Restatement of Previously Issued Financial Statements | 1. Restatement of Previously Issued Financial Statements Subsequent to the issuance of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023, originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 22, 2024 (the “Original Report”), the Company identified a material accounting error related to the timing of revenue recognition (referred to as “the Misstatement”) which impacts the Company’s consolidated financial statements as of and for the period ended December 31, 2023. Within this report, the Company has restated all impacted financial information and footnote disclosures impacted by the Misstatement. A description of the error and its impact on the previously issued financial statements is included below. In connection with the restatement, the Company determined that it was appropriate to revise the consolidated balance sheet as of December 31, 2022 and the consolidated statement of cash flows for the periods ended December 31, 2022 and 2021, as well as impacted footnote disclosures, in this Form 10-K/A to correct other unrelated immaterial errors. Description of revenue restatement adjustments During the first quarter of 2023, a customer cancelled two COVID-related, non-cancellable product purchase orders (“Cancelled PO’s”) in exchange for a $ 17.3 million one-time cash payment (the “Payment”), which was received in April 2023. At the time of cancellation, no product units had been delivered under the Cancelled PO’s and the Company had two other purchase orders from the same customer for the same product (“Open PO’s”). The Company originally accounted for the Cancelled PO’s as a single contract and recognized the $ 17.3 million payment as component of product revenue in the first quarter of 2023. Subsequent to the issuance of the Original Report, the Company reassessed the accounting treatment of the Payment and concluded that the Cancelled PO’s and Open PO’s represented a combined contract such that the February 2023 transaction should have been analyzed and accounted for as a contract modification, which required the Payment to be deferred and recognized as product units were delivered under the Open PO’s. All Open PO product units were fully delivered to the customer by June 30, 2024. The correction of the Misstatement affects certain financial statement line items in these consolidated financial statements including but not limited to product revenues, income tax provision, foreign currency translation, deferred revenues, prepaid expenses, deferred taxes and earnings-per-share. Consolidated Financial Statements - Restatement Reconciliation Tables The following tables present the impact of the financial statement adjustments on the Company's previously reported consolidated financial statements. The "Previously Reported" amounts in the following tables are amounts derived from the Original Report. The amounts in the columns labeled "Revenue Adjustments" represent the effect of adjustments resulting from the correction of the overstatement of revenues associated with the Payment and related tax impact. The amounts in the columns labeled "Other Adjustments" represent the effect of other adjustments that relate to other unrelated errors in previously filed financial statements that were not material, individually or in the aggregate, to those filed financial statements. The effects of both the restatement for the Revenue Adjustments and the revisions for the immaterial Other Adjustments have been corrected in all impacted tables and footnotes throughout these consolidated financial statements. December 31, 2023 As Previously Reported Revenue Adjustments Other Adjustments As Restated ASSETS Current assets: Cash and cash equivalents $ 751,323 $ — $ — $ 751,323 Marketable securities held to maturity — — — — Accounts receivable, net of reserves of $ 2,122 and $ 1,365 at 124,161 — — 124,161 Inventories, net 202,321 — — 202,321 Prepaid expenses and other current assets 33,238 303 — 33,541 Total current assets 1,111,043 303 — 1,111,346 Noncurrent assets: Property, plant and equipment, net 207,440 — — 207,440 Intangible assets, net 400,486 — 6,471 406,957 Goodwill 987,120 — — 987,120 Deferred tax assets 1,530 — — 1,530 Operating lease right of use assets 115,515 — — 115,515 Other noncurrent assets 1,277 — — 1,277 Total noncurrent assets 1,713,368 — 6,471 1,719,839 Total assets $ 2,824,411 $ 303 $ 6,471 $ 2,831,185 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 19,563 $ — $ — $ 19,563 Operating lease liability 5,631 — — 5,631 Current contingent consideration 12,983 — — 12,983 Accrued liabilities 50,533 6,780 — 57,313 Convertible Senior Notes due 2024, net 69,452 — — 69,452 Total current liabilities 158,162 6,780 — 164,942 Noncurrent liabilities: Convertible Senior Notes due 2028, net 510,143 — — 510,143 Deferred tax liabilities 40,466 ( 903 ) ( 239 ) 39,324 Noncurrent operating lease liability 126,578 — — 126,578 Noncurrent contingent consideration 14,070 — — 14,070 Other noncurrent liabilities 3,789 — 7,494 11,283 Total noncurrent liabilities 695,046 ( 903 ) 7,255 701,398 Total liabilities 853,208 5,877 7,255 866,340 Commitments and contingencies (Note 14) Stockholders' equity: Preferred stock, $ 0.01 par value, 5,000,000 shares authorized, no shares issued or outstanding — — — — Common stock, $ 0.01 par value; 80,000,000 shares authorized; 55,766,078 shares at December 31, 2023 and 55,557,698 shares at December 31, 2022 issued and outstanding 558 — — 558 Additional paid-in capital 1,569,227 — — 1,569,227 Accumulated other comprehensive loss ( 37,431 ) ( 377 ) — ( 37,808 ) Accumulated earnings 438,849 ( 5,197 ) ( 784 ) 432,868 Total stockholders’ equity 1,971,203 ( 5,574 ) ( 784 ) 1,964,845 Total liabilities and stockholders’ equity $ 2,824,411 $ 303 $ 6,471 $ 2,831,185 December 31, 2022 As Previously Reported Other Adjustments As Revised ASSETS Intangible assets, net $ 353,676 $ 6,942 $ 360,618 Total noncurrent assets 1,526,540 6,942 1,533,482 Total assets $ 2,524,658 $ 6,942 $ 2,531,600 LIABILITIES AND STOCKHOLDERS' EQUITY Other noncurrent liabilities $ 3,814 $ 6,942 $ 10,756 Total noncurrent liabilities 209,762 6,942 216,704 Total liabilities 613,958 6,942 620,900 Total liabilities and stockholders’ equity $ 2,524,658 $ 6,942 $ 2,531,600 Year Ended December 31, 2023 As Previously Reported Revenue Adjustments Other Adjustments As Restated Revenue: Products $ 638,381 $ ( 6,402 ) $ — $ 631,979 Royalty and other revenue 383 — — 383 Total revenue 638,764 ( 6,402 ) — 632,362 Costs and operating expenses: — Cost of product revenue 353,922 — — 353,922 Research and development 42,722 — — 42,722 Selling, general and administrative 218,113 — 471 218,584 Contingent consideration ( 30,569 ) — — ( 30,569 ) Total costs and operating expenses 584,188 — 471 584,659 Income from operations 54,576 ( 6,402 ) ( 471 ) 47,703 Other income (expenses): Investment income 24,135 — — 24,135 Interest expense ( 1,951 ) — ( 552 ) ( 2,503 ) Loss on extinguishment of debt ( 12,676 ) — — ( 12,676 ) Amortization of debt issuance costs ( 8,075 ) — — ( 8,075 ) Other income (expenses) 8,123 — — 8,123 Other income (expenses), net 9,556 — ( 552 ) 9,004 Income before income taxes 64,132 ( 6,402 ) ( 1,023 ) 56,707 Income tax provision 22,555 ( 1,205 ) ( 239 ) 21,111 Net income $ 41,577 $ ( 5,197 ) $ ( 784 ) $ 35,596 Earnings per share: — Basic $ 0.75 $ ( 0.09 ) $ ( 0.02 ) $ 0.64 Diluted (Note 3) $ 0.74 $ ( 0.09 ) $ ( 0.02 ) $ 0.63 Weighted average common shares outstanding: Basic 55,720 — — 55,720 Diluted (Note 3) 56,377 — — 56,377 Net income $ 41,577 $ ( 5,197 ) $ ( 784 ) $ 35,596 Other comprehensive income (loss): Foreign currency translation adjustment ( 3,037 ) ( 377 ) — ( 3,414 ) Comprehensive income $ 38,540 $ ( 5,574 ) $ ( 784 ) $ 32,182 Accumulated Other Comprehensive Loss Accumulated Earnings Total Stockholders' Equity As Previously Reported Revenue Adjustments Other Adjustments As Restated As Previously Reported Revenue Adjustments Other Adjustments As Restated As Previously Reported Revenue Adjustments Other Adjustments As Restated $ $ $ $ $ $ $ $ $ $ $ $ Balance at December 31, 2022 ( 34,394 ) — — ( 34,394 ) 397,272 — — 397,272 1,910,700 — — 1,910,700 Net income — — — — 41,577 ( 5,197 ) ( 784 ) 35,596 41,577 ( 5,197 ) ( 784 ) 35,596 Translation adjustment ( 3,037 ) ( 377 ) — ( 3,414 ) — — — — ( 3,037 ) ( 377 ) — ( 3,414 ) Balance at December 31, 2023 ( 37,431 ) ( 377 ) — ( 37,808 ) 438,849 ( 5,197 ) ( 784 ) 432,868 1,971,203 ( 5,574 ) ( 784 ) 1,964,845 Year Ended December 31, 2023 As Previously Reported Revenue Adjustments Other Adjustments As Restated Cash flows from operating activities: Net income $ 41,577 $ ( 5,197 ) $ ( 784 ) $ 35,596 Adjustments to reconcile net income to net cash provided by operating activities: Inventory step-up charges 1,238 — — 1,238 Depreciation and amortization 68,085 — 471 68,556 Amortization of debt discount and issuance costs 2,448 — — 2,448 Stock-based compensation 25,575 — — 25,575 Deferred income taxes, net 2,317 ( 903 ) ( 239 ) 1,175 Contingent consideration ( 30,569 ) — — ( 30,569 ) Non-cash interest income ( 2,023 ) — — ( 2,023 ) Loss on extinguishment of debt 12,676 — — 12,676 Operating lease right of use asset amortization 14,059 — 3,499 17,558 Other 1,231 — 552 1,783 Changes in operating assets and liabilities, excluding impact of acquisitions: Accounts receivable ( 3,312 ) — — ( 3,312 ) Inventories 40,973 — — 40,973 Prepaid expenses and other assets ( 13,030 ) ( 303 ) — ( 13,333 ) Other assets ( 461 ) — — ( 461 ) Accounts payable ( 9,803 ) — — ( 9,803 ) Accrued expenses ( 27,921 ) 6,403 — ( 21,518 ) Operating lease liability ( 9,229 ) — ( 3,499 ) ( 12,728 ) Long-term liabilities 87 — — 87 Total cash provided by operating activities 113,918 — — 113,918 Cash flows from investing activities: Redemption of marketable securities 102,323 — — 102,323 Additions to capitalized software costs ( 2,766 ) — — ( 2,766 ) Acquisitions, net of cash acquired ( 186,642 ) — — ( 186,642 ) Purchases of property, plant and equipment ( 36,222 ) — — ( 36,222 ) Purchase of intellectual property — — — — Other investing activities 32 — — 32 Total cash used in investing activities ( 123,275 ) — — ( 123,275 ) Cash flows from financing activities: Repurchase of common stock ( 14,386 ) — — ( 14,386 ) Proceeds from issuance of 2023 Convertible Senior Notes 290,094 — — 290,094 Proceeds from exercise of stock options 1,076 — — 1,076 Payment of debt issuance costs ( 7,253 ) — — ( 7,253 ) Payment of tax withholding obligation on vesting of restricted stock ( 13,227 ) — — ( 13,227 ) Payment of earnout consideration ( 7,298 ) — — ( 7,298 ) Other financing activities ( 45 ) — — ( 45 ) Total cash provided by (used in) financing activities 248,961 — — 248,961 Effect of exchange rate changes on cash and cash equivalents ( 11,739 ) — — ( 11,739 ) Net increase (decrease) in cash and cash equivalents 227,865 — — 227,865 Cash and cash equivalents, beginning of period 523,458 — — 523,458 Cash and cash equivalents, end of period $ 751,323 $ — $ — $ 751,323 Supplemental disclosure of cash flow information: Income taxes paid $ 26,963 $ — $ — $ 26,963 Interest paid $ 988 $ — $ — $ 988 Supplemental disclosure of non-cash investing and financing activities: $ — $ — Assets acquired under operating leases $ 4,335 $ — $ — $ 4,335 Fair value of shares of common stock issued for acquisitions $ 13,569 $ — $ — $ 13,569 Fair value of shares of common stock issued for contingent consideration earnouts $ 7,229 $ — $ — $ 7,229 Acquisition date fair value of contingent consideration earnouts $ 6,640 $ — $ — $ 6,640 Issuance of 2023 Notes in exchange of 2019 Notes $ 42,179 $ — $ — $ 42,179 Extinguished 2019 Notes $ 29,634 $ — $ — $ 29,634 Year Ended December 31, 2022 As Previously Reported Other Adjustments As Revised Cash flows from operating activities: Adjustments to reconcile net income to net cash provided by operating activities: Operating lease right of use asset amortization $ ( 24,549 ) $ 30,576 $ 6,027 Changes in operating assets and liabilities, excluding impact of acquisitions: Operating lease liability $ 28,623 $ ( 30,576 ) $ ( 1,953 ) Total cash provided by operating activities $ 172,083 $ — $ 172,083 Supplemental disclosure of non-cash investing and financing activities: Acquisition of intangible assets and issuance of financing liability $ — $ 6,948 $ 6,948 Year Ended December 31, 2021 As Previously Reported Other Adjustments As Revised Cash flows from operating activities: Adjustments to reconcile net income to net cash provided by operating activities: Operating lease right of use asset amortization $ ( 4,315 ) $ 14,870 $ 10,555 Changes in operating assets and liabilities, excluding impact of acquisitions: Operating lease liability $ 6,958 $ ( 14,870 ) $ ( 7,912 ) Total cash provided by operating activities $ 119,016 $ — $ 119,016 |