Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 30, 2021 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 0-10961 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-2573850 | |
Entity Address, Address Line One | 9975 Summers Ridge Road | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 552-1100 | |
Title of 12(b) Security | Common Stock, $0.001 Par Value | |
Trading Symbol | QDEL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Registrant Name | QUIDEL CORPORATION | |
Entity Central Index Key | 0000353569 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 41,632,759 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 593,224 | $ 489,941 |
Accounts receivable, net | 46,216 | 497,688 |
Inventories | 218,506 | 113,798 |
Prepaid expenses and other current assets | 59,741 | 40,975 |
Total current assets | 917,687 | 1,142,402 |
Property, plant and equipment, net | 251,045 | 110,481 |
Right-of-use assets | 134,870 | 100,544 |
Goodwill | 337,027 | 337,032 |
Intangible assets, net | 109,537 | 122,431 |
Deferred tax asset | 44,151 | 44,762 |
Other non-current assets | 13,335 | 13,512 |
Total assets | 1,807,652 | 1,871,164 |
Current liabilities: | ||
Accounts payable | 99,562 | 86,316 |
Accrued payroll and related expenses | 16,559 | 34,781 |
Income taxes payable | 6,585 | 127,788 |
Operating lease liabilities | 8,952 | 7,799 |
Contingent consideration | 5,845 | 5,987 |
Deferred consideration | 41,898 | 42,000 |
Other current liabilities | 29,866 | 32,290 |
Total current liabilities | 209,267 | 336,961 |
Operating lease liabilities - non-current | 135,660 | 100,706 |
Deferred consideration - non-current | 34,611 | 73,951 |
Other Liabilities, Noncurrent | 17,035 | 26,843 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value per share; 5,000 shares authorized; none issued or outstanding at June 30, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.001 par value per share; 97,500 shares authorized; 41,633 and 42,290 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively | 42 | 42 |
Additional paid-in capital | 267,890 | 388,121 |
Accumulated other comprehensive income (loss) | 1,019 | (431) |
Retained earnings | 1,142,128 | 944,971 |
Total stockholders’ equity | 1,411,079 | 1,332,703 |
Total liabilities and stockholders’ equity | $ 1,807,652 | $ 1,871,164 |
Preferred stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 97,500,000 | 97,500,000 |
Common stock, shares issued (in shares) | 41,633,000 | 42,290,000 |
Common stock, shares outstanding (in shares) | 41,633,000 | 42,290,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 97,500,000 | 97,500,000 |
Common stock, shares issued (in shares) | 41,633,000 | 42,290,000 |
Common stock, shares outstanding (in shares) | 41,633,000 | 42,290,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Total revenues | $ 176,610 | $ 201,754 | $ 551,948 | $ 376,407 |
Cost of sales | 70,424 | 53,003 | 143,803 | 112,665 |
Gross profit | 106,186 | 148,751 | 408,145 | 263,742 |
Research and development | 22,614 | 20,970 | 45,918 | 37,349 |
Sales and marketing | 38,100 | 27,567 | 72,333 | 58,305 |
General and administrative | 21,138 | 15,679 | 40,645 | 30,011 |
Acquisition and integration costs | 1,028 | 872 | 1,754 | 2,786 |
Total operating expenses | 82,880 | 65,088 | 160,650 | 128,451 |
Operating income | 23,306 | 83,663 | 247,495 | 135,291 |
Interest and other expense, net | (1,623) | (3,467) | (4,005) | (6,274) |
Income before income taxes | 21,683 | 80,196 | 243,490 | 129,017 |
Provision for income taxes | 2,610 | 12,544 | 46,333 | 21,128 |
Net income | $ 19,073 | $ 67,652 | $ 197,157 | $ 107,889 |
Basic earnings per share | $ 0.46 | $ 1.61 | $ 4.74 | $ 2.56 |
Diluted earnings per share | $ 0.45 | $ 1.55 | $ 4.64 | $ 2.48 |
Shares used in basic per share calculation | 41,691 | 42,117 | 41,622 | 42,086 |
Shares used in diluted per share calculation | 42,374 | 43,746 | 42,475 | 43,574 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 19,073 | $ 67,652 | $ 197,157 | $ 107,889 |
Other comprehensive income (loss) | ||||
Changes in cumulative translation adjustment, net of tax | 331 | 265 | (509) | 200 |
Net unrealized (losses) gains on derivative instruments | (235) | (138) | 106 | 269 |
Reclassification of net realized losses (gains) on derivative instruments included in net income | 761 | (195) | 1,853 | (337) |
Total change in unrealized gains (losses) from cash flow hedges, net of tax | 526 | (333) | 1,959 | (68) |
Comprehensive income | $ 19,930 | $ 67,584 | $ 198,607 | $ 108,021 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity Statement - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional paid-in capital | Accumulated other comprehensive income (loss) | Retained earnings |
Balance (in shares) at Dec. 31, 2019 | 41,868 | ||||
Balance at Dec. 31, 2019 | $ 559,820 | $ 42 | $ 425,557 | $ (463) | $ 134,684 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans (in shares) | 153 | ||||
Issuance of common stock under equity compensation plans | 3,571 | $ 0 | 3,571 | ||
Stock-based compensation expense | 3,325 | 3,325 | |||
Repurchases of common stock (in shares) | (25) | ||||
Tax withholdings related to vesting of stock-based awards | (1,954) | (1,954) | |||
Other comprehensive gain, net of tax | 200 | ||||
Net income | 40,237 | 40,237 | |||
Balance (in shares) at Mar. 31, 2020 | 41,996 | ||||
Balance at Mar. 31, 2020 | 605,199 | $ 42 | 430,499 | (263) | 174,921 |
Balance (in shares) at Dec. 31, 2019 | 41,868 | ||||
Balance at Dec. 31, 2019 | 559,820 | $ 42 | 425,557 | (463) | 134,684 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 107,889 | ||||
Balance (in shares) at Jun. 30, 2020 | 41,949 | ||||
Balance at Jun. 30, 2020 | 611,709 | $ 42 | 369,425 | (331) | 242,573 |
Balance (in shares) at Mar. 31, 2020 | 41,996 | ||||
Balance at Mar. 31, 2020 | 605,199 | $ 42 | 430,499 | (263) | 174,921 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans (in shares) | 203 | ||||
Issuance of common stock under equity compensation plans | 3,287 | 3,287 | |||
Stock-based compensation expense | 4,665 | 4,665 | |||
Issuance of shares in exchange for Convertible Senior Notes (in shares) | 2 | ||||
Issuance of shares in exchange for Convertible Senior Notes | 48 | $ 0 | 48 | ||
Repurchases of common stock (in shares) | (5) | ||||
Tax withholdings related to vesting of stock-based awards | (42,178) | ||||
Repurchases of common stock | (42,178) | ||||
Repurchases of common stock (in shares) | (247) | ||||
Derivative liabilities - Convertible Senior Notes elected to settle in cash | (26,180) | (26,180) | |||
Tax withholdings related to vesting of stock-based awards | (716) | (716) | |||
Other comprehensive gain, net of tax | (68) | (68) | |||
Net income | 67,652 | 67,652 | |||
Balance (in shares) at Jun. 30, 2020 | 41,949 | ||||
Balance at Jun. 30, 2020 | 611,709 | $ 42 | 369,425 | (331) | 242,573 |
Balance (in shares) at Dec. 31, 2020 | 42,290 | ||||
Balance at Dec. 31, 2020 | 1,332,703 | $ 42 | 388,121 | (431) | 944,971 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans (in shares) | 409 | ||||
Issuance of common stock under equity compensation plans | 6,374 | $ 1 | 6,373 | ||
Stock-based compensation expense | 5,889 | 5,889 | |||
Tax withholdings related to vesting of stock-based awards (in shares) | (156) | ||||
Tax withholdings related to vesting of stock-based awards | (33,929) | (33,929) | |||
Other comprehensive gain, net of tax | 593 | ||||
Net income | 178,084 | 178,084 | |||
Balance (in shares) at Mar. 31, 2021 | 42,543 | ||||
Balance at Mar. 31, 2021 | 1,489,714 | $ 43 | 366,454 | 162 | 1,123,055 |
Balance (in shares) at Dec. 31, 2020 | 42,290 | ||||
Balance at Dec. 31, 2020 | 1,332,703 | $ 42 | 388,121 | (431) | 944,971 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 197,157 | ||||
Balance (in shares) at Jun. 30, 2021 | 41,633 | ||||
Balance at Jun. 30, 2021 | 1,411,079 | $ 42 | 267,890 | 1,019 | 1,142,128 |
Balance (in shares) at Mar. 31, 2021 | 42,543 | ||||
Balance at Mar. 31, 2021 | 1,489,714 | $ 43 | 366,454 | 162 | 1,123,055 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock under equity compensation plans (in shares) | 59 | ||||
Issuance of common stock under equity compensation plans | 494 | $ 0 | 494 | ||
Stock-based compensation expense | 5,846 | 5,846 | |||
Repurchases of common stock (in shares) | (12) | ||||
Tax withholdings related to vesting of stock-based awards | $ (1) | ||||
Repurchases of common stock | (103,438) | (103,437) | |||
Repurchases of common stock (in shares) | (957) | ||||
Tax withholdings related to vesting of stock-based awards | (1,467) | (1,467) | |||
Other comprehensive gain, net of tax | 857 | 857 | |||
Net income | 19,073 | 19,073 | |||
Balance (in shares) at Jun. 30, 2021 | 41,633 | ||||
Balance at Jun. 30, 2021 | $ 1,411,079 | $ 42 | $ 267,890 | $ 1,019 | $ 1,142,128 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
OPERATING ACTIVITIES: | ||
Net income | $ 197,157 | $ 107,889 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, amortization and other | 27,191 | 24,237 |
Stock-based compensation expense | 11,674 | 9,008 |
Amortization of debt discount and deferred issuance costs | 202 | 433 |
Change in fair value of acquisition contingencies | 101 | 848 |
Accretion of interest on deferred consideration | 2,558 | 3,612 |
Net change in operating lease right-of-use assets and liabilities | 1,781 | 129 |
Change in deferred tax assets and liabilities | 611 | (21) |
Change in fair value of derivative liabilities - Convertible Senior Notes | 0 | 1,084 |
Payment of accreted interest on contingent and deferred consideration | (8,157) | 0 |
Changes in assets and liabilities: | ||
Accounts receivable | 451,094 | (16,450) |
Inventories | (104,796) | (34,501) |
Prepaid expenses and other current and non-current assets | (19,927) | (3,791) |
Accounts payable | (10,124) | 9,414 |
Accrued payroll and related expenses | (16,124) | 4,974 |
Income taxes payable | (126,010) | 17,056 |
Other current and non-current liabilities | 202 | (3,744) |
Net cash provided by operating activities: | 407,433 | 120,177 |
INVESTING ACTIVITIES: | ||
Acquisitions of property, equipment and intangibles | (153,536) | (13,388) |
Proceeds from government assistance allocated to fixed assets | 23,263 | 0 |
Net cash used for investing activities: | (130,273) | (13,388) |
FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock | 4,866 | 6,091 |
Payments on finance lease obligation | (128) | (228) |
Payments of tax withholdings related to vesting of stock-based awards | (35,396) | (2,670) |
Repurchases of common stock | (103,438) | (42,178) |
Principal payments of acquisition contingent consideration | (4,730) | (6,034) |
Principal payments of deferred consideration | (35,143) | (42,000) |
Net cash used for financing activities: | (173,969) | (87,019) |
Effect of exchange rates on cash | 92 | 44 |
Net increase in cash and cash equivalents | 103,283 | 19,814 |
Cash and cash equivalents, beginning of period | 489,941 | 52,775 |
Cash and cash equivalents, end of period | 593,224 | 72,589 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING TRANSACTIONS: | ||
Initial measurement of derivative liabilities – Convertible Senior Notes | 0 | 26,180 |
Purchase of property, equipment and intangibles by incurring current liabilities | 31,164 | 2,175 |
Consideration Received for Capital Expenditures Paid but Not yet Incurred | 13,619 | 0 |
Reduction of other current liabilities upon issuance of restricted share units | 2,001 | 767 |
Debt Conversion, Converted Instrument, Amount | $ 0 | $ 48 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements of Quidel Corporation and its subsidiaries (the “Company”) have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation (consisting of normal recurring accruals) have been included. The information at June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, is unaudited. For further information, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s 2020 Annual Report on Form 10-K. Operating results for any quarter are historically seasonal in nature and are not necessarily indicative of the results expected for the full year. For 2021 and 2020, the Company’s fiscal year will end or has ended on January 2, 2022 and January 3, 2021, respectively. For 2021 and 2020, the Company’s second quarter ended on July 4, 2021 and June 28, 2020, respectively. For ease of reference, the calendar quarter end dates are used herein. The three and six-month periods ended June 30, 2021 and 2020 each included 13 and 26 weeks, respectively. 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. Significant Accounting Policies During the six months ended June 30, 2021, there have been no changes to our significant accounting policies as described in our 2020 Annual Report on Form 10-K. |
Computation of Earnings Per Sha
Computation of Earnings Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Earnings Per Share | Computation of Earnings Per ShareBasic earnings per share (“EPS”) is computed by dividing net income by the weighted-average number of common shares outstanding. Diluted EPS is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares consist of shares issuable from stock options, unvested restricted stock units (“RSUs”) and, for the 2020 periods, the 3.25% Convertible Senior Notes. Potentially dilutive common shares from outstanding stock options and unvested RSUs are determined using the average share price for each period under the treasury stock method. The following table reconciles net income and the weighted-average shares used in computing basic and diluted earnings per share (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Numerator: Net income used for basic earnings per share $ 19,073 $ 67,652 $ 197,157 $ 107,889 Interest expense on Convertible Senior Notes, net of tax — 179 — 360 Net income used for diluted earnings per share $ 19,073 $ 67,831 $ 197,157 $ 108,249 Basic weighted-average common shares outstanding 41,691 42,117 41,622 42,086 Dilutive potential shares issuable from Convertible Senior Notes — 392 — 401 Dilutive potential shares issuable from stock options and unvested RSUs 683 1,237 853 1,087 Diluted weighted-average common shares outstanding 42,374 43,746 42,475 43,574 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 197 — 133 1 Potentially dilutive shares excluded from the calculation above represent stock options when the combined exercise price and unrecognized stock-based compensation are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. Potentially dilutive shares from the Convertible Senior Notes in 2020 were determined using the if-converted method. Under the provisions of the if-converted method, the Convertible Senior Notes were assumed to be converted and the resulting common shares were included in the denominator of the EPS calculation and the interest expense, net of tax, recorded in connection with the Convertible Senior Notes was added back to net income. The Convertible Senior Notes had a dilutive impact when the average market price of the Company’s common stock exceeded the applicable conversion price of the notes. The Senior Convertible Notes became convertible on March 31, 2018 and matured on December 15, 2020. |
Balance Sheet Account Details
Balance Sheet Account Details | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Account Details | Balance Sheet Account Details Inventories Inventories are stated at the lower of cost (first-in, first-out) or net realizable value. Inventories consisted of the following (in thousands): June 30, December 31, Raw materials $ 103,794 $ 58,264 Work-in-process (materials, labor and overhead) 40,373 31,359 Finished goods (materials, labor and overhead) 74,339 24,175 Total inventories $ 218,506 $ 113,798 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): June 30, December 31, Other receivables $ 39,400 $ 15,442 Unbilled receivables — 16,041 Prepaid expenses 14,284 7,335 Other 6,057 2,157 Total prepaid expenses and other current assets $ 59,741 $ 40,975 Unbilled receivables as of December 31, 2020 primarily consisted of receivables arising from unbilled milestone achievements for capital expenditures to be reimbursed under the National Institute of Health (“NIH”) contract. As of June 30, 2021, the Company had achieved and billed for all milestones under the NIH contract. Amounts not collected as of June 30, 2021 are included in other receivables. Since inception and as of June 30, 2021, the Company has collected $42.0 million of the $65.0 million total contract value. Other Current Liabilities Other current liabilities consist of the following (in thousands): June 30, December 31, Customer incentives and rebates $ 13,969 $ 15,663 Deferred revenue 2,553 3,733 Accrued other taxes payable 2,421 2,157 Derivative liabilities 597 3,061 Other 10,326 7,676 Total other current liabilities $ 29,866 $ 32,290 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company calculates its interim income tax provision in accordance with Accounting Standards Codification (“ASC”) 270, Interim Reporting , and ASC 740, Accounting for Income Taxes (together, “ASC 740”). At the end of each interim period, the Company estimates its annual effective tax rate and applies that rate to its ordinary quarterly earnings to calculate the tax related to ordinary income. The tax effects for other items that are excluded from ordinary income are discretely calculated and recognized in the period in which they occur. The Company recognized income tax provisions of $2.6 million in relation to income before taxes of $21.7 million and $12.5 million in relation to income before taxes of $80.2 million resulting in effective tax rates of 12% and 16% for the three months ended June 30, 2021 and 2020, respectively. The Company’s 12% and 16% effective tax rates for the three months ended June 30, 2021 and 2020, respectively, differed from the federal statutory rate of 21% primarily due to the discrete impact |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Revolving Credit Facility The Company has a $175.0 million Revolving Credit Facility under a credit agreement expiring on August 31, 2023 of which no amounts were outstanding as of June 30, 2021. Loans will bear interest at a rate equal to (i) the London Interbank Offered Rate (“LIBOR”) plus the “applicable rate” or (ii) the “base rate” (defined as the highest of (a) the Bank of America prime rate, (b) the Federal Funds rate plus one-half of one percent, (c) LIBOR plus one percent, and (d) one percent) plus the “applicable rate.” The applicable rate is determined in accordance with a pricing grid based on the Company’s Consolidated Leverage Ratio (as defined in the Credit Agreement) ranging from 1.75% to 2.50% per annum for LIBOR rate loans and from 0.75% to 1.50% per annum for base rate loans. In addition, the Company pays a commitment fee on the unused portion of the Credit Agreement based on the Company’s Consolidated Leverage Ratio ranging from 0.15% to 0.30% per annum in accordance with the pricing grid. The Revolving Credit Facility is guaranteed by certain material domestic subsidiaries of the Company (the “Guarantors”) and is secured by liens on substantially all of the assets of the Company and the Guarantors, excluding real property and certain other types of excluded assets, and contains affirmative and negative covenants that are customary for credit agreements of this nature. The negative covenants include, among other things, limitations on asset sales, mergers, indebtedness, liens, dividends and other distributions, investments and transactions with affiliates. The Credit Agreement contains two financial covenants: (i) maximum Consolidated Leverage Ratio (as defined in the Credit Agreement) as of the last day of each fiscal quarter of 3.50 to 1.00, which ratio may be increased to 4.50 to 1.00 in case of certain qualifying acquisitions; and (ii) a minimum Consolidated Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of 1.25 to 1.00 as of the end of any fiscal quarter for the most recently completed four fiscal quarters. The Company was in compliance with all financial covenants as of June 30, 2021. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Issuances of Common Stock A summary of the status of stock option activity for the six months ended June 30, 2021 is as follows (in thousands, except price data): Shares Weighted-average Outstanding at December 31, 2020 760 $ 46.95 Granted 47 254.00 Exercised (70) 39.37 Outstanding at June 30, 2021 737 $ 60.95 A summary of the status of restricted stock unit activity for the six months ended June 30, 2021 is as follows (in thousands, except price data): Shares Weighted-average Non-vested December 31, 2020 878 $ 59.60 Granted 106 204.50 Vested (387) 45.48 Forfeited (3) 131.72 Non-vested at June 30, 2021 594 $ 94.16 During the six months ended June 30, 2021, the Company issued 10,948 shares of common stock in connection with the Company’s employee stock purchase plan (the “ESPP”). Stock-Based Compensation The expense related to the Company’s stock-based compensation plans included in the accompanying Consolidated Statements of Income was as follows (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Cost of sales $ 643 $ 435 $ 1,159 $ 693 Research and development 893 866 1,927 1,508 Sales and marketing 1,556 1,341 2,960 2,638 General and administrative 2,754 2,488 5,628 4,169 Total stock-based compensation expense $ 5,846 $ 5,130 $ 11,674 $ 9,008 As of June 30, 2021, total unrecognized compensation expense was $46.1 million, which is expected to be recognized over a weighted-average period of approximately 2.0 years. The estimated fair value of each stock option was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions for the option grants. Six Months Ended 2021 2020 Risk-free interest rate 0.42 % 1.34 % Expected option life (in years) 5.01 5.14 Volatility rate 53 % 39 % Dividend rate 0 % 0 % Weighted-average grant date fair value $115.78 $28.39 The fair value of RSUs is determined based on the closing market price of the Company’s common stock on the grant date. The weighted-average fair value of RSUs granted during the six months ended June 30, 2021 and 2020 was $204.50 and $85.34, respectively. |
Industry and Geographic Informa
Industry and Geographic Information | 6 Months Ended |
Jun. 30, 2021 | |
Industry And Geographic Information [Abstract] | |
Industry and Geographic Information | Industry and Geographic InformationThe Company operates in one reportable segment. Sales to customers outside of the U.S. represented $147.0 million (27%) and $96.8 million (26%) of total revenue for the six months ended June 30, 2021 and 2020, respectively. As of June 30, 2021 and December 31, 2020, net accounts receivable due from foreign customers were $22.2 million and $18.6 million, respectively. The Company had sales to individual customers in excess of 10% of total revenues, as follows: Six Months Ended 2021 2020 Customer: A 18 % 19 % B 11 % 19 % C 9 % 10 % Total: 38 % 48 % As of June 30, 2021 and December 31, 2020, net accounts receivable from customers with balances due in excess of 10% of total accounts receivable totaled $9.1 million and $411.7 million, respectively. Consolidated total revenues by product category for the six months ended June 30, 2021 and 2020 were as follows (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Rapid Immunoassay $ 60,070 $ 80,606 $ 297,740 $ 176,536 Cardiometabolic Immunoassay 71,666 54,191 138,218 108,092 Molecular Diagnostic Solutions 34,456 55,177 94,719 63,540 Specialized Diagnostic Solutions 10,418 11,780 21,271 28,239 Total revenues $ 176,610 $ 201,754 $ 551,948 $ 376,407 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases We lease administrative, research and development, sales and marketing and manufacturing facilities and certain equipment under various non-cancelable lease agreements. Facility leases generally provide for periodic rent increases, and may contain clauses for rent escalation, renewal options or early termination. Summers Ridge Lease — The Company leases three of the four buildings that are located on the Summers Ridge Property in San Diego, California with an initial term through January 2033 with options to extend the lease for two additional five-year terms upon satisfaction of certain conditions, which have not been included in the determination of the lease term. The lease is subject to must-take provisions related to one additional building, which will have the same lease term as the three buildings originally leased. The remaining building is subject to the expiration of the lease with its current tenant in October 2022, subject to an option to renew for a two-year period. McKellar Court Lease — During 1999, the Company completed a sale and leaseback transaction of its San Diego facility at McKellar Court to a partnership for which the Company is a limited partner. The partnership is deemed to be a variable interest entity (VIE). The Company is not, however, the primary beneficiary of the VIE as it does not have the power to direct the activities of the partnership and does not have the obligation to absorb losses or receive benefits of the partnership that could potentially be significant to the partnership. The Company made lease payments to the partnership of approximately $0.5 million the six months ended June 30, 2021. Rutherford Lease — During January 2021, the Company entered into a lease agreement for a manufacturing facility in Carlsbad, California and recorded a right-of-use asset and a corresponding lease liability of $39.4 million. The initial lease term is 15 years with options to extend the lease for two additional five-year periods. Litigation and Other Legal Proceedings In Beckman Coulter, Inc. v. Quidel Corporation, which was filed in the Superior Court for the County of San Diego, California, on November 27, 2017, Beckman Coulter, Inc. (“Beckman Coulter”) alleged that a provision of an agreement between Quidel and Beckman Coulter violated state antitrust laws. Our acquisition of the B-type Naturietic Peptide assay business (“BNP Business”) in October 2017 consisted of assets and liabilities relating to a contractual arrangement with Beckman Coulter (the “BNP Supply Agreement”) for the supply of antibodies and other inputs related to, and distribution of, the Triage® B-type Naturietic Peptide Test (“BNP Test”) for the Beckman Coulter Access Family of Immunoassay Systems. In the lawsuit, Beckman Coulter asserted that an exclusivity provision violated certain state antitrust laws and was unenforceable. From the inception of the lawsuit, the lawsuit was subject to numerous motions, rulings, appellate reviews and opinions. The matter was scheduled for trial starting April 15, 2022. On July 24, 2021, the Company and Beckman Coulter entered into a Master Agreement (the “Master Agreement”) pursuant to which, among other matters, Quidel’s business of selling and distributing the BNP Test for the BNP Business will be transitioned to Beckman Coulter. Concurrent with entering into the Master Agreement, Quidel and Beckman Coulter entered into a Settlement Agreement to resolve all disputes relating to the existing BNP Supply Agreement, among other matters. On August 3, 2021, the lawsuit was dismissed with prejudice. See Note 11 for further discussion of the agreements with Beckman Coulter. From time to time, the Company is involved in other litigation and proceedings, including matters related to product liability claims, commercial disputes and intellectual property claims, as well as regulatory, employment, and other claims related to our business. The Company accrues for legal claims when, and to the extent that, amounts associated with the claims become probable and are reasonably estimable. The actual costs of resolving legal claims may be substantially higher or lower than the amounts accrued for those claims. For those matters as to which we are not able to estimate a possible loss or range of loss, we are not able to determine whether the loss will have a material adverse effect on our business, financial condition or results of operations or liquidity. No accrual has been recorded as of June 30, 2021 and December 31, 2020 related to such matters as they are not probable and/or reasonably estimable. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements 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): June 30, 2021 December 31, 2020 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market funds) $ 200,013 $ — $ — $ 200,013 $ 200,003 $ — $ — $ 200,003 Derivative assets — 361 — 361 — 24 — 24 Total assets measured at fair value $ 200,013 $ 361 $ — $ 200,374 $ 200,003 $ 24 $ — $ 200,027 Liabilities: Derivative liabilities $ — $ 597 $ — $ 597 $ — $ 3,061 $ — $ 3,061 Contingent consideration — — 5,967 5,967 — — 11,896 11,896 Deferred consideration — 76,509 — 76,509 — 115,951 — 115,951 Total liabilities measured at fair value $ — $ 77,106 $ 5,967 $ 83,073 $ — $ 119,012 $ 11,896 $ 130,908 There were no transfers of assets or liabilities between Level 1, Level 2 and Level 3 categories of the fair value hierarchy during the three and six-month period ended June 30, 2021 and the year ended December 31, 2020. Cash equivalents consist of funds held in money market accounts that are valued using quoted prices in active markets for identical instruments. Derivative financial instruments are measured based on observable inputs that are corroborated by market data. Observable inputs include broker quotes, daily market foreign currency rates and forward pricing curves . In connection with the acquisition of the BNP Business, the Company has an annual installment payment payable in 2022 of up to $48.0 million and an annual installment payment of $40.0 million payable in 2023 remaining as of June 30, 2021. The fair value of the payments treated as deferred consideration i s calculated based on the net present value of cash payments using an estimated borrowing rate based on a quoted price for a similar liability. The fair value of the payments treated as contingent consideration is calculated using a discounted probability weighted valuation model. Discount rates used in such calculation is a significant assumption that is not observed in the market and, therefore, the resulting fair value represents a Level 3 measurement. The discount rate of 2.9% used as of June 30, 2021 was based on estimated borrowing rate for a similar liability. Changes in estimated fair value of contingent consideration liabilities from December 31, 2020 through June 30, 2021 were as follows (in thousands): Contingent consideration liabilities Balance at December 31, 2020 $ 11,896 Cash payments (6,030) Change in estimated fair value, recorded in general and administrative expenses 101 Balance at June 30, 2021 $ 5,967 |
Derivatives and Hedging
Derivatives and Hedging | 6 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Foreign Currency Hedges In the normal course of business, the Company is exposed to gains and losses resulting from fluctuations in foreign currency exchange rates. As part of its strategy to manage the level of exposure to the risk of fluctuations in foreign currency exchange rates, the Company uses designated cash flow hedges in the form of foreign currency forward contracts to mitigate the impact of foreign currency translation on transactions that are denominated primarily in the Euro and the Chinese Yuan. The Company also uses non-designated forward contracts to hedge non-functional currency denominated balance sheet assets. Hedging relationships for all derivative hedges and the underlying hedged items, as well as the risk management objectives and strategies for undertaking the hedge transactions are formally documented. The Company does not use any derivative financial instruments for trading or other speculative purposes. Such forward foreign currency contracts are carried at fair value in prepaid expenses and other current assets or other current liabilities depending on the unrealized gain or loss position of the hedged contract as of the balance sheet date. Changes in the value of the derivatives are recorded to other comprehensive income (loss) until the underlying hedged item is recognized in earnings, or the derivative no longer qualifies as a highly effective hedge. The cash flows from derivatives treated as hedges are classified in the Consolidated Statements of Cash Flows in the same category as the item being hedged. The notional principal amounts for outstanding derivative instruments provide one measure of the transaction volume outstanding and do not represent the amount of our exposure to credit or market loss. Credit risk represents our gross exposure to potential accounting loss on derivative instruments that are outstanding or unsettled if all counterparties failed to perform according to the terms of the contract, based on then-current currency exchange rates at each respective date. We generally enter into master netting arrangements, which reduces credit risk by permitting net settlement of transactions with the same counterparty. We present our derivative assets and derivative liabilities at their net fair values. We did not have any derivative instruments with credit-risk related contingent features that would require us to post collateral. The following table summarizes the fair value and notional amounts of designated and non-designated foreign currency forward contracts as of June 30, 2021 and December 31, 2020 (in thousands): June 30, 2021 December 31, 2020 Notional Amount Fair Value, Net Notional Amount Fair Value, Net Designated cash flow hedges: Prepaid expenses and other current assets $ 3,481 $ 158 $ — $ — Other current liabilities $ 7,173 $ 588 $ 38,435 $ 2,819 Non-designated forward contracts: Prepaid expenses and other current assets $ 16,430 $ 203 $ 18,160 $ 24 Other current liabilities $ 1,442 $ 9 $ 23,120 $ 242 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 24, 2021, the Company and Beckman Coulter entered into a Master Agreement pursuant to which, among other matters, Quidel’s business of selling and distributing the BNP Test for the BNP Business will be transitioned to Beckman Coulter. Pursuant to the Master Agreement, on a country by country basis, the Company will discontinue offering its Triage® BNP assay and Beckman Coulter will offer its own branded BNP assay to the market. Prior to Beckman Coulter introducing its own branded product to the market, in certain countries, the Company will grant Beckman Coulter exclusive rights to distribute the Triage® BNP assay in such countries. The parties are targeting the initial commercial transition, including in the US, to be completed by late August 2021. Prior to the initial commercial transition to Beckman Coulter, Quidel will continue to operate the Triage® BNP Business. As consideration for the arrangements during each of calendar years 2022 through and including 2029, Quidel will receive a minimum payment of $70 million and a maximum payment of $75 million. Such maximum payments will be pro-rated for 2021, based on the period commencing on the date of the initial commercial transition to Beckman Coulter, through December 31, 2021. In addition, the parties entered into other related agreements under the Master Agreement, including a Transition Services Agreement, pursuant to which the parties will provide various transitional services, a Supply Agreement for the supply by Quidel of the Quidel antibody and other components used in the manufacture of the BNP assay, and a Distribution Agreement, granting Beckman Coulter the right to sell and distribute the Triage® BNP assay as described above. Concurrent with entering into the Master Agreement, Quidel and Beckman Coulter entered into a Settlement Agreement to resolve all disputes relating to the existing BNP Supply Agreement, among other matters. See further discussion in Note 8 under the heading Litigation and Other Legal Proceedings. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements of Quidel Corporation and its subsidiaries (the “Company”) have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation (consisting of normal recurring accruals) have been included. The information at June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, is unaudited. For further information, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s 2020 Annual Report on Form 10-K. Operating results for any quarter are historically seasonal in nature and are not necessarily indicative of the results expected for the full year. For 2021 and 2020, the Company’s fiscal year will end or has ended on January 2, 2022 and January 3, 2021, respectively. For 2021 and 2020, the Company’s second quarter ended on July 4, 2021 and June 28, 2020, respectively. For ease of reference, the calendar quarter end dates are used herein. The three and six-month periods ended June 30, 2021 and 2020 each included 13 and 26 weeks, respectively. |
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. |
Regulatory Accounting | Significant Accounting Policies During the six months ended June 30, 2021, there have been no changes to our significant accounting policies as described in our 2020 Annual Report on Form 10-K. |
Computation of Earnings Per S_2
Computation of Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles net income and the weighted-average shares used in computing basic and diluted earnings per share (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Numerator: Net income used for basic earnings per share $ 19,073 $ 67,652 $ 197,157 $ 107,889 Interest expense on Convertible Senior Notes, net of tax — 179 — 360 Net income used for diluted earnings per share $ 19,073 $ 67,831 $ 197,157 $ 108,249 Basic weighted-average common shares outstanding 41,691 42,117 41,622 42,086 Dilutive potential shares issuable from Convertible Senior Notes — 392 — 401 Dilutive potential shares issuable from stock options and unvested RSUs 683 1,237 853 1,087 Diluted weighted-average common shares outstanding 42,374 43,746 42,475 43,574 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 197 — 133 1 Potentially dilutive shares excluded from the calculation above represent stock options when the combined exercise price and unrecognized stock-based compensation are greater than the average market price for the Company’s common stock because their effect is anti-dilutive. |
Balance Sheet Account Details (
Balance Sheet Account Details (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Inventory | Inventories are stated at the lower of cost (first-in, first-out) or net realizable value. Inventories consisted of the following (in thousands): June 30, December 31, Raw materials $ 103,794 $ 58,264 Work-in-process (materials, labor and overhead) 40,373 31,359 Finished goods (materials, labor and overhead) 74,339 24,175 Total inventories $ 218,506 $ 113,798 |
Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): June 30, December 31, Other receivables $ 39,400 $ 15,442 Unbilled receivables — 16,041 Prepaid expenses 14,284 7,335 Other 6,057 2,157 Total prepaid expenses and other current assets $ 59,741 $ 40,975 |
Other Current Liabilities | Other current liabilities consist of the following (in thousands): June 30, December 31, Customer incentives and rebates $ 13,969 $ 15,663 Deferred revenue 2,553 3,733 Accrued other taxes payable 2,421 2,157 Derivative liabilities 597 3,061 Other 10,326 7,676 Total other current liabilities $ 29,866 $ 32,290 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Share-based Payment Arrangement, Option, Activity | A summary of the status of stock option activity for the six months ended June 30, 2021 is as follows (in thousands, except price data): Shares Weighted-average Outstanding at December 31, 2020 760 $ 46.95 Granted 47 254.00 Exercised (70) 39.37 Outstanding at June 30, 2021 737 $ 60.95 |
Schedule of Nonvested Share Activity | A summary of the status of restricted stock unit activity for the six months ended June 30, 2021 is as follows (in thousands, except price data): Shares Weighted-average Non-vested December 31, 2020 878 $ 59.60 Granted 106 204.50 Vested (387) 45.48 Forfeited (3) 131.72 Non-vested at June 30, 2021 594 $ 94.16 |
Compensation Expense Related to Stock-Based Compensation Plans | The expense related to the Company’s stock-based compensation plans included in the accompanying Consolidated Statements of Income was as follows (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Cost of sales $ 643 $ 435 $ 1,159 $ 693 Research and development 893 866 1,927 1,508 Sales and marketing 1,556 1,341 2,960 2,638 General and administrative 2,754 2,488 5,628 4,169 Total stock-based compensation expense $ 5,846 $ 5,130 $ 11,674 $ 9,008 |
Estimated Fair Value of Each Stock Option Award | The estimated fair value of each stock option was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions for the option grants. Six Months Ended 2021 2020 Risk-free interest rate 0.42 % 1.34 % Expected option life (in years) 5.01 5.14 Volatility rate 53 % 39 % Dividend rate 0 % 0 % Weighted-average grant date fair value $115.78 $28.39 |
Industry and Geographic Infor_2
Industry and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Industry And Geographic Information [Abstract] | |
Sales to Individual Customers in Excess of 10% of Total Revenues | The Company had sales to individual customers in excess of 10% of total revenues, as follows: Six Months Ended 2021 2020 Customer: A 18 % 19 % B 11 % 19 % C 9 % 10 % Total: 38 % 48 % |
Net Revenues by Product Category | Consolidated total revenues by product category for the six months ended June 30, 2021 and 2020 were as follows (in thousands): Three Months Ended Six Months Ended 2021 2020 2021 2020 Rapid Immunoassay $ 60,070 $ 80,606 $ 297,740 $ 176,536 Cardiometabolic Immunoassay 71,666 54,191 138,218 108,092 Molecular Diagnostic Solutions 34,456 55,177 94,719 63,540 Specialized Diagnostic Solutions 10,418 11,780 21,271 28,239 Total revenues $ 176,610 $ 201,754 $ 551,948 $ 376,407 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
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): June 30, 2021 December 31, 2020 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market funds) $ 200,013 $ — $ — $ 200,013 $ 200,003 $ — $ — $ 200,003 Derivative assets — 361 — 361 — 24 — 24 Total assets measured at fair value $ 200,013 $ 361 $ — $ 200,374 $ 200,003 $ 24 $ — $ 200,027 Liabilities: Derivative liabilities $ — $ 597 $ — $ 597 $ — $ 3,061 $ — $ 3,061 Contingent consideration — — 5,967 5,967 — — 11,896 11,896 Deferred consideration — 76,509 — 76,509 — 115,951 — 115,951 Total liabilities measured at fair value $ — $ 77,106 $ 5,967 $ 83,073 $ — $ 119,012 $ 11,896 $ 130,908 |
Changes in Estimated Fair Value of Contingent Consideration Liabilities | Changes in estimated fair value of contingent consideration liabilities from December 31, 2020 through June 30, 2021 were as follows (in thousands): Contingent consideration liabilities Balance at December 31, 2020 $ 11,896 Cash payments (6,030) Change in estimated fair value, recorded in general and administrative expenses 101 Balance at June 30, 2021 $ 5,967 |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets at Fair Value | The following table summarizes the fair value and notional amounts of designated and non-designated foreign currency forward contracts as of June 30, 2021 and December 31, 2020 (in thousands): June 30, 2021 December 31, 2020 Notional Amount Fair Value, Net Notional Amount Fair Value, Net Designated cash flow hedges: Prepaid expenses and other current assets $ 3,481 $ 158 $ — $ — Other current liabilities $ 7,173 $ 588 $ 38,435 $ 2,819 Non-designated forward contracts: Prepaid expenses and other current assets $ 16,430 $ 203 $ 18,160 $ 24 Other current liabilities $ 1,442 $ 9 $ 23,120 $ 242 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Accounting Policies [Abstract] | |
Contract Consideration | $ 65,000 |
Computation of Earnings Per S_3
Computation of Earnings Per Share - Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Net income | $ 19,073 | $ 178,084 | $ 67,652 | $ 40,237 | $ 197,157 | $ 107,889 |
Interest expense on Convertible Senior Notes, net of tax | 0 | 179 | 0 | 360 | ||
Net income used for diluted earnings per share | $ 19,073 | $ 67,831 | $ 197,157 | $ 108,249 | ||
Basic weighted-average common shares outstanding | 41,691 | 42,117 | 41,622 | 42,086 | ||
Dilutive potential shares issuable from Convertible Senior Notes | 0 | 392 | 0 | 401 | ||
Dilutive potential shares issuable from stock options and unvested RSUs | 683 | 1,237 | 853 | 1,087 | ||
Diluted weighted-average common shares outstanding | 42,374 | 43,746 | 42,475 | 43,574 | ||
Potentially dilutive shares excluded from calculation due to anti-dilutive effect | 133 | 1 | ||||
Stock options | ||||||
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Potentially dilutive shares excluded from calculation due to anti-dilutive effect | 197 | 0 |
Computation of Earnings Per S_4
Computation of Earnings Per Share - Additional information (Details) | Jun. 30, 2021 |
Convertible Senior Notes | 3.25% Convertible Senior Notes due 2020 | Convertible Senior Notes | |
Debt Instrument [Line Items] | |
Stated interest rate | 3.25% |
Balance Sheet Account Details I
Balance Sheet Account Details Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Inventory, Net [Abstract] | ||
Raw materials | $ 103,794 | $ 58,264 |
Work-in-process (materials, labor and overhead) | 40,373 | 31,359 |
Finished goods (materials, labor and overhead) | 74,339 | 24,175 |
Total inventories | $ 218,506 | $ 113,798 |
Balance Sheet Account Details P
Balance Sheet Account Details Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Other receivables | $ 39,400 | $ 15,442 |
Income taxes receivable | 14,284 | 7,335 |
Other | 6,057 | 2,157 |
Total prepaid expenses and other current assets | 59,741 | 40,975 |
Unbilled Contracts Receivable | 0 | $ 16,041 |
Contract Consideration | 65,000 | |
Contract Consideration Received | $ 42,000 |
Balance Sheet Account Details O
Balance Sheet Account Details Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Other Liabilities Disclosure [Abstract] | ||
Customer incentives and rebates | $ 13,969 | $ 15,663 |
Deferred revenue | 2,553 | 3,733 |
Accrued other taxes payable | 2,421 | 2,157 |
Derivative liabilities | 597 | 3,061 |
Other | 10,326 | 7,676 |
Total other current liabilities | $ 29,866 | $ 32,290 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 2,610 | $ 12,544 | $ 46,333 | $ 21,128 |
Income before income taxes | $ 21,683 | $ 80,196 | $ 243,490 | $ 129,017 |
Effective income tax rate | 12.00% | 16.00% | 19.00% | 16.00% |
Debt (Details)
Debt (Details) | Aug. 31, 2018USD ($)covenant | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) |
Debt Instrument [Line Items] | |||||
Line of credit, maximum borrowing capacity | $ 175,000,000 | ||||
Commitment fee percentage | 0.15% | ||||
Commitment fee percentage on unused capacity | 0.30% | ||||
Number of financial covenants | covenant | 2 | ||||
Ratio of indebtedness to net capital | 3.50 | ||||
Consolidated fixed charge coverage ratio | 1.25 | ||||
Maximum | |||||
Debt Instrument [Line Items] | |||||
Ratio of indebtedness to net capital | 4.50 | ||||
Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 0.75% | ||||
Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 1.50% | ||||
London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
London Interbank Offered Rate (LIBOR) | Minimum | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 1.75% | ||||
London Interbank Offered Rate (LIBOR) | Maximum | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 2.50% | ||||
Fed Funds Effective Rate Overnight Index Swap Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.005% | ||||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Interest expense, debt | $ 100,000 | $ 200,000 | $ 300,000 | $ 400,000 |
Stockholders' Equity Stock-Base
Stockholders' Equity Stock-Based Compensation - Summary of Status of Stock Option Activity (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Shares | |
Stock options outstanding, beginning (in shares) | shares | 760 |
Granted (in shares) | shares | 47 |
Exercised (in shares) | shares | (70) |
Stock options outstanding, ending (in shares) | shares | 737 |
Weighted-average exercise price per share | |
Stock options outstanding beginning, weighted average exercise price (in USD per share) | $ / shares | $ 46.95 |
Stock options granted, weighted average exercise price (in USD per share) | $ / shares | 254 |
Stock options exercised, weighted average exercise price (in USD per share) | $ / shares | 39.37 |
Stock options outstanding ending, weighted average exercise price (in USD per share) | $ / shares | $ 60.95 |
Stockholders' Equity Stock-Ba_2
Stockholders' Equity Stock-Based Compensation - Summary of Status of Stock Awards Activity (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Shares | |
Restricted stock outstanding, non-vested, beginning (in shares) | shares | 878 |
Granted (in shares) | shares | 106 |
Vested (in shares) | shares | (387) |
Forfeited (in shares) | shares | (3) |
Restricted stock outstanding, non-vested, ending (in shares) | shares | 594 |
Weighted-average grant date fair value | |
Restricted stock outstanding, non-vested, beginning, weighted average fair value (in USD per share) | $ / shares | $ 59.60 |
Restricted stock granted, weighted average fair value (in USD per share) | $ / shares | 204.50 |
Restricted stock vested, weighted average fair value (in USD per share) | $ / shares | 45.48 |
Restricted stock forfeited, weighted average far value (in USD per share) | $ / shares | 131.72 |
Restricted stock outstanding, non-vested, ending, weighted average fair value (in USD per share) | $ / shares | $ 94.16 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock issued in connection with employee stock purchase plan (in shares) | 10,948,000 | |
Restricted stock granted, weighted average fair value (in USD per share) | $ 204.50 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 46.1 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected weighted-average period of recognition for unrecognized compensation expense | 2 years | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock granted, weighted average fair value (in USD per share) | $ 204.50 | $ 85.34 |
Stockholders' Equity - Compensa
Stockholders' Equity - Compensation Expense Related to Stock-Based Compensation Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 5,846 | $ 5,130 | $ 11,674 | $ 9,008 |
Cost of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 643 | 435 | 1,159 | 693 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 893 | 866 | 1,927 | 1,508 |
Sales and marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 1,556 | 1,341 | 2,960 | 2,638 |
General and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 2,754 | $ 2,488 | $ 5,628 | $ 4,169 |
Stockholders' Equity - Estimate
Stockholders' Equity - Estimated Fair Value of Each Stock Option Award (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Equity [Abstract] | ||
Risk-free interest rate | 0.42% | 1.34% |
Expected option life (in years) | 5 years 3 days | 5 years 1 month 20 days |
Volatility rate | 53.00% | 39.00% |
Dividend rate | 0.00% | 0.00% |
Weighted-average grant date fair value of stock options granted (in USD per share) | $ 115.78 | $ 28.39 |
Industry and Geographic Infor_3
Industry and Geographic Information - Additional Information (Details) $ in Millions | 6 Months Ended | ||
Jun. 30, 2021USD ($)segment | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Revenue, Major Customer [Line Items] | |||
Number of reportable segments | segment | 1 | ||
Customer Concentration Risk | Non-US | |||
Revenue, Major Customer [Line Items] | |||
Sales to customers outside the U.S. | $ 147 | $ 96.8 | |
Customer Concentration Risk | Sales | Non-US | |||
Revenue, Major Customer [Line Items] | |||
Percentage of risk concentration by major customer | 27.00% | 26.00% | |
Geographic Concentration Risk | Non-US | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | $ 22.2 | $ 18.6 | |
Credit Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Accounts receivable | $ 9.1 | $ 411.7 |
Industry and Geographic Infor_4
Industry and Geographic Information - Sales to Individual Customers in Excess of 10% of Total Revenues (Details) - Sales - Customer Concentration Risk | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Customer One [Member] | ||
Revenue, Major Customer [Line Items] | ||
Sales percentage | 18.00% | 19.00% |
Customer B | ||
Revenue, Major Customer [Line Items] | ||
Sales percentage | 11.00% | 19.00% |
Customer C | ||
Revenue, Major Customer [Line Items] | ||
Sales percentage | 9.00% | 10.00% |
Total: | ||
Revenue, Major Customer [Line Items] | ||
Sales percentage | 38.00% | 48.00% |
Industry and Geographic Infor_5
Industry and Geographic Information Industry and Geographic Information - Revenue by Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 176,610 | $ 201,754 | $ 551,948 | $ 376,407 |
Rapid Immunoassay | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 60,070 | 80,606 | 297,740 | 176,536 |
Cardiometabolic Immunoassay | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 71,666 | 54,191 | 138,218 | 108,092 |
Specialized Diagnostic Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 10,418 | 11,780 | 21,271 | 28,239 |
Molecular Diagnostic Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 34,456 | $ 55,177 | $ 94,719 | $ 63,540 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Jan. 05, 2018buildingoption | Jun. 30, 2021USD ($) | Jan. 31, 2021renewal_term |
Other Ownership Interests [Line Items] | |||
Sale leaseback transaction, number of buildings | building | 3 | ||
Number of buildings | building | 4 | ||
Lessee, sale leaseback, option to extend | option | 2 | ||
Option to extend, term | 5 years | ||
Renewal term | 2 years | ||
Rutherford | |||
Other Ownership Interests [Line Items] | |||
Renewal term | 5 years | ||
Operating leases | $ | $ 39,400 | ||
Lessee, operating lease, term of contract | 15 years | ||
Number of renewal terms | renewal_term | 2 | ||
Partnership, McKellar San Diego Facility | |||
Other Ownership Interests [Line Items] | |||
Lease payments | $ | $ 500 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets: | ||
Total assets measured at fair value | $ 200,374 | $ 200,027 |
Liabilities: | ||
Derivative liabilities | 597 | 3,061 |
Total liabilities measured at fair value | 83,073 | 130,908 |
Money Market Funds, at Carrying Value | 200,013 | 200,003 |
Derivative | ||
Assets: | ||
Derivative assets | 361 | 24 |
Liabilities: | ||
Derivative liabilities | 597 | 3,061 |
Contingent consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 5,967 | 11,896 |
Deferred consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 76,509 | 115,951 |
Level 1 | ||
Assets: | ||
Total assets measured at fair value | 200,013 | 200,003 |
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Money Market Funds, at Carrying Value | 200,013 | 200,003 |
Level 1 | Derivative | ||
Assets: | ||
Derivative assets | 0 | 0 |
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Level 1 | Contingent consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 1 | Deferred consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 | ||
Assets: | ||
Total assets measured at fair value | 361 | 24 |
Liabilities: | ||
Total liabilities measured at fair value | 77,106 | 119,012 |
Money Market Funds, at Carrying Value | 0 | 0 |
Level 2 | Derivative | ||
Assets: | ||
Derivative assets | 361 | 24 |
Liabilities: | ||
Derivative liabilities | 597 | 3,061 |
Level 2 | Contingent consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 0 | 0 |
Level 2 | Deferred consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 76,509 | 115,951 |
Level 3 | ||
Assets: | ||
Total assets measured at fair value | 0 | 0 |
Liabilities: | ||
Total liabilities measured at fair value | 5,967 | 11,896 |
Money Market Funds, at Carrying Value | 0 | 0 |
Level 3 | Derivative | ||
Assets: | ||
Derivative assets | 0 | 0 |
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Level 3 | Contingent consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | 5,967 | 11,896 |
Level 3 | Deferred consideration | ||
Liabilities: | ||
Total liabilities measured at fair value | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Millions | Jun. 30, 2021USD ($) |
Consideration B | BNP Business | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Installment payment in 2021 | $ 48 |
Installment payment in 2022 | 48 |
Installment payment in 2023 | $ 40 |
Measurement Input, Discount Rate | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Discount rate | 0.029 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Estimated Fair Value of Contingent Consideration Liabilities (Details) - Level 3 - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | $ 5,967 | $ 11,896 |
Cash payments | (6,030) | |
Change in estimated fair value, recorded in general and administrative expenses | $ 101 |
Derivatives and Hedging - Forei
Derivatives and Hedging - Foreign Currency (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Notional Amount | $ 7,173 | $ 38,435 |
Derivative Liability, Fair Value, Gross Liability | 588 | 2,819 |
Prepaid expenses and other current assets | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 3,481 | 0 |
Derivative Asset, Fair Value, Gross Asset | 158 | 0 |
Prepaid expenses and other current assets | Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 16,430 | 18,160 |
Derivative Liability, Notional Amount | 1,442 | 23,120 |
Derivative Liability, Fair Value, Gross Liability | 9 | 242 |
Derivative Asset, Fair Value, Gross Asset | $ 203 | $ 24 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event | Jul. 24, 2021USD ($) |
Minimum | |
Subsequent Event [Line Items] | |
Master agreement, annual payment | $ 70,000,000 |
Maximum | |
Subsequent Event [Line Items] | |
Master agreement, annual payment | $ 75,000,000 |