Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 19, 2015 | Jun. 30, 2014 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | QUIDEL CORP /DE/ | ||
Entity Central Index Key | 353569 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | QDEL | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding | 34,462,148 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $631,129,350 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $200,895 | $8,388 |
Accounts receivable, net | 34,466 | 29,928 |
Inventories | 24,763 | 27,639 |
Deferred tax asset—current | 8,316 | 8,362 |
Restricted cash | 3,127 | 969 |
Prepaid expenses and other current assets | 3,554 | 3,333 |
Total current assets | 275,121 | 78,619 |
Property, plant and equipment, net | 49,226 | 48,057 |
Goodwill | 80,748 | 80,763 |
Intangible assets, net | 41,890 | 62,262 |
Other non-current assets | 4,565 | 1,784 |
Total assets | 451,550 | 271,485 |
Current liabilities: | ||
Accounts payable | 12,421 | 6,950 |
Accrued payroll and related expenses | 8,349 | 7,485 |
Current portion of lease obligation | 509 | 441 |
Current portion of contingent consideration | 733 | 1,493 |
Deferred grant revenue | 6,330 | 2,029 |
Other current liabilities | 8,043 | 5,611 |
Total current liabilities | 36,385 | 24,009 |
Long-term debt | 142,097 | 0 |
Lease obligation, net of current portion | 4,617 | 5,126 |
Contingent consideration—non-current | 5,023 | 7,315 |
Deferred tax liability—non-current | 14,890 | 6,318 |
Income taxes payable | 806 | 2,118 |
Deferred rent | 2,228 | 1,746 |
Other non-current liabilities | 493 | 1,074 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity: | ||
Preferred stock, $.001 par value per share; 5,000 shares authorized; none issued or outstanding at December 31, 2014 and 2013 | 0 | 0 |
Common stock, $.001 par value per share; 50,000 shares authorized; 34,433 and 34,073 shares issued and outstanding at December 31, 2014 and 2013, respectively | 34 | 34 |
Additional paid-in capital | 229,374 | 201,021 |
Accumulated other comprehensive (loss) income | -29 | 18 |
Retained earnings | 15,632 | 22,706 |
Total stockholders’ equity | 245,011 | 223,779 |
Total liabilities and stockholders’ equity | $451,550 | $271,485 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 34,433,000 | 34,073,000 |
Common stock, shares outstanding | 34,433,000 | 34,073,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Total revenues | $182,615 | $175,410 | $155,741 |
Costs and expenses | |||
Cost of sales (excludes amortization of intangible assets of $6,283, $6,079, and $5,753, respectively) | 74,180 | 66,976 | 61,285 |
Research and development | 37,913 | 34,186 | 27,716 |
Sales and marketing | 41,533 | 33,829 | 30,319 |
General and administrative | 25,811 | 25,581 | 19,800 |
Amortization of intangible assets from acquired businesses and technology | 8,828 | 8,171 | 6,935 |
Impairment loss | 3,558 | 0 | 0 |
Facility restructuring charges | 0 | 1,825 | 0 |
Total costs and expenses | 191,823 | 170,568 | 146,055 |
Operating (loss) income | -9,208 | 4,842 | 9,686 |
Interest expense, net | -1,775 | -1,408 | -2,075 |
(Loss) income before (benefit) provision for income taxes | -10,983 | 3,434 | 7,611 |
(Benefit) provision for income taxes | -3,909 | -3,956 | 2,618 |
Net (loss) income | ($7,074) | $7,390 | $4,993 |
Basic (loss) earnings per share | ($0.21) | $0.22 | $0.15 |
Diluted (loss) earnings per share | ($0.21) | $0.21 | $0.15 |
Shares used in basic per share calculations | 34,451 | 33,836 | 33,068 |
Shares used in diluted per share calculations | 34,451 | 34,947 | 33,702 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Amortization of intangible assets | $6,283 | $6,079 | $5,733 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive (Loss) Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | ($7,074) | $7,390 | $4,993 |
Other comprehensive (loss) income, net of tax | |||
Changes in cumulative translation adjustment | -47 | 18 | 0 |
Comprehensive (loss) income | ($7,121) | $7,408 | $4,993 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional paid-in capital [Member] | Accumulated other comprehensive income (loss) [Member] | Retained earnings [Member] |
In Thousands, except Share data, unless otherwise specified | |||||
Beginning Balance at Dec. 31, 2011 | $185,386 | $33 | $175,030 | $0 | $10,323 |
Beginning Balance, shares at Dec. 31, 2011 | 33,276,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans | 5,581 | 5,581 | |||
Issuance of common stock under equity compensation plans, shares | 415,000 | ||||
Cancellation of common stock under equity compensation plans, shares | -9,000 | ||||
Income tax benefit due to exercise/disposition of employee stock options | 1,102 | 1,102 | |||
Stock-based compensation expense | 6,125 | 6,125 | |||
Repurchase of common stock | -3,407 | -3,407 | |||
Repurchase of common stock, shares | -231,000 | ||||
Changes in cumulative translation adjustment, net of tax | 0 | ||||
Net (loss) income | 4,993 | 4,993 | |||
Ending Balance at Dec. 31, 2012 | 199,780 | 33 | 184,431 | 15,316 | |
Ending Balance, shares at Dec. 31, 2012 | 33,451,000 | ||||
Preferred stock, shares outstanding | 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans | 8,385 | 1 | 8,384 | ||
Issuance of common stock under equity compensation plans, shares | 708,000 | ||||
Income tax benefit due to exercise/disposition of employee stock options | 2,346 | 2,346 | |||
Stock-based compensation expense | 8,017 | 8,017 | |||
Repurchase of common stock | -2,157 | -2,157 | |||
Repurchase of common stock, shares | -86,000 | ||||
Changes in cumulative translation adjustment, net of tax | 18 | 18 | |||
Net (loss) income | 7,390 | 7,390 | |||
Ending Balance at Dec. 31, 2013 | 223,779 | 34 | 201,021 | 18 | 22,706 |
Ending Balance, shares at Dec. 31, 2013 | 34,073,000 | ||||
Preferred stock, shares outstanding | 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans | 5,471 | 5,471 | |||
Issuance of common stock under equity compensation plans, shares | 428,000 | ||||
Convertible senior notes, equity portion, net of tax and issuance costs | 29,758 | 29,758 | |||
Tax impact from the issuance of convertible senior notes | -11,362 | -11,362 | |||
Stock-based compensation expense | 6,442 | 6,442 | |||
Repurchase of common stock | -1,956 | -1,956 | |||
Repurchase of common stock, shares | -68,000 | ||||
Changes in cumulative translation adjustment, net of tax | -47 | -47 | |||
Net (loss) income | -7,074 | -7,074 | |||
Ending Balance at Dec. 31, 2014 | $245,011 | $34 | $229,374 | ($29) | $15,632 |
Ending Balance, shares at Dec. 31, 2014 | 34,433,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING ACTIVITIES | |||
Net (loss) income | ($7,074) | $7,390 | $4,993 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation, amortization and other | 28,365 | 24,694 | 23,261 |
Stock-based compensation expense | 6,724 | 8,771 | 6,598 |
Impairment loss | 3,558 | 0 | 0 |
Amortization of debt discount and deferred issuance costs | 629 | 337 | 146 |
Loss on disposal of assets | 0 | 202 | 101 |
Change in fair value of acquisition contingencies | -910 | 80 | 0 |
Change in deferred tax assets and liabilities | -2,744 | -1,928 | 1,469 |
Excess tax benefit from share-based compensation | 0 | -2,346 | -1,102 |
Changes in assets and liabilities: | |||
Accounts receivable | -4,547 | 2,911 | -17,924 |
Inventories | 2,862 | -11,975 | -1,075 |
Prepaid expenses and other current and non-current assets | 787 | -388 | 135 |
Restricted cash | -2,158 | 1,187 | -2,156 |
Accounts payable | 4,380 | -651 | 1,545 |
Accrued payroll and related expenses | 1,247 | 1,055 | 1,083 |
Income taxes payable | -1,036 | -3,523 | -119 |
Deferred grant revenue | 4,301 | -127 | 2,156 |
Other current and non-current liabilities | 1,302 | -7 | 522 |
Net cash provided by operating activities | 35,686 | 25,682 | 19,633 |
INVESTING ACTIVITIES | |||
Acquisitions of property and equipment | -11,149 | -20,821 | -12,221 |
Acquisition of BioHelix, net of cash acquired | 0 | -9,184 | 0 |
Acquisition of AnDiaTec | 0 | -2,250 | 0 |
Acquisition of intangibles | -92 | -1,680 | -15,501 |
Purchase of business | 0 | 0 | -1,000 |
Proceeds from sale of fixed assets | 0 | 0 | 122 |
Net cash used for investing activities | -11,241 | -33,935 | -28,600 |
FINANCING ACTIVITIES | |||
Proceeds from issuance of convertible senior notes | 172,500 | 0 | 0 |
Proceeds from issuance of common stock, net of cancellations | 4,781 | 7,928 | 4,664 |
Payments of debt issuance costs | -4,712 | 0 | 0 |
Excess tax benefit from share-based compensation | 0 | 2,346 | 1,102 |
Payments on lease obligation | -441 | -380 | -329 |
Repurchases of common stock | -1,956 | -2,157 | -3,407 |
Payments on line of credit | 0 | -5,000 | -37,000 |
Payment of note payable to state agency | 0 | 0 | -1,498 |
Payments on acquisition contingencies | -2,112 | -947 | 0 |
Other | 0 | 0 | -1,041 |
Net cash provided by (used for) financing activities | 168,060 | 1,790 | -37,509 |
Effect of exchange rate changes on cash | 2 | -5 | 0 |
Net increase (decrease) in cash and cash equivalents | 192,507 | -6,468 | -46,476 |
Cash and cash equivalents, beginning of period | 8,388 | 14,856 | 61,332 |
Cash and cash equivalents, at end of period | 200,895 | 8,388 | 14,856 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | |||
Cash paid during the period for interest | 981 | 1,807 | 2,086 |
Cash paid during the period for income taxes | 327 | 2,211 | 0 |
NON-CASH INVESTING ACTIVITIES | |||
Purchase of capital equipment by incurring current liabilities | 900 | 172 | 1,086 |
Purchase of licensed technology by incurring current liabilities | 0 | 0 | 108 |
Lease incentive for tenant improvements | 0 | 1,658 | 0 |
NON-CASH FINANCING ACTIVITIES | |||
Decrease of accrued payroll and related expenses upon issuance of common stock | 663 | 456 | 917 |
Debt issuance costs by incurring current liabilities | $365 | $0 | $0 |
Company_Operations_and_Summary
Company Operations and Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||
Company Operations and Summary of Significant Accounting Policies | Company Operations and Summary of Significant Accounting Policies | |||||||||||||||||||
Quidel Corporation (the “Company”) commenced operations in 1979. The Company operates in one business segment, which develops, manufactures and markets rapid diagnostic testing solutions. These diagnostic testing solutions primarily include applications in infectious diseases, women’s health and gastrointestinal diseases. The Company sells its products directly to end users and distributors, in each case, for professional use in physician offices, hospitals, clinical laboratories, reference laboratories, leading universities, retail clinics and wellness screening centers. The Company markets its products in the U.S. through a network of national and regional distributors, and a direct sales force. Internationally, the Company sells and markets through distributor arrangements. | ||||||||||||||||||||
The accompanying consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with generally accepted accounting principles in the U.S. | ||||||||||||||||||||
Consolidation—The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. | ||||||||||||||||||||
Cash and Cash Equivalents—The Company considers cash equivalents to be highly liquid investments with a maturity at the date of purchase of three months or less. | ||||||||||||||||||||
Accounts Receivable—The Company sells its products directly to hospitals and reference laboratories in the U.S. as well as to distributors in the U.S. and internationally. The Company periodically assesses the financial strength of these customers and establishes reserves for anticipated losses when necessary, which historically have not been material. The Company’s reserves primarily consist of amounts related to cash discounts and contract rebates. The balance of accounts receivable is net of reserves of $8.2 million and $5.8 million at December 31, 2014 and 2013, respectively. | ||||||||||||||||||||
Concentration of Credit Risk—Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. | ||||||||||||||||||||
The Company invests its cash equivalents primarily in certificates of deposit and money market funds. Cash equivalents are maintained with high quality institutions. | ||||||||||||||||||||
The Company’s trade accounts receivable are primarily derived from sales to medical distributors, hospitals and reference laboratories in the U.S. (see Note 7). The Company performs credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary, but generally requires no collateral. Credit quality is monitored by evaluation of collection history. The Company believes that the concentration of credit risk in its trade accounts receivables is moderated by its credit evaluation process, relatively short collection terms, the high level of credit worthiness of its customers, and letters of credit issued on the Company’s behalf. Potential credit losses are limited to the gross value of accounts receivable. | ||||||||||||||||||||
Inventories—Inventories are stated at the lower of cost (first-in, first-out method) or market. The Company reviews the components of its inventory on a quarterly basis for excess, obsolete and impaired inventory and makes appropriate dispositions as obsolete stock is identified. Inventories consisted of the following, net of reserves of $2.2 million and $0.6 million at December 31, 2014 and 2013, respectively (in thousands): | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Raw materials | $ | 10,472 | $ | 11,938 | ||||||||||||||||
Work-in-process (materials, labor and overhead) | 6,834 | 9,831 | ||||||||||||||||||
Finished goods (materials, labor and overhead) | 7,457 | 5,870 | ||||||||||||||||||
Total inventories | $ | 24,763 | $ | 27,639 | ||||||||||||||||
Property, Plant and Equipment—Property, plant and equipment is recorded at cost and depreciated over the estimated useful lives of the assets (three to 15 years) using the straight-line method. Amortization of leasehold improvements is computed on the straight-line method over the shorter of the lease term or the estimated useful lives of the assets. The total expense for depreciation of fixed assets and amortization of leasehold improvements was $10.3 million, $7.9 million and $7.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. Maintenance and minor repairs are charged to operations as incurred. | ||||||||||||||||||||
Property, plant and equipment consisted of the following (in thousands): | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Equipment, furniture and fixtures | $ | 64,233 | $ | 69,103 | ||||||||||||||||
Building and improvements | 32,074 | 25,964 | ||||||||||||||||||
Leased instruments | 12,395 | 7,223 | ||||||||||||||||||
Land | 1,080 | 1,080 | ||||||||||||||||||
Total property, plant and equipment, gross | 109,782 | 103,370 | ||||||||||||||||||
Less: accumulated depreciation and amortization | (60,556 | ) | (55,313 | ) | ||||||||||||||||
Total property, plant and equipment, net | $ | 49,226 | $ | 48,057 | ||||||||||||||||
Goodwill and Intangible Assets—Intangible assets are recorded at cost and amortized on a straight-line basis over their estimated useful lives, except for software development costs and indefinite-lived intangibles such as goodwill and in-process research and development. Software development costs associated with software to be sold, leased or otherwise marketed are expensed as incurred until technological feasibility has been established. After technological feasibility is established, software development costs are capitalized. The capitalized cost is amortized on a straight-line basis over the estimated product life or on the ratio of current revenues to total projected product revenues, whichever is greater. Amortization expense related to the capitalized software costs was $0.6 million, $0.3 million and $0.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. Goodwill and intangible assets consisted of the following (dollar amounts in thousands): | ||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||||||||
Description | Weighted-average | Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||
useful life | assets | amortization | assets | amortization | ||||||||||||||||
(years) | ||||||||||||||||||||
Goodwill | Indefinite | $ | 84,197 | $ | (3,449 | ) | $ | 80,748 | $ | 84,212 | $ | (3,449 | ) | $ | 80,763 | |||||
Purchased technology | 8.4 | 51,870 | (28,570 | ) | 23,300 | 51,870 | (22,287 | ) | 29,583 | |||||||||||
Customer relationships | 7.5 | 7,214 | (3,978 | ) | 3,236 | 7,250 | (2,954 | ) | 4,296 | |||||||||||
In-process research and development | Indefinite | 690 | — | 690 | 2,260 | — | 2,260 | |||||||||||||
License agreements | 5.9 | 34,324 | (30,050 | ) | 4,274 | 34,330 | (21,374 | ) | 12,956 | |||||||||||
Patent and trademark costs | 12.3 | 10,530 | (1,725 | ) | 8,805 | 10,530 | (861 | ) | 9,669 | |||||||||||
Software development costs | 5 | 2,849 | (1,264 | ) | 1,585 | 4,191 | (693 | ) | 3,498 | |||||||||||
Total goodwill and intangible assets | $ | 191,674 | $ | (69,036 | ) | $ | 122,638 | $ | 194,643 | $ | (51,618 | ) | $ | 143,025 | ||||||
The Company acquired distribution rights for $0.8 million in conjunction with the March 2013 Agreement with Life Technologies Corporation (see “Collaborative Arrangement” in Note 1). The distribution rights will be amortized on a straight-line basis over the contractual term of six years. | ||||||||||||||||||||
Amortization expense was $17.4 million, $16.6 million and $15.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. Included in amortization expense for 2014, 2013 and 2012 is $8.0 million of amortization for licensed technology recorded in cost of sales. This amount is related to the purchase of a license pursuant to the Alere Amendment as discussed in Note 6. The remaining amortization expense associated with this intangible asset is expected to be $0.7 million in the first quarter of 2015. | ||||||||||||||||||||
The expected future annual amortization expense of the Company’s intangible assets is as follows (in thousands): | ||||||||||||||||||||
For the years ending December 31, | Amortization expense | |||||||||||||||||||
2015 | $ | 10,044 | ||||||||||||||||||
2016 | 9,210 | |||||||||||||||||||
2017 | 8,913 | |||||||||||||||||||
2018 | 3,342 | |||||||||||||||||||
2019 | 2,085 | |||||||||||||||||||
Thereafter | 7,606 | |||||||||||||||||||
Total | $ | 41,200 | ||||||||||||||||||
The Company recorded a $1.6 million impairment loss related to a discontinued research and development named Project Stella during the third quarter of 2014. See further discussion in Note 10. The Company completed its annual evaluation for impairment of goodwill and in-process research and development as of December 31, 2014 and determined that no impairment of goodwill and no additional impairments of indefinite lived intangible assets existed. | ||||||||||||||||||||
Impairment of Long-Lived Assets—The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the total book value of an asset may not be recoverable. An impairment loss is recognized when estimated undiscounted future cash flows expected to result from the use of the asset and the eventual disposition are less than its carrying amount. An impairment loss is equal to the excess of the book value of an asset over its determined fair value. For the year ended December 31, 2014, the Company recorded a $1.5 million impairment loss on software development costs related to Project Stella. See further discussion in Note 10. The Company recorded no impairment losses for the years ended December 31, 2013 and 2012. | ||||||||||||||||||||
Other current liabilities—Other current liabilities consisted of the following (in thousands): | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Customer incentives | $ | 4,233 | $ | 3,068 | ||||||||||||||||
Accrued research and development costs | 990 | 240 | ||||||||||||||||||
Other | 2,820 | 2,303 | ||||||||||||||||||
Total other current liabilities | $ | 8,043 | $ | 5,611 | ||||||||||||||||
Convertible Debt—The Company accounts for convertible debt instruments that may be settled in cash upon conversion (including combination settlement of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock and/or cash) by separating the liability and equity components of the instruments in a manner that reflects our nonconvertible debt borrowing rate. The Company determines the carrying amount of the liability component by measuring the fair value of similar debt instruments that do not have the conversion feature. If no similar debt instrument exists, the Company estimates fair value by using assumptions that market participants would use in pricing a debt instrument, including market interest rates, credit standing, yield curves and volatilities. Determining the fair value of the debt component requires the use of accounting estimates and assumptions. These estimates and assumptions are judgmental in nature and could have a significant impact on the determination of the debt component, and the associated non-cash interest expense. See Note 2 for additional discussion of the Convertible Senior Notes issued in December 2014. | ||||||||||||||||||||
Revenue Recognition—The Company records revenues primarily from product sales. These revenues are recorded net of rebates and other discounts which are estimated at the time of sale, and are largely driven by various customer program offerings, including special pricing agreements, promotions and other volume-based incentives. Revenue from product sales are recorded upon passage of title and risk of loss to the customer. Change in title to the product and recognition of revenue occurs upon delivery to the customer when sales terms are free on board (“FOB”) destination and at the time of shipment when the sales terms are FOB shipping point and there is no right of return. | ||||||||||||||||||||
A portion of product sales include revenues for diagnostic kits, which are utilized on leased instrument systems under the Company’s “reagent rental” program. The reagent rental program provides customers the right to use the instruments at no separate cost to the customer in consideration for a multi-year agreement to purchase annual minimum amounts of consumables (“reagents” or “diagnostic kits”). When an instrument is placed with a customer under a reagent rental agreement, the Company retains title to the equipment and it remains capitalized on the Company’s Consolidated Balance Sheet as property and equipment. The instrument is depreciated on a straight-line basis over the shorter of the lease term or the life of the instrument. Depreciation expense is recorded in cost of sales included in the Consolidated Statements of Operations. The reagent rental agreements represent one unit of accounting as the instrument and consumables (reagents) are interdependent in producing a diagnostic result and neither has a stand-alone value with respect to these agreements. No revenue is recognized at the time of instrument placement. All revenue is recognized when the title and risk of loss for the diagnostic kits have passed to the customer. | ||||||||||||||||||||
Royalty income from the grant of license rights is recognized during the period in which the revenue is earned and the amount is determinable from the licensee. The Company also earns income from the licensing of technology. | ||||||||||||||||||||
The Company earns income from grants for research and commercialization activities. On November 6, 2012, the Company was awarded a milestone-based grant totaling up to $8.3 million from the Bill and Melinda Gates Foundation to develop, manufacture and validate a quantitative, low-cost, nucleic acid assay for HIV drug treatment monitoring on the integrated Savanna MDx platform for use in limited resource settings. Upon execution of the grant agreement, the Company received $2.6 million to fund subsequent research and development activities and received milestone payments totaling $2.5 million in 2013. On September 10, 2014, the Company entered into an amended grant agreement with the Bill and Melinda Gates Foundation for additional funding of up to $12.6 million in order to accelerate the development of the Savanna MDx platform in the developing world. Upon execution of the amended grant agreement, the Company received $10.6 million in cash and expects to receive the remaining milestone payments of up to $2.4 million in 2015 and $2.8 million in 2016. Under the original and amended grant agreements, the Company recognizes grant revenue on the lesser of the amount recognized on a proportional performance basis or the amount of cash payments that are non-refundable as of the end of each reporting period. For the years ended December 31, 2014, 2013 and 2012, we recognized $6.3 million, $2.6 million and $0.5 million as grant revenue, respectively. The Company classified $3.1 million and $1.0 million of funds received from the Bill and Melinda Gates Foundation as restricted cash as of December 31, 2014 and 2013, respectively. In addition, the Company classified $6.3 million and $2.0 million as deferred grant revenue as of December 31, 2014 and 2013, respectively. | ||||||||||||||||||||
Research and Development Costs—Research and development costs are charged to operations as incurred. In conjunction with certain third party service agreements, the Company is required to make periodic payments based on achievement of certain milestones. The costs related to these research and development services are also charged to operations as incurred. | ||||||||||||||||||||
Collaborative Arrangement— In July 2012, the Company entered into a collaborative arrangement with Life Technologies Corporation for the development of molecular assays. ASC Topic 808, Collaborative Arrangements (“ASC Topic 808”), defines a collaborative arrangement as an arrangement where the parties are active participants and have exposure to significant risks. The Company is accounting for the joint development and commercialization activities with the third-party as a joint risk sharing collaboration in accordance with ASC Topic 808. Payments from Life Technologies Corporation totaled $0.4 million in 2014, $1.4 million in 2013 and $3.0 million in 2012. The Company does not expect additional payments in 2015, as the development efforts are complete. The reimbursement represents 50% of project development costs based upon mutually agreed upon project plans for each molecular assay. In connection with the collaboration agreement, the Company also entered into a manufacturing and supply agreement with the same third party. As part of that agreement, and upon commercialization, the Company will manufacture and sell assays to the third party at cost plus 20%. Additionally, the Company will receive 40% of the gross margin for sales from the third party to the end customer. In March 2013, the Company entered into a six year instrument supply agreement (the “March 2013 Agreement”) with Life Technologies Corporation. Pursuant to the March 2013 Agreement, the Company paid $0.8 million for distribution rights to sell Life Technologies Corporation’s QuantStudio™ DX diagnostic laboratory instrument for use in the infectious disease field, along with the assays developed under the collaborative agreement. The distribution rights are included in intangible assets on the Consolidated Balance Sheets and are being amortized on a straight-line basis over the contractual term of six years. | ||||||||||||||||||||
Product Shipment Costs—Product shipment costs are included in sales and marketing expense in the accompanying Consolidated Statements of Operations. Shipping and handling costs were $2.3 million, $2.2 million and $1.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||
Advertising Costs—Advertising costs are expensed as incurred. Advertising costs were $0.4 million, $0.7 million and $0.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||
Deferred Rent—Rent expense is recorded on a straight-line basis over the term of the lease. The difference between rent expense and amounts paid under the lease agreement are recorded as deferred rent. | ||||||||||||||||||||
Income Taxes—Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company’s policy is to recognize the interest expense and penalties related to income tax matters as a component of income tax expense. | ||||||||||||||||||||
Fair Value of Financial Instruments— The Company uses the fair value hierarchy established in ASC Topic 820, Fair Value Measurements and Disclosures, that requires the valuation of assets and liabilities subject to fair value measurements using a three tiered approach and fair value measurement be classified and disclosed by the Company in one of the following three categories: | ||||||||||||||||||||
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | ||||||||||||||||||||
Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; | ||||||||||||||||||||
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). | ||||||||||||||||||||
The carrying amounts of the Company’s financial instruments, including cash, receivables, accounts payable, and accrued liabilities approximate their fair values due to their short-term nature. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable. The Company establishes reserves for estimated uncollectible accounts and believes its reserves are adequate. | ||||||||||||||||||||
Product Warranty—The Company generally sells products with a limited product warranty and certain limited indemnifications. Due to product testing, the short time between product shipment and the detection and correction of product failures and a low historical rate of payments on indemnification claims, the historical activity and the related expense were not significant for the fiscal years presented. | ||||||||||||||||||||
Stock-Based Compensation—Compensation expense related to stock options granted is recognized ratably over the service vesting period for the entire option award. The total number of stock options expected to vest is adjusted by estimated forfeiture rates. The Company determined the estimated fair value of each stock option on the date of grant using the Black-Scholes option valuation model. Compensation expense for restricted stock (“stock awards”) is measured at the grant date and recognized ratably over the vesting period. The fair value of stock awards is determined based on the closing market price of the Company’s common stock on the grant date. | ||||||||||||||||||||
Computation of (Loss) Earnings Per Share—For the twelve months ended December 31, 2014, basic (loss) earnings per share were computed by dividing net (loss) earnings by the weighted-average number of common shares outstanding, including vested restricted stock awards, during the period. Diluted earnings per share reflects the potential dilution that could occur if the earnings were divided by the weighted-average number of common shares and potentially dilutive common shares from outstanding stock options as well as unvested restricted stock awards. Potential dilutive common shares were calculated using the treasury stock method and represent incremental shares issuable upon exercise of the Company’s outstanding stock options and unvested restricted stock awards. For periods in which the Company incurs losses, potentially dilutive shares are not considered in the calculation of net loss per share as their effect would be anti-dilutive. For periods in which the Company has earnings, stock options are excluded from the calculation of diluted net income per share when the combined exercise price, unrecognized stock-based compensation and expected tax benefits upon exercise are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. For the twelve months ended December 31, 2014, there were no differences between the number of common shares used for the basic and diluted earnings per share (“EPS”) computation as the Company incurred a net loss. For the twelve months ended December 31, 2014, 1.1 million stock options and shares of restricted stock were excluded from diluted loss per share that would have been included if the Company had been in a net income position. Additionally, stock options totaling 1.0 million for the twelve months ended December 31, 2014 were not included in the computation of diluted earnings per share as their effect was anti-dilutive. As discussed in Note 2, the Company issued Convertible Senior Notes ("Convertible Senior Notes") in December 2014. It is the Company’s intent and policy to settle conversions through combination settlement, which essentially involves repayment of an amount of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock ("conversion premium"). No conversion premium existed as of December 31, 2014, therefore, there was no dilutive impact from the Convertible Senior Notes to EPS. In addition, for the twelve months ended December 31, 2014, there were no participating securities. As such, the treasury stock method was applied in calculating EPS rather than the more dilutive of the treasury stock or the two-class method, as performed in previous periods. | ||||||||||||||||||||
For the twelve months ended December 31, 2013 and 2012, diluted net income per share was reported based on the more dilutive of the treasury stock or the two-class method. Under the two-class method, net income is allocated to common stock and participating securities. For the twelve months ended December 31, 2013 and 2012, the Company’s unvested restricted stock awards and certain unvested restricted stock units met the definition of participating securities. Basic net income per share under the two-class method was computed by dividing net income adjusted for earnings allocated to unvested stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted net income per share under the two-class method was computed by dividing net income adjusted for earnings allocated to unvested stockholders for the period by the weighted average number of common and common equivalent shares outstanding during the period. The Company excludes stock options from the calculation of diluted net income per share when the combined exercise price, unrecognized stock-based compensation and expected tax benefits upon exercise are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. Stock options totaling 0.5 million and 1.1 million for the twelve months ended December 31, 2013 and 2012, respectively, were not included in the computation of diluted EPS because the exercise of such options would be anti-dilutive. | ||||||||||||||||||||
The following table sets forth the computation of basic and diluted earnings per share for the years ended December 31, 2013 and 2012 (in thousands, except per share amounts): | ||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
Basic net income per share: | ||||||||||||||||||||
Net income | $ | 7,390 | $ | 4,993 | ||||||||||||||||
Less: income allocated to participating securities | (17 | ) | (28 | ) | ||||||||||||||||
Net income allocated to common stockholders | $ | 7,373 | $ | 4,965 | ||||||||||||||||
Weighted average common shares outstanding — basic | 33,836 | 33,068 | ||||||||||||||||||
Net income per share — basic | $ | 0.22 | $ | 0.15 | ||||||||||||||||
Diluted net income per share: | ||||||||||||||||||||
Net income | $ | 7,390 | $ | 4,993 | ||||||||||||||||
Less: income allocated to participating securities | (16 | ) | (27 | ) | ||||||||||||||||
Net income allocated to common stockholders | $ | 7,374 | $ | 4,966 | ||||||||||||||||
Weighted average common shares outstanding — basic | 33,836 | 33,068 | ||||||||||||||||||
Dilutive securities | 1,111 | 634 | ||||||||||||||||||
Weighted average common shares outstanding — diluted | 34,947 | 33,702 | ||||||||||||||||||
Net income per share — diluted | $ | 0.21 | $ | 0.15 | ||||||||||||||||
Comprehensive (Loss) Income—Comprehensive (loss) income includes unrealized gains and losses excluded from the Company’s Consolidated Statements of Operations. | ||||||||||||||||||||
Facility Restructuring— In 2013, the Company announced a plan to move its manufacturing operations in Santa Clara, California to Athens, Ohio. Termination benefits for those employees who choose not to relocate are accounted for in accordance with ASC Topic 712, Compensation – Nonretirement Postemployment Benefits, and are recorded when it is probable that employees will be entitled to benefits and the amounts can be reasonably estimated. Estimates of termination benefits are based on the frequency of past termination benefits and the similarity of benefits under the current plan and prior plans. Facility related costs are accounted for in accordance with ASC Topic 420, Exit or Disposal Cost Obligations, and are recorded when the liability is incurred. The Company recorded a charge of $1.8 million during the year ended December 31, 2013, which included employee termination benefits and impairment charges related to the facility lease. The Company recorded no restructuring charges during the year ended December 31, 2014. | ||||||||||||||||||||
Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||||||||||||||
Accounting Periods—Each of the Company’s fiscal quarters end on the Sunday closest to the end of the calendar quarter. The Company’s fiscal year ends are December 28, 2014, December 29, 2013 and December 30, 2012. For ease of reference, the calendar quarter end dates are used herein. | ||||||||||||||||||||
Reclassifications – The Company recorded immaterial reclassifications of $0.7 million and $0.8 million for the years ended December 31, 2013 and December 31, 2012, respectively, from general and administrative expense as previously reported in the Consolidated Statements of Operations to conform to current year interest expense presentation. The amortization of debt issuance costs and loan commitment fees had previously been recorded in general and administrative expense in the Consolidated Statements of Operations and the Company reclassified the amounts to more appropriately identify them as interest expense. The reclassification did not impact net income as previously reported or any prior amounts reported on the Consolidated Balance Sheets, Statements of Cash Flows, Statements of Comprehensive (Loss) Income or Statements of Stockholders' Equity. Management evaluated the materiality of these prior year reclassifications both qualitatively and quantitatively and determined that these errors were not material to the previously reported financial statements. | ||||||||||||||||||||
Recent Accounting Pronouncements—In May 2014, the FASB issued guidance codified in ASC Topic 606, Revenue Recognition—Revenue from Contracts with Customers, which amends the guidance in former ASC Topic 605, Revenue Recognition. This guidance is intended to improve and converge with international standards the financial reporting requirements for revenue from contracts with customers. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current authoritative guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance is effective for annual reporting periods beginning after December 15, 2016, with early adoption prohibited. The Company is currently evaluating the impact of this guidance and expects to adopt the standard in the first quarter of 2017. | ||||||||||||||||||||
In August 2014, the FASB issued guidance codified in ASU 2014-15 (Subtopic 205-40), Presentation of Financial Statements - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The guidance requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued (or available to be issued when applicable). Management will be required to make this evaluation for both annual and interim reporting periods and will have to make certain disclosures if it concludes that substantial doubt exists or when its plans alleviate substantial doubt about the entity’s ability to continue as a going concern. Substantial doubt exists when relevant conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the financial statements are issued (or available to be issued). The term probable is used consistently with its use in ASC Topic 450, Contingencies. The guidance is effective for annual periods ending after December 15, 2016 and for interim reporting periods starting in the first quarter 2017, with early adoption permitted. The Company is currently evaluating the impact of this guidance and expects to adopt the standard for the annual reporting period ended December 31, 2016. |
Debt
Debt | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Debt Disclosure [Abstract] | ||||
Debt | Debt | |||
3.25% Convertible Senior Notes due 2020 | ||||
In December 2014, the Company issued $172.5 million aggregate principal amount of 3.25% Convertible Senior Notes due 2020. Debt issuance costs of approximately $5.1 million were primarily comprised of underwriters fees, legal, accounting, and other professional fees of which $4.2 million were capitalized and are being amortized using the effective interest method to interest expense over the six-year term of the Senior Notes. The remaining $0.9 million of debt issuance costs were allocated as a component of equity in additional paid-in capital. As of December 31, 2014, the Company had deferred issuance costs related to the Convertible Senior Notes of $0.6 million included as a portion of prepaid expenses and other current assets and $3.5 million included as a portion of other non-current assets. | ||||
The Convertible Senior Notes will be convertible into cash, shares of common stock, or a combination of cash and shares of common stock based on an initial conversion rate, subject to adjustment, of 31.1891 shares per $1,000 principal amount of the Convertible Senior Notes (which represents an initial conversion price of approximately $32.06 per share) on the business day immediately preceding September 15, 2020, only in the following circumstances and to the following extent: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2015, if the last reported sales price of the Company's common stock, for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the calendar quarter immediately preceding the calendar quarter in which the conversion occurs, is more than 130% of the conversion price of the notes in effect on each applicable trading day; (2) during the five consecutive business day period following any five consecutive trading day period in which the trading price per Senior Note for each such trading day was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such day; or (3) upon the occurrence of specified events described in the indenture for the Convertible Senior Notes. On or after September 15, 2020 until the close of business on the second scheduled trading day immediately preceding the stated maturity date, holders may surrender their notes for conversion at any time, regardless of the foregoing circumstances. | ||||
It is the Company’s intent and policy to settle conversions through combination settlement, which essentially involves repayment of an amount of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock or cash. In general, for each $1,000 in principal, the “principal portion” of cash upon settlement is defined as the lesser of $1,000, and the conversion value during the 25-day observation period as described in the indenture for the Convertible Senior Notes. The conversion value is the sum of the daily conversion value which is the product of the effective conversion rate divided by 25 days and the daily volume weighted average price (“VWAP”) of the Company’s common stock. The “share amount” is the cumulative “daily share amount” during the observation period, which is calculated by dividing the daily VWAP into the difference between the daily conversion value (i.e., conversion rate x daily VWAP) and $1,000. | ||||
The Company pays 3.25% interest per annum on the principal amount of the Convertible Senior Notes semi-annually in arrears in cash on June 15 and December 15 of each year. The Convertible Senior Notes mature on December 15, 2020. During the year ended December 31, 2014, the Company recorded interest expense of $0.3 million related to the amortization of the debt discount and interest expense of $0.3 million related to the coupon due semi-annually on the Convertible Senior Notes. | ||||
If a fundamental change, as defined in the indenture for the Convertible Senior Notes, such as an acquisition, merger, or liquidation of the Company, occurs prior to the maturity date, subject to certain limitations, holders of the Convertible Senior Notes may require the Company to repurchase all or a portion of their Convertible Senior Notes for cash at a repurchase price equal to 100% of the principal amount of the Convertible Senior Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the repurchase date. | ||||
The Company accounts separately for the liability and equity components of the Convertible Senior Notes in accordance with authoritative guidance for convertible debt instruments that may be settled in cash upon conversion. The guidance requires the carrying amount of the liability component to be estimated by measuring the fair value of a similar liability that does not have an associated conversion feature. Because the Company has no outstanding non-convertible public debt, the Company determined that senior, unsecured corporate bonds traded on the market represent a similar liability to the Convertible Senior Notes without the conversion option. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its Convertible Senior Notes to be 6.9%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the liability component, which were defined as Level 2 observable inputs. The estimated implied interest rate was applied to the Convertible Senior Notes, which resulted in a fair value of the liability component of $141.9 million upon issuance, calculated as the present value of implied future payments based on the $172.5 million aggregate principal amount. The $30.7 million difference between the cash proceeds of $172.5 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the Convertible Senior Notes were not considered redeemable. | ||||
As a policy election under applicable guidance related to the calculation of diluted net earnings per share, the Company elected the combination settlement method as its stated settlement policy and applied the treasury stock method in the calculation of dilutive impact of the Convertible Senior Notes. The Convertible Senior Notes were not convertible as of December 31, 2014. If the Convertible Senior Notes were converted as of December 31, 2014, the if-converted value would not exceed the principal amount. | ||||
The following table summarizes information about the equity and liability components of the Convertible Senior Notes (dollars in thousands). The fair values of the respective notes outstanding were measured based on quoted market prices. | ||||
31-Dec-14 | ||||
Principal amount of convertible notes outstanding | $ | 172,500 | ||
Unamortized discount of liability component | (30,403 | ) | ||
Net carrying amount of liability component | 142,097 | |||
Less: current portion | — | |||
Long-term debt | $ | 142,097 | ||
Carrying value of equity component, net of issuance costs | $ | 29,758 | ||
Fair value of outstanding convertible senior notes | 142,097 | |||
Remaining amortization period of discount on the liability component | 6 years | |||
Line of Credit | ||||
On August 10, 2012, the Company entered into an amended and restated $140.0 million senior secured syndicated credit facility (the “Senior Credit Facility”), which matures on August 10, 2017. As part of this amendment, the Company incurred an additional $1.0 million in deferred financing costs related to the Senior Credit Facility. The Company had previously recorded deferred financing costs of $0.6 million related to its prior credit facility. Deferred financing costs are amortized on a straight-line basis over the term of the Senior Credit Facility. As of December 31, 2014 the Company had deferred financing costs related to the Senior Credit Facility of $0.5 million included as a portion of other non-current assets and $0.3 million included as a portion of prepaid expenses and other current assets. As of December 31, 2013, $1.2 million of deferred financing costs were included as a portion of other non-current assets. The Senior Credit Facility bears interest at either the London Interbank Offered Rate (“LIBOR”) or the base rate, plus, in each case, an applicable margin. The base rate is equal to the highest of (i) the lender’s prime rate, (ii) the federal funds rate plus one-half of one percent and (iii) LIBOR plus one percent. The applicable margin is generally determined in accordance with a performance pricing grid based on the Company’s leverage ratio and ranges from 1.25% to 2.50% for LIBOR rate loans and from 0.25% to 1.50% for base rate loans. The agreement governing the Senior Credit Facility is subject to certain customary limitations, including among others: limitation on liens; limitation on mergers, consolidations and dispositions of assets; limitation on debt; limitation on dividends, stock redemptions and the redemption and/or prepayment of other debt; limitation on investments (including loans and advances) and acquisitions; and limitation on transactions with affiliates. On December 1, 2014, the Company amended the Senior Credit Facility to allow the conversion of, payment of principle or premiums on, and payment of interest on permitted convertible indebtedness. Additional terms were set forth to encompass the Convertible Senior Note offering discussed above. The Company is also subject to financial covenants which include a funded debt to adjusted EBITDA ratio (as defined in the Senior Credit Facility, with adjusted EBITDA generally calculated as earnings before, among other adjustments, interest, taxes, depreciation, amortization, and stock-based compensation) not to exceed 3:1 as of the end of each fiscal quarter, and an interest coverage ratio of not less than 3:1 as of the end of each fiscal quarter. The Senior Credit Facility is secured by substantially all present and future domestic assets and properties of the Company and is senior to the Convertible Senior Notes. | ||||
As of December 31, 2014, the Company had no borrowings outstanding and had $95.7 million available to borrow under the Senior Credit Facility. The Company’s ability to borrow under the Senior Credit Facility fluctuates from time to time due to, among other factors, the Company’s borrowings under the facility and its funded debt to adjusted EBITDA ratio. As of December 31, 2013, the Company had no borrowings outstanding under the Senior Credit Facility. As of December 31, 2014 and 2013, the Company was in compliance with all financial covenants. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
Significant components of the (benefit) provision for income taxes are as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | 61 | $ | (565 | ) | $ | 1,870 | |||||
State | (1,294 | ) | 810 | 377 | ||||||||
Foreign | 69 | 18 | — | |||||||||
Total current provision | (1,164 | ) | 263 | 2,247 | ||||||||
Deferred: | ||||||||||||
Federal | (5,267 | ) | (2,584 | ) | 811 | |||||||
State | 2,488 | (1,635 | ) | (440 | ) | |||||||
Foreign | 34 | — | — | |||||||||
Total deferred (benefit) provision | (2,745 | ) | (4,219 | ) | 371 | |||||||
(Benefit) provision for income taxes | $ | (3,909 | ) | $ | (3,956 | ) | $ | 2,618 | ||||
The Company’s (loss) income before (benefit) provision for income taxes was subject to taxes in the following jurisdictions for the following periods (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | (11,328 | ) | $ | 3,364 | $ | 7,611 | |||||
Foreign | 345 | 70 | — | |||||||||
$ | (10,983 | ) | $ | 3,434 | $ | 7,611 | ||||||
Significant components of the Company’s deferred tax assets as of December 31, 2014 and 2013 are shown below (in thousands). | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Net operating loss carryforwards | $ | 2,236 | $ | 1,486 | ||||||||
Intangible assets | 3,366 | 2,936 | ||||||||||
Sale-leaseback, net | 1,424 | 1,602 | ||||||||||
Allowance for returns and discounts | 4,574 | 3,155 | ||||||||||
Stock compensation | 8,255 | 8,192 | ||||||||||
Tax credit carryforwards | 2,060 | 1,351 | ||||||||||
Other, net | 4,472 | 4,764 | ||||||||||
Total deferred tax assets | 26,387 | 23,486 | ||||||||||
Valuation allowance for deferred tax assets | (2,331 | ) | — | |||||||||
Total deferred tax assets, net of valuation allowance | 24,056 | 23,486 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Convertible senior notes | (11,267 | ) | — | |||||||||
Intangible assets | (12,939 | ) | (16,494 | ) | ||||||||
Property, plant and equipment | (6,424 | ) | (4,948 | ) | ||||||||
Total deferred tax liabilities | (30,630 | ) | (21,442 | ) | ||||||||
Net deferred tax assets and liabilities | $ | (6,574 | ) | $ | 2,044 | |||||||
Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. A significant piece of objective negative evidence evaluated was that the cumulative before-tax results incurred over the three-year period ended December 31, 2014 were slightly profitable. Such objective evidence limits the ability to consider other subjective evidence such as the Company's projections for future profitability. On the basis of this evaluation, as of December 31, 2014, the Company recorded a valuation allowance of $2.3 million, which represents the portion of the deferred tax asset that management could no longer conclude was more likely than not to be realized. The amount of the deferred tax asset considered realizable, however, could be adjusted in the future based on changes in available evidence, such as if objective negative evidence in the form of near break-even results is no longer present and additional weight may be given to subjective evidence such as the Company's projections for profitability. During the year ended December 31, 2014, the valuation allowance increased by $2.3 million. | ||||||||||||
The Company recognizes excess tax benefits associated with the exercise of stock options directly to stockholders’ equity only when realized. Accordingly, deferred tax assets are not recognized for net operating loss (“NOL”) carryforwards resulting from excess tax benefits. As of December 31, 2014 and 2013, deferred tax assets do not include $1.5 million and $1.0 million, respectively, of these excess tax benefits from employee stock option exercises that are a component of the Company’s NOL and tax credit carryforwards. Additional paid-in capital will be increased up to an additional $1.5 million if such excess tax benefits are realized. | ||||||||||||
As of December 31, 2014, the Company had federal NOL carryforwards of approximately $6.0 million which will begin to expire in 2018, unless previously utilized. The Company also had state NOLs of approximately $16.6 million which will begin to expire in 2030. The Company has federal research credits of $2.3 million which will begin to expire on December 31, 2033, unless previously utilized. The Company has federal alternative minimum tax credits of $0.5 million which do not expire. The Company also has gross state research credits of $7.0 million which do not expire. | ||||||||||||
Pursuant to Internal Revenue Code (“IRC”) Sections 382 and 383, the Company’s use of its NOL and research credit carryforwards may be limited as a result of cumulative changes in ownership of more than 50% over a three-year period. | ||||||||||||
The reconciliation of income tax computed at the federal statutory rate to the (benefit) provision for income taxes from continuing operations is as follows (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Tax (benefit) expense at statutory tax rate | (3,844 | ) | 1,214 | 2,664 | ||||||||
State (benefit) taxes, net of federal tax (benefit) | (151 | ) | 63 | 239 | ||||||||
Permanent differences | 70 | (76 | ) | 26 | ||||||||
Federal and state research credits—current year | (765 | ) | (1,046 | ) | (370 | ) | ||||||
Federal research credits - prior year | — | (527 | ) | — | ||||||||
(Release) accrual of uncertain tax positions | (21 | ) | 369 | (106 | ) | |||||||
Expiration of statutes for uncertain tax positions | (953 | ) | (3,452 | ) | — | |||||||
Foreign effective tax rate differential | (18 | ) | (6 | ) | — | |||||||
Impact of change in federal and state tax rate on revaluing deferred tax assets | 110 | (581 | ) | 75 | ||||||||
Change in valuation allowance | 2,331 | — | — | |||||||||
Acquisition related adjustments | (485 | ) | — | — | ||||||||
Other | (183 | ) | 86 | 90 | ||||||||
(3,909 | ) | (3,956 | ) | 2,618 | ||||||||
On January 3, 2013, the American Taxpayer Relief Act of 2012 was signed into law reinstating the federal research and development credit for the 2012 and 2013 years. Accordingly, the Company recorded the benefit related to the 2012 federal research and development credit of approximately $0.5 million in the first quarter of 2013. | ||||||||||||
The Company considers earnings of its non-U.S. subsidiaries to be indefinitely reinvested in those operations. As of December 31, 2014, the Company has not made a provision for U.S. or additional foreign withholding taxes on approximately $0.2 million of the excess of the amount for financial reporting over the tax basis of investments in foreign subsidiaries that is indefinitely reinvested. Generally, such amounts become subject to U.S. taxation upon the remittance of dividends and under certain other circumstances. It is not practicable to estimate the amount of deferred tax liability related to investments in these foreign subsidiaries. | ||||||||||||
The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes that it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcome of examinations by tax authorities in determining the adequacy of its provision for income taxes. | ||||||||||||
The following table summarizes the activity related to the Company’s for unrecognized tax benefits (in thousands): | ||||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance | $ | 7,765 | $ | 9,051 | $ | 8,567 | ||||||
(Decreases) increases related to prior year tax positions | (68 | ) | 773 | 372 | ||||||||
Increases related to current year tax positions | 642 | 1,019 | 366 | |||||||||
Decreases due to settlements | (42 | ) | — | — | ||||||||
Expiration of the statute of limitations for the assessment of taxes | (1,232 | ) | (3,078 | ) | (254 | ) | ||||||
Ending balance | $ | 7,065 | $ | 7,765 | $ | 9,051 | ||||||
As of December 31, 2014 and 2013, the unrecognized tax benefits of $7.1 million and $7.8 million, respectively, of which $5.2 million and $5.5 million, respectively, would reduce the Company’s annual effective tax rate, subject to the valuation allowance. The Company does not anticipate any significant decreases in its unrecognized tax benefits over the next 12 months. The Company's policy is to recognize the interest expense and penalties related to income tax matters as a component of income tax expense. The Company has accrued approximately $0.2 million of interest and penalties associated with uncertain tax positions as of December 31, 2014 and $0.4 million as of December 31, 2013. Interest expense, net of accrued interest (reversed), in 2014, 2013, and 2012 was approximately $(0.2) million, $(0.3) million, and $0.2 million, respectively. | ||||||||||||
The Company is subject to periodic audits by domestic and foreign tax authorities. During 2013, the Company was notified by the Internal Revenue Service that the Congressional Joint Committee of Taxation had completed its review and proposed no changes to the Company’s tax returns filed for the tax periods 2008 through 2010. As a result, the Company released tax reserves and related interest of approximately $3.5 million. During 2014, the Company released tax reserves and related interest of approximately $1.0 million, net of federal income tax benefits, related to the expiration of the statute of limitation on assessment for certain state matters. | ||||||||||||
Due to the carryforward of unutilized net operating loss and credit carryovers, the Company's federal tax years from 2009 and forward and state tax years 2001 and forward are subject to examination by tax authorities. | ||||||||||||
The Company believes that it has appropriate support for the income tax positions taken on its tax returns and that its accruals for tax liabilities are adequate for all open years based on an assessment of many factors, including past experience and interpretations of tax law applied to the facts of each matter. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity |
Preferred Stock. The Company’s certificate of incorporation, as amended, authorizes the issuance of up to five million preferred shares. The Board of Directors is authorized to fix the number of shares of any series of preferred stock and to determine the designation of such shares. However, the amended certificate of incorporation specifies the initial series and the rights of that series. No shares of preferred stock were outstanding as of December 31, 2014 or 2013. | |
Restricted Stock. The Company grants time-based restricted stock awards and performance-based and time-based restricted stock units to certain officers, directors and management. Until the restrictions lapse, ownership of the affected shares of restricted stock awards or units granted to the Company’s officers is conditional upon continuous employment with the Company. During the restricted period, only holders of restricted stock awards have full voting rights with respect to their shares of restricted stock, even though the restricted stock award remains subject to transfer restrictions and generally is subject to forfeiture upon termination of employment or service. If an officer or director terminates service before the restrictions lapse, the restricted stock award is repurchased by the Company from the individual and any compensation expense previously recognized would be reversed, thereby reducing the amount of stock-based compensation expense during that period. | |
For the years ended December 31, 2014, 2013 and 2012, the Company granted approximately 0.1 million shares of restricted stock awards and units to officers and management, which either have a time-based four-year vesting provision or performance-based vesting provisions. A portion of the restricted stock granted in 2012 and 2011 was performance-based and vesting was tied to achievement of specific Company goals in 2014 and 2013, respectively. For purposes of measuring compensation expense, the amount of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria. The recognition of compensation expense associated with performance-based restricted stock requires judgment in assessing the probability of meeting the performance goals, as well as defined criteria for assessing achievement of the performance-related goals. The grant date of the performance-based restricted stock takes place when the grant is authorized and the specific achievement goals are communicated. The communication date of the performance goals can impact the valuation and associated expense of the restricted stock. | |
The performance-based restricted stock units granted in March 2011 included a three-year vesting cliff based on the achievement of a performance metric tied to earnings per share for the year ended December 31, 2013. During the fourth quarter ended December 31, 2013, the Compensation Committee of the Board of Directors amended the performance metric to include adjustments for certain items, some of which are non-recurring. This resulted in a modification of the original award and the Company recorded additional stock-based compensation expense of $1.9 million for the year ended December 31, 2013. | |
The performance-based restricted stock units granted in March 2012 included a three-year vesting cliff based on the achievement of a performance metric tied to earnings per share for the year ended December 31, 2014. During the fourth quarter ended December 31, 2014, the Compensation Committee of the Board of Directors amended the performance metric to include adjustments for certain items, some of which are non-recurring. This resulted in a modification of the original award and the Company recorded additional stock-based compensation expense of $0.3 million for the year ended December 31, 2014. | |
During the years ended December 31, 2014, 2013 and 2012, restricted stock units were granted to certain members of the Board of Directors in lieu of cash compensation as a part of the Company’s non-employee director’s deferred compensation program. The compensation expense associated with these grants of restricted stock units was $0.4 million, $0.4 million and $0.5 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |
Equity Incentive Plan. The Company grants options and other stock based awards to employees and non-employee directors under its Amended and Restated 2010 Equity Incentive Plan (the “2010 Plan”) and previously granted options under the Amended and Restated 2001 Equity Incentive Plan (the "2001 Plan"). The 2001 Plan was terminated at the time of adoption of the 2010 Plan, but the terminated Plan continues to govern outstanding options granted thereunder. The Company has stock options and other stock based awards outstanding, which were issued under each of these equity incentive plans to certain employees and directors. Stock options granted under these plans have terms ranging up to ten years, have exercise prices ranging from $4.16 to $27.91 per share, and generally vest over four years. As of December 31, 2014, approximately 2.2 million shares remained available for grant under the 2010 Plan. As of December 31, 2013, the Company had $0.5 million receivable for funds related to stock option exercises and the receivable is included as a deduction from additional paid-in capital within the issuance of common stock under equity compensation plans presented in the Consolidated Statements of Stockholders’ Equity. The Company had no receivables for funds related to stock option exercises as of December 31, 2014. | |
Employee Deferred Bonus Compensation Program. For the year ended December 31, 2014 and 2013, certain employees of the Company were eligible to participate in the Company’s deferred bonus compensation program with respect to any payments received under the Company’s cash incentive plan. Participating employees could elect to receive 50% or 100% of the cash value of their cash bonus in the form of fully vested, restricted stock units plus an additional premium as additional restricted stock units, issued under the 2010 Plan. The premium restricted stock units are subject to a one-year vesting requirement from the date of issuance. | |
The additional premium will be determined based on the length of time of the deferral period selected by the participating employee as follows: (i) if one year from the date of grant, a premium of 10% on the amount deferred, (ii) if two years from the date of grant, a premium of 20% on the amount deferred, or (iii) if four years from the date of grant, a premium of 30% on the amount deferred. | |
Employee Stock Purchase Plan. Under the Company’s 1983 Employee Stock Purchase Plan (the “ESPP”), full-time employees are allowed to purchase common stock through payroll deductions (which cannot exceed 10% of the employee’s compensation) at the lower of 85% of fair market value at the beginning or end of each six-month purchase period. As of December 31, 2014, 1,078,816 shares had been sold under the Plan, leaving 171,184 shares available for future issuance. | |
Share Repurchase Program. On April 23, 2013, the Company announced that the Board of Directors authorized us to repurchase up to an aggregate of $50.0 million in shares of our common stock under our stock repurchase program. Any shares of common stock repurchased under this program will no longer be deemed outstanding upon repurchase and will be returned to the pool of authorized shares. At December 31, 2014, $50.0 million remains available under this plan. The repurchase program will expire on April 22, 2015 unless extended by the Board of Directors. On December 20, 2013, the Company repurchased 37,709 shares of common stock based on the closing price of the Company’s stock on the date of the transaction from a Member of the Board of Directors, in exchange for payment for the aggregate exercise of 76,687 stock options. The stock option exercise is included in the issuance of common stock under equity compensation plans and the repurchase is included in repurchases of common stock presented in the Consolidated Statements of Stockholders’ Equity. | |
Shares Reserved for Future Issuance. At December 31, 2014, approximately 6.2 million shares of common stock were reserved under the Company’s equity incentive plans and 171,184 shares were reserved for purchases under the ESPP. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||
Compensation expense related to the Company’s share-based awards for the years ended December 31, 2014, 2013 and 2012 was $6.7 million, $8.8 million and $6.6 million, respectively, of which $4.3 million, $4.0 million and $3.8 million, respectively, related to stock options and $2.1 million, $4.0 million and $2.2 million, respectively, related to restricted stock (“stock awards”). For the years ended December 31, 2014, 2013 and 2012 the Company recorded $0.3 million, $0.8 million and $0.6 million in stock-based compensation expense, respectively, associated with the deferred bonus compensation program, described in Note 4. During the years ended December 31, 2014, 2013 and 2012, $0.3 million, $0.7 million and $0.5 million, respectively, were initially recorded as a component of accrued payroll and related expenses. | |||||||||||||
Total stock-based compensation expense, related to all of the Company’s share-based awards, was comprised as follows (in millions): | |||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Cost of sales | $ | 0.6 | $ | 0.8 | $ | 0.6 | |||||||
Research and development | 1.1 | 1.9 | 1.1 | ||||||||||
Sales and marketing | 1.1 | 0.9 | 0.6 | ||||||||||
General and administrative | 3.9 | 5.2 | 4.3 | ||||||||||
$ | 6.7 | $ | 8.8 | $ | 6.6 | ||||||||
Compensation expense capitalized to inventory and compensation expense related to the Company’s ESPP were not material for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||
Stock Options | |||||||||||||
Compensation expense related to stock options granted is recognized ratably over the service vesting period for the entire option award. For stock option awards with graded vesting, the Company ensures that the cumulative amount of compensation expense recognized at the end of any reporting period at least equals the portion of the stock option award that has vested at that date. The total number of stock option awards expected to vest is adjusted by estimated forfeiture rates. The estimated fair value of each stock option award was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions for the option grants: | |||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Risk-free interest rate | 1.59 | % | 0.86 | % | 0.83 | % | |||||||
Expected option life (in years) | 5.78 | 5.53 | 5.52 | ||||||||||
Volatility rate | 42 | % | 44 | % | 46 | % | |||||||
Dividend rate | — | % | — | % | — | % | |||||||
The computation of the expected option life is based on a weighted-average calculation combining the average life of options that have already been exercised and post-vest cancellations with the estimated life of the remaining vested and unexercised options. The expected volatility is based on the historical volatility of the Company’s stock. The risk-free interest rate is based on the U.S. Treasury yield curve over the expected term of the option. The Company has never paid any cash dividends on its common stock, and does not anticipate paying any cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield of zero in the Black-Scholes option valuation model. The Company’s estimated forfeiture rate is based on its historical experience and future expectations. | |||||||||||||
The Company’s determination of fair value is affected by the Company’s stock price as well as a number of assumptions that require judgment. The weighted-average fair value per share was $10.96, $9.19 and $6.51 for options granted during the years ended December 31, 2014, 2013 and 2012, respectively. The total intrinsic value was $2.8 million, $8.1 million and $2.0 million for options exercised during the years ended December 31, 2014, 2013 and 2012, respectively. As of December 31, 2014, total unrecognized compensation expense related to stock options was approximately $6.0 million and the related weighted-average period over which it is expected to be recognized is approximately 2.1 years. The maximum contractual term of the Company’s stock options is ten years. | |||||||||||||
A summary of the status of stock option activity for the years ended December 31, 2012, 2013 and 2014 is as follows (in thousands, except price data and years): | |||||||||||||
Number | Weighted- | Weighted- | Aggregate | ||||||||||
of Shares | average exercise | average remaining | intrinsic | ||||||||||
price per | contractual | value | |||||||||||
share | term (in years) | ||||||||||||
Outstanding at January 1, 2012 | 3,417 | $ | 12.6 | ||||||||||
Granted | 624 | 15.23 | |||||||||||
Exercised | (351 | ) | 11.85 | ||||||||||
Cancelled | (90 | ) | 11.94 | ||||||||||
Outstanding at December 31, 2012 | 3,600 | 13.15 | |||||||||||
Granted | 529 | 22.36 | |||||||||||
Exercised | (642 | ) | 12.16 | ||||||||||
Cancelled | (13 | ) | 10.61 | ||||||||||
Outstanding at December 31, 2013 | 3,474 | 14.74 | |||||||||||
Granted | 559 | 26.63 | |||||||||||
Exercised | (251 | ) | 13.67 | ||||||||||
Cancelled | (175 | ) | 20.63 | ||||||||||
Outstanding at December 31, 2014 | 3,607 | $ | 16.37 | 6.08 | $ | 41,157 | |||||||
Vested and expected to vest at December 31, 2014 | 3,461 | $ | 16.04 | 5.97 | $ | 40,629 | |||||||
Exercisable at December 31, 2014 | 2,330 | $ | 13.33 | 4.89 | $ | 33,667 | |||||||
Available for future grant at December 31, 2014 | 2,162 | ||||||||||||
Stock Awards | |||||||||||||
The fair value of stock awards is determined based on the closing market price of the Company’s common stock on the grant date. The Company grants both time-based and performance-based stock awards. Compensation expense for time-based stock awards is measured at the grant date and recognized ratably over the vesting period. A portion of the stock awards granted in 2012 and 2013 was performance-based and vesting is tied to achievement of specific Company goals in 2014 and 2013, respectively. For purposes of measuring compensation expense, the amount of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria. The recognition of compensation expense associated with performance-based stock award requires judgment in assessing the probability of meeting the performance goals, as well as defined criteria for assessing achievement of the performance-related goals. The grant date of the performance-based stock award takes place when the grant is authorized and the specific achievement goals are communicated. The communication date of the performance goals can impact the valuation and associated expense of the stock award. See further discussion of amended performance metrics and the impact to stock-based compensation expense in Note 4. | |||||||||||||
A summary of the status of stock awards activity for the years ended December 31, 2012, 2013 and 2014 is as follows (in thousands, except price data): | |||||||||||||
Shares | Weighted-average | ||||||||||||
grant date | |||||||||||||
fair value | |||||||||||||
Non-vested at January 1, 2012 | 502 | $ | 13.65 | ||||||||||
Granted | 145 | 15.69 | |||||||||||
Vested | (107 | ) | 15.29 | ||||||||||
Forfeited | (18 | ) | 13.81 | ||||||||||
Non-vested at December 31, 2012 | 522 | 13.87 | |||||||||||
Granted | 74 | 23.53 | |||||||||||
Vested | (141 | ) | 23.43 | ||||||||||
Forfeited | (1 | ) | 15.26 | ||||||||||
Non-vested at December 31, 2013 | 454 | 16.22 | |||||||||||
Granted | 145 | 25.73 | |||||||||||
Vested | (174 | ) | 28.27 | ||||||||||
Forfeited | (23 | ) | 18.19 | ||||||||||
Non-vested at December 31, 2014 | 402 | $ | 14.84 | ||||||||||
In 2014, 2013 and 2012, the Company issued approximately 0.1 million restricted share units each year in exchange for the deferred bonus liability of $0.7 million , $0.4 million and $0.9 million, respectively. | |||||||||||||
The total amount of unrecognized compensation expense related to non-vested stock awards as of December 31, 2014 was approximately $1.9 million, which is expected to be recognized over a weighted-average period of approximately 2.6 years. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Commitments and Contingencies | Commitments and Contingencies | ||||||||
Leases | |||||||||
The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2014 are as follows (in thousands): | |||||||||
Years ending December 31, | Operating Leases | Lease obligation | |||||||
2015 | $ | 1,794 | $ | 1,134 | |||||
2016 | 2,306 | 1,145 | |||||||
2017 | 1,837 | 1,152 | |||||||
2018 | 1,622 | 1,161 | |||||||
2019 | 1,669 | 1,171 | |||||||
Thereafter | 3,514 | 1,018 | |||||||
Total minimum lease payments | $ | 12,742 | 6,781 | ||||||
Less: amount representing interest | (1,655 | ) | |||||||
Present value of lease obligation | 5,126 | ||||||||
Less: current portion | (509 | ) | |||||||
Long-term lease obligation | $ | 4,617 | |||||||
Rent expense under operating leases totaled approximately $3.3 million for the year ended December 31, 2014, $2.3 million for the year ended December 31, 2013 and $2.0 million for the year ended December 31, 2012. | |||||||||
In the fourth quarter of 2013, the Company entered into a lease for approximately 30,000 square feet of office space and moved the executive and administrative functions into this facility in the second quarter of 2014. The lease expires in 2022 with options to extend the lease for two additional five-year periods. This operating lease included a lease incentive for tenant improvements of $1.7 million which has been included as a leasehold improvement in property, plant and equipment and as deferred rent in other non-current liabilities. | |||||||||
During 1999, the Company completed a sale and leaseback transaction of its San Diego facility. The facility was sold for $15.0 million, of which $3.8 million was capital contributed by the Company. The sale was an all cash transaction, netting the Company approximately $7.0 million. The Company is a 25% limited partner in the partnership that acquired the facility. The transaction was deemed a financing transaction under the guidance in ASC Topic 840-40, Accounting for Sales of Real Estate. The assets sold remain on the books of the Company and will continue to be depreciated over the estimated useful life. In December 2009, the Company amended the terms of its lease agreement which had no significant impact on the Company’s financial statements. The amended terms include a new ten-year lease term through December 2019, with options to extend the lease for up to three additional five-year periods. The Company is amortizing the lease obligation over the new lease term. The amount of the monthly rental payments remain the same under the amendment. In November 2014, the lease agreement was amended to extend the timing to exercise the option to purchase the general partner’s interest in the partnership from November 2014 to April 2015 for a fixed price. The Company has determined that the partnership is a variable interest entity (VIE). The Company is not, however, the primary beneficiary of the VIE as it does not absorb the majority of the partnership’s expected losses or receive a majority of the partnership’s residual returns. The Company made lease payments to the partnership of approximately $1.1 million for each of the three years ended December 31, 2014, 2013 and 2012. | |||||||||
Purchase Commitments | |||||||||
The Company has $3.4 million in firm purchase commitments with respect to planned capital expenditures as of December 31, 2014. | |||||||||
Legal | |||||||||
The Company is involved in various claims and litigation matters from time to time in the ordinary course of business. Management believes that all such current legal actions, in the aggregate, will not have a material adverse effect on the Company. The Company also maintains insurance, including coverage for product liability claims, in amounts which management believes are appropriate given the nature of its business. At December 31, 2014 and 2013, the Company had $0.3 million accrued as a liability for various legal matters where the Company deemed the liability probable and estimable. | |||||||||
Licensing Arrangements | |||||||||
On September 27, 2011, the Company entered into the Second Amendment (the “Amendment”) to Quidel/Inverness Settlement Agreement dated April 27, 2005 (the “Agreement”), as amended by an Addendum dated June 19, 2006, with Alere Inc. (formerly known as Inverness Medical Innovations, Inc.) (“Alere”). | |||||||||
The Amendment, which is effective as of April 1, 2011, amends certain royalty and other provisions in the Agreement and enabled the Company to “buy-down” and “buy-out” its future royalty obligation under the Agreement for payments totaling $29.5 million. Under the Amendment, the Company made an initial cash payment of $13.8 million to Alere in September 2011 in connection with a buy-down of the Company’s royalty obligations for the period beginning July 1, 2011. In addition, the Company exercised its buy-out right for any remaining future royalty obligation by exercising the Royalty Termination Option (as defined in the Amendment) in January 2012, thereby terminating the Company’s obligation to pay future royalties under the Agreement in exchange for a fixed cash payment in the amount of $15.7 million less $1.0 million of specified third quarter 2011 royalties. This amount was paid in February 2012. | |||||||||
In conjunction with Financial Accounting Standards Board Accounting Standard Update No. 2009-05, Fair Value Measurements and Disclosures (Topic 820), the Company assigned $28.8 million to the licensed technology and $0.7 million as a one-time charge to cost of sales to settle royalty claims. In determining the fair value allocation between the intangible asset licensed technology and the one-time charge to cost of sales, the Company assessed the past and estimated future revenue streams related to present and future products that use the patents that are subject to the Amendment. The effective life and related amortization of the licensed technology will be based on the higher of the percentage of usage or the straight-line method. This percentage of usage will be determined using the revenues generated from products covered by the patents that are subject to the Amendment. The terms of the Amendment provide for an estimated useful life of 3.5 years for this asset. The Company recorded $8.0 million of amortization expense in both 2014, 2013 and 2012, included as a portion of cost of sales. | |||||||||
In addition to the royalty agreement noted above, the Company has entered into various other licensing and royalty agreements, which largely require payments based on specified product sales as well as the achievement of specified milestones. The Company had royalty and license expenses relating to those agreements of approximately $0.9 million, $1.0 million and $1.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||
Research and Development Agreements | |||||||||
The Company has entered into various research and development agreements which provide it with rights to develop, manufacture and market products using the intellectual property and technology of its collaborative partners. Under the terms of certain of these agreements, the Company is required to make periodic payments based on achievement of certain milestones or resource expenditures. These milestones generally include achievement of prototype assays, validation lots and clinical trials. At December 31, 2014, total future commitments under the terms of these agreements are estimated at $4.3 million. The commitments will fluctuate as we agree to new phases of development under the existing arrangements. | |||||||||
Contingent Consideration | |||||||||
In conjunction with the acquisition of BioHelix Corporation (“BioHelix”) in May 2013, the Company agreed to contingent consideration ranging from $5.0 million to $13.0 million upon achievement of certain research and development milestones and revenue targets through 2018. As of December 31, 2014, all research and development milestones have been achieved and payments have been disbursed. Payments totaling $2.1 million were disbursed during 2014. The fair value of the remaining contingent consideration related to the revenue royalty earn-out to be settled in cash is estimated based on the Monte Carlo Simulation Model. Due to changes in the estimated payments and a shorter discounting period, the fair value of the contingent consideration liabilities changed, resulting in a $0.8 million gain recorded to cost of sales in the Consolidated Statements of Operations during the year ended December 31, 2014. As of December 31, 2014, the current portion of the contingent consideration is $0.6 million and the non-current portion of the contingent consideration is $4.9 million. | |||||||||
In August 2013, the Company completed a business combination accomplished by acquiring the assets of AnDiaTec GmbH & Co. KG (“AnDiaTec”), a privately-held, diagnostics company, based in Germany. The Company agreed to contingent consideration of up to €0.5 million ($0.6 million based on the December 31, 2014 currency conversion rate) upon achievement of certain revenue targets through 2018. The fair value of the remaining contingent consideration related to the revenue royalty earn-out to be settled in cash is estimated based on the Monte Carlo Simulation Model. Due to changes in the estimated payments and a shorter discounting period, the fair value of the contingent consideration liabilities changed, resulting in a $0.1 million gain recorded to cost of sales in the Consolidated Statements of Operations during the year ended December 31, 2014. As of December 31, 2014 the current portion of the contingent consideration is $0.1 million and the non-current portion of the contingent consideration is $0.1 million. In addition, the Company agreed to pay the founder of AnDiaTec contingent payments of up to €3.0 million ($3.7 million based on the December 31, 2014 currency conversion rate) upon achievement of certain research and development milestones, subject to, continued employment. During the twelve months ended December 31, 2014, the Company paid $0.9 million for the achievement of agreed upon research and development milestones. In January 2015, the Company paid $0.4 million for the achievement of agreed upon research and development milestones. These costs are recorded as compensation expense included in research and development expense in the Consolidated Statements of Operations. |
Industry_and_Geographic_Inform
Industry and Geographic Information | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||
Industry and Geographic Information | Industry and Geographic Information | |||||||||||||||||||
The Company operates in one reportable segment. Sales to customers outside the U.S. represented 13%, 13% and 14% of total revenue for the years ended December 31, 2014, 2013 and 2012, respectively. As of December 31, 2014 and 2013, balances due from foreign customers, in U.S. dollars, were $5.5 million and $3.2 million, respectively. | ||||||||||||||||||||
The Company had sales to individual customers in excess of 10% of total revenue, as follows: | ||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
Customer: | ||||||||||||||||||||
A | 18 | % | 16 | % | 16 | % | ||||||||||||||
B | 19 | % | 19 | % | 18 | % | ||||||||||||||
C | 11 | % | 8 | % | 8 | % | ||||||||||||||
48 | % | 43 | % | 42 | % | |||||||||||||||
As of December 31, 2014 and 2013, accounts receivable from individual customers with balances due in excess of 10% of total accounts receivable totaled $23.7 million and $19.6 million, respectively. | ||||||||||||||||||||
The following presents long-lived assets (excluding intangible assets) and total net revenue by geographic territory (in thousands): | ||||||||||||||||||||
Long-lived assets as of December 31, | Total revenue year ended December 31, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2012 | ||||||||||||||||
Domestic | $ | 49,052 | $ | 47,891 | $ | 158,302 | $ | 152,711 | $ | 134,239 | ||||||||||
Foreign | 174 | 166 | 24,313 | 22,699 | 21,502 | |||||||||||||||
$ | 49,226 | $ | 48,057 | $ | 182,615 | $ | 175,410 | $ | 155,741 | |||||||||||
Consolidated net product revenues by disease state are as follows (in thousands): | ||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
Infectious disease | $ | 130,416 | $ | 128,079 | $ | 110,982 | ||||||||||||||
Women’s health | 34,332 | 33,328 | 32,653 | |||||||||||||||||
Gastrointestinal disease | 7,414 | 6,622 | 6,328 | |||||||||||||||||
Royalty, license fees and grant revenue | 7,681 | 3,917 | 2,452 | |||||||||||||||||
Other | 2,772 | 3,464 | 3,326 | |||||||||||||||||
$ | 182,615 | $ | 175,410 | $ | 155,741 | |||||||||||||||
Fair_Value_Measurement
Fair Value Measurement | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||
Fair Value Measurement | Fair Value Measurement | |||||||||||||||||||||||||||||||
The following table presents the Company’s hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the following periods (in thousands): | ||||||||||||||||||||||||||||||||
31-Dec-14 | December 31, 2013 | |||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Cash equivalents | 3,057 | — | — | 3,057 | 3,056 | — | — | 3,056 | ||||||||||||||||||||||||
Total assets measured at fair value | $ | 3,057 | $ | — | $ | — | $ | 3,057 | $ | 3,056 | $ | — | $ | — | $ | 3,056 | ||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||||||||
Contingent consideration | — | — | 5,756 | 5,756 | — | — | 8,808 | 8,808 | ||||||||||||||||||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 5,756 | $ | 5,756 | $ | — | $ | — | $ | 8,808 | $ | 8,808 | ||||||||||||||||
There were no transfers of assets or liabilities between Level 1, Level 2 and Level 3 categories of the fair value hierarchy during the years ended December 31, 2014 and 2013. | ||||||||||||||||||||||||||||||||
The Company used Level 1 inputs to determine the fair value of its cash equivalents, which primarily consist of funds held in a money market account, and as such, the carrying value of cash equivalents approximates fair value. As of December 31, 2014 and 2013, the carrying value of cash equivalents was $3.1 million. | ||||||||||||||||||||||||||||||||
The Company assesses the fair value of contingent consideration to be settled in cash related to acquisitions using the Monte Carlo Simulation Model for the royalty earn-out portions of the contingent liability and probability weighted models for the research and development earn-out. These are Level 3 measurements. Significant assumptions used in the measurement include probabilities of achieving the remaining milestones and the discount rates, which depend on the milestone risk profiles. Due to changes in the estimated payments and a shorter discounting period, the fair value of the contingent consideration liabilities changed, resulting in a $0.9 million gain recorded to cost of sales in the Consolidated Statements of Operations during the year ended December 31, 2014. | ||||||||||||||||||||||||||||||||
Changes in estimated fair value of contingent consideration liabilities from December 31, 2013 through December 31, 2014 are as follows (in thousands): | ||||||||||||||||||||||||||||||||
Contingent consideration | ||||||||||||||||||||||||||||||||
liability | ||||||||||||||||||||||||||||||||
(Level 3 measurement) | ||||||||||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 8,808 | ||||||||||||||||||||||||||||||
Cash payments | (2,112 | ) | ||||||||||||||||||||||||||||||
Net gain recorded for fair value adjustments | (910 | ) | ||||||||||||||||||||||||||||||
Unrealized gain on foreign currency translation | (30 | ) | ||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 5,756 | ||||||||||||||||||||||||||||||
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan |
The Company has a defined contribution 401(k) plan (the “401(k) Plan”) covering all employees who are eligible to join the 401(k) Plan upon employment. Employee contributions are subject to a maximum limit by federal law. This Plan includes an employer match of 50% on the first 6% of pay contributed by the employee. The Company contributed approximately $1.1 million, $0.9 million and $0.8 million to the 401(k) Plan during the years ended December 31, 2014, 2013 and 2012, respectively. |
Impairment_Loss
Impairment Loss | 12 Months Ended |
Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment Loss | Impairment Loss |
The Company originally acquired certain automated direct fluorescent antibody cell analyzer technology as part of its DHI acquisition in 2010. This technology and the related program named "Project Stella" or "Bobcat" continued in development or evaluation (both the technology and associated instrument system) since the acquisition. During the third quarter of 2014, the Company evaluated the potential cash flows related to Project Stella as well as potential sale of the assets or joint development opportunities with third parties. As a result of those activities, the Company identified indicators of impairment related to the Project Stella assets. These assets included $1.5 million of software development costs, $1.6 million of in-process research and development, and $0.3 million in manufacturing line costs. The Company completed an evaluation of the recoverability of the assets, which included cash flow analyses as well as pursuing a potential sale of the assets to third parties. Based on the analyses, the Company determined the carrying value was not recoverable and an impairment loss was measured by comparing the carrying value to the estimated fair value of the assets. The fair value of the Project Stella assets was estimated utilizing the discounted cash flow analysis. As a result, the Company recognized an impairment loss of $3.4 million in the third quarter of 2014, included in the Company's Consolidated Statements of Operations. Additionally, $0.2 million was included in the impairment loss related to the expense to terminate a manufacturing contract with a third party to manufacture Project Stella instruments. The Company recorded no further impairment charges for the year ended December 31, 2014. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Selected Quarterly Financial Data (unaudited) | Selected Quarterly Financial Data (unaudited) | |||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
(in thousands, except per share data) | ||||||||||||||||
2014 | ||||||||||||||||
Total revenues | $ | 46,673 | $ | 31,488 | $ | 40,857 | $ | 63,597 | ||||||||
Cost of sales (excludes amortization of intangible assets) | 20,247 | 15,902 | 16,768 | 21,263 | ||||||||||||
Gross profit (1) | 24,855 | 14,015 | 22,518 | 40,763 | ||||||||||||
Total costs and expenses (3) | 48,690 | 41,473 | 50,978 | 50,682 | ||||||||||||
Net (loss) income | (1,512 | ) | (6,908 | ) | (5,767 | ) | 7,113 | |||||||||
Basic net (loss) earnings per share | (0.04 | ) | (0.20 | ) | (0.17 | ) | 0.2 | |||||||||
Diluted net (loss) earnings per share | (0.04 | ) | (0.20 | ) | (0.17 | ) | 0.2 | |||||||||
2013 | ||||||||||||||||
Total revenues | $ | 61,995 | $ | 29,706 | $ | 33,539 | $ | 50,170 | ||||||||
Cost of sales (excludes amortization of intangible assets) | 19,547 | 13,671 | 15,297 | 18,461 | ||||||||||||
Gross profit (2) | 41,010 | 14,524 | 16,695 | 30,126 | ||||||||||||
Total costs and expenses (3) | 44,640 | 36,659 | 39,334 | 49,935 | ||||||||||||
Net income (loss) | 12,367 | (1,755 | ) | (4,361 | ) | 1,139 | ||||||||||
Basic net earnings (loss) per share | 0.37 | (0.05 | ) | (0.13 | ) | 0.03 | ||||||||||
Diluted net earnings (loss) per share | 0.36 | (0.05 | ) | (0.13 | ) | 0.03 | ||||||||||
-1 | Included in 2014 quarterly gross profit is amortization of intangible assets of $1.6 million, $1.6 million, $1.6 million and $1.5 million for the first quarter, second quarter, third quarter and fourth quarter, respectively. | |||||||||||||||
-2 | Included in 2013 quarterly gross profit is amortization of intangible assets of $1.4 million, $1.5 million, $1.5 million and $1.7 million for the first, second, third, and fourth quarters, respectively. | |||||||||||||||
-3 | Includes reclassification of $0.2 million, $0.2 million, $0.2 million, $0.1 million, and $0.2 million from general and administrative expense for the first, second, third, and fourth quarters of 2013 and the first quarter of 2014, respectively. |
Consolidated_Valuation_and_Qua
Consolidated Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||
Consolidated Valuation and Qualifying Accounts | SCHEDULE II | ||||||||||||||||
QUIDEL CORPORATION | |||||||||||||||||
CONSOLIDATED VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||
Description | Balance at | Additions charged to expense or as reductions to revenue (1) | Deductions (2) | Balance at end of | |||||||||||||
beginning of | period | ||||||||||||||||
period | |||||||||||||||||
(in thousands) | |||||||||||||||||
Year ended December 31, 2014 | |||||||||||||||||
Accounts receivable allowance | $ | 5,790 | $ | 23,447 | $ | (21,016 | ) | $ | 8,221 | ||||||||
Year ended December 31, 2013: | |||||||||||||||||
Accounts receivable allowance | $ | 4,955 | $ | 15,230 | $ | (14,395 | ) | $ | 5,790 | ||||||||
Year ended December 31, 2012: | |||||||||||||||||
Accounts receivable allowance | $ | 1,960 | $ | 10,849 | $ | (7,854 | ) | $ | 4,955 | ||||||||
-1 | Represents charges associated primarily to accruals for early payment discounts, volume discounts and contract rebates recorded as reductions to revenue. Additions to allowance for doubtful accounts are recorded to sales and marketing expenses. | ||||||||||||||||
-2 | The deductions represent actual charges against the accrual described above. |
Company_Operations_and_Summary1
Company Operations and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation—The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. |
Cash and Cash Equivalents | Cash and Cash Equivalents—The Company considers cash equivalents to be highly liquid investments with a maturity at the date of purchase of three months or less. |
Accounts Receivable | Accounts Receivable—The Company sells its products directly to hospitals and reference laboratories in the U.S. as well as to distributors in the U.S. and internationally. The Company periodically assesses the financial strength of these customers and establishes reserves for anticipated losses when necessary, which historically have not been material. The Company’s reserves primarily consist of amounts related to cash discounts and contract rebates. The balance of accounts receivable is net of reserves of $8.2 million and $5.8 million at December 31, 2014 and 2013, respectively. |
Concentration of Credit Risk | Concentration of Credit Risk—Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. |
The Company invests its cash equivalents primarily in certificates of deposit and money market funds. Cash equivalents are maintained with high quality institutions. | |
The Company’s trade accounts receivable are primarily derived from sales to medical distributors, hospitals and reference laboratories in the U.S. (see Note 7). The Company performs credit evaluations of its customers’ financial condition and limits the amount of credit extended when deemed necessary, but generally requires no collateral. Credit quality is monitored by evaluation of collection history. The Company believes that the concentration of credit risk in its trade accounts receivables is moderated by its credit evaluation process, relatively short collection terms, the high level of credit worthiness of its customers, and letters of credit issued on the Company’s behalf. Potential credit losses are limited to the gross value of accounts receivable. | |
Inventories | Inventories—Inventories are stated at the lower of cost (first-in, first-out method) or market. The Company reviews the components of its inventory on a quarterly basis for excess, obsolete and impaired inventory and makes appropriate dispositions as obsolete stock is identified. |
Property, Plant and Equipment | Property, Plant and Equipment—Property, plant and equipment is recorded at cost and depreciated over the estimated useful lives of the assets (three to 15 years) using the straight-line method. Amortization of leasehold improvements is computed on the straight-line method over the shorter of the lease term or the estimated useful lives of the assets. The total expense for depreciation of fixed assets and amortization of leasehold improvements was $10.3 million, $7.9 million and $7.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. Maintenance and minor repairs are charged to operations as incurred. |
Intangible Assets | The Company completed its annual evaluation for impairment of goodwill and in-process research and development as of December 31, 2014 and determined that no impairment of goodwill and no additional impairments of indefinite lived intangible assets existed. |
Goodwill and Intangible Assets—Intangible assets are recorded at cost and amortized on a straight-line basis over their estimated useful lives, except for software development costs and indefinite-lived intangibles such as goodwill and in-process research and development. Software development costs associated with software to be sold, leased or otherwise marketed are expensed as incurred until technological feasibility has been established. After technological feasibility is established, software development costs are capitalized. The capitalized cost is amortized on a straight-line basis over the estimated product life or on the ratio of current revenues to total projected product revenues, whichever is greater. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets—The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the total book value of an asset may not be recoverable. An impairment loss is recognized when estimated undiscounted future cash flows expected to result from the use of the asset and the eventual disposition are less than its carrying amount. An impairment loss is equal to the excess of the book value of an asset over its determined fair value. |
Convertible Debt | Convertible Debt—The Company accounts for convertible debt instruments that may be settled in cash upon conversion (including combination settlement of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock and/or cash) by separating the liability and equity components of the instruments in a manner that reflects our nonconvertible debt borrowing rate. The Company determines the carrying amount of the liability component by measuring the fair value of similar debt instruments that do not have the conversion feature. If no similar debt instrument exists, the Company estimates fair value by using assumptions that market participants would use in pricing a debt instrument, including market interest rates, credit standing, yield curves and volatilities. Determining the fair value of the debt component requires the use of accounting estimates and assumptions. These estimates and assumptions are judgmental in nature and could have a significant impact on the determination of the debt component, and the associated non-cash interest expense. See Note 2 for additional discussion of the Convertible Senior Notes issued in December 2014. |
Revenue Recognition | Revenue Recognition—The Company records revenues primarily from product sales. These revenues are recorded net of rebates and other discounts which are estimated at the time of sale, and are largely driven by various customer program offerings, including special pricing agreements, promotions and other volume-based incentives. Revenue from product sales are recorded upon passage of title and risk of loss to the customer. Change in title to the product and recognition of revenue occurs upon delivery to the customer when sales terms are free on board (“FOB”) destination and at the time of shipment when the sales terms are FOB shipping point and there is no right of return. |
A portion of product sales include revenues for diagnostic kits, which are utilized on leased instrument systems under the Company’s “reagent rental” program. The reagent rental program provides customers the right to use the instruments at no separate cost to the customer in consideration for a multi-year agreement to purchase annual minimum amounts of consumables (“reagents” or “diagnostic kits”). When an instrument is placed with a customer under a reagent rental agreement, the Company retains title to the equipment and it remains capitalized on the Company’s Consolidated Balance Sheet as property and equipment. The instrument is depreciated on a straight-line basis over the shorter of the lease term or the life of the instrument. Depreciation expense is recorded in cost of sales included in the Consolidated Statements of Operations. The reagent rental agreements represent one unit of accounting as the instrument and consumables (reagents) are interdependent in producing a diagnostic result and neither has a stand-alone value with respect to these agreements. No revenue is recognized at the time of instrument placement. All revenue is recognized when the title and risk of loss for the diagnostic kits have passed to the customer. | |
Royalty income from the grant of license rights is recognized during the period in which the revenue is earned and the amount is determinable from the licensee. The Company also earns income from the licensing of technology. | |
Research and Development Costs | Research and Development Costs—Research and development costs are charged to operations as incurred. In conjunction with certain third party service agreements, the Company is required to make periodic payments based on achievement of certain milestones. The costs related to these research and development services are also charged to operations as incurred. |
Collaborative Arrangement | Collaborative Arrangement— In July 2012, the Company entered into a collaborative arrangement with Life Technologies Corporation for the development of molecular assays. ASC Topic 808, Collaborative Arrangements (“ASC Topic 808”), defines a collaborative arrangement as an arrangement where the parties are active participants and have exposure to significant risks. The Company is accounting for the joint development and commercialization activities with the third-party as a joint risk sharing collaboration in accordance with ASC Topic 808. Payments from Life Technologies Corporation totaled $0.4 million in 2014, $1.4 million in 2013 and $3.0 million in 2012. The Company does not expect additional payments in 2015, as the development efforts are complete. The reimbursement represents 50% of project development costs based upon mutually agreed upon project plans for each molecular assay. In connection with the collaboration agreement, the Company also entered into a manufacturing and supply agreement with the same third party. As part of that agreement, and upon commercialization, the Company will manufacture and sell assays to the third party at cost plus 20%. Additionally, the Company will receive 40% of the gross margin for sales from the third party to the end customer. In March 2013, the Company entered into a six year instrument supply agreement (the “March 2013 Agreement”) with Life Technologies Corporation. Pursuant to the March 2013 Agreement, the Company paid $0.8 million for distribution rights to sell Life Technologies Corporation’s QuantStudio™ DX diagnostic laboratory instrument for use in the infectious disease field, along with the assays developed under the collaborative agreement. |
Product Shipment Costs | Product Shipment Costs—Product shipment costs are included in sales and marketing expense in the accompanying Consolidated Statements of Operations. |
Advertising Costs | Advertising Costs—Advertising costs are expensed as incurred. |
Deferred Rent | Deferred Rent—Rent expense is recorded on a straight-line basis over the term of the lease. The difference between rent expense and amounts paid under the lease agreement are recorded as deferred rent. |
Income Taxes | Income Taxes—Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company’s policy is to recognize the interest expense and penalties related to income tax matters as a component of income tax expense. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments— The Company uses the fair value hierarchy established in ASC Topic 820, Fair Value Measurements and Disclosures, that requires the valuation of assets and liabilities subject to fair value measurements using a three tiered approach and fair value measurement be classified and disclosed by the Company in one of the following three categories: |
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |
Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). | |
The carrying amounts of the Company’s financial instruments, including cash, receivables, accounts payable, and accrued liabilities approximate their fair values due to their short-term nature. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable. The Company establishes reserves for estimated uncollectible accounts and believes its reserves are adequate. | |
Product Warranty | Product Warranty—The Company generally sells products with a limited product warranty and certain limited indemnifications. Due to product testing, the short time between product shipment and the detection and correction of product failures and a low historical rate of payments on indemnification claims, the historical activity and the related expense were not significant for the fiscal years presented. |
Stock-Based Compensation | Stock-Based Compensation—Compensation expense related to stock options granted is recognized ratably over the service vesting period for the entire option award. The total number of stock options expected to vest is adjusted by estimated forfeiture rates. The Company determined the estimated fair value of each stock option on the date of grant using the Black-Scholes option valuation model. Compensation expense for restricted stock (“stock awards”) is measured at the grant date and recognized ratably over the vesting period. The fair value of stock awards is determined based on the closing market price of the Company’s common stock on the grant date. |
Earnings Per Share | Computation of (Loss) Earnings Per Share—For the twelve months ended December 31, 2014, basic (loss) earnings per share were computed by dividing net (loss) earnings by the weighted-average number of common shares outstanding, including vested restricted stock awards, during the period. Diluted earnings per share reflects the potential dilution that could occur if the earnings were divided by the weighted-average number of common shares and potentially dilutive common shares from outstanding stock options as well as unvested restricted stock awards. Potential dilutive common shares were calculated using the treasury stock method and represent incremental shares issuable upon exercise of the Company’s outstanding stock options and unvested restricted stock awards. For periods in which the Company incurs losses, potentially dilutive shares are not considered in the calculation of net loss per share as their effect would be anti-dilutive. For periods in which the Company has earnings, stock options are excluded from the calculation of diluted net income per share when the combined exercise price, unrecognized stock-based compensation and expected tax benefits upon exercise are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. For the twelve months ended December 31, 2014, there were no differences between the number of common shares used for the basic and diluted earnings per share (“EPS”) computation as the Company incurred a net loss. For the twelve months ended December 31, 2014, 1.1 million stock options and shares of restricted stock were excluded from diluted loss per share that would have been included if the Company had been in a net income position. Additionally, stock options totaling 1.0 million for the twelve months ended December 31, 2014 were not included in the computation of diluted earnings per share as their effect was anti-dilutive. As discussed in Note 2, the Company issued Convertible Senior Notes ("Convertible Senior Notes") in December 2014. It is the Company’s intent and policy to settle conversions through combination settlement, which essentially involves repayment of an amount of cash equal to the “principal portion” and delivery of the “share amount” in excess of the conversion value over the principal portion in shares of common stock ("conversion premium"). No conversion premium existed as of December 31, 2014, therefore, there was no dilutive impact from the Convertible Senior Notes to EPS. In addition, for the twelve months ended December 31, 2014, there were no participating securities. As such, the treasury stock method was applied in calculating EPS rather than the more dilutive of the treasury stock or the two-class method, as performed in previous periods. |
For the twelve months ended December 31, 2013 and 2012, diluted net income per share was reported based on the more dilutive of the treasury stock or the two-class method. Under the two-class method, net income is allocated to common stock and participating securities. For the twelve months ended December 31, 2013 and 2012, the Company’s unvested restricted stock awards and certain unvested restricted stock units met the definition of participating securities. Basic net income per share under the two-class method was computed by dividing net income adjusted for earnings allocated to unvested stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted net income per share under the two-class method was computed by dividing net income adjusted for earnings allocated to unvested stockholders for the period by the weighted average number of common and common equivalent shares outstanding during the period. The Company excludes stock options from the calculation of diluted net income per share when the combined exercise price, unrecognized stock-based compensation and expected tax benefits upon exercise are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. | |
Comprehensive (Loss) Income | Comprehensive (Loss) Income—Comprehensive (loss) income includes unrealized gains and losses excluded from the Company’s Consolidated Statements of Operations. |
Facility Restructuring | Facility Restructuring— In 2013, the Company announced a plan to move its manufacturing operations in Santa Clara, California to Athens, Ohio. Termination benefits for those employees who choose not to relocate are accounted for in accordance with ASC Topic 712, Compensation – Nonretirement Postemployment Benefits, and are recorded when it is probable that employees will be entitled to benefits and the amounts can be reasonably estimated. Estimates of termination benefits are based on the frequency of past termination benefits and the similarity of benefits under the current plan and prior plans. Facility related costs are accounted for in accordance with ASC Topic 420, Exit or Disposal Cost Obligations, and are recorded when the liability is incurred. |
Use of Estimates | Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Accounting Periods | Accounting Periods—Each of the Company’s fiscal quarters end on the Sunday closest to the end of the calendar quarter. The Company’s fiscal year ends are December 28, 2014, December 29, 2013 and December 30, 2012. For ease of reference, the calendar quarter end dates are used herein. |
Reclassifications | Reclassifications – The Company recorded immaterial reclassifications of $0.7 million and $0.8 million for the years ended December 31, 2013 and December 31, 2012, respectively, from general and administrative expense as previously reported in the Consolidated Statements of Operations to conform to current year interest expense presentation. The amortization of debt issuance costs and loan commitment fees had previously been recorded in general and administrative expense in the Consolidated Statements of Operations and the Company reclassified the amounts to more appropriately identify them as interest expense. The reclassification did not impact net income as previously reported or any prior amounts reported on the Consolidated Balance Sheets, Statements of Cash Flows, Statements of Comprehensive (Loss) Income or Statements of Stockholders' Equity. Management evaluated the materiality of these prior year reclassifications both qualitatively and quantitatively and determined that these errors were not material to the previously reported financial statements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements—In May 2014, the FASB issued guidance codified in ASC Topic 606, Revenue Recognition—Revenue from Contracts with Customers, which amends the guidance in former ASC Topic 605, Revenue Recognition. This guidance is intended to improve and converge with international standards the financial reporting requirements for revenue from contracts with customers. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current authoritative guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance is effective for annual reporting periods beginning after December 15, 2016, with early adoption prohibited. The Company is currently evaluating the impact of this guidance and expects to adopt the standard in the first quarter of 2017. |
In August 2014, the FASB issued guidance codified in ASU 2014-15 (Subtopic 205-40), Presentation of Financial Statements - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The guidance requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued (or available to be issued when applicable). Management will be required to make this evaluation for both annual and interim reporting periods and will have to make certain disclosures if it concludes that substantial doubt exists or when its plans alleviate substantial doubt about the entity’s ability to continue as a going concern. Substantial doubt exists when relevant conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the financial statements are issued (or available to be issued). The term probable is used consistently with its use in ASC Topic 450, Contingencies. The guidance is effective for annual periods ending after December 15, 2016 and for interim reporting periods starting in the first quarter 2017, with early adoption permitted. The Company is currently evaluating the impact of this guidance and expects to adopt the standard for the annual reporting period ended December 31, 2016. | |
Fair Value Measurements and Disclosures | In conjunction with Financial Accounting Standards Board Accounting Standard Update No. 2009-05, Fair Value Measurements and Disclosures (Topic 820), the Company assigned $28.8 million to the licensed technology and $0.7 million as a one-time charge to cost of sales to settle royalty claims. In determining the fair value allocation between the intangible asset licensed technology and the one-time charge to cost of sales, the Company assessed the past and estimated future revenue streams related to present and future products that use the patents that are subject to the Amendment. The effective life and related amortization of the licensed technology will be based on the higher of the percentage of usage or the straight-line method. This percentage of usage will be determined using the revenues generated from products covered by the patents that are subject to the Amendment. The terms of the Amendment provide for an estimated useful life of 3.5 years for this asset. |
Company_Operations_and_Summary2
Company Operations and Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||
Summary of Inventories | Inventories consisted of the following, net of reserves of $2.2 million and $0.6 million at December 31, 2014 and 2013, respectively (in thousands): | |||||||||||||||||||
December 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Raw materials | $ | 10,472 | $ | 11,938 | ||||||||||||||||
Work-in-process (materials, labor and overhead) | 6,834 | 9,831 | ||||||||||||||||||
Finished goods (materials, labor and overhead) | 7,457 | 5,870 | ||||||||||||||||||
Total inventories | $ | 24,763 | $ | 27,639 | ||||||||||||||||
Property, Plant and Equipment | Property, plant and equipment consisted of the following (in thousands): | |||||||||||||||||||
December 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Equipment, furniture and fixtures | $ | 64,233 | $ | 69,103 | ||||||||||||||||
Building and improvements | 32,074 | 25,964 | ||||||||||||||||||
Leased instruments | 12,395 | 7,223 | ||||||||||||||||||
Land | 1,080 | 1,080 | ||||||||||||||||||
Total property, plant and equipment, gross | 109,782 | 103,370 | ||||||||||||||||||
Less: accumulated depreciation and amortization | (60,556 | ) | (55,313 | ) | ||||||||||||||||
Total property, plant and equipment, net | $ | 49,226 | $ | 48,057 | ||||||||||||||||
Summary of Intangible Assets | Goodwill and intangible assets consisted of the following (dollar amounts in thousands): | |||||||||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||||||||
Description | Weighted-average | Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||
useful life | assets | amortization | assets | amortization | ||||||||||||||||
(years) | ||||||||||||||||||||
Goodwill | Indefinite | $ | 84,197 | $ | (3,449 | ) | $ | 80,748 | $ | 84,212 | $ | (3,449 | ) | $ | 80,763 | |||||
Purchased technology | 8.4 | 51,870 | (28,570 | ) | 23,300 | 51,870 | (22,287 | ) | 29,583 | |||||||||||
Customer relationships | 7.5 | 7,214 | (3,978 | ) | 3,236 | 7,250 | (2,954 | ) | 4,296 | |||||||||||
In-process research and development | Indefinite | 690 | — | 690 | 2,260 | — | 2,260 | |||||||||||||
License agreements | 5.9 | 34,324 | (30,050 | ) | 4,274 | 34,330 | (21,374 | ) | 12,956 | |||||||||||
Patent and trademark costs | 12.3 | 10,530 | (1,725 | ) | 8,805 | 10,530 | (861 | ) | 9,669 | |||||||||||
Software development costs | 5 | 2,849 | (1,264 | ) | 1,585 | 4,191 | (693 | ) | 3,498 | |||||||||||
Total goodwill and intangible assets | $ | 191,674 | $ | (69,036 | ) | $ | 122,638 | $ | 194,643 | $ | (51,618 | ) | $ | 143,025 | ||||||
Summary of Expected Future Annual Amortization Expense | The expected future annual amortization expense of the Company’s intangible assets is as follows (in thousands): | |||||||||||||||||||
For the years ending December 31, | Amortization expense | |||||||||||||||||||
2015 | $ | 10,044 | ||||||||||||||||||
2016 | 9,210 | |||||||||||||||||||
2017 | 8,913 | |||||||||||||||||||
2018 | 3,342 | |||||||||||||||||||
2019 | 2,085 | |||||||||||||||||||
Thereafter | 7,606 | |||||||||||||||||||
Total | $ | 41,200 | ||||||||||||||||||
Schedule of Other Current Liabilities | Other current liabilities—Other current liabilities consisted of the following (in thousands): | |||||||||||||||||||
December 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Customer incentives | $ | 4,233 | $ | 3,068 | ||||||||||||||||
Accrued research and development costs | 990 | 240 | ||||||||||||||||||
Other | 2,820 | 2,303 | ||||||||||||||||||
Total other current liabilities | $ | 8,043 | $ | 5,611 | ||||||||||||||||
Basic and Diluted EPS | The following table sets forth the computation of basic and diluted earnings per share for the years ended December 31, 2013 and 2012 (in thousands, except per share amounts): | |||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
Basic net income per share: | ||||||||||||||||||||
Net income | $ | 7,390 | $ | 4,993 | ||||||||||||||||
Less: income allocated to participating securities | (17 | ) | (28 | ) | ||||||||||||||||
Net income allocated to common stockholders | $ | 7,373 | $ | 4,965 | ||||||||||||||||
Weighted average common shares outstanding — basic | 33,836 | 33,068 | ||||||||||||||||||
Net income per share — basic | $ | 0.22 | $ | 0.15 | ||||||||||||||||
Diluted net income per share: | ||||||||||||||||||||
Net income | $ | 7,390 | $ | 4,993 | ||||||||||||||||
Less: income allocated to participating securities | (16 | ) | (27 | ) | ||||||||||||||||
Net income allocated to common stockholders | $ | 7,374 | $ | 4,966 | ||||||||||||||||
Weighted average common shares outstanding — basic | 33,836 | 33,068 | ||||||||||||||||||
Dilutive securities | 1,111 | 634 | ||||||||||||||||||
Weighted average common shares outstanding — diluted | 34,947 | 33,702 | ||||||||||||||||||
Net income per share — diluted | $ | 0.21 | $ | 0.15 | ||||||||||||||||
Debt_Tables_Tables
Debt Tables (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Debt Disclosure [Abstract] | ||||
Schedule of Long-term Debt Instruments | The following table summarizes information about the equity and liability components of the Convertible Senior Notes (dollars in thousands). The fair values of the respective notes outstanding were measured based on quoted market prices. | |||
31-Dec-14 | ||||
Principal amount of convertible notes outstanding | $ | 172,500 | ||
Unamortized discount of liability component | (30,403 | ) | ||
Net carrying amount of liability component | 142,097 | |||
Less: current portion | — | |||
Long-term debt | $ | 142,097 | ||
Carrying value of equity component, net of issuance costs | $ | 29,758 | ||
Fair value of outstanding convertible senior notes | 142,097 | |||
Remaining amortization period of discount on the liability component | 6 years | |||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Components of (Benefit) Provision for Income Taxes | Significant components of the (benefit) provision for income taxes are as follows (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | 61 | $ | (565 | ) | $ | 1,870 | |||||
State | (1,294 | ) | 810 | 377 | ||||||||
Foreign | 69 | 18 | — | |||||||||
Total current provision | (1,164 | ) | 263 | 2,247 | ||||||||
Deferred: | ||||||||||||
Federal | (5,267 | ) | (2,584 | ) | 811 | |||||||
State | 2,488 | (1,635 | ) | (440 | ) | |||||||
Foreign | 34 | — | — | |||||||||
Total deferred (benefit) provision | (2,745 | ) | (4,219 | ) | 371 | |||||||
(Benefit) provision for income taxes | $ | (3,909 | ) | $ | (3,956 | ) | $ | 2,618 | ||||
Schedule of Income before (Benefit) Provision for Income Taxes | The Company’s (loss) income before (benefit) provision for income taxes was subject to taxes in the following jurisdictions for the following periods (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | (11,328 | ) | $ | 3,364 | $ | 7,611 | |||||
Foreign | 345 | 70 | — | |||||||||
$ | (10,983 | ) | $ | 3,434 | $ | 7,611 | ||||||
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets as of December 31, 2014 and 2013 are shown below (in thousands). | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Net operating loss carryforwards | $ | 2,236 | $ | 1,486 | ||||||||
Intangible assets | 3,366 | 2,936 | ||||||||||
Sale-leaseback, net | 1,424 | 1,602 | ||||||||||
Allowance for returns and discounts | 4,574 | 3,155 | ||||||||||
Stock compensation | 8,255 | 8,192 | ||||||||||
Tax credit carryforwards | 2,060 | 1,351 | ||||||||||
Other, net | 4,472 | 4,764 | ||||||||||
Total deferred tax assets | 26,387 | 23,486 | ||||||||||
Valuation allowance for deferred tax assets | (2,331 | ) | — | |||||||||
Total deferred tax assets, net of valuation allowance | 24,056 | 23,486 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Convertible senior notes | (11,267 | ) | — | |||||||||
Intangible assets | (12,939 | ) | (16,494 | ) | ||||||||
Property, plant and equipment | (6,424 | ) | (4,948 | ) | ||||||||
Total deferred tax liabilities | (30,630 | ) | (21,442 | ) | ||||||||
Net deferred tax assets and liabilities | $ | (6,574 | ) | $ | 2,044 | |||||||
Reconciliation of Income Tax Computed at Federal Statutory Rate | The reconciliation of income tax computed at the federal statutory rate to the (benefit) provision for income taxes from continuing operations is as follows (in thousands): | |||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Tax (benefit) expense at statutory tax rate | (3,844 | ) | 1,214 | 2,664 | ||||||||
State (benefit) taxes, net of federal tax (benefit) | (151 | ) | 63 | 239 | ||||||||
Permanent differences | 70 | (76 | ) | 26 | ||||||||
Federal and state research credits—current year | (765 | ) | (1,046 | ) | (370 | ) | ||||||
Federal research credits - prior year | — | (527 | ) | — | ||||||||
(Release) accrual of uncertain tax positions | (21 | ) | 369 | (106 | ) | |||||||
Expiration of statutes for uncertain tax positions | (953 | ) | (3,452 | ) | — | |||||||
Foreign effective tax rate differential | (18 | ) | (6 | ) | — | |||||||
Impact of change in federal and state tax rate on revaluing deferred tax assets | 110 | (581 | ) | 75 | ||||||||
Change in valuation allowance | 2,331 | — | — | |||||||||
Acquisition related adjustments | (485 | ) | — | — | ||||||||
Other | (183 | ) | 86 | 90 | ||||||||
(3,909 | ) | (3,956 | ) | 2,618 | ||||||||
Summary of Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s for unrecognized tax benefits (in thousands): | |||||||||||
Year ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance | $ | 7,765 | $ | 9,051 | $ | 8,567 | ||||||
(Decreases) increases related to prior year tax positions | (68 | ) | 773 | 372 | ||||||||
Increases related to current year tax positions | 642 | 1,019 | 366 | |||||||||
Decreases due to settlements | (42 | ) | — | — | ||||||||
Expiration of the statute of limitations for the assessment of taxes | (1,232 | ) | (3,078 | ) | (254 | ) | ||||||
Ending balance | $ | 7,065 | $ | 7,765 | $ | 9,051 | ||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Compensation Expense Related to Stock-Based Compensation Plans | Total stock-based compensation expense, related to all of the Company’s share-based awards, was comprised as follows (in millions): | ||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Cost of sales | $ | 0.6 | $ | 0.8 | $ | 0.6 | |||||||
Research and development | 1.1 | 1.9 | 1.1 | ||||||||||
Sales and marketing | 1.1 | 0.9 | 0.6 | ||||||||||
General and administrative | 3.9 | 5.2 | 4.3 | ||||||||||
$ | 6.7 | $ | 8.8 | $ | 6.6 | ||||||||
Estimated Fair Value of Each Stock Option Award | The estimated fair value of each stock option award was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions for the option grants: | ||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Risk-free interest rate | 1.59 | % | 0.86 | % | 0.83 | % | |||||||
Expected option life (in years) | 5.78 | 5.53 | 5.52 | ||||||||||
Volatility rate | 42 | % | 44 | % | 46 | % | |||||||
Dividend rate | — | % | — | % | — | % | |||||||
Summary of Status of Stock Option Activity | A summary of the status of stock option activity for the years ended December 31, 2012, 2013 and 2014 is as follows (in thousands, except price data and years): | ||||||||||||
Number | Weighted- | Weighted- | Aggregate | ||||||||||
of Shares | average exercise | average remaining | intrinsic | ||||||||||
price per | contractual | value | |||||||||||
share | term (in years) | ||||||||||||
Outstanding at January 1, 2012 | 3,417 | $ | 12.6 | ||||||||||
Granted | 624 | 15.23 | |||||||||||
Exercised | (351 | ) | 11.85 | ||||||||||
Cancelled | (90 | ) | 11.94 | ||||||||||
Outstanding at December 31, 2012 | 3,600 | 13.15 | |||||||||||
Granted | 529 | 22.36 | |||||||||||
Exercised | (642 | ) | 12.16 | ||||||||||
Cancelled | (13 | ) | 10.61 | ||||||||||
Outstanding at December 31, 2013 | 3,474 | 14.74 | |||||||||||
Granted | 559 | 26.63 | |||||||||||
Exercised | (251 | ) | 13.67 | ||||||||||
Cancelled | (175 | ) | 20.63 | ||||||||||
Outstanding at December 31, 2014 | 3,607 | $ | 16.37 | 6.08 | $ | 41,157 | |||||||
Vested and expected to vest at December 31, 2014 | 3,461 | $ | 16.04 | 5.97 | $ | 40,629 | |||||||
Exercisable at December 31, 2014 | 2,330 | $ | 13.33 | 4.89 | $ | 33,667 | |||||||
Available for future grant at December 31, 2014 | 2,162 | ||||||||||||
Summary of Status of Stock Awards Activity | A summary of the status of stock awards activity for the years ended December 31, 2012, 2013 and 2014 is as follows (in thousands, except price data): | ||||||||||||
Shares | Weighted-average | ||||||||||||
grant date | |||||||||||||
fair value | |||||||||||||
Non-vested at January 1, 2012 | 502 | $ | 13.65 | ||||||||||
Granted | 145 | 15.69 | |||||||||||
Vested | (107 | ) | 15.29 | ||||||||||
Forfeited | (18 | ) | 13.81 | ||||||||||
Non-vested at December 31, 2012 | 522 | 13.87 | |||||||||||
Granted | 74 | 23.53 | |||||||||||
Vested | (141 | ) | 23.43 | ||||||||||
Forfeited | (1 | ) | 15.26 | ||||||||||
Non-vested at December 31, 2013 | 454 | 16.22 | |||||||||||
Granted | 145 | 25.73 | |||||||||||
Vested | (174 | ) | 28.27 | ||||||||||
Forfeited | (23 | ) | 18.19 | ||||||||||
Non-vested at December 31, 2014 | 402 | $ | 14.84 | ||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Commitments for Minimum Rentals under Non-cancelable Leases | The Company leases its facilities and certain equipment. Commitments for minimum rentals under non-cancelable leases at the end of 2014 are as follows (in thousands): | ||||||||
Years ending December 31, | Operating Leases | Lease obligation | |||||||
2015 | $ | 1,794 | $ | 1,134 | |||||
2016 | 2,306 | 1,145 | |||||||
2017 | 1,837 | 1,152 | |||||||
2018 | 1,622 | 1,161 | |||||||
2019 | 1,669 | 1,171 | |||||||
Thereafter | 3,514 | 1,018 | |||||||
Total minimum lease payments | $ | 12,742 | 6,781 | ||||||
Less: amount representing interest | (1,655 | ) | |||||||
Present value of lease obligation | 5,126 | ||||||||
Less: current portion | (509 | ) | |||||||
Long-term lease obligation | $ | 4,617 | |||||||
Industry_and_Geographic_Inform1
Industry and Geographic Information (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||
Sales to Individual Customers in Excess of 10% of Total Revenue | The Company had sales to individual customers in excess of 10% of total revenue, as follows: | |||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
Customer: | ||||||||||||||||||||
A | 18 | % | 16 | % | 16 | % | ||||||||||||||
B | 19 | % | 19 | % | 18 | % | ||||||||||||||
C | 11 | % | 8 | % | 8 | % | ||||||||||||||
48 | % | 43 | % | 42 | % | |||||||||||||||
Long-Lived Assets (Excluding Intangible Assets) and Total Net Revenue | The following presents long-lived assets (excluding intangible assets) and total net revenue by geographic territory (in thousands): | |||||||||||||||||||
Long-lived assets as of December 31, | Total revenue year ended December 31, | |||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2012 | ||||||||||||||||
Domestic | $ | 49,052 | $ | 47,891 | $ | 158,302 | $ | 152,711 | $ | 134,239 | ||||||||||
Foreign | 174 | 166 | 24,313 | 22,699 | 21,502 | |||||||||||||||
$ | 49,226 | $ | 48,057 | $ | 182,615 | $ | 175,410 | $ | 155,741 | |||||||||||
Consolidated Net Product Revenues by Disease State | Consolidated net product revenues by disease state are as follows (in thousands): | |||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
Infectious disease | $ | 130,416 | $ | 128,079 | $ | 110,982 | ||||||||||||||
Women’s health | 34,332 | 33,328 | 32,653 | |||||||||||||||||
Gastrointestinal disease | 7,414 | 6,622 | 6,328 | |||||||||||||||||
Royalty, license fees and grant revenue | 7,681 | 3,917 | 2,452 | |||||||||||||||||
Other | 2,772 | 3,464 | 3,326 | |||||||||||||||||
$ | 182,615 | $ | 175,410 | $ | 155,741 | |||||||||||||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company’s hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the following periods (in thousands): | |||||||||||||||||||||||||||||||
31-Dec-14 | December 31, 2013 | |||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Cash equivalents | 3,057 | — | — | 3,057 | 3,056 | — | — | 3,056 | ||||||||||||||||||||||||
Total assets measured at fair value | $ | 3,057 | $ | — | $ | — | $ | 3,057 | $ | 3,056 | $ | — | $ | — | $ | 3,056 | ||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||||||||
Contingent consideration | — | — | 5,756 | 5,756 | — | — | 8,808 | 8,808 | ||||||||||||||||||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 5,756 | $ | 5,756 | $ | — | $ | — | $ | 8,808 | $ | 8,808 | ||||||||||||||||
Changes in Estimated Fair Value of Contingent Consideration Liabilities | Changes in estimated fair value of contingent consideration liabilities from December 31, 2013 through December 31, 2014 are as follows (in thousands): | |||||||||||||||||||||||||||||||
Contingent consideration | ||||||||||||||||||||||||||||||||
liability | ||||||||||||||||||||||||||||||||
(Level 3 measurement) | ||||||||||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 8,808 | ||||||||||||||||||||||||||||||
Cash payments | (2,112 | ) | ||||||||||||||||||||||||||||||
Net gain recorded for fair value adjustments | (910 | ) | ||||||||||||||||||||||||||||||
Unrealized gain on foreign currency translation | (30 | ) | ||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 5,756 | ||||||||||||||||||||||||||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Quarterly Financial Data | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
(in thousands, except per share data) | ||||||||||||||||
2014 | ||||||||||||||||
Total revenues | $ | 46,673 | $ | 31,488 | $ | 40,857 | $ | 63,597 | ||||||||
Cost of sales (excludes amortization of intangible assets) | 20,247 | 15,902 | 16,768 | 21,263 | ||||||||||||
Gross profit (1) | 24,855 | 14,015 | 22,518 | 40,763 | ||||||||||||
Total costs and expenses (3) | 48,690 | 41,473 | 50,978 | 50,682 | ||||||||||||
Net (loss) income | (1,512 | ) | (6,908 | ) | (5,767 | ) | 7,113 | |||||||||
Basic net (loss) earnings per share | (0.04 | ) | (0.20 | ) | (0.17 | ) | 0.2 | |||||||||
Diluted net (loss) earnings per share | (0.04 | ) | (0.20 | ) | (0.17 | ) | 0.2 | |||||||||
2013 | ||||||||||||||||
Total revenues | $ | 61,995 | $ | 29,706 | $ | 33,539 | $ | 50,170 | ||||||||
Cost of sales (excludes amortization of intangible assets) | 19,547 | 13,671 | 15,297 | 18,461 | ||||||||||||
Gross profit (2) | 41,010 | 14,524 | 16,695 | 30,126 | ||||||||||||
Total costs and expenses (3) | 44,640 | 36,659 | 39,334 | 49,935 | ||||||||||||
Net income (loss) | 12,367 | (1,755 | ) | (4,361 | ) | 1,139 | ||||||||||
Basic net earnings (loss) per share | 0.37 | (0.05 | ) | (0.13 | ) | 0.03 | ||||||||||
Diluted net earnings (loss) per share | 0.36 | (0.05 | ) | (0.13 | ) | 0.03 | ||||||||||
-1 | Included in 2014 quarterly gross profit is amortization of intangible assets of $1.6 million, $1.6 million, $1.6 million and $1.5 million for the first quarter, second quarter, third quarter and fourth quarter, respectively. | |||||||||||||||
-2 | Included in 2013 quarterly gross profit is amortization of intangible assets of $1.4 million, $1.5 million, $1.5 million and $1.7 million for the first, second, third, and fourth quarters, respectively. | |||||||||||||||
-3 | Includes reclassification of $0.2 million, $0.2 million, $0.2 million, $0.1 million, and $0.2 million from general and administrative expense for the first, second, third, and fourth quarters of 2013 and the first quarter of 2014, respectively. |
Company_Operations_and_Summary3
Company Operations and Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 1 Months Ended | |||
Share data in Millions, unless otherwise specified | Sep. 10, 2014 | Nov. 06, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 |
Segment | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Number of business segment | 1 | |||||
Cash and cash equivalents maximum maturity period | 3 months | |||||
Account receivable, reserves | $8,200,000 | $5,800,000 | ||||
Net of reserves, inventories | 2,200,000 | 600,000 | ||||
Depreciation and Amortization | 10,300,000 | 7,900,000 | 7,300,000 | |||
Amortization expense | 17,400,000 | 16,600,000 | 15,400,000 | |||
Impairment loss | 3,558,000 | 0 | 0 | |||
Maximum Amount Of Milestone Based Grant Related To Research And Commercialization Activities | 12,600,000 | 8,300,000 | ||||
Fund received for research and development activities | 2,600,000 | |||||
Revenue Recognition Milestone Method Payment Received | 10,600,000 | 2,500,000 | ||||
Unbilled Change Orders, Amount Expected to be Collected within One Year | 2,400,000 | |||||
Unbilled Change Orders, Amount Expected to be Collected after One Year | 2,800,000 | |||||
Company's grant revenue | 6,300,000 | 2,600,000 | 500,000 | |||
Restricted cash | 3,127,000 | 969,000 | ||||
Deferred grant revenue | 6,330,000 | 2,029,000 | ||||
Reimbursement related to research and development expense | 400,000 | 1,400,000 | 3,000,000 | |||
Reimbursement percentage upon project development cost | 50.00% | |||||
Percentage cost plus sale assays to third party | 20.00% | |||||
Interest in gross margin for sales from third party to end customer | 40.00% | |||||
Finite-Lived Intangible Asset, Useful Life | 3 years 6 months | |||||
Product shipment costs | 2,300,000 | 2,200,000 | 1,600,000 | |||
Advertising cost expensed | 400,000 | 700,000 | 200,000 | |||
Excluded from Computation of Earnings Per Share, Amount | 1.1 | |||||
Stock Options excluded from calculation of diluted (loss) earnings per share ("EPS") | 1 | 0.5 | 1.1 | |||
Restructuring costs and asset impairment charges | 0 | 1,800,000 | ||||
2015 | 10,044,000 | |||||
Other Current Liabilities [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Prior period reclassification adjustment | 700,000 | 800,000 | ||||
Other Noncurrent Liabilities [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Prior period reclassification adjustment | 700,000 | |||||
Software development costs [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||
Capitalized Software Costs [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization expense | 600,000 | 300,000 | 400,000 | |||
Distribution rights [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Period of instrument supply agreement with Life Technologies Corporation | 6 years | |||||
Acquisition of distribution rights | 800,000 | |||||
Finite-Lived Intangible Asset, Useful Life | 6 years | |||||
License agreements [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization expense | 8,000,000 | 8,000,000 | 8,000,000 | |||
Finite-Lived Intangible Asset, Useful Life | 5 years 10 months 24 days | |||||
License agreements [Member] | Cost of sales [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization expense | 8,000,000 | 0 | 0 | |||
2015 | 700,000 | |||||
Minimum [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful lives of the assets | 3 years | |||||
Maximum [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful lives of the assets | 15 years | |||||
Software and Software Development Costs [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment loss | $1,500,000 |
Company_Operations_and_Summary4
Company Operations and Summary of Significant Accounting Policies - Summary of Inventories (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Raw materials | $10,472 | $11,938 |
Work-in-process (materials, labor and overhead) | 6,834 | 9,831 |
Finished goods (materials, labor and overhead) | 7,457 | 5,870 |
Total inventories | $24,763 | $27,639 |
Company_Operations_and_Summary5
Company Operations and Summary of Significant Accounting Policies - Property, Plant and equipment (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $109,782 | $103,370 |
Less: accumulated depreciation and amortization | -60,556 | -55,313 |
Total property, plant and equipment, net | 49,226 | 48,057 |
Equipment, furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 64,233 | 69,103 |
Building and building improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 32,074 | 25,964 |
Instruments available for lease [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 12,395 | 7,223 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $1,080 | $1,080 |
Company_Operations_and_Summary6
Company Operations and Summary of Significant Accounting Policies - Summary of Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill And Intangible Assets [Line Items] | ||
Goodwill Gross | $84,197 | $84,212 |
Accumulated Amortization on Goodwill | -3,449 | -3,449 |
Goodwill Net | 80,748 | 80,763 |
Weighted-Average Useful Life (years) | 3 years 6 months | |
Accumulated Amortization | -69,036 | -51,618 |
Total | 41,200 | |
Gross intangible asset including Goodwill | 191,674 | 194,643 |
Net intangible asset including Goodwill | 122,638 | 143,025 |
In Process Research and Development [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Accumulated Amortization | 0 | 0 |
Gross Assets | 690 | 2,260 |
Net | 690 | 2,260 |
Purchased technology [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted-Average Useful Life (years) | 8 years 4 months 24 days | |
Gross Assets | 51,870 | 51,870 |
Accumulated Amortization | -28,570 | -22,287 |
Total | 23,300 | 29,583 |
Customer relationships [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted-Average Useful Life (years) | 7 years 6 months | |
Gross Assets | 7,214 | 7,250 |
Accumulated Amortization | -3,978 | -2,954 |
Total | 3,236 | 4,296 |
License agreements [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted-Average Useful Life (years) | 5 years 10 months 24 days | |
Gross Assets | 34,324 | 34,330 |
Accumulated Amortization | -30,050 | -21,374 |
Total | 4,274 | 12,956 |
Patent and trademark costs [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted-Average Useful Life (years) | 12 years 3 months 18 days | |
Gross Assets | 10,530 | 10,530 |
Accumulated Amortization | -1,725 | -861 |
Total | 8,805 | 9,669 |
Software development costs [Member] | ||
Goodwill And Intangible Assets [Line Items] | ||
Weighted-Average Useful Life (years) | 5 years | |
Gross Assets | 2,849 | 4,191 |
Accumulated Amortization | -1,264 | -693 |
Total | $1,585 | $3,498 |
Company_Operations_and_Summary7
Company Operations and Summary of Significant Accounting Policies - Summary of Expected Future Annual Amortization Expense (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2015 | $10,044 |
2016 | 9,210 |
2017 | 8,913 |
2018 | 3,342 |
2019 | 2,085 |
Thereafter | 7,606 |
Total | $41,200 |
Company_Operations_and_Summary8
Company Operations and Summary of Significant Accounting Policies - Other Current Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ||
Customer incentives | $4,233 | $3,068 |
Accrued research and development costs | 990 | 240 |
Other | 2,820 | 2,303 |
Total other current liabilities | $8,043 | $5,611 |
Company_Operations_and_Summary9
Company Operations and Summary of Significant Accounting Policies - Basic and Diluted EPS (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Basic net income per share: | |||||||||||
Net income | $7,113 | ($5,767) | ($6,908) | ($1,512) | $1,139 | ($4,361) | ($1,755) | $12,367 | ($7,074) | $7,390 | $4,993 |
Less: income allocated to participating securities | -17 | -28 | |||||||||
Net income allocated to common stockholders | 7,373 | 4,965 | |||||||||
Weighted average common shares outstanding — basic | 34,451 | 33,836 | 33,068 | ||||||||
Net income per share — basic | $0.20 | ($0.17) | ($0.20) | ($0.04) | $0.03 | ($0.13) | ($0.05) | $0.37 | ($0.21) | $0.22 | $0.15 |
Diluted net income per share: | |||||||||||
Net income | 7,113 | -5,767 | -6,908 | -1,512 | 1,139 | -4,361 | -1,755 | 12,367 | -7,074 | 7,390 | 4,993 |
Less: income allocated to participating securities | -16 | -27 | |||||||||
Net income allocated to common stockholders | $7,374 | $4,966 | |||||||||
Weighted average common shares outstanding — basic | 34,451 | 33,836 | 33,068 | ||||||||
Dilutive securities | 1,111 | 634 | |||||||||
Weighted average common shares outstanding — diluted | 34,451 | 34,947 | 33,702 | ||||||||
Net income per share — diluted | $0.20 | ($0.17) | ($0.20) | ($0.04) | $0.03 | ($0.13) | ($0.05) | $0.36 | ($0.21) | $0.21 | $0.15 |
Debt_Convertible_Senior_Notes_
Debt Convertible Senior Notes (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 08, 2014 | |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of convertible senior notes | $172,500,000 | $0 | $0 | |
Other Current Assets [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred financing costs | 300,000 | |||
Other non-current assets [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred financing costs | 500,000 | 1,200,000 | ||
3.25% Convertible Senior Notes due 2020 [Member] | Convertible Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible Senior Notes, face amount | 172,500,000 | 172,500,000 | ||
Convertible Senior Notes, interest rate, stated percentage | 3.25% | |||
Debt issuance cost | 5,100,000 | |||
Deferred financing costs | 4,200,000 | |||
Remaining amortization period of discount on the liability component | 6 years 0 months 0 days | |||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 900,000 | |||
Convertible Senior Notes, conversion ratio | 31.1891 | |||
Convertible Senior Notes, conversion price | $32.06 | |||
Convertible Senior Notes, threshold trading days | 20 | |||
Convertible Senior Notes, threshold consecutive trading days | 30 years 0 months 0 days | |||
Convertible Senior Notes, threshold percentage of stock price trigger | 130.00% | |||
Convertible Senior Notes, threshold consecutive business days | 5 years 0 months 0 days | |||
Debt Instrument, Convertible, Threshold Consecutive Trading Days, Following Consecutive Business Days | 5 years 0 months 0 days | |||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger, Following Consecutive Business Days | 98.00% | |||
Convertible Senior Notes, observation period | 25 years 0 months 0 days | |||
Carrying value of equity component, net of issuance costs | 29,758,000 | 30,700,000 | ||
Interest expense, Convertible Senior Notes, Amortization | 300,000 | |||
Interest expense, Convertible Senior Notes | 300,000 | |||
Convertible Senior Notes, fair value disclosures | 141,900,000 | |||
Proceeds from issuance of convertible senior notes | 172,500,000 | |||
3.25% Convertible Senior Notes due 2020 [Member] | Other Current Assets [Member] | Convertible Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred financing costs | 600,000 | |||
3.25% Convertible Senior Notes due 2020 [Member] | Other non-current assets [Member] | Convertible Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred financing costs | $3,500,000 |
Debt_Debt_schedule_Details
Debt Debt schedule (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 08, 2014 |
Debt Instrument [Line Items] | |||
Long-term debt | $142,097 | $0 | |
Convertible Debt [Member] | 3.25% Convertible Senior Notes due 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount of convertible notes outstanding | 172,500 | ||
Unamortized discount of liability component | -30,403 | ||
Net carrying amount of liability component | 142,097 | ||
Less: current portion | 0 | ||
Long-term debt | 142,097 | ||
Carrying value of equity component, net of issuance costs | 29,758 | 30,700 | |
Fair value of outstanding convertible senior notes | $142,097 | ||
Remaining amortization period of discount on the liability component | 6 years 0 months 0 days |
Line_of_Credit_Detail
Line of Credit (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Aug. 10, 2012 | |
Line of Credit Facility [Line Items] | |||
Amount available under the Senior Credit Facility | $95,700,000 | ||
Amount outstanding under the Senior Credit Facility | 0 | 0 | |
Line of credit facility covenant compliance | As of December 31, 2014 and 2013, the Company was in compliance with all financial covenants. | ||
Other non-current assets [Member] | |||
Line of Credit Facility [Line Items] | |||
Deferred financing costs | 500,000 | 1,200,000 | |
Other Current Assets [Member] | |||
Line of Credit Facility [Line Items] | |||
Deferred financing costs | 300,000 | ||
Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Senior Credit Facility | 140,000,000 | ||
Deferred financing costs | 1,000,000 | ||
Senior Credit Facility, maturity date | 10-Aug-17 | ||
Senior Credit Facility, adjusted EBITDA ratio | 3 | ||
Senior Credit Facility, Interest coverage ratio | 3 | ||
London Interbank Offered Rate (LIBOR) [Member] | Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Base rate | 1.00% | ||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Senior Credit Facility, applicable margin | 1.25% | ||
Minimum [Member] | Base Rate [Member] | Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Senior Credit Facility, applicable margin | 0.25% | ||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Senior Credit Facility, applicable margin | 2.50% | ||
Maximum [Member] | Base Rate [Member] | Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Senior Credit Facility, applicable margin | 1.50% | ||
Scenario, Previously Reported [Member] | Senior Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Deferred financing costs | $600,000 |
Income_Taxes_Components_of_Ben
Income Taxes - Components of (Benefit) Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | |||
Federal | $61 | ($565) | $1,870 |
State | -1,294 | 810 | 377 |
Foreign | 69 | 18 | 0 |
Total current provision | -1,164 | 263 | 2,247 |
Deferred: | |||
Federal | -5,267 | -2,584 | 811 |
State | 2,488 | -1,635 | -440 |
Foreign | 34 | 0 | 0 |
Total deferred (benefit) provision | -2,745 | -4,219 | 371 |
(Benefit) provision for income taxes | ($3,909) | ($3,956) | $2,618 |
Income_Taxes_Schedule_of_Incom
Income Taxes - Schedule of Income before (Benefit) Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
United States | ($11,328) | $3,364 | $7,611 |
Foreign | 345 | 70 | 0 |
(Loss) income before (benefit) provision for income taxes | ($10,983) | $3,434 | $7,611 |
Income_Taxes_Schedule_of_Defer
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Net operating loss carryforwards | $2,236 | $1,486 |
Intangible assets | 3,366 | 2,936 |
Sale-leaseback, net | 1,424 | 1,602 |
Allowance for returns and discounts | 4,574 | 3,155 |
Stock compensation | 8,255 | 8,192 |
Tax credit carryforwards | 2,060 | 1,351 |
Other, net | 4,472 | 4,764 |
Total deferred tax assets | 26,387 | 23,486 |
Valuation allowance for deferred tax assets | -2,331 | 0 |
Total deferred tax assets | 24,056 | 23,486 |
Deferred tax liabilities: | ||
Convertible senior notes | -11,267 | 0 |
Intangible assets | -12,939 | -16,494 |
Property, plant and equipment | -6,424 | -4,948 |
Total deferred tax liabilities | -30,630 | -21,442 |
Net deferred tax assets and liabilities | ($6,574) | $2,044 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Dec. 31, 2011 | |
Income Taxes Disclosure [Line Items] | |||||
Unrecognized Tax Benefits | $7,065,000 | $7,765,000 | $9,051,000 | $8,567,000 | |
Deferred tax benefits | 1,500,000 | 1,000,000 | |||
Impact of excess tax benefit in additional paid-in capital | 2,346,000 | 1,102,000 | |||
Federal Net Operating Loss carryforwards | 6,000,000 | ||||
State Net Operating Loss carryforwards | 16,600,000 | ||||
Federal alternative minimum tax credit | 500,000 | ||||
Gross research credits | 765,000 | 1,046,000 | 370,000 | ||
Deferred Tax Liabilities, Undistributed Foreign Earnings | 200,000 | ||||
Cumulative changes in ownership percentage | 50.00% | ||||
Cumulative changes in ownership period | 3 years | ||||
Realized upon settlement | 50.00% | ||||
Unrecognized tax benefits that would impact effective tax rate | 5,200,000 | 5,500,000 | 7,200,000 | ||
Accrued interest and penalties associated with uncertain tax positions | 200,000 | 400,000 | |||
Interest expense, net of accrued interest reversed | -200,000 | -300,000 | 200,000 | ||
Income tax reserves and related interest | 1,000,000 | 3,500,000 | |||
Federal research credits [Member] | |||||
Income Taxes Disclosure [Line Items] | |||||
Federal research credits | 2,300,000 | ||||
Federal research credits, expiration date | 31-Dec-33 | ||||
Gross State Research Credits [Member] | |||||
Income Taxes Disclosure [Line Items] | |||||
Gross research credits | 7,000,000 | ||||
Federal [Member] | |||||
Income Taxes Disclosure [Line Items] | |||||
Gross research credits | $500,000 |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Income Tax Computed at Federal Statutory Rate (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Tax (benefit) expense at statutory tax rate | ($3,844) | $1,214 | $2,664 |
State (benefit) taxes, net of federal tax (benefit) | -151 | 63 | 239 |
Permanent differences | 70 | -76 | 26 |
Federal and state research credits—current year | -765 | -1,046 | -370 |
Federal research credits - prior year | 0 | -527 | 0 |
(Release) accrual of uncertain tax positions | -21 | 369 | -106 |
Expiration of statutes for uncertain tax positions | -953 | -3,452 | 0 |
Foreign effective tax rate differential | -18 | -6 | 0 |
Impact of change in federal and state tax rate on revaluing deferred tax assets | 110 | -581 | 75 |
Change in valuation allowance | 2,331 | 0 | 0 |
Acquisition related adjustments | -485 | 0 | 0 |
Other | -183 | 86 | 90 |
(Benefit) provision for income taxes | ($3,909) | ($3,956) | $2,618 |
Income_Taxes_Summary_of_Unreco
Income Taxes - Summary of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | $7,765 | $9,051 | $8,567 |
(Decreases) increases related to prior year tax positions | -68 | 773 | 372 |
Increases related to current year tax positions | 642 | 1,019 | 366 |
Decreases due to settlements | -42 | 0 | 0 |
Expiration of the statute of limitations for the assessment of taxes | -1,232 | -3,078 | -254 |
Unrecognized tax benefits, ending balance | $7,065 | $7,765 | $9,051 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||
Apr. 23, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 20, 2013 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||||
Preferred stock, shares outstanding | 0 | 0 | ||||
Restricted stock granted | 145,000 | 74,000 | 145,000 | |||
Additional stock-based compensation expense | $300,000 | $1,900,000 | ||||
Share-based compensation expense recognized | 6,700,000 | 8,800,000 | 6,600,000 | |||
Exercise price of stock | $16.37 | $14.74 | $13.15 | $12.60 | ||
Grant shares under 2010 Plan | 2,162,000 | |||||
Deferred period of grants (Condition 1) | 1 year | |||||
Receivable for stock option exercises | 0 | 500,000 | ||||
Percentage of premium on amount deferred (Condition 1) | 10.00% | |||||
Deferred period of grants (Condition 2) | 2 years | |||||
Percentage of premium on amount deferred (Condition 2) | 20.00% | |||||
Deferred period of grants (Condition 3) | 4 years | |||||
Percentage of premium on amount deferred (Condition 3) | 30.00% | |||||
Minimum percentage of common stock under payroll deductions | 10.00% | |||||
Fair value of payroll deductions | 85.00% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Period | 6 years 0 months 0 days | |||||
Stock sold under the plan | 1,078,816 | |||||
Capital shares reserved for future issuance | 171,184 | |||||
Payments for repurchase of common stock | 50,000,000 | 1,956,000 | 2,157,000 | 3,407,000 | ||
Stock repurchase program remaining available amount | 50,000,000 | |||||
Expiration of repurchase program | 22-Apr-15 | |||||
Exercise of stock options | 251,000 | 642,000 | 351,000 | |||
Shares reserved for purchase under ESPP | 171,184 | |||||
Restricted stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock granted | 100,000 | 100,000 | 100,000 | |||
Performance-based vesting period | 4 years | 3 years | ||||
Share-based compensation expense recognized | 2,100,000 | 4,000,000 | 2,200,000 | |||
Employee Deferred Bonus Compensation Program [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense recognized | $300,000 | $800,000 | $600,000 | |||
2010 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Performance-based vesting period | 4 years | |||||
Common stock reserve under equity incentive plans | 6,200,000 | |||||
2010 Plan [Member] | Restricted stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Performance-based vesting period | 1 year | |||||
Non-employee director [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock granted | 400,000 | 400,000 | 500,000 | |||
Member of Board of Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Repurchase of available shares under share repurchase program | 37,709 | |||||
Exercise of stock options | 76,687 | |||||
Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of deferred 2011 cash bonus | 50.00% | |||||
Minimum [Member] | 2010 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise price of stock | $4.16 | |||||
Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock options outstanding under equity incentive plans | 10 years | |||||
Percentage of deferred 2011 cash bonus | 100.00% | |||||
Maximum [Member] | 2010 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise price of stock | $27.91 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Share data in Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | $6,700,000 | $8,800,000 | $6,600,000 |
Weighted-average grant date fair value of stock options granted | $10.96 | $9.19 | $6.51 |
Total intrinsic value for options exercised | 2,800,000 | 8,100,000 | 2,000,000 |
Total unrecognized compensation expense related to non-vested stock options | 6,000,000 | ||
Expected weighted-average period of recognition for unrecognized compensation expense | 2 years 1 month 0 days | ||
Maximum contractual term | 10 years | ||
Decrease of accrued payroll and related expenses upon issuance of common stock | 663,000 | 456,000 | 917,000 |
Deferred Bonus Liability | 400,000 | 900,000 | |
Deferred bonus compensation program [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | 300,000 | 800,000 | 600,000 |
Recorded as a component of accrued payroll and related expenses | 300,000 | 700,000 | 500,000 |
Restricted stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | 2,100,000 | 4,000,000 | 2,200,000 |
Expected weighted-average period of recognition for unrecognized compensation expense | 2 years 7 months 0 days | ||
Number of restricted share units issued | 0.1 | ||
Total unrecognized compensation expense related to non-vested stock awards | 1,900,000 | ||
Stock options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense recognized | $4,300,000 | $4,000,000 | $3,800,000 |
StockBased_Compensation_Compen
Stock-Based Compensation - Compensation Expense Related to Stock-Based Compensation Plans (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $6.70 | $8.80 | $6.60 |
Cost of sales [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 0.6 | 0.8 | 0.6 |
Research and development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 1.1 | 1.9 | 1.1 |
Sales and marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 1.1 | 0.9 | 0.6 |
General and administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $3.90 | $5.20 | $4.30 |
StockBased_Compensation_Estima
Stock-Based Compensation - Estimated Fair Value of Each Stock Option Award (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Equity [Abstract] | |||
Risk-free interest rate | 1.59% | 0.86% | 0.83% |
Expected option life (in years) | 5 years 9 months 10 days | 5 years 6 months 11 days | 5 years 6 months 6 days |
Volatility rate | 42.00% | 44.00% | 46.00% |
Dividend rate | 0.00% | 0.00% | 0.00% |
StockBased_Compensation_Summar
Stock-Based Compensation - Summary of Status of Stock Option Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Beginning Balance, Number of Shares | 3,474 | 3,600 | 3,417 |
Granted, Number of Shares | 559 | 529 | 624 |
Exercised, Number of Shares | -251 | -642 | -351 |
Cancelled, Number of Shares | -175 | -13 | -90 |
Ending Balance, Number of Shares | 3,607 | 3,474 | 3,600 |
Vested and Expected to Vest, Number of Shares | 3,461 | ||
Exercisable, Number of Shares | 2,330 | ||
Available for future Grant, Number of Shares | 2,162 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Rollforward] | |||
Beginning balance, weighted average exercise price per share | $14.74 | $13.15 | $12.60 |
Granted, weighted average exercise price per share | $26.63 | $22.36 | $15.23 |
Exercised, weighted average exercise price per share | $13.67 | $12.16 | $11.85 |
Cancelled, weighted average exercise price per share | $20.63 | $10.61 | $11.94 |
Ending balance, weighted average exercise price per share | $16.37 | $14.74 | $13.15 |
Vested and expected to vest, weighted average exercise price per share | $16.04 | ||
Exercisable, weighted average exercise price per share | $13.33 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted- average remaining contractual term (in years) | 6 years 1 month 0 days | ||
Vested and Expected to Vest, Weighted Average Remaining Contractual Term | 5 years 11 months 20 days | ||
Exercisable, Weighted Average Remaining Contractual Term | 4 years 10 months 20 days | ||
Aggregate intrinsic value | $41,157 | ||
Vested and Expected to Vest, Aggregate Intrinsic Value | 40,629 | ||
Exercisable, Aggregate Intrinsic Value | $33,667 |
StockBased_Compensation_Summar1
Stock-Based Compensation - Summary of Status of Stock Awards Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning Balance, Shares | 454 | 522 | 502 |
Granted, Shares | 145 | 74 | 145 |
Vested, Shares | -174 | -141 | -107 |
Forfeited, Shares | -23 | -1 | -18 |
Ending Balance, Shares | 402 | 454 | 522 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Rollforward] | |||
Beginning Balance, Weighted Average Grant Date Fair Value | $16.22 | $13.87 | $13.65 |
Granted, Weighted Average Grant Date Fair Value | $25.73 | $23.53 | $15.69 |
Vested, Weighted Average Grant Date Fair Value | $28.27 | $23.43 | $15.29 |
Forfeited, Weighted Average Grant Date Fair Value | $18.19 | $15.26 | $13.81 |
Ending Balance, Weighted Average Grant Date Fair Value | $14.84 | $16.22 | $13.87 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Commitments for Minimum Rentals under Non-cancelable Leases (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Operating Leases, 2015 | $1,794 | |
Operating Leases, 2016 | 2,306 | |
Operating Leases, 2017 | 1,837 | |
Operating Leases, 2018 | 1,622 | |
Operating Leases, 2019 | 1,669 | |
Operating Leases, Thereafter | 3,514 | |
Operating Leases, Minimum Payments, Total | 12,742 | |
Lease Obligation, 2015 | 1,134 | |
Lease Obligation, 2016 | 1,145 | |
Lease Obligation, 2017 | 1,152 | |
Lease Obligation, 2018 | 1,161 | |
Lease Obligation, 2019 | 1,171 | |
Lease Obligation, Thereafter | 1,018 | |
Lease Obligation, Minimum Payments, Total | 6,781 | |
Less amount representing interest | -1,655 | |
Present value of lease obligation | 5,126 | |
Less current portion | -509 | -441 |
Long-term lease obligation | $4,617 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | ||
Sep. 30, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2015 | |
Lease | |||||
Sale Leaseback Transaction [Line Items] | |||||
Rent expense under operating leases | $3,300,000 | $2,300,000 | $2,000,000 | ||
Lease expiration year | 2022 | ||||
Number of extension | 2 | ||||
Extend the lease options | 5 years | ||||
Lease incentives for tenant improvements | 1,700,000 | ||||
Facility sold | 15,000,000 | ||||
Capital contributed | 3,800,000 | ||||
Cash transaction, netting | 7,000,000 | ||||
Partnership that acquired the facility | 25.00% | ||||
Lease payments | 1,100,000 | 1,100,000 | 1,100,000 | ||
Purchase commitments | 3,400,000 | ||||
Accrued in other current liabilities | 8,043,000 | 5,611,000 | |||
Agreement for payments totaling | 29,500,000 | ||||
Initial cash payments | 13,800,000 | ||||
Fixed cash payment | 15,700,000 | ||||
Contract value Discount | 1,000,000 | ||||
One-time charge to cost of sales | 700,000 | ||||
Amortization expense | 17,400,000 | 16,600,000 | 15,400,000 | ||
Company had royalty and license expenses relating to those agreements | 900,000 | 1,000,000 | 1,400,000 | ||
San Diego [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Lease term period | 1-Dec-19 | ||||
Number of extension | 3 | ||||
Extend the lease options | 5 years | ||||
Amended terms | 10 years | ||||
Property Subject to Operating Lease [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Area under new operating lease | 30,000 | ||||
Patented technology [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Assigned licensed technology | 28,800,000 | ||||
License agreements [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Amortization expense | 8,000,000 | 8,000,000 | 8,000,000 | ||
Research and Development Collaboration Agreements [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Current commitments | 4,300,000 | ||||
Claims and litigation [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Accrued in other current liabilities | 300,000 | 300,000 | |||
Research and Development Arrangement [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Milestone Payments Made Under Agreement | 900,000 | ||||
Research and Development Arrangement [Member] | Subsequent Event [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Milestone Payments Made Under Agreement | 400,000 | ||||
Bio Helix [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 800,000 | ||||
Andiatec Acquisition [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $100,000 |
Commitments_and_Contingencies_3
Commitments and Contingencies Contingent Consideration (Acquisitions) (Details) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | |||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | 31-May-13 | Aug. 31, 2013 | Aug. 31, 2013 | 31-May-13 | Dec. 31, 2014 | Jan. 31, 2015 | |
USD ($) | USD ($) | USD ($) | Andiatec Acquisition [Member] | Bio Helix [Member] | Bio Helix [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Research and Development Arrangement [Member] | Subsequent Event [Member] | |
USD ($) | USD ($) | USD ($) | Andiatec Acquisition [Member] | Andiatec Acquisition [Member] | Bio Helix [Member] | USD ($) | Research and Development Arrangement [Member] | ||||
USD ($) | EUR (€) | USD ($) | USD ($) | ||||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||||||
Contingent consideration | $13,000,000 | $600,000 | € 500,000 | $5,000,000 | $3,700,000 | ||||||
Payment On Acquisition Contingency | 2,112,000 | 947,000 | 0 | 2,100,000 | |||||||
Current portion of contingent consideration | 733,000 | 1,493,000 | 100,000 | 600,000 | |||||||
Contingent consideration non-current portion | 5,023,000 | 7,315,000 | 100,000 | 4,900,000 | |||||||
Milestone Payments Made Under Agreement | $900,000 | $400,000 |
Industry_and_Geographic_Inform2
Industry and Geographic Information - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue, Major Customer [Line Items] | |||
Number of reportable segments | 1 | ||
Customer Concentration Risk [Member] | Non-U.S. Customers [Member] | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | 5.5 | 3.2 | |
Customer Concentration Risk [Member] | Sales [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 48.00% | 43.00% | 42.00% |
Customer Concentration Risk [Member] | Sales [Member] | Non-U.S. Customers [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 13.00% | 13.00% | 14.00% |
Credit Concentration Risk [Member] | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | 23.7 | 19.6 | |
Credit Concentration Risk [Member] | Accounts Receivable [Member] | Minimum [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 10.00% | 10.00% |
Industry_and_Geographic_Inform3
Industry and Geographic Information - Sales to Individual Customers in Excess of 10% of Total Revenue (Detail) (Sales [Member], Customer Concentration Risk [Member]) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Revenue, Major Customer [Line Items] | |||
Sales percentage | 48.00% | 43.00% | 42.00% |
Customer A [Member] | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 18.00% | 16.00% | 16.00% |
Customer B [Member] | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 19.00% | 19.00% | 18.00% |
Customer C [Member] | |||
Revenue, Major Customer [Line Items] | |||
Sales percentage | 11.00% | 8.00% | 8.00% |
Industry_and_Geographic_Inform4
Industry and Geographic Information - Long-lived Assets (Excluding Intangible Assets) and Total Net Revenue (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Long-lived assets, Total | $49,226 | $48,057 | $49,226 | $48,057 | |||||||
Total revenues | 63,597 | 40,857 | 31,488 | 46,673 | 50,170 | 33,539 | 29,706 | 61,995 | 182,615 | 175,410 | 155,741 |
Federal [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Long-lived assets, Total | 49,052 | 47,891 | 49,052 | 47,891 | |||||||
Total revenues | 158,302 | 152,711 | 134,239 | ||||||||
Foreign [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Long-lived assets, Total | 174 | 166 | 174 | 166 | |||||||
Total revenues | $24,313 | $22,699 | $21,502 |
Industry_and_Geographic_Inform5
Industry and Geographic Information - Consolidated Net Product Revenues by Disease State (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||
Revenues | $182,615 | $175,410 | $155,741 |
Infectious Disease [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 130,416 | 128,079 | 110,982 |
Women's Health [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 34,332 | 33,328 | 32,653 |
Gastrointestinal Disease [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 7,414 | 6,622 | 6,328 |
Royalty, License Fees and Grant Revenue [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 7,681 | 3,917 | 2,452 |
Other Disease [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | $2,772 | $3,464 | $3,326 |
Fair_Value_Measurement_Assets_
Fair Value Measurement - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets: | ||
Total assets measured at fair value | $3,057 | $3,056 |
Liabilities: | ||
Total liabilities measured at fair value | 5,756 | 8,808 |
Cash equivalents [Member] | ||
Assets: | ||
Total assets measured at fair value | 3,057 | 3,056 |
Contingent consideration [Member] | ||
Liabilities: | ||
Total liabilities measured at fair value | 8,808 | |
Level 1 [Member] | ||
Assets: | ||
Total assets measured at fair value | 3,057 | 3,056 |
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 1 [Member] | Cash equivalents [Member] | ||
Assets: | ||
Total assets measured at fair value | 3,057 | 3,056 |
Level 1 [Member] | Contingent consideration [Member] | ||
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 [Member] | ||
Assets: | ||
Total assets measured at fair value | 0 | 0 |
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 [Member] | Cash equivalents [Member] | ||
Assets: | ||
Total assets measured at fair value | 0 | 0 |
Level 2 [Member] | Contingent consideration [Member] | ||
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 3 [Member] | ||
Assets: | ||
Total assets measured at fair value | 0 | 0 |
Liabilities: | ||
Total liabilities measured at fair value | 5,756 | 8,808 |
Level 3 [Member] | Cash equivalents [Member] | ||
Assets: | ||
Total assets measured at fair value | 0 | 0 |
Level 3 [Member] | Contingent consideration [Member] | ||
Liabilities: | ||
Total liabilities measured at fair value | $5,756 | $8,808 |
Fair_Value_Measurement_Additio
Fair Value Measurement - Additional Information (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | $3,057,000 | $3,056,000 |
Amount outstanding under the Senior Credit Facility | 0 | 0 |
Total liabilities measured at fair value | 5,756,000 | 8,808,000 |
Cash equivalents [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 3,057,000 | 3,056,000 |
Contingent consideration [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total liabilities measured at fair value | 8,808,000 | |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 3,057,000 | 3,056,000 |
Total liabilities measured at fair value | 0 | 0 |
Level 1 [Member] | Cash equivalents [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 3,057,000 | 3,056,000 |
Level 1 [Member] | Contingent consideration [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 0 | 0 |
Level 2 [Member] | Cash equivalents [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 2 [Member] | Contingent consideration [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 5,756,000 | 8,808,000 |
Level 3 [Member] | Cash equivalents [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 [Member] | Contingent consideration [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total liabilities measured at fair value | $5,756,000 | $8,808,000 |
Fair_Value_Measurement_Changes
Fair Value Measurement - Changes in Estimated Fair Value of Contingent Consideration Liabilities (Detail) (Level 3 [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance | $8,808 |
Cash payments | -2,112 |
Net gain recorded for fair value adjustments | -910 |
Unrealized gain on foreign currency translation | -30 |
Contingent consideration [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance | $5,756 |
Employee_Benefit_Plan_Addition
Employee Benefit Plan - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation Related Costs [Abstract] | |||
Pay contributed by employer | 50.00% | ||
Pay contributed by employee | 6.00% | ||
Contribution to 401 (K) Plan | $1.10 | $0.90 | $0.80 |
Impairment_Loss_Details
Impairment Loss (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Line Items] | |||
Impairment loss | $3,558,000 | $0 | $0 |
Loss on contract termination | 200,000 | ||
Software and Software Development Costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Impairment loss | 1,500,000 | ||
In Process Research and Development [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Impairment loss | 1,600,000 | ||
Other Intangible Assets [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Impairment loss | 300,000 | ||
Project Stella [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Impairment loss | $3,400,000 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (unaudited) - Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||||||||||
Total revenues | $63,597 | $40,857 | $31,488 | $46,673 | $50,170 | $33,539 | $29,706 | $61,995 | $182,615 | $175,410 | $155,741 |
Cost of sales (excludes amortization of intangible assets) | 21,263 | 16,768 | 15,902 | 20,247 | 18,461 | 15,297 | 13,671 | 19,547 | 74,180 | 66,976 | 61,285 |
Gross profit | 40,763 | 22,518 | 14,015 | 24,855 | 30,126 | 16,695 | 14,524 | 41,010 | |||
Total costs and expenses (3) | 50,682 | 50,978 | 41,473 | 48,690 | 49,935 | 39,334 | 36,659 | 44,640 | 191,823 | 170,568 | 146,055 |
Net income (loss) | $7,113 | ($5,767) | ($6,908) | ($1,512) | $1,139 | ($4,361) | ($1,755) | $12,367 | ($7,074) | $7,390 | $4,993 |
Basic (loss) earnings per share | $0.20 | ($0.17) | ($0.20) | ($0.04) | $0.03 | ($0.13) | ($0.05) | $0.37 | ($0.21) | $0.22 | $0.15 |
Diluted net earnings (loss) per share | $0.20 | ($0.17) | ($0.20) | ($0.04) | $0.03 | ($0.13) | ($0.05) | $0.36 | ($0.21) | $0.21 | $0.15 |
Selected_Quarterly_Financial_D3
Selected Quarterly Financial Data (unaudited) - Quarterly Financial Data (Footnote) (Detail) (USD $) | 3 Months Ended | |||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 |
Income Statement [Abstract] | ||||||||
Amortization of intangible assets included in gross profit | $1.50 | $1.60 | $1.60 | $1.60 | $1.70 | $1.50 | $1.50 | $1.40 |
Selling, General and Administrative expense | $0.20 | $0.10 | $0.20 | $0.20 | $0.20 |
Consolidated_Valuation_and_Qua1
Consolidated Valuation and Qualifying Accounts (Detail) (Allowance for Doubtful Accounts [Member], USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | $5,790 | $4,955 | $1,960 |
Charges to costs and expenses | 23,447 | 15,230 | 10,849 |
Ending Balance | 8,221 | 5,790 | 4,955 |
Deductions | ($21,016) | ($14,395) | ($7,854) |