Schedule of changes in the Estimated Fair Value | The following table summarizes the changes in the estimated fair value of the Company’s contingent consideration liabilities (in thousands): Contingent Consideration Fair Value Balance as of December 31, 2023 $ 65,931 Change in estimated fair value 6,303 Balance as of March 31, 2024 $ 72,234 |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash Equivalents and Investments | The following is a summary of the Company’s cash equivalents and investments in debt securities as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 Amortized Cost Basis Unrealized Gain Unrealized Loss Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 40,081 $ — $ — $ 40,081 U.S. Treasury securities 5,973 — — 5,973 Total included in cash and cash equivalents 46,054 — — 46,054 Investments: U.S. Treasury securities 33,599 — (3) 33,596 Corporate debt securities and commercial paper 1,000 — (1) 999 Total included in short-term investments 34,599 — (4) 34,595 Total financial assets $ 80,653 $ — $ (4) $ 80,649 December 31, 2023 Amortized Cost Basis Unrealized Gain Unrealized Loss Fair Value Financial Assets Cash and cash equivalents: Money market mutual funds $ 2,753 $ — $ — $ 2,753 Total included in cash and cash equivalents 2,753 — — 2,753 Investments: U.S. Treasury securities 41,672 13 — 41,685 U.S. Government agencies 26,248 — (10) 26,238 Corporate debt securities and commercial paper 8,935 — (3) 8,932 Total included in short-term investments 76,855 13 (13) 76,855 Total financial assets $ 79,608 $ 13 $ (13) $ 79,608 |
Inventories, net (Tables)
Inventories, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories, Net | Inventories, net of reserves, consist of the following (in thousands): March 31, December 31, Raw materials $ 13,750 $ 14,310 Work-in-process 6,377 5,330 Finished goods 24,523 23,260 Total inventories, net $ 44,650 $ 42,900 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment consist of the following (in thousands): March 31, December 31, Manufacturing equipment $ 17,178 $ 16,653 Computer hardware 5,763 5,641 Leasehold improvements 4,846 4,682 Furniture and fixtures 4,543 4,491 Assets in progress 3,431 3,135 Total property and equipment, gross 35,761 34,602 Accumulated depreciation (15,000) (13,673) Total property and equipment, net $ 20,761 $ 20,929 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Amounts of Goodwill | The changes in carrying amount of goodwill were as follows (in thousands): March 31, Balance as of December 31, 2023 $ 214,335 Foreign currency translation adjustments (4,693) Balance as of March 31, 2024 $ 209,642 |
Schedule of Identifiable Intangible Assets | The intangible assets consist of the following (in thousands): March 31, 2024 Gross Carrying Amount Accumulated Amortization Intangible Assets, Net Developed technology $ 147,306 $ (3,683) $ 143,623 Capitalized software (a) 2,151 — 2,151 Total intangible assets, net $ 149,457 $ (3,683) $ 145,774 December 31, 2023 Gross Carrying Amount Accumulated Amortization Intangible Assets, Net Developed technology $ 150,649 $ (1,256) $ 149,393 Capitalized software (a) 1,491 — 1,491 Total intangible assets, net $ 152,140 $ (1,256) $ 150,884 _____________ (a) The useful life of the capitalized software will be determined once the asset is put into service. No amortization expense has been recorded related to the capitalized software during the three months ended March 31, 2024 and 2023. |
Schedule of Estimated Future Annual Amortization of the Intangible Asset | The estimated future annual amortization of the intangible assets in service is the following (in thousands): Year ending December 31: Amount Remainder of 2024 $ 7,365 2025 9,820 2026 9,820 2027 9,820 2028 9,820 Thereafter 96,978 Total $ 143,623 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Total Lease Cost | The following table presents the weighted average remaining lease term and discount rate: March 31, 2024 2023 Weighted average remaining term 17.4 years 18.9 years Weighted average discount rate 6.1 % 6.1 % Cash paid for amounts included in the measurement of operating leases were as follows (in thousands): Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities $ 882 $ 846 Total lease costs are as follows (in thousands): Three Months Ended March 31, 2024 2023 Operating lease cost $ 1,175 $ 1,180 Short-term lease cost 35 22 Variable lease cost 305 166 Total lease costs $ 1,515 $ 1,368 |
Schedule of Future Minimum Lease Payments Under Operating Leases Liabilities | Future minimum lease payments under operating leases liabilities as of March 31, 2024 are as follows (in thousands): Year ending December 31: Amount Remainder of 2024 $ 2,680 2025 3,049 2026 2,927 2027 2,993 2028 2,886 Thereafter 36,012 Total lease payments 50,547 Less imputed interest (19,055) Total lease liabilities 31,492 Less: lease liabilities - current portion (1,719) Lease liabilities - noncurrent portion $ 29,773 |
Credit Facility (Tables)
Credit Facility (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Costs Incurred Directly Related to Debt | As of March 31, 2024 and December 31, 2023, costs incurred directly related to debt are presented in other assets and are being amortized over the five-year life of the Credit Agreement on the straight-line basis as follows (in thousands): March 31, 2024 December 31, 2023 Deferred financing costs $ 1,454 $ 1,454 Accumulated amortization (404) (382) Unamortized deferred financing costs $ 1,050 $ 1,072 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following is a summary of the changes in accumulated balances of other comprehensive income (loss) for the three months ended March 31, 2024 and 2023 (in thousands): Unrealized Loss on Investments Foreign Currency Translation Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2023 $ (9) $ 8,894 $ 8,885 Other comprehensive loss (4) (7,359) (7,363) Balance, March 31, 2024 $ (13) $ 1,535 $ 1,522 Unrealized Gain (Loss) on Investments Foreign Currency Translation Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2022 $ 1,820 $ (971) $ 849 Other comprehensive (loss) income (865) 9 (856) Balance, March 31, 2023 $ 955 $ (962) $ (7) |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | A summary of stock option activity under the 2011 Plan for the three months ended March 31, 2024 is as follows (intrinsic values in thousands): Number of Options Weighted Weighted Intrinsic Outstanding, December 31, 2023 937,696 $ 2.24 5.20 $ 58,778 Exercised (81,686) $ 1.59 $ 4,420 Cancelled (29) $ 9.05 Outstanding, March 31, 2024 855,981 $ 2.30 5.00 $ 39,102 Vested and exercisable at March 31, 2024 855,981 $ 2.30 5.00 $ 39,102 Vested and expected to vest at March 31, 2024 855,981 $ 2.30 5.00 $ 39,102 A summary of stock option activities under the 2020 Plan for the three months ended March 31, 2024 is as follows (intrinsic values in thousands): Number of Options Weighted Weighted Intrinsic Outstanding, December 31, 2023 166,203 $ 56.00 6.10 $ 1,483 Granted 210,188 $ 54.83 Exercised (270) $ 56.00 $ — Cancelled (541) $ 56.00 Outstanding, March 31, 2024 375,580 $ 55.35 6.40 $ 209 Vested and exercisable at March 31, 2024 39,985 $ 56.00 5.90 $ — Vested and expected to vest at March 31, 2024 341,226 $ 55.37 6.40 $ 184 |
Schedule of RSU Activity | RSU activity under the 2020 Plan is set forth below: Number of Weighted Outstanding, December 31, 2023 1,307,998 $ 67.91 Granted 619,143 48.19 Vested (123,878) 72.49 Cancelled (22,093) 64.11 Outstanding, March 31, 2024 1,781,170 $ 60.78 |
Schedule of PSU Activity | PSU activity under the 2020 Plan is set forth below: Number of Weighted Outstanding, December 31, 2023 — $ — Granted 90,488 55.48 Outstanding, March 31, 2024 90,488 $ 55.48 |
Schedule of Estimated Fair Value of Option Grant and ESPP | The fair value for options granted was calculated using the following weighted average assumptions: Three Months Ended March 31, 2024 2023 Expected term (in years) 4.48 years to 4.5 years 4.56 years Expected volatility 48.7% to 48.9% 50.4% Dividend yield 0.0% 0.0% Risk free interest rate 4.2% to 4.3% 4.1% Weighted-average fair value of options granted $24.89 per share $25.98 per share The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model with the following assumptions: Three Months Ended March 31, 2024 2023 Expected term (in years) 0.50 0.50 Expected volatility 60.8% 49.9% Dividend yield 0.0% 0.0% Risk free interest rate 5.2% 4.8% |
Schedule of Total Compensation Cost for All Share-Based Payment Arrangements Recognized | Total compensation cost for all share-based payment arrangements recognized, including $1.0 million for both the three months ended March 31, 2024 and 2023, respectively, of stock-based compensation expense related to the ESPP, was as follows (in thousands): Three Months Ended March 31, 2024 2023 Cost of goods sold $ 508 $ 525 Research and development 1,778 1,590 Selling, general and administrative 10,584 8,224 Total stock-based compensation expense $ 12,870 $ 10,339 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The following table reflects the Company’s provision for income taxes for the periods indicated (in thousands): Three Months Ended March 31, 2024 2023 Loss before income taxes $ (16,087) $ (1,194) Provision for income taxes 8,115 1,024 Net loss $ (24,202) $ (2,218) Provision for income taxes as a percentage of income (loss) before income taxes (50.4%) (85.8%) |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Outstanding Potentially Dilutive Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share | The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended March 31, 2024 2023 Stock options 1,231,561 1,427,294 Equity awards 1,871,658 1,497,342 Total potentially dilutive common stock equivalents excluded from calculation due to anti-dilutive effect 3,103,219 2,924,636 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Schedule Of Summary Of Significant Accounting Policies [Line Items] | |||
Equity securities without readily determinable fair value, amount | $ 1,500,000 | $ 1,500,000 | |
Equity investments, impairment losses | 0 | $ 0 | |
Accounts Receivable, Net | |||
Schedule Of Summary Of Significant Accounting Policies [Line Items] | |||
Unbilled receivables | $ 1,000,000 | $ 1,200,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 143,194 | $ 116,167 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 133,683 | 111,846 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 9,511 | 4,321 |
VTE | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 137,193 | 114,058 |
Emerging Therapies | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 6,001 | $ 2,109 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Cash Flow, Supplemental Disclosures (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Supplemental disclosures of cash flow information: | ||||
Cash paid for income taxes | $ 245 | $ 104 | ||
Cash paid for interest | 57 | 32 | ||
Noncash investing and financing: | ||||
Lease liabilities arising from obtaining new right-of-use assets | 0 | 1,030 | ||
Reconciliation of cash, cash equivalents and restricted cash: | ||||
Cash and cash equivalents | 66,707 | 56,562 | $ 38,597 | |
Restricted cash | 500 | 0 | ||
Total cash, cash equivalents and restricted cash as shown in the statement of cash flows | $ 67,207 | $ 56,562 | $ 39,208 | $ 60,222 |
Business Combination - Schedule
Business Combination - Schedule of Total Purchase Price Consideration (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Nov. 15, 2023 | Dec. 31, 2023 | Mar. 31, 2024 | |
Business Acquisition [Line Items] | |||
Fair value of contingent consideration | $ 65,900 | $ 72,200 | |
LimFlow | |||
Business Acquisition [Line Items] | |||
Cash | $ 242,001 | ||
Fair value of previously held investment | 10,235 | $ 10,200 | |
Fair value of contingent consideration | 65,931 | ||
Total purchase price | $ 318,167 |
Business Combination - Narrativ
Business Combination - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Nov. 15, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Nov. 14, 2023 | |
Business Acquisition [Line Items] | |||||
Acquisition-related expenses | $ 2,779 | $ 0 | |||
LimFlow | |||||
Business Acquisition [Line Items] | |||||
Maximum contingent consideration | $ 165,000 | ||||
Range of outcomes on contingent consideration arrangements | $ 65,900 | ||||
Acquiring equity interest percentage | 3.70% | ||||
Percentage of voting interests acquired | 96.30% | ||||
Fair value of previously held investment | $ 10,235 | $ 10,200 | |||
Gain recognized, amount | 3,500 | ||||
Acquisition-related expenses | 8,700 | ||||
Severance and integration related costs | $ 1,700 | ||||
LimFlow | Net Revenue | |||||
Business Acquisition [Line Items] | |||||
Maximum contingent consideration | 140,000 | ||||
LimFlow | Reimbursement Milestones | |||||
Business Acquisition [Line Items] | |||||
Maximum contingent consideration | $ 25,000 |
Business Combination - Schedu_2
Business Combination - Schedule of Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Nov. 15, 2023 |
Business Acquisition [Line Items] | |||
Goodwill | $ 209,642 | $ 214,335 | |
LimFlow | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 1,582 | ||
Accounts receivable | 919 | ||
Inventories | 2,635 | ||
Property and equipment | 266 | ||
Goodwill | 207,800 | ||
Other current and noncurrent assets | 2,155 | ||
Accounts payable | (2,509) | ||
Deferred tax liability | (36,500) | ||
Other current and noncurrent liabilities | (4,181) | ||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 318,167 | ||
LimFlow | Developed technology | |||
Business Acquisition [Line Items] | |||
Intangible asset | $ 146,000 |
Business Combination - Schedu_3
Business Combination - Schedule of Fair Value Assigned to the Intangible Asset Acquired (Details) - LimFlow - Developed technology $ in Thousands | Nov. 15, 2023 USD ($) |
Business Acquisition [Line Items] | |
Fair value | $ 146,000 |
Useful life | 15 years |
Business Combination - Schedu_4
Business Combination - Schedule of Pro Forma Information (Details) - LimFlow $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Business Acquisition [Line Items] | |
Revenue | $ 116,646 |
Net Loss | $ (13,730) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Financial Assets | ||
Total included in short-term investments | $ 80,649 | $ 79,608 |
Financial Liability | ||
Contingent consideration | 72,200 | 65,900 |
Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 46,054 | 2,753 |
Total included in short-term investments | 34,595 | 76,855 |
Total financial assets | 80,649 | 79,608 |
Financial Liability | ||
Contingent consideration | 72,234 | 65,931 |
Total financial liabilities | 72,234 | 65,931 |
Fair Value, Recurring | U.S. Treasury securities | ||
Financial Assets | ||
Total included in short-term investments | 33,596 | 41,685 |
Fair Value, Recurring | U.S. Government agencies | ||
Financial Assets | ||
Total included in short-term investments | 26,238 | |
Fair Value, Recurring | Corporate debt securities and commercial paper | ||
Financial Assets | ||
Total included in short-term investments | 999 | 8,932 |
Level 1 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 46,054 | 2,753 |
Total included in short-term investments | 33,596 | 41,685 |
Total financial assets | 79,650 | 44,438 |
Financial Liability | ||
Contingent consideration | 0 | 0 |
Total financial liabilities | 0 | 0 |
Level 1 | Fair Value, Recurring | U.S. Treasury securities | ||
Financial Assets | ||
Total included in short-term investments | 33,596 | 41,685 |
Level 1 | Fair Value, Recurring | U.S. Government agencies | ||
Financial Assets | ||
Total included in short-term investments | 0 | |
Level 1 | Fair Value, Recurring | Corporate debt securities and commercial paper | ||
Financial Assets | ||
Total included in short-term investments | 0 | 0 |
Level 2 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 0 | 0 |
Total included in short-term investments | 999 | 35,170 |
Total financial assets | 999 | 35,170 |
Financial Liability | ||
Contingent consideration | 0 | 0 |
Total financial liabilities | 0 | 0 |
Level 2 | Fair Value, Recurring | U.S. Treasury securities | ||
Financial Assets | ||
Total included in short-term investments | 0 | 0 |
Level 2 | Fair Value, Recurring | U.S. Government agencies | ||
Financial Assets | ||
Total included in short-term investments | 26,238 | |
Level 2 | Fair Value, Recurring | Corporate debt securities and commercial paper | ||
Financial Assets | ||
Total included in short-term investments | 999 | 8,932 |
Level 3 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 0 | 0 |
Total included in short-term investments | 0 | 0 |
Total financial assets | 0 | 0 |
Financial Liability | ||
Contingent consideration | 72,234 | 65,931 |
Total financial liabilities | 72,234 | 65,931 |
Level 3 | Fair Value, Recurring | U.S. Treasury securities | ||
Financial Assets | ||
Total included in short-term investments | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. Government agencies | ||
Financial Assets | ||
Total included in short-term investments | 0 | |
Level 3 | Fair Value, Recurring | Corporate debt securities and commercial paper | ||
Financial Assets | ||
Total included in short-term investments | 0 | 0 |
Money market mutual funds | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 40,081 | 2,753 |
Money market mutual funds | Level 1 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 40,081 | 2,753 |
Money market mutual funds | Level 2 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 0 | 0 |
Money market mutual funds | Level 3 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 0 | $ 0 |
U.S. Treasury securities | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 5,973 | |
U.S. Treasury securities | Level 1 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 5,973 | |
U.S. Treasury securities | Level 2 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | 0 | |
U.S. Treasury securities | Level 3 | Fair Value, Recurring | ||
Financial Assets | ||
Total included in cash and cash equivalents | $ 0 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Fair Value of the Contingent Consideration Liabilities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 65,931 |
Change in estimated fair value | 6,303 |
Ending balance | $ 72,234 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Fair value of contingent consideration | $ 72.2 | $ 65.9 |
Contingent consideration, liability, current | 9.3 | |
Contingent consideration, liability, noncurrent | $ 62.9 |
Cash Equivalents and Investme_3
Cash Equivalents and Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | $ 80,653 | $ 79,608 |
Unrealized Gain | 0 | 13 |
Unrealized Loss | (4) | (13) |
Short-term investments in debt securities | 80,649 | 79,608 |
Cash and Cash Equivalents | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 46,054 | 2,753 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Short-term investments in debt securities | 46,054 | 2,753 |
Cash and Cash Equivalents | Money market mutual funds | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 40,081 | 2,753 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Short-term investments in debt securities | 40,081 | 2,753 |
Cash and Cash Equivalents | U.S. Treasury securities | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 5,973 | |
Unrealized Gain | 0 | |
Unrealized Loss | 0 | |
Short-term investments in debt securities | 5,973 | |
Short-Term Investments | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 34,599 | 76,855 |
Unrealized Gain | 0 | 13 |
Unrealized Loss | (4) | (13) |
Short-term investments in debt securities | 34,595 | 76,855 |
Short-Term Investments | U.S. Treasury securities | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 33,599 | 41,672 |
Unrealized Gain | 0 | 13 |
Unrealized Loss | (3) | 0 |
Short-term investments in debt securities | 33,596 | 41,685 |
Short-Term Investments | U.S. Government agencies | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 26,248 | |
Unrealized Gain | 0 | |
Unrealized Loss | (10) | |
Short-term investments in debt securities | 26,238 | |
Short-Term Investments | Corporate debt securities and commercial paper | ||
Schedule of Investment Income Reported Amounts by Category [Line Items] | ||
Amortized Cost Basis | 1,000 | 8,935 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (1) | (3) |
Short-term investments in debt securities | $ 999 | $ 8,932 |
Inventories, net (Details)
Inventories, net (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 13,750 | $ 14,310 |
Work-in-process | 6,377 | 5,330 |
Finished goods | 24,523 | 23,260 |
Total inventories, net | $ 44,650 | $ 42,900 |
Property and Equipment, net - S
Property and Equipment, net - Schedule of Property and Equipment, net (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 35,761 | $ 34,602 |
Accumulated depreciation | (15,000) | (13,673) |
Total property and equipment, net | 20,761 | 20,929 |
Manufacturing equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 17,178 | 16,653 |
Computer hardware | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 5,763 | 5,641 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 4,846 | 4,682 |
Furniture and fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 4,543 | 4,491 |
Assets in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 3,431 | $ 3,135 |
Property and Equipment, net - N
Property and Equipment, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating expenses | ||
Property Plant And Equipment [Line Items] | ||
Depreciation expense | $ 1.1 | $ 1.1 |
Cost of goods sold | ||
Property Plant And Equipment [Line Items] | ||
Depreciation expense | $ 0.3 | $ 0.3 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Carrying Amounts of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 214,335 |
Foreign currency translation adjustments | (4,693) |
Goodwill, ending balance | $ 209,642 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Identifiable Intangible Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 149,457,000 | $ 152,140,000 | |
Accumulated Amortization | (3,683,000) | (1,256,000) | |
Intangible Assets, Net | 145,774,000 | 150,884,000 | |
Capitalized software, Gross Carrying Amount | 2,151,000 | 1,491,000 | |
Capitalized software, Accumulated Amortization | 0 | 0 | |
Capitalized software, Net | 2,151,000 | 1,491,000 | |
Capitalized software, amortization | 0 | $ 0 | |
Developed technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 147,306,000 | 150,649,000 | |
Accumulated Amortization | (3,683,000) | (1,256,000) | |
Intangible Assets, Net | $ 143,623,000 | $ 149,393,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible asset | $ 2,461,000 | $ 0 | |
Intangible assets | $ 145,774,000 | $ 0 | $ 150,884,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Estimated Future Annual Amortization of the Intangible Asset (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Net | $ 145,774 | $ 150,884 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of 2024 | 7,365 | |
2025 | 9,820 | |
2026 | 9,820 | |
2027 | 9,820 | |
2028 | 9,820 | |
Thereafter | 96,978 | |
Intangible Assets, Net | $ 143,623 | $ 149,393 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Oct. 31, 2023 |
Lessee Lease Description [Line Items] | ||
Lease not yet commenced, term of contract | 10 years | |
Lease, liability to be paid | $ 7.2 | |
Maximum | ||
Lessee Lease Description [Line Items] | ||
Option to extend, operating lease, term | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Operating Lease Disclosure (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Weighted average remaining term | 17 years 4 months 24 days | 18 years 10 months 24 days |
Weighted average discount rate | 6.10% | 6.10% |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 882 | $ 846 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Total Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 1,175 | $ 1,180 |
Short-term lease cost | 35 | 22 |
Variable lease cost | 305 | 166 |
Total lease costs | $ 1,515 | $ 1,368 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Future Minimum Lease Payments Under Operating Leases Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2024 | $ 2,680 | |
2025 | 3,049 | |
2026 | 2,927 | |
2027 | 2,993 | |
2028 | 2,886 | |
Thereafter | 36,012 | |
Total lease payments | 50,547 | |
Less imputed interest | (19,055) | |
Total lease liabilities | 31,492 | |
Less: lease liabilities - current portion | (1,719) | $ (1,692) |
Lease liabilities - noncurrent portion | $ 29,773 | $ 30,355 |
Related Party (Details)
Related Party (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||
Development expenses incurred | $ 10 | $ 30 | |
Accounts payable | 12,026 | $ 10,577 | |
Related Party | |||
Related Party Transaction [Line Items] | |||
Accounts payable | $ 0 | $ 0 |
Credit Facility - Narrative (De
Credit Facility - Narrative (Details) - Amended Credit Agreement - Bank of America Credit Facility - Line of Credit | 3 Months Ended | 12 Months Ended | |||
Nov. 01, 2023 USD ($) | Dec. 16, 2022 USD ($) | Mar. 31, 2024 USD ($) LetterOfCredit | Dec. 31, 2023 | Feb. 28, 2023 USD ($) | |
Revolving Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | $ 40,000,000 | |||
Line of credit facility, accordion feature, higher borrowing capacity option | 120,000,000 | ||||
Debt instrument, fee amount | $ 88,000 | $ 10,000 | |||
Unused line fee at annual rate | 0.25% | ||||
Line of credit facility, amount available to borrow | $ 59,800,000 | ||||
Principal amount outstanding | 0 | ||||
Cash pledged under credit agreement | $ 0 | ||||
Debt instrument, term | 5 years | 5 years | |||
Revolving Line of Credit | Federal Funds Rate | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 0.50% | ||||
Revolving Line of Credit | Federal Funds Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 0.50% | ||||
Revolving Line of Credit | Federal Funds Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 1% | ||||
Revolving Line of Credit | BSBY | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 1% | ||||
Basis spread on variable rate, floor | 0% | 0% | |||
Revolving Line of Credit | BSBY | Minimum | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 1.60% | 1.50% | |||
Revolving Line of Credit | BSBY | Maximum | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 2.10% | 2% | |||
Revolving Line of Credit | Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 0.60% | ||||
Revolving Line of Credit | Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Term loan variable interest rate | 1.10% | ||||
Letter of Credit Subline Facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 18,800,000 | $ 5,000,000 | $ 10,000,000 | ||
Percentage of fee on average daily stated amount of outstanding letter of credit | 2.25% | ||||
Percentage of fronting fee on stated amount of each letter of credit outstanding | 0.125% | ||||
Number of letter of credit | LetterOfCredit | 4 | ||||
Letters of credit outstanding amount | $ 2,400,000 | ||||
Line of credit facility, remaining borrowing capacity | $ 16,400,000 |
Credit Facility - Schedule of C
Credit Facility - Schedule of Costs Incurred Directly Related to Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Disclosure [Abstract] | ||
Deferred financing costs | $ 1,454 | $ 1,454 |
Accumulated amortization | (404) | (382) |
Unamortized deferred financing costs | $ 1,050 | $ 1,072 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Accumulated Balances of Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | $ 464,910 | $ 417,002 |
Other comprehensive (loss) income | (7,363) | (856) |
Balance at end of period | 447,230 | 426,736 |
Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | 8,885 | 849 |
Balance at end of period | 1,522 | (7) |
Unrealized Loss on Investments | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | (9) | 1,820 |
Other comprehensive (loss) income | (4) | (865) |
Balance at end of period | (13) | 955 |
Foreign Currency Translation | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | 8,894 | (971) |
Other comprehensive (loss) income | (7,359) | 9 |
Balance at end of period | $ 1,535 | $ (962) |
Equity Incentive Plans - Narrat
Equity Incentive Plans - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 47 Months Ended | |||||
Jan. 01, 2021 | Jan. 31, 2024 | May 31, 2020 | Mar. 31, 2020 | Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Jan. 01, 2024 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares of common stock reserved for future issuance (in shares) | 577,624 | |||||||
Shares issued under Employee Stock Purchase Plan (in shares) | 82,816 | |||||||
Compensation cost | $ 12,870 | $ 10,339 | ||||||
Nonvested award, cost not yet recognized, amount | $ 99,900 | $ 99,900 | ||||||
Nonvested award, cost not yet recognized, period | 2 years 9 months 18 days | |||||||
Common Stock | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares issued under Employee Stock Purchase Plan (in shares) | 82,816 | 86,051 | ||||||
Restricted Stock Units | Vesting, Option Two | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
Stock options | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | |||||||
Employee Stock Purchase Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Compensation cost | $ 1,000 | $ 1,000 | ||||||
2020 Incentive Award Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Percentage of annual increase in shares reserved for issuance on capital stock outstanding at year end | 3% | |||||||
Number of shares available for issuance (in shares) | 7,361,592 | 7,361,592 | ||||||
Shares of common stock reserved for future issuance (in shares) | 1,732,872 | |||||||
2020 Incentive Award Plan | Restricted Stock Units | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Award cliff vesting period | 1 year | |||||||
Total fair value of RSUs vested | $ 8,000 | $ 5,200 | ||||||
Award vesting period | 4 years | |||||||
2020 Incentive Award Plan | Restricted Stock Units | Vesting, Option One | Share Based Compensation Award Tranche One | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Cliff vesting, percentage | 25% | |||||||
2020 Incentive Award Plan | Restricted Stock Units | Vesting, Option One | Share-Based Payment Arrangement, Tranche Two | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Cliff vesting, percentage | 25% | |||||||
2020 Incentive Award Plan | Restricted Stock Units | Vesting, Option One | Share-Based Payment Arrangement, Tranche Three | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Cliff vesting, percentage | 25% | |||||||
2020 Incentive Award Plan | Restricted Stock Units | Vesting, Option One | Share-Based Payment Arrangement, Tranche Four | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Cliff vesting, percentage | 25% | |||||||
2020 Incentive Award Plan | Performance Stock Units | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
2020 Employee Share Purchase Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares of common stock reserved for future issuance (in shares) | 2,598,437 | 2,598,437 | ||||||
First offering start date | Aug. 01, 2020 | |||||||
Percentage of purchase price on fair market value of common stock | 85% | |||||||
Annual increase in number of shares available for issuance percentage | 1% | |||||||
2020 Employee Share Purchase Plan | Common Stock | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares issued under Employee Stock Purchase Plan (in shares) | 505,925 | |||||||
Maximum | 2020 Incentive Award Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Term of award | 10 years | |||||||
Maximum | 2020 Incentive Award Plan | Performance Stock Units | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Payout percentage | 200% | 200% | ||||||
Minimum | 2020 Incentive Award Plan | Performance Stock Units | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Payout percentage | 0% | 0% |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
2011 Equity Incentive Plan | ||
Number of Options | ||
Balance at beginning of period (in shares) | 937,696 | |
Exercised (in shares) | (81,686) | |
Cancelled (in shares) | (29) | |
Balance at end of period (in shares) | 855,981 | 937,696 |
Number of Awards, Vested and exercisable (in shares) | 855,981 | |
Number of Awards, Vested and expected to vest (in shares) | 855,981 | |
Weighted Average Exercise Price | ||
Balance at beginning of period (in dollars per share) | $ 2.24 | |
Exercised (in dollars per share) | 1.59 | |
Cancelled (in dollars per share) | 9.05 | |
Balance at end of period (in dollars per share) | 2.30 | $ 2.24 |
Weighted Average Exercise Price, Vested and exercisable (in dollars per share) | 2.30 | |
Weighted Average Exercise Price, Vested and expected to vest (in dollars per share) | $ 2.30 | |
Weighted Average Remaining Contractual Life (in years) | ||
Outstanding | 5 years | 5 years 2 months 12 days |
Vested and exercisable | 5 years | |
Vested and expected to vest | 5 years | |
Intrinsic Value | ||
Balance at beginning of period | $ 58,778 | |
Exercised | 4,420 | |
Balance at end of period | 39,102 | $ 58,778 |
Intrinsic Value, Vested and exercisable | 39,102 | |
Intrinsic Value, Vested and expected to vest | $ 39,102 | |
2020 Incentive Award Plan | ||
Number of Options | ||
Balance at beginning of period (in shares) | 166,203 | |
Granted (in shares) | 210,188 | |
Exercised (in shares) | (270) | |
Cancelled (in shares) | (541) | |
Balance at end of period (in shares) | 375,580 | 166,203 |
Number of Awards, Vested and exercisable (in shares) | 39,985 | |
Number of Awards, Vested and expected to vest (in shares) | 341,226 | |
Weighted Average Exercise Price | ||
Balance at beginning of period (in dollars per share) | $ 56 | |
Granted (in dollars per share) | 54.83 | |
Exercised (in dollars per share) | 56 | |
Cancelled (in dollars per share) | 56 | |
Balance at end of period (in dollars per share) | 55.35 | $ 56 |
Weighted Average Exercise Price, Vested and exercisable (in dollars per share) | 56 | |
Weighted Average Exercise Price, Vested and expected to vest (in dollars per share) | $ 55.37 | |
Weighted Average Remaining Contractual Life (in years) | ||
Outstanding | 6 years 4 months 24 days | 6 years 1 month 6 days |
Vested and exercisable | 5 years 10 months 24 days | |
Vested and expected to vest | 6 years 4 months 24 days | |
Intrinsic Value | ||
Balance at beginning of period | $ 1,483 | |
Exercised | 0 | |
Balance at end of period | 209 | $ 1,483 |
Intrinsic Value, Vested and exercisable | 0 | |
Intrinsic Value, Vested and expected to vest | $ 184 |
Equity Incentive Plans - Schedu
Equity Incentive Plans - Schedule of RSU and PSU Activity (Details) - 2020 Incentive Award Plan | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Restricted Stock Units | |
Number of Awards | |
Balance at beginning of period (in shares) | shares | 1,307,998 |
Granted (in shares) | shares | 619,143 |
Vested (in shares) | shares | (123,878) |
Cancelled (in shares) | shares | (22,093) |
Balance at end of period (in shares) | shares | 1,781,170 |
Weighted Average Fair Value | |
Balance at beginning of period (in dollars per share) | $ / shares | $ 67.91 |
Granted (in dollars per share) | $ / shares | 48.19 |
Vested (in dollars per share) | $ / shares | 72.49 |
Cancelled (in dollars per share) | $ / shares | 64.11 |
Balance at end of period (in dollars per share) | $ / shares | $ 60.78 |
Performance Stock Units | |
Number of Awards | |
Balance at beginning of period (in shares) | shares | 0 |
Granted (in shares) | shares | 90,488 |
Balance at end of period (in shares) | shares | 90,488 |
Weighted Average Fair Value | |
Balance at beginning of period (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 55.48 |
Balance at end of period (in dollars per share) | $ / shares | $ 55.48 |
Equity Incentive Plans - Sche_2
Equity Incentive Plans - Schedule of Estimated Fair Value of Option Grant and ESPP on Date of Grant (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
2020 Incentive Award Plan | Stock options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term | 4 years 6 months 21 days | |
Expected volatility - minimum | 48.70% | |
Expected volatility - maximum | 48.90% | |
Expected volatility | 50.40% | |
Dividend yield | 0% | 0% |
Risk free interest rate- minimum | 4.20% | |
Risk free interest rate - maximum | 4.30% | |
Risk free interest rate | 4.10% | |
Weighted-average fair value of options granted (in dollars per share) | $ 24.89 | $ 25.98 |
2020 Incentive Award Plan | Stock options | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term | 4 years 5 months 23 days | |
2020 Incentive Award Plan | Stock options | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term | 4 years 6 months | |
2020 Employee Share Purchase Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term | 6 months | 6 months |
Expected volatility | 60.80% | 49.90% |
Dividend yield | 0% | 0% |
Risk free interest rate | 5.20% | 4.80% |
Equity Incentive Plans - Sche_3
Equity Incentive Plans - Schedule of Total Compensation Cost for All Share-Based Payment Arrangements Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 12,870 | $ 10,339 |
Cost of goods sold | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 508 | 525 |
Research and development | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 1,778 | 1,590 |
Selling, general and administrative | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 10,584 | $ 8,224 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Loss before income taxes | $ (16,087) | $ (1,194) |
Provision for income taxes | 8,115 | 1,024 |
Net loss | $ (24,202) | $ (2,218) |
Provision for income taxes as a percentage of income (loss) before income taxes | (50.40%) | (85.80%) |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Jan. 01, 2024 | Jan. 31, 2021 | Mar. 31, 2024 | Mar. 31, 2023 | |
Retirement Benefits [Abstract] | ||||
401 (k) Plan | Qualified Plan [Member] | |||
Minimum employee service period | 1 month | |||
Employer matching contribution, percent of match | 100% | 100% | ||
Maximum participating employee annual contributions | $ 3,000 | |||
Participating employee eligible compensation | 5% | 4% | ||
Individual limit on employer match | $ 15,000 | |||
Matching contribution expense recognized | $ 4,000,000 | $ 2,700,000 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Outstanding Potentially Dilutive Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded From Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common stock equivalents excluded from calculation due to anti-dilutive effect (in shares) | 3,103,219 | 2,924,636 |
Stock options | ||
Antidilutive Securities Excluded From Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common stock equivalents excluded from calculation due to anti-dilutive effect (in shares) | 1,231,561 | 1,427,294 |
Equity awards | ||
Antidilutive Securities Excluded From Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive common stock equivalents excluded from calculation due to anti-dilutive effect (in shares) | 1,871,658 | 1,497,342 |